Investing in
our future
Annual Report and
Accounts 2024
Central Asia Metals Plc (‘CAML’) is focused on low-cost
production in Kazakhstan and North Macedonia, and is
actively involved in exploration in Kazakhstan and Scotland.
Our purpose is to produce base metals essential for
modern living, safely, profitably and in a sustainable
manner, for the benefit of all our stakeholders.
CONTENTS
Governance
Introduction to Corporate Governance
53
The QCA Corporate Governance Code
55
Board of Directors
56
Our Approach to Corporate Governance
59
Board Report
61
Sustainability Committee Report
67
Audit Committee Report
71
Nomination Committee Report
74
Remuneration Committee Report
79
Directors’ Report
91
Statement of Directors’ Responsibilities
93
Financial Statements
Independent Auditors’ Report
95
Consolidated Income Statement
102
Consolidated Statement of Comprehensive Income
103
Statements of Financial Position
104
Consolidated Statement of Changes in Equity
105
Company Statement of Changes in Equity
106
Consolidated Statement of Cash Flows
107
Notes to the Financial Statements
108
Glossary of Technical Terms
137
Directors, Secretary and Advisers
138
Overview
2024 Highlights
1
2024 A Year in Review
2
Strategic Report
Chairman’s Statement
4
Our Business Model
6
Chief Executive Officer’s Statement
8
Operational Review
10
Business Development
19
Sustainability
20
Stakeholder Engagement and S172
27
Non-Financial and Sustainability Information Statement
30
Financial Review
31
Our Strategy
39
Key Performance Indicators
40
Risk Management
44
Principal Risks and Uncertainties
47
Our reporting suite
ESG Datasheet
Click to download
the ESG Datasheet
Annual
Report 2024
Sustainability
Report 2024
Investing in
sustainability
Sustainability
Report 2024
All references to dollars in this report are US dollars unless otherwise stated.
CAML has adopted and complies with the revised Quoted
Companies Alliance (QCA) Code for small and mid-size
companies. The QCA Code consists of ten principles of corporate
governance which promote medium- to long-term value for
shareholders and other stakeholders. Throughout this report,
icons can be found to demonstrate CAML’s application of each
of the ten principles, and a full index signposting all of our
disclosures under the QCA Code can be found on page 55.
QCA
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Strategic report
Governance
Financial statements
Overview
Revenue*
$214.4m
2023: $203.5m
EBITDA*
$101.8m
2023: $101.0m
Group financial highlights
Safety highlights
EBITDA margin*
47%
2023: 50%
Cash
$67.6m
Debt free
Free cash flow
$65.7m
2023: $57.5m
Group capex
$20.8m
2023: $27.8m
Profit after tax*
$50.8m
2023: $37.2m
See page 37 for a definition of
non-IFRS alternative financial
performance measures.
2024 HIGHLIGHTS
Kazakhstan
Copper cathode production
13,439t
2023: 13,816t
EBITDA margin*
73%
2023: 73%
Copper sales
13,521t
2023: 13,687t
In-situ dump leach and
SX-EW processing facility,
central Kazakhstan, in
production for 12 years.
EBITDA margin*
35%
2023: 40%
North Macedonia
Zinc-in-concentrate
production
18,572t
2023: 20,338t
Lead-in-concentrate
production
26,617t
2023: 27,794t
Underground zinc and
lead mine, northeast North
Macedonia. Production
commenced in 1960s. CAML
owned since 2017.
Lost-time injuries (LTIs)
2
2023: 1
Lost-time injury frequency rate (LTIFR)
0.77
2023: 0.40
Dividend
18p
2023: 18p
* Following a review of
our accounting policies,
revenue, EBITDA and
profit after tax disclosed
have been updated,
with a restatement
of comparatives.
See the notes to the
financial statements
for more details.
1
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Strategic report
Governance
Financial statements
Overview
2024 A YEAR IN REVIEW
The year marked significant progress for CAML, at both the corporate and the site level, including
changes in our executive leadership team and major achievements in the operational transition at Sasa.
October
Senior
management
team changes
took effect
May
Copper price
broke through
$11,000
per tonne, reaching
a record high
November
Aberdeen Minerals
completed its 2024
drilling campaign at
Arthrath in Scotland
December
Development of
the Central Decline
at Sasa completed
August
Sasa passed
milestone of
200,000t
of paste fill placed
underground
March
Announced $3.8 million
investment in Aberdeen
Minerals for a 28.7% initial
shareholding (now 28.4%)
January
Strong 2023 production
reported, at 13,816 tonnes
of copper, 20,338 tonnes
of zinc and 27,794 tonnes
of lead
February
Formal creation of
CAML X, the Company’s
80%-owned subsidiary
focused on early-stage
exploration in Kazakhstan
April
Kounrad
celebrated 12
years in production
June
Golden Rules
on safety
launched
at Sasa and
Kounrad
July
Conformance
with Global
Industry Standard
on Tailings
Management
September
Board visited
Sasa
2
Strategic report
Governance
Financial statements
Overview
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Chairman’s Statement
4
Our Business Model
6
Chief Executive Officer’s Statement
8
Operational Review
10
Business Development
19
Sustainability
20
Stakeholder Engagement and S172
27
Non-Financial and Sustainability Information Statement
30
Financial Review
31
Our Strategy
39
Key Performance Indicators
40
Risk Management
44
Principal Risks and Uncertainties
47
Strategic
Report
3
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
3
Strategic report
Governance
Financial statements
Overview
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
CHAIRMAN’S STATEMENT
“We achieved another year of safe,
profitable production in 2024,
and maintained our dividend
while beginning to develop our
exploration pipeline and continuing
the search for an acquisition
to grow the business.”
Nick Clarke
Non-Executive Chairman
A year of transition
2024 was a year of significant transition for CAML, at
both the corporate and the operational level, underpinned
as in previous years by a robust performance from both
of our operations.
The major corporate change was the succession in senior
management, with Nigel Robinson stepping down as Chief
Executive Officer (CEO) after more than six years to be
replaced by Gavin Ferrar.
Louise Wrathall has stepped up to fill Gavin’s previous
role as Chief Financial Officer (CFO), whilst retaining
her existing responsibility for business development.
The Board and I have every confidence that Gavin and
Louise will continue to take CAML forward, backed
by the strong teams in London and at our operations.
The main transition at the operational level has been the
change in mining at Sasa, where we now use methods that
employ paste backfill. Apart from the benefit of allowing
Sasa to return a significant proportion of its tailings
back underground, the new mining methods allow much
greater mining flexibility. This enables the operation to
exploit narrower sections of the orebody both safely and
profitably, maximising resource extraction and extending
the life of the mine.
Kounrad, meanwhile, has continued to be the bedrock of
the Group, meeting its production targets safely, efficiently
and highly profitably. 2024 also featured the first full year’s
contribution from Kounrad’s Solar Power Plant, which met
approximately 14% of the operation’s electricity demand,
helping to offset the impact of higher power prices.
Meeting our challenges
Any major operational change is bound to present
challenges, and the transition to new mining methods
at Sasa has been no exception. I am proud of the way our
team at Sasa has met those challenges, some of which
were unforeseen, and maintained production in sometimes
difficult circumstances. Those challenges did result in
Sasa’s production for 2024 falling very marginally below
the guidance that we set at the start of the year, though
we are confident that the experience gained will stand
the operation in good stead in the years to come.
2024 dividend
18p
Distribution ratio
c.63%
of FCF
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
4
Strategic report
Governance
Financial statements
Overview
We also faced a number of external challenges in 2024,
including continued cost inflation. Prices for the metals
we produce were, on average, higher than in 2023,
although they exhibited significant volatility. This was
driven in part by political developments, which featured
an unprecedented number of elections around the world,
including in the UK and the US, and wars in the Middle
East and Ukraine.
On the positive side, the year also featured a major turn
in the interest rate cycle, albeit ending with perhaps not
as rapid a decline in interest rates as had been expected
earlier in the year. Finally, towards the end of 2024, the US
election result raised fears of trade wars, which weighed
on prices for base metals and other industrial commodities
towards the end of the year, with markets looking forward
to 2025 for some resolution of that uncertainty.
Delivering on our purpose
Amidst these various challenges, we never lose sight
of our purpose, which is to produce base metals essential
for modern living, safely, profitably and sustainably.
The metals we produce have seldom been more important,
owing to their key uses in electrification, transport,
construction and batteries. This importance can only grow,
as the world seeks to transform its energy generation
away from fossil fuels.
At CAML sustainability is not just about environmental
stewardship and social development, it also encompasses
the financial sustainability of our business for the benefit
of all our stakeholders. To this end we are ever mindful
of our capital allocation.
During 2024 we invested $20.8 million in our existing
operations, predominantly at Sasa, and a further
$3.8 million to take a 28.4% shareholding in Aberdeen
Minerals, a private company working on a highly promising
base-metals exploration project in northeast Scotland.
We also spent $1.3 million in CAML X, our exploration
subsidiary in Kazakhstan.
In addition to these significant investments in our future,
the Board was pleased to recommend a final dividend of
9p pence per share which, if approved by shareholders,
would bring the annual total to 18p pence per share,
representing approximately 63% of our annual free cash
flow (FCF) of $65.7 million. This ratio of distribution
to FCF is significantly higher than CAML’s stated policy
of 30-50%, but we believe maintaining this level of return
to our shareholders is appropriate while we continue
the search for a material transaction with which to grow
the business. That search remains a key priority for our
management team.
Sustainability
I have already mentioned one key area of sustainability,
which is to ensure the long-term financial health of our
business through profitable production and disciplined
business development. That said, we never lose sight
of our wider responsibilities to the physical environment
in which we operate.
To that end, the Board is particularly proud of a key
achievement of the Group in 2024: conformance with
the Global Industry Standard on Tailings Management
(GISTM). This standard of international best practice has
been adopted by CAML on a voluntary basis, representing
the culmination of a three‑year work programme, and
is independently audited by third‑party consultants.
sustainability‑related targets, and our Nomination
Committee aims to ensure we attract, retain and develop
appropriately talented individuals for the future.
Our Sustainability Committee has continued to advise
our site-based foundations on how best to support their
respective communities with sustainable development
initiatives, and has ensured Board oversight on all other
aspects under its remit.
Acknowledgements
It would be impossible for me to finish this annual
statement without again mentioning Nigel Robinson and
the huge contribution he has made to CAML since joining
the Group in 2007 prior to its Initial Public Offering. The
rest of the Board would like to join me in thanking Nigel
for his hard work and dedication over the past 15 years,
and we look forward to continuing to benefit from his good
judgement and experience in his new role as an NED.
I would also like to take this opportunity to thank Scott
Yelland, who is stepping down at the end of March
as CAML’s Chief Operating Officer. Scott has played
a key role in the integration of Sasa into CAML, and
in the subsequent Capital Projects programme, and I am
delighted that he will remain a consultant to the Group.
CAML’s employees are fundamental to the Group’s
achievements, and I would like to thank each and everyone
one of you for your contributions over the past year.
I would also like to take this opportunity to thank all of our
other stakeholders for their continued support, as we look
forward to another successful year.
Nick Clarke
Non-Executive Chairman
19 March 2025
Establish and maintain the Board as a
well‑functioning, balanced team led by the Chair.
6
QCA
CHAIRMAN’S STATEMENT continued
“We remain committed as ever to
strong corporate governance, as
evidenced by the work of our various
Board Committees.”
Governance
Our Board remained stable through 2024, with the
only significant changes being those among the senior
management team referenced earlier. Despite stepping
down as CEO, Nigel Robinson remains an Executive
Director, though he will transition to Non-Executive
Director (NED) from 1 April 2025.
We remain committed as ever to strong corporate
governance, as evidenced by the work of our various
Board Committees. Our Technical Committee made
two visits to Sasa during the year, one along with the
entire Board, to see first-hand the progress made on
the Capital Projects. Our Audit Committee continues to
oversee the financial aspects of the business as well as
monitoring risk management.
The Remuneration Committee continues to ensure clear
and measurable targets for our Executive Directors and
senior management team, which always incorporate
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
5
Strategic report
Governance
Financial statements
Overview
OUR BUSINESS MODEL
Who we are
CAML is a base metals producer quoted on the AIM market
of the London Stock Exchange, with a copper operation
in Kazakhstan and a zinc and lead mine in North Macedonia.
Our focus is on safe, efficient and low-cost production
of these base metals, underpinned by our values.
Sustainability
In order to operate more efficiently and responsibly,
we ensure that sustainability underpins our business model.
More information on sustainability can be found on page 20.
What sustains us
Our success is based principally on the competence and
commitment of our employees, and the support of our local
communities and host governments. We also benefit from
our relationships with our external suppliers, and our offtake
partners and customers. We greatly value the support
of our shareholders.
What we do
CAML produces copper cathode, and zinc and lead
concentrates, from its operations in Kazakhstan and North
Macedonia. We strive to do this safely, profitably and with the
minimum impact on the physical environment. We also seek
to grow the business via appropriate investments.
Revenue 2024
Kazakhstan
$121.8m
North Macedonia
$92.7m
Revenue 2024
Copper
$121.8m
Zinc
$35.3m
Lead
$55.1m
Silver stream
$2.3m
We focus on low‑cost,
ethical metal production to
the benefit of our employees,
local communities,
host governments and
shareholders. We strive
to minimise the impact on
the physical environment,
while enriching communities
close to our operations with
employment opportunities,
and support in education and
other initiatives. We prioritise
local procurement. A key
aim of our business model
is to ensure the financial
sustainability of the
Group’s operations.
Employees
Kazakhstan
29%
North Macedonia
69%
UK
2%
People and skills
We are proud of the experienced and capable
teams at Sasa and Kounrad, which employ
over 1,000 people. There are no expatriates
at Kounrad, and just 13 (out of 788) at Sasa,
as we focus on employing nationals to
support local economic development and
develop local skills. We provide wide‑ranging
training programmes for our employees and,
in some cases, tertiary education for talented
individuals. We have a strong Board, with
complementary skills and experience, and
a London‑based senior management team.
Relationships
Maintaining strong employee, community
and national relationships in our countries
of operation are key to retaining the licence
to operate that we currently enjoy. We also
benefit from positive relationships with
suppliers and service providers, and our
offtake partners and the customers for our
products. Our relationships with shareholders
and other members of the financial
community are also of crucial importance,
especially as we seek to grow the business.
Investment
In order to ensure safe, efficient, low‑cost
operations, which also optimise resource
extraction and thus operational life,
we ensure that Kounrad and Sasa are
appropriately funded. We also invest in
the long-term sustainability of the business
by funding our exploration programmes.
The metals CAML produces are essential for modern living and to support future advances in technology.
Availability of these metals is critical to economic growth and development.
In-situ dump leaching
and SX-EW
Kounrad
CAML owns 100% of the
Kounrad in-situ dump-leach
and solvent extraction-
electrowinning (SX-EW)
operation close to Balkhash
in central Kazakhstan. The
operation recovers copper
from waste dumps created
by historical mining activities
over many decades.
Since production commenced
in 2012, more than 165,000
tonnes of copper have been
produced at Kounrad, at
costs that are amongst the
lowest in the world.
More information can be found
on page 11.
Licensed to
2034
Minimum recoverable copper
remaining
85kt
Mining and mineral
processing
Sasa
Since 2017, CAML has held
a 100% interest in the Sasa
zinc-lead mine and associated
infrastructure in northeastern
North Macedonia. The
operation is an underground
mine, with a processing plant
using froth flotation to produce
a zinc concentrate and a lead
concentrate also containing
silver. These concentrates
are shipped to smelters
for refining into metals.
In 2024, Sasa produced 18,572
tonnes of zinc‑in‑concentrate
and 26,617 tonnes of
lead‑in‑concentrate.
More information can be found
on page 14.
Life of mine to
2039
Ore Reserves
9.2Mt
Ensuring
ethical practices
Maintaining health
and safety
Valuing
our people
Caring for the
environment
Creating value for
our communities
Proportion of
local employees
99%
Total capex
2024
$20.8m
Our values
Health and safety
Sustainability
Efficiency and
innovation
Respect and trust
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
6
Strategic report
Governance
Financial statements
Overview
How we grow
CAML is actively exploring
in Kazakhstan, and funding
an associate company
in Scotland.
What we supply
The metals CAML produces are essential for modern
living, and increasingly so as the world reduces its
dependence on fossil fuels. They play key roles in
generating, storing and transmitting renewable power,
in transport and construction, and in a wide range
of consumer products.
Stakeholders
Exploration
in Kazakhstan
In 2023, CAML partnered
with a team of experienced
exploration geologists to
establish a subsidiary called
CAML Exploration (CAML
X) to conduct early-stage
exploration for base metals
in Kazakhstan. CAML holds
an 80% interest. Thus far
the focus has been on target
generation and licence
applications.
More information can be found
on pages 10 and 19.
Copper
Fundamental to electrical infrastructure (both
renewable and conventional), and to electric motors
and generators, copper plays a critical role in the
clean‑energy transition.
Construction
Telecommunications
Electric vehicles
Wind turbines
Zinc
Zinc’s dominant application is as a coating to protect
steel from corrosion, thus increasing the useful life
of a vast array of products, and the metal is also
a key element in a number of green technologies.
Construction
Solar energy
Pharmaceuticals
Transport
Lead
Lead’s main use is in lead-acid batteries, found in both
conventional vehicles and electric vehicles/hybrids,
and used as storage batteries; along with other
important applications such as radiation shielding.
Energy storage
Solder and
electronics
Healthcare PPE
Weights and ballast
Investment in exploration
Aberdeen Minerals
In June 2024, CAML invested
£3 million ($3.8 million)
in Aberdeen Minerals
(‘Aberdeen’), an unlisted
company exploring for
base metals in northeast
Scotland. The proceeds of
CAML’s initial investment are
funding a drilling campaign
at Aberdeen’s Arthrath
nickel-copper project. CAML
holds a 28.4% interest in
Aberdeen, with warrants to
invest a further £2 million
and increase its shareholding
to 37.6%.
More information can be found
on pages 10 and 19.
Investors
Financial returns via
dividends and long‑term
growth
More information on page 9
Employees
Competitive salaries and
career development through
wide‑ranging training
programmes
More information on page 22
Governments
Economic contributions to the
countries in which we operate
More information on pages 12
and 15
Communities
Jobs and social investments
for our local communities
More information on page 23
Suppliers
Supporting local responsible
suppliers
More information on pages 12
and 15
OUR BUSINESS MODEL continued
1
QCA
Establish a purpose, strategy and
business model which promote
long‑term value for shareholders.
Outcomes
GRI 201 – Economic value generated $214.5m
2024 earnings per share
28.90c
2024 copper production
13,439t
2024 copper C1
cash cost
$0.80/lb
Kounrad employees
340
Tax paid in Kazakhstan
since 2012
$296.5m
Kounrad in-country
procurement
95%
2024 dividend per share
18p
2024 zinc/lead production
18,572t/26,617t
2024 zinc-equivalent C1
cash cost
$0.76/lb Zn-eq
Sasa employees
788
Tax paid in North Macedonia
since 2017
$95.5m
Sasa in-country procurement
67%
1. Includes corporate taxes, concession fees and mineral
extraction tax.
2. Mainly retained in the form of capital expenditure.
Wages/payments: $42.8m
Other opex: $59.0m
Dividends: $40.9m
Taxes1: $39.7m
Social investments: $1.1m
Economic value retained2: $30.9m
More information can be found on page 32.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Strategic report
Governance
Financial statements
Overview
7
CHIEF EXECUTIVE OFFICER’S STATEMENT
“Our focus is on maintaining existing
low-cost production, whilst building
a pipeline of projects to sustain and
grow the business in the future.”
Gavin Ferrar
Chief Executive Officer
I am delighted to be giving this, my first annual statement
as CEO of CAML, and I would like to thank the Board and
our other stakeholders for the trust they have placed in
me. The role of CEO inevitably carries a high degree of
responsibility, but it also presents an exciting opportunity
to lead the next steps in the evolution of our business.
CAML’s operations delivered another year of safe, reliable
and profitable base metals production in 2024. Kounrad
achieved production firmly in the guidance range we gave
at the start of the year, whilst maintaining its exemplary
safety record.
Despite the challenges posed by the transition to new mining
methods at Sasa, the operation came within a fraction of
meeting its guidance for the year, and largely completed
the capital investment programme designed to transform
the way we mine ore and store tailings. Sasa also achieved
a commendable safety performance in 2024, with just two
lost time injuries (LTIs), and continues to strive for zero harm.
2024 financial overview
These reliable operating performances by our two
operations underpinned a solid financial performance, with
revenue of $214.4 million and EBITDA of $101.8 million.
The resulting EBITDA margin of 47% reflects the financial
robustness of our production base, and the free cash flow
this generated, at $65.7 million, has allowed us to propose
a final dividend of 9p.
This level of dividend exceeds our stated distribution
policy, but we believe it is appropriate for our shareholders
to receive this significant level of capital return while we
continue the search for new opportunities with which to
build a pipeline of production and growth projects.
We also invested significantly in 2024 in the future of
the business, spending a total of $20.8 million on capital
expenditure at our two operations, including $6.4 million
on the transition projects at Sasa. In addition, we invested
£3 million ($3.8 million) in Aberdeen Minerals (‘Aberdeen’),
an unlisted company exploring for base metals in northeast
Scotland, for a 28.4% initial shareholding, with warrants
to invest a further £2 million if drilling results are
sufficiently promising.
Kounrad
Kounrad again demonstrated its reliability in 2024, with
production of 13,439 tonnes of high-purity copper cathode.
The operation continues to stand out from its peers in two
respects: its safety record, which at the end of 2024 stood
at 2,420 days without an LTI, and its bottom-quartile C1
cash operating costs of $0.80 per pound.
Despite being leached since operations at Kounrad
commenced in 2012, the Eastern Dumps continue to
yield copper, contributing 27% of the 2024 production
total. Our highly experienced site team continues to
assess the economics of leaching at the Eastern Dumps,
and has confirmed that, assuming current copper prices
prevail, limited production from the East could continue
beyond 2025.
The balance of 2024 production came from the Western
Dumps, which will remain the mainstay for the rest
of Kounrad’s life. The Kounrad team remains focused
on maximising recoveries whilst controlling costs; against
a background of inflation, including higher reagent prices
and wage increases which we have awarded to help our
employees address the cost of living.
A useful contributor to cost control is Kounrad’s Solar
Power Plant, which enjoyed its first full year of operation
in 2024, contributing approximately 14% of the operation’s
total power requirements. Conceived principally as a
means of helping CAML to achieve its goal of reducing
greenhouse gas emissions, the Solar Power Plant is now
making a significant contribution to cost control, offsetting
part of the impact of recent increases in Kounrad’s
electricity tariff.
Sasa
The key achievements at Sasa in 2024 included the first
full year of operation of the Paste Backfill (PBF) Plant and
the completion in December of the development of the
Central Decline. Significant progress was also made
on the Dry Stack Tailings (DST) Plant, which we expect
to become operational in Q1 2025.
Together, these projects are transforming Sasa into a
more robust and flexible operation, employing international
best practice in tailings disposal, and ensuring safe and
profitable operations until at least 2039.
Sasa produced 18,572 tonnes of zinc-in-concentrate
in 2024 and 26,617 tonnes of lead-in-concentrate.
These totals fell fractionally short of the guidance we gave
at the start of the year, as operations were constrained
to some degree by the challenges posed by the transition
to new mining methods. Many of those challenges we had
anticipated, though others were more difficult to predict.
EBITDA
$101.8m
LTIFR
0.77
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
8
Strategic report
Governance
Financial statements
Overview
EBITDA margin
47%
Driven by low-cost
copper, zinc and lead
production
Dividend yield
11.5%
Based on share price
at 31 December 2024
Cash
$67.6m
Cash balance at
31 December 2024
Dividend
18p
per share 2024 interim
of 9p and final of 9p
proposed
Total shareholder
return since IPO
259%
From IPO in 2010
to 31 December 20241
Debt
Zero
At 31 December 2024
These included the filling of previously mined voids with
paste fill from Sasa’s PBF Plant. Several of these voids
proved larger and more complex than expected, taking
additional time to fill. From a positive perspective, this
has allowed additional tailings to be stored underground,
further contributing to one of the long-term benefits of the
capital investment programme, which is to avoid the need
for a new conventional tailings storage facility for the
remainder of Sasa’s planned life.
Despite 2024 being a year of transition for our production
teams, Sasa maintained its robust cost performance,
returning a C1 cash operating cost of $0.76 per pound
of zinc-equivalent.
Sustainability
Our commitment to sustainability remains undiminished,
not least because we believe it represents good business
practice whilst safeguarding the interests of all
our stakeholders.
I am therefore particularly proud of a key achievement during
the year under review. In July, CAML was independently
confirmed to be in conformance with the Global Industry
Standard on Tailings Management (GISTM), an internationally
accepted set of best practices for the management
of tailings storage facilities (TSFs), on a voluntary basis.
TSF management is not relevant to Kounrad, but does
apply to Sasa, which is a conventional mining operation.
Our goal in managing tailings is zero harm to people
and the environment. The GISTM covers standards and
practices over the entire TSF lifecycle.
Work continued on our measurable goals in sustainability,
in particular our commitment to reduce Sasa’s consumption
of water abstracted from the environment by 75%
by the end of 2026 (compared with 2020). The focus is
on measures to re-use waste water produced by the mine,
the PBF Plant, the DST Plant and disused adits.
Our other key measurable target, a 50% reduction in the
Group’s Scope 1 and 2 greenhouse gas emissions by 2030
(compared with 2020), took a major step forward in 2024
with the first full year of operation of Kounrad’s Solar
Power Plant.
2024 also marked the second year in which the funding
of the social foundations in our two areas of operation
represented 0.50% of their respective revenues, double
the previous rate.
This funding allowed the foundations to support a wide
range of community projects, in the areas of education
and youth sport, the donation of medical equipment,
and helping those facing socio-economic challenges.
Outlook
Despite the uncertainties in international commodity
markets stemming from the onset of tariff-induced trade
wars, we remain positive on the demand for our products
given their respective roles in the modern economy.
We expect Kounrad to produce between 13,000 and
14,000 tonnes of copper this year, and Sasa to deliver
19,000 to 21,000 tonnes of zinc-in-concentrate and
27,000 to 29,000 tonnes of lead-in-concentrate. As ever,
our teams will remain focused on safety, productivity
and cost control.
We look forward to the DST Plant at Sasa becoming
operational in Q1 2025, helping to reinforce our
commitment to best practice in our tailings management.
Completion of the DST Plant marks the end of our current
capital investment programme at Sasa (apart from normal
sustaining capital expenditure), further boosting our
available future cash flow to fund growth.
To this end, we look forward to further positive progress
with the exploration programmes being conducted by
Aberdeen and by our exploration subsidiary in Kazakhstan,
CAML Exploration. The latter is focused on early‑stage
work, and now has two licences active with two more
granted post period end.
Looking to the nearer term, we were again extremely
active in 2024 evaluating new material opportunities
to complement our existing portfolio. We worked on
37 potential acquisitions, signed 13 non-disclosure
agreements and undertook six site visits. This activity
will remain a key focus of our teams in the year ahead.
Gavin Ferrar
Chief Executive Officer
19 March 2025
CHIEF EXECUTIVE OFFICER’S STATEMENT continued
Why invest in CAML?
A high-margin business committed to growth
CAML offers the combination of a 13-year track
record of reliable dividends, a strong balance sheet
and a commitment to growth.
Since the Company’s initial public offering (IPO)
in 2010, CAML has returned a total of $380 million1
in cash to its shareholders, representing 188 pence
per share1, far exceeding the $214 million it has
raised in equity.
The Company’s low-cost base metals operations
returned an EBITDA margin of 47% in 2024, and
CAML’s cash balance grew to $67.6 million whilst
the Group remained debt free. This balance sheet
strength and reliable cash flow gives CAML the
financial flexibility to realise its ambition of building
a pipeline of production and development projects
through which to grow.
1. Includes proposed 2024
final dividend of 9p to
be paid on 20 May 2025.
More information can be found on page 31.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
9
Strategic report
Governance
Financial statements
Overview
OPERATIONAL REVIEW
Central Asia Metals (‘CAML’) is focused on low-cost base metals production in Kazakhstan and North Macedonia,
and has active projects exploring for base metals in Kazakhstan and Scotland (via an associate company).
Creating value for all stakeholders
CAML is a base-metals producer quoted
on the AIM market of the London Stock
Exchange, with a copper operation in
Kazakhstan, and a zinc and lead mine
in North Macedonia. The Group includes
an exploration subsidiary in Kazakhstan
and the Company also has an investment
in an unlisted company exploring for base
metals in northeast Scotland.
Kounrad operations (100%)
Low-cost, highly profitable copper cathode
production in Kazakhstan
CAML is the sole owner and operator of the in-situ dump-
leach and solvent extraction-electrowinning (SX-EW)
copper operation at Kounrad, near the city of Balkhash
in central Kazakhstan. The operation recovers copper
from waste dumps created by historical mining activities
over many decades. CAML’s operations commenced on
the Eastern Dumps in 2012, with leaching of the Western
Dumps following in 2017. Kounrad has now produced
over 165,000 tonnes of copper cathode, with production
consistently in the lowest quartile of the global copper cash
cost curve. Kounrad has a remaining life until at least 2034.
Sasa operations (100%)
Profitable zinc and lead production
in North Macedonia
CAML acquired a 100% interest in the Sasa underground
zinc-lead mine and associated infrastructure in November
2017. The operation is located in northeastern North
Macedonia, approximately 150km east of the capital,
Skopje, and 10km north of the town of Makedonska
Kamenica. Sasa first operated in 1966, and lies within the
Serbo-Macedonian Massif, which hosts a number of lead
and zinc deposits and extends through the Balkans into
Turkey. In 2021, CAML embarked on an extensive capital
investment programme at Sasa, including the introduction
of paste-fill mining and dry-stack tailings, designed to
ensure Sasa’s future until at least 2039.
CAML Exploration (80%)
Targeting base metals in the highly prospective
geology of Kazakhstan
CAML Exploration (CAML X) is an 80%-owned subsidiary of
CAML, conducting early-stage exploration for base metals
in Kazakhstan. CAML X was established in late 2023, with
a team of highly experienced geologists, and thus far has
focused on target generation and licence applications.
More details can be found in the Business Development section
on page 19.
Aberdeen Minerals (28.4%)
Associate company exploring for base
metals in Scotland
CAML has a 28.4% shareholding in Aberdeen Minerals
(‘Aberdeen’), an unlisted company exploring for base metals in
northeast Scotland. CAML’s interest was acquired in June 2024
by investing £3 million ($3.8 million) via a share subscription.
Exercise of associated warrants would result in CAML investing
a further £2 million in Aberdeen, increasing its shareholding
to 37.6%. The proceeds of CAML’s initial investment are funding
a drilling campaign at Aberdeen’s Arthrath nickel-copper project.
More details can be found in the Business Development section
on page 19.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Governance
Financial statements
Overview
Copper produced
in 2024
13,439t
LTIs in 2024
zero
Revenue in 2024
$121.8m
EBITDA
in 2024
$88.8m
C1 cash cost in 2024
$0.80
per pound
Licensed to
2034
How we produce copper
Irrigation of dumps
Leaching of copper into pregnant leach solution
Extraction of copper from PLS
Stripping of copper from organic solution
Electrowinning of copper from electrolyte
Production of copper cathode
Strong operational and financial performance
Kounrad delivered another strong performance in 2024.
The team delivered production firmly in the middle of
guidance at 13,439 tonnes of copper cathode, taking
cumulative production from the solvent extraction-
electrowinning (SX-EW) plant to more than 165,000 tonnes
of cathode since production commenced in 2012.
The new Solar Power Plant operated reliably during 2024,
contributing approximately 14% of Kounrad’s total power
consumption. During the summer months, the Solar Power
Plant’s contribution averaged 18%.
Kounrad generated revenue of $121.8 million (2023
restated: $113.3 million) and EBITDA of $88.8 million (2023:
$82.3 million). The EBITDA margin of 73% (2023 restated:
73%) reflects the low-cost nature of the operation.
Leaching operations
Both the Eastern and Western Dumps were leached during
2024, with the production split being 27% and 73%, respectively.
At the Eastern Dumps, the average monthly area under
leach was 20.7 hectares, falling to approximately 14
hectares (all under cover) during the winter periods.
During the summer period, irrigation flows were maintained
at approximately 500 cubic metres per hour, whereas
during winter the flow rate was reduced to approximately
350 cubic metres per hour. Over the course of the year,
the average copper pick-up grade from the Eastern Dumps
was 0.93 grammes per litre.
Through the summer months, the team focused on
irrigating the last remaining fresh ore block in the Eastern
Dumps, Dump 5-12, which comprises the fresh material
relocated as part of trench extension works in 2022 and
the previously dozed and levelled side slopes of Dump 7.
The leaching response from these specific areas was
excellent, generating 2,649 tonnes of copper through
the course of the year.
During the year, the site operations team continued
to review the leaching characteristics and economic
parameters of continued irrigation activity at the East,
now that 100% of fresh ore material has been subject to
leaching of varying intensity. The results have confirmed
that, under prevailing copper prices, the breakeven copper
pick-up grade is estimated at just 0.25 grammes per litre.
As such, under a scenario of rotational ‘rest-rinse’
irrigation patterns, copper production from the East could
continue for several years beyond 2025. Additionally,
such breakeven grades mean that previous plans only
to operate the East during the summer months will be
set aside, and that winter leaching will continue in future,
to be economically assessed on a year-by-year basis.
At the Western Dumps, the focus of irrigation remained on
parts of Dumps 16, 21, 22 and 1A, contributing 73% of the
annual copper production for 2024. The average daily area
under irrigation at the Western Dumps was 33.8 hectares,
comprising both fresh and previously leached material.
Kazakhstan
Kazakhstan has significant natural resources and is strategically located between major geopolitical
areas of influence, namely China, Russia and Western Europe. It ranks amongst the world’s top
producers of chromite, lead, zinc and uranium, as well as being a significant producer of oil and gas,
copper, gold and iron ore, and is attracting increasing interest among major international mining
companies for minerals exploration. Kazakhstan’s economy is the largest in Central Asia.
CAML’s Kounrad operation benefits from low-cost electrical power, well-developed infrastructure
and an educated workforce.
OPERATIONAL REVIEW continued
Strategic report
Governance
Financial statements
Overview
11
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
OPERATIONAL REVIEW continued
Socio-economic value
CAML is proud of the value that it brings
to its host communities and countries
of operation, and seeks to create
meaningful and lasting benefits within
local economies.
The Group aims to support local businesses
wherever possible and considers this a crucial way
of promoting socio-economic benefits, leading to
additional jobs and income, as well as transferring
skills and technology.
In Kazakhstan, 95% of goods and services were
purchased in country, and 35% were bought from
suppliers local to the Karaganda region, equating
to $14.0 million and $5.2 million respectively.
Taxes paid in 2024
$33.2m
Local employment at Kounrad
100%
Donations to Kounrad Foundation in 2024
$0.6m
The volume of raffinate pumped around the site averaged
1,290 cubic metres per hour, virtually the same as in 2023.
As in previous summer periods, a proportion of the off-flow
solution from the Eastern Dumps was recycled across to
the Western Dumps, with the aim of maintaining broadly
stable pregnant leach solution (PLS) grades to the solvent
extraction plant. Application rates of solution to the dumps
were maintained at a level of 2.46 litres per square metre
per hour throughout the year, slightly higher than in 2023.
During the year, 400 metres of trench were excavated and
lined with high-density polyethylene (HDPE), northwards
around the edge of Dump 16 to reach Block 40. In addition,
940 metres of trench were extended along the edge of
Dump 21 towards Block 22, of which 500 metres were lined
by the year end. At this location, a temporary storage pond
and pump house were installed in preparation for leaching
activity in this area during 2025. Minor trench support
work was undertaken along a 120 metre length of trench
adjacent to Dump 22.
Two bulldozers continued with levelling and shaping
earthworks, solely on the Western Dumps. Ore blocks
16-22 and 16-23 were fully prepared for winter operation,
requiring 164,000 square metres of HDPE cover to be
installed, along with the now standard double-strand
dripper irrigation pipe.
During the year an additional 1.4 million metres of dripper
piping and over 18,000 metres of larger-diameter solution
distribution pipes were installed.
Significant regulatory, legal and technical works were
undertaken in connection with the necessary Land
Allotment expansion and technical and environmental
approvals for the relocation of approximately 750,000
cubic metres of edge material from Dump 15. This is
necessary to allow installation of the solution interceptor
trench, adjacent to an existing railway spur owned
by a third party.
By year end, all technical and environmental aspects had
been successfully concluded, and the Land Allotment
adjustment was moving forward, in co-operation with
the third party. This preparatory process is planned to
be completed during H1 2025. Discussions with potential
mining contractors to undertake the necessary works
have already been held and earth-moving should begin
early in H2 2025.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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OPERATIONAL REVIEW continued
SX-EW plant
The SX-EW plant continued to operate efficiently during
2024 and overall operational availability throughout the
year was 99.7%. This was 0.25 percentage points above
availability in 2023, owing primarily to a reduced number
of power supply interruptions and improved maintenance
planning during scheduled shutdowns.
With the average Western Dumps in-situ copper grade at
approximately 0.1% and the Eastern Dumps all having been
put under leach, the average PLS copper grade declined
to 1.99 grammes per litre in 2024, approximately 0.06
grammes per litre lower than in 2023.
To mitigate this decline, solution flow rates through the
SX increased by almost 3% compared with 2023, to 1,103
cubic metres per hour. This flow rate is considered the
maximum practicable without significantly increasing
the losses of the main organic extraction reagents, which
can have negative impacts both in leaching and on the
electrowinning (EW) aspects of the operation, as well as
increasing unit costs.
It was necessary to take the SX strong-electrolyte tank
offline through the summer period, to undertake necessary
repairs and replacement of the internal lining with a more
robust PVC system.
Operations within the EW sections were steady throughout
the year, with the teams focusing on minimising water and
reagent consumption in the off-gas scrubber units, with
positive results, whilst maintaining high efficiency levels.
Inspections during the bi-annual engineering shutdowns
identified corrosion in both the EW1 and EW2 electrolyte
tanks, which were successfully repaired using the HDPE
lining system.
As scheduled, 1,064 new anode plates were replaced
in rows 1-25 of the EW1 tank house, with further renewals
planned for H1 2025. A technical review of the longevity
and quality of the stainless-steel mother plates used
in the EW circuits indicated that renewal of at least 40%
of the sheets should be scheduled for H1 2025, with the
balance to be completed in 2026.
Kounrad maintained high chemical purity of the copper
cathode produced during the year, and continues to be
proactive and to impose tight controls in this regard.
The site management team continued its emphasis
on reagent consumption and controls. In line with the
increased PLS flow rate, the consumption of LIX and
Escaid organic reagents increased to 73 parts per million
per cubic metre in 2024, from 65 parts per million per
cubic metre in the previous year.
Water consumption for leaching and SX-EW operations
totalled 356,272 cubic metres, 12% less than in 2023.
Overall power consumption at Kounrad in 2024 was
58.7 million kilowatt-hours, but with the contribution
of the Solar Power Plant the total amount of electricity
purchased from the grid supply was 8.1 million
kilowatt‑hours less than in 2023.
Copper sales
The Group continues to sell most of its copper production
through offtake arrangements with Traxys. Throughout
the year, the quality of CAML’s copper cathode product
was maintained at high levels. Regular in-house and
independent metallurgical analyses have consistently
reported 2024 copper purity of 99.998%.
Solar Power Plant
The Solar Power Plant, which has a capacity of
4.77 megawatts, operated without interruption during
2024, generating 8.1 million kilowatt-hours, equivalent
to 14% of Kounrad’s total power consumption for the year.
During the months April to September the facility
contributed an average of 18% of the total power
requirement, with the lowest generation being seen
in December at 5%.
The Solar Power Plant has direct operating costs of just
over $68,000 per year (of which 75% is salary related),
resulting in a direct production cost of electricity
generated in 2024 at 0.84 cents per kilowatt‑hour.
If depreciation and other costs are considered,
then the total unit cost is approximately 4 cents per
kilowatt‑hour, with project payback estimated at under
eight years. This compares with an average of 6 cents
per kilowatt‑hour for grid power.
2025 production guidance
The guidance for Kounrad’s copper cathode production
in 2025 is between 13,000 and 14,000 tonnes.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
Base metal produced in 2024
18,572t
of zinc
LTIs in 2024
2
Revenue in 2024
$92.7m
EBITDA in 2024
$32.2m
26,617t
of lead
Life of mine
2039
C1 cash cost in 2024
$0.76
per pound of
zinc‑equivalent
How we produce zinc and lead
Mining methods include cut-and-fill and long-hole
stoping, using paste backfill, plus sub-level caving
Ore transported to surface by the new Central
Decline and by shaft
Crushing and screening using jaw and
cone crushers
Milling to 74 microns using rod mills, spiral
classifiers and ball mills
Froth flotation produces a zinc concentrate
and a lead concentrate also containing silver
Water content reduced by thickening and filter
pressing
Tailings stored underground in paste backfill and,
from 2025, in new dry-stack facility or in TSF4
Saleable concentrate products stored in sheds
prior to loading
Concentrate trucked or shipped to smelters
North Macedonia hosts a range of natural resources,
including metals such as gold, silver, copper, zinc and lead.
Other resources include non-metallic minerals, arable land
and agricultural products such as tobacco, grapes and
vegetables. During 2024, the newly elected government
created a new ministry, the Ministry of Energy, Mining and
Mineral Resources. Responsibility for the sector previously
fell under the Ministry of Economy.
Lead and zinc are some of the most important and valuable
natural resources in North Macedonia and have been
produced at the Sasa mine since 1966.
Production statistics
Units
2024
2023
2022
Ore mined
t 762,456
805,621
806,069
Plant feed
t
760,514
805,819
806,653
Zinc grade
%
2.87
2.97
3.15
Zinc recovery
%
85.2
85.0
84.6
Lead grade
%
3.71
3.70
3.63
Lead recovery
%
94.4
93.1
93.4
Zinc concentrate
t (dry)
36,967
40,226
42,824
• Grade
%
50.2
50.6
50.1
• Contained zinc
t
18,572
20,338
21,473
Lead concentrate
t (dry)
37,595
39,136
38,439
• Grade
%
70.8
71.0
71.2
• Contained lead
t
26,617
27,794
27,354
Solid operational and financial performance
In 2024, Sasa mined 762,456 tonnes and processed
760,514 tonnes, with an average head grade of 2.87%
zinc and 3.71% lead. The average metallurgical recoveries
for these metals were 85.2% and 94.4%, respectively.
Sasa produces a zinc concentrate and a separate
lead concentrate.
Total production for 2024 comprised 36,967 tonnes of zinc
concentrate at a grade of 50.2% and 37,596 tonnes of lead
concentrate at a grade of 70.8%.
Sasa typically receives from smelters approximately 84%
of the value of its zinc-in-concentrate and approximately
95% of the value of its lead-in-concentrate. Accordingly,
2024 payable production amounted to 15,614 tonnes
of zinc and 25,286 tonnes of lead.
Payable base-metal-in-concentrate sales for 2024
were 15,839 tonnes of zinc and 25,560 tonnes of
lead respectively.
During 2024, Sasa sold 379,010 ounces of payable silver
to Osisko Gold Royalties, in accordance with its streaming
agreement, for which it received revenue of approximately
$6 per ounce.
Sasa generated revenue of $92.6 million (2023 restated:
$90.1 million), resulting in EBITDA of $32.2 million
(2023: $35.7 million). Capital expenditure of $6.4 million
(2023: $22.7 million) represents the final year of major
expenditure on Sasa’s Capital Projects, including the
transition to paste-fill mining and dry-stack tailings,
designed to ensure the operation’s future until
at least 2039.
OPERATIONAL REVIEW continued
North Macedonia
The Republic of North Macedonia is a landlocked country in the south-central Balkans, bordered to
the north by Kosovo and Serbia, to the east by Bulgaria, to the south by Greece and to the west by
Albania. North Macedonia has undergone considerable economic reform since its independence and
has developed an open economy with trade accounting for more than 90% of gross domestic product
in recent years. It is a developing country, ranked 83rd on the United Nations Human Development
Index, and provides social security, a universal healthcare system, and free primary and secondary
education to its citizens.
14
Strategic report
Governance
Financial statements
Overview
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Socio-economic value
CAML is proud of the value that it brings to its
host communities and countries of operation,
and seeks to create meaningful and lasting
benefits within local economies.
The Group aims to support local businesses wherever
possible and considers this a crucial way of promoting
socio-economic benefits, leading to additional jobs and
income, as well as transferring skills and technology.
At Sasa, we give priority in procurement to majority-
owned North Macedonian businesses, and support
companies within the vicinity of the mine whenever
possible. Sasa ensures that it does not build new
supply capacity at the local or regional level where
there are already adequate suppliers. 67% of Sasa’s
goods and services were purchased from local
suppliers in 2024, equating to $47.7 million.
Taxes paid in 2024
$9.5m
Local employment at Sasa
98%
Donations to Sasa Foundation in 2024
$0.4m
OPERATIONAL REVIEW continued
Mining
Ore was mined during the year using a combination of
sub-level caving, cut-and-fill mining and long-hole stoping,
combined with the use of paste backfill (PBF), from the
990 level, 910 level and 830 level production areas.
The ore and waste from the underground operations are
transported to surface via a combination of hoisting via the
Golema Reka shaft and, increasingly, the newly-completed
Central Decline, using a fleet of 20-tonne haul trucks.
The average combined zinc and lead grade of the ore
mined was 6.57%, compared with 6.67% in 2023.
Ore development across the three working areas totalled
7,393 metres, a 12% increase compared with 2023,
including long-hole stoping development in the 990 level
and 910 level areas.
Waste development for the year totalled 3,424 metres,
approximately 25% more than in 2023. This generated
137,059 tonnes of waste from a combination of internal
ramp access and crosscuts to the orebody, raise
development and development of the Central Decline.
The mine produced a total of 899,515 tonnes of ore and
waste during the year, approximately 1% less than in 2023.
Maintenance
Development of a computerised maintenance management
system for surface equipment was under way during 2024,
with approximately 30% of the equipment entered into the
system by the end of the year and scheduled to be fully
completed during 2025. The computerised maintenance
system for mobile equipment is already fully operational.
As part of the general move to modernise facilities and
procedures, a new underground Wi-Fi system has also
been installed to improve communications, productivity
and safety.
During the year, additional equipment was acquired
to help maintain production and to improve efficiency:
‣ A Diamec 232 drilling rig for underground exploration
drilling.
‣ Two Epiroc underground trucks, an МТ436B and
an МТ2200 (MT436B on loan from Epiroc to test use
of a larger truck in the Central Decline).
‣ An Epiroc S1D Boomer production drill rig to replace
old equipment.
‣ An Epiroc ST7 underground loader to replace old
equipment.
‣ A CAT 950GC surface loader for loading concentrate
and waste rock from underground.
‣ Two Bobcat S76 loaders, smaller units for production
logistics, such as cleaning and maintaining roads.
Processing
Sasa processed 760,514 tonnes of ore during 2024,
4.3% under the amount planned and 5.6% less than the
total processed in 2023. The shortfall compared with
the production plan was due to the lower tonnage of
ore produced by the mine, as new mining areas were
developed as part of the transition to the new mining
methods. Overall plant availability was 92.9%.
A significant number of improvement projects were
implemented during the year in the flotation section:
‣ The asset integrity project to improve and/or replace
critical infrastructure by the examination of supporting
steel structures across the flotation, crushing and milling
circuits. This work will continue in 2025.
‣ The water security and re-use project, developed
for water supply to the flotation plant. Changes are
being implemented to re-use in the processing plant
wastewater from the mine, the PBF Plant, the Dry Stack
Tailings (DST) Plant and from old adits.
‣ The replacement of the electrical management system
in the crushing plant was completed.
‣ A ventilation system was installed in the flotation
section.
‣ Replacement of two tanks for the preparation of
reagents was carried out.
‣ A sprinkler system for fire extinguishing on the conveyor
belts in the crushing plant was installed.
The management of the tailings storage facilities (TSFs)
at Sasa was maintained to a high standard during 2024.
In addition, in July 2024 CAML announced its conformance
with the Global Industry Standard on Tailings Management
(GISTM), an internationally accepted set of best practices
for the management of TSFs. The goal of managing tailings
is zero harm to people and the environment. Although not
legally required to do so, in 2021 CAML took the decision
to adopt the GISTM on a voluntary basis.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Overview
OPERATIONAL REVIEW continued
Capital Projects
The transition to using paste backfill at Sasa is designed
to create a safer and more sustainable underground mining
operation for the long term and to improve the overall
recovery of metal from the orebody. Investments have
been made in three key areas:
‣ a PBF Plant and associated surface and
underground reticulation;
‣ a DST Plant and associated landform; and
‣ a new Central Decline.
The PBF Plant and associated infrastructure have been
completed, and the plant has been operating since late
2023. By the end of December 2024, a total of 240,000
tonnes of paste had been placed underground. The tailings
content in this fill represented approximately one third
of the total tailings generated over the period.
During 2024, the construction and equipment installation
of the DST Plant were substantially completed, followed
in Q1 2025 by the automation system prior to entering
operation. An area of the DST landform of 20,000 square
metres has been prepared for dry tailings storage.
The landform will be extended during 2025 and beyond,
as required.
A key benefit of the transition to paste backfill mining
is the improved storage of tailings. Previously, all tailings
generated from Sasa’s processing plant were stored
in TSF4. For the remaining life of the mine, tailings will be
stored in the following three locations in order of priority:
underground as paste backfill; on the DST landform;
and the balance in TSF4.
The development of the Central Decline was completed
in December 2024 by its connection with the 750 level.
The decline connects the surface with the 910 level, the
830 level, the 800 level and the 750 level. During 2024,
1,125 metres were completed, bringing total development
for the Central Decline to 3,735 metres. In 2024, the
section for transport of ore from the 910 level was
commissioned, and the other section, to the 750 level,
is expected to be fully operational in Q1 2025.
2025 production guidance
CAML has maintained its ore mined guidance year‑on-year
at 790,000 to 810,000 tonnes. Expected metal production
in 2025 is 19,000 to 21,000 tonnes of zinc-in-concentrate
and 27,000 to 29,000 tonnes of lead-in-concentrate.
The GISTM covers standards and practices over the
entire TSF lifecycle. CAML elected to have Sasa’s GISTM
audit conducted by an independent third party, Knight
Piésold, which confirmed that 92% of the requirements
were in conformance, and the remaining 8% were met with
a plan in place (thus constituting overall conformance).
Extension of the rock toe at the downstream slope of TSF4
continued during 2024. By the end of the year a total
of 113,304 cubic metres of waste rock had been placed.
During the year additional piezometers were installed in
the seismic monitoring system for the TSFs. The upgraded
TSF management system can also monitor processing and
other water flows, water levels, drainage flows, turbidity
and other relevant information. Additional upgrades are
planned in 2025.
The rehabilitation of TSF3.2 continued during 2024, with
the placing of waste rock from the underground mine,
and was completed by year end.
Exploration
A total of 7,127 metres of advance drilling was completed
during the year across the five working areas, on the 750
level, 800 level, 830 level, 910 level and 990 level, to
provide additional information on the grade and thickness
of the three orebodies. (Note: levels are numbered
in metres above a zero datum below the orebodies.)
Exploration drilling included 2,747 metres completed below
the 750 level to improve the geological understanding
of the mineralisation at Svinja Reka at depth.
In addition, 1,458 metres of exploration drilling in five
holes were completed from the new Central Decline
at Kozja Reka North to improve understanding of the
geology at depth and to test hanging wall targets.
These holes intersected zones of mineralisation down
to at least the 550 level, demonstrating the extension
of the mineralisation at depth. However, no economic
mineralisation was intersected in these holes.
In April 2024, two structural geologists from Tect
Geological Consulting visited Sasa to conduct an
independent review of the structural geology. The review
findings have enhanced our understanding of the structural
geology, which has led to improvements in the geological
modelling and Mineral Resource estimation. In addition,
the study has delineated targets for further exploration.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
16
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Governance
Financial statements
Overview
Sasa Mineral Resources, Ore Reserves and LoM
During 2024, the technical services team updated Sasa’s
Mineral Resource Estimate (MRE) for the Svinja Reka and
Golema Reka deposits and the Ore Reserves for the Svinja
Reka deposit.
The updated work took into account recent additional
drilling, mining depletion and, where applicable, changes
to the assumptions for metal prices, treatment charges
and transport costs used in the Net Smelter Return (NSR)
calculation. Sasa’s MRE and Ore Reserves are shown
in the following tables.
Total Svinja Reka Mineral Resources have increased
to 11.8 million tonnes at grades of 4.2% lead and 3.0%
zinc (2023: 11.5 million tonnes at grades of 4.3% lead
and 2.9% zinc), owing to additions resulting from drilling
in 2024 more than offsetting depletion from mining.
Total Golema Reka Mineral Resources are unchanged
at 9.3 million tonnes at grades of 3.8% lead and 1.2% zinc.
The Svinja Reka 2024 Ore Reserve is 9.2 million tonnes
at grades of 3.4% lead and 2.4% zinc (2023: 9.0 million
tonnes at grades of 4.0% lead and 2.6% zinc). Mining
depletion of approximately 0.8 million tonnes has been
offset by design changes associated with increased metal
prices and additional geotechnical data.
Based on the latest Mineral Resources and Ore Reserves,
CAML expects Sasa to maintain annual production rates
of between 800,000 – 830,000 tonnes per annum for
an expected LoM of 14 years until 2039.
Approximately 10,000 metres of exploration drilling are
planned at Sasa for 2025, which will focus on surface and
underground drilling of the Svinja Reka deposit from the
750 level to explore for down-dip and northern extensions
of the previously mined mineralisation. In addition, a model
of the structural geology of the Sasa area will assist with
the definition of exploration targets.
Mineral Resource Estimate for Svinja Reka and Golema Reka
Sasa’s technical services team has updated the MRE for the Svinja Reka and Golema Reka deposits as of 31 December
2024. NSR cut-off values for each mining method were applied as below.
Classification
Deposit
Mt
Grades
Contained metal
Pb (%)
Zn (%)
Ag (g/t)
Pb (kt)
Zn (kt)
Ag (koz)
Indicated Mineral
Resources
Svinja Reka
9.5
4.3
3.1
31.1
409
292
9,540
Golema Reka
1.9
4.0
1.3
13.5
77
26
841
Total Indicated
11.5
4.2
2.8
28.1
487
318
10,381
Inferred Mineral
Resources
Svinja Reka
2.3
3.7
2.6
40.8
83
59
2,960
Golema Reka
7.3
3.7
1.2
12.8
274
87
3,021
Total Inferred
9.6
3.7
1.5
19.4
357
146
5,981
Total Indicated and Inferred Resources
21.1
4.0
2.2
24.2
843
464
16,362
Notes
‣ The Mineral Resources and Ore Reserves are reported in accordance with the guidelines of the 2012 Edition of the Australasian Joint
Ore Reserves Committee Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code).
‣ Mineral Resources have an effective date of 31 December 2024.
‣ The Competent Person for the declaration of Mineral Resources is Graham Greenway, BSc Honours (Geology), PGeo. Mr Greenway,
CAML’s Group Geologist, is a Practising Registrant of the Professional Geoscientists of Ontario and has over 35 years’ experience in
the exploration, definition and mining of precious and base metal Mineral Resources, and has sufficient experience relevant to the style
of mineralisation and type of deposit under consideration, and to the type of activity which he is undertaking, to qualify as a Competent
Person as defined by the JORC Code (2012) and as required by the June 2009 Edition of the AIM Note for Mining and Oil & Gas
Companies. He has reviewed, and consents to, the inclusion in the Annual Report of these matters based on the information in the form
and context in which it appears, and confirms that this information is accurate and not false or misleading.
‣ Mineral Resources are reported inclusive of Ore Reserves.
‣ The Svinja Reka Mineral Resource is reported based on an NSR cut-off of $46 per tonne for sub-level caving, and $53 per tonne for
cut‑and-fill and long-hole stoping. These cut-offs are based on metal price assumptions of $2,933 per tonne for zinc, $2,300 per tonne
for lead and $26 per ounce for silver (these being consistent with the prices assumed for the Mineral Resource in December 2023 in
order to include mineralisation that has ‘reasonable prospects for eventual economic exploitation’ but which is not economic assuming
the prices used for reporting the Ore Reserve).
‣ The Golema Reka Mineral Resource is reported based on a NSR cut-off of $53 per tonne for cut-and-fill stoping.
‣ Mineral Resources are reported as undiluted. No mining recovery has been applied in the Statement.
‣ Tonnages are reported in metric units, grades in percent (%) or grams per tonne (g/t) and the contained metal in metric units or ounces.
Tonnages, grades and contained metal totals are rounded appropriately.
‣ Rounding may result in apparent summation differences between tonnes, grade and contained metal content.
OPERATIONAL REVIEW continued
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Governance
Financial statements
Overview
OPERATIONAL REVIEW continued
Svinja Reka Ore Reserve Statement
The following Ore Reserve Statement has been prepared by Sasa’s technical services team
based on a LoM plan that includes a transition from the sub-level caving mining method
to cut-and-fill and long-hole stoping with paste backfill. The Ore Reserve Statement
considers the updated Indicated Resources constrained within a practical and economic
mine design only. NSR cut-off values and design modifying factors for each mining method
were applied as below.
Svinja Reka
Mt
Grades
Contained metal
Pb (%)
Zn (%)
Ag (g/t)
Pb (kt)
Zn (kt)
Ag (koz)
Probable
9.2
3.4
2.4
26.5
316
223
7,800
Total
9.2
3.4
2.4
26.5
316
223
7,800
Notes
‣ Ore Reserves have an effective date of 31 December 2024.
‣ The Competent Person who has reviewed the Ore Reserves is Scott Yelland, CEng, FIMMM, MSc,
who is a full-time employee and Chief Operating Officer of CAML. He is a mining engineer with
over 42 years’ experience in the mining and metals industry, including operational experience
in underground zinc and lead mines, and as such qualifies as a Competent Person as defined
in the JORC Code (2012).
‣ The Ore Reserve is reported using a NSR cut-off of $46 per tonne for sub-level caving, $53 per
tonne for cut-and-fill and long-hole stoping and $37 per tonne for the ore development drives
which are required to establish stope access. These cut-offs are based on metal price assumptions
of $2,750 per tonne for zinc, $2,081 per tonne for lead and $23.90 per ounce for silver.
‣ Ore Reserves have been estimated utilising 3D-modelling software (Deswik) and are reported within
practical mining shapes.
‣ Rounding may result in apparent summation differences between tonnes, grade and contained
metal content.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
18
Strategic report
Governance
Financial statements
Overview
BUSINESS DEVELOPMENT
CAML is seeking to grow its pipeline
of projects and has outlined the
following strategy to frame the
team’s business development efforts.
Type of opportunity
‣ Earlier stage exploration opportunities largely
in existing local jurisdictions.
‣ Larger, of a material size and most likely
‘in production’ acquisitions to enhance scale
and liquidity.
‣ Ad hoc ‘overlooked’ opportunities.
Jurisdiction
‣ Principally European time zone plus Kazakhstan.
Commodity exposure
‣ The principal commodities should align with the
Company’s purpose, which remains to produce
base metals essential for modern living.
Affordability
‣ CAML’s strong balance sheet with no debt and
strong cash generation from existing operations
means that the Group has considerable borrowing
capacity to enable a strong cash element
in any offer.
‣ Good liquidity and strong shareholder support
for future deals.
Financial criteria
‣ Business development transactions must
be accretive to earnings.
‣ Transactions must add value for shareholders.
Sustainability
‣ Acquisition opportunities must not negatively
impact the Group’s sustainability position in the
long term.
Aberdeen Minerals
CAML completed its initial investment into
Aberdeen Minerals (‘Aberdeen’) on 31 May
2024, and now owns 28.4% of that company.
CAML’s investment represents a low-cost entry
into a focused junior exploration company
which is actively exploring the Arthrath project
in Aberdeenshire, northeast Scotland, and
several promising targets in the underexplored
surrounding district.
The investment into Aberdeen is funding a
significant drilling programme being undertaken
in several phases. The first phase (seven holes
ranging between 243 metres and 510 metres in
depth and totalling 2,682 metres) was completed
between July and October 2024, as well as
borehole electromagnetic geophysical surveys,
which maximise the data gained from each hole.
The results have been encouraging, with extensive
intersections of net-textured sulphides and some
areas of massive sulphides identified. The results
have validated the exploration model and confirm
the potential for higher-grade nickel-copper
sulphide traps within depth extensions to a
prospective conduit system. In parallel, updated
geological modelling is in progress, with the next
round of drilling due to commence in Q2 2025.
2024 summary
CAML continued to place a high priority on its business
development efforts during 2024, both in seeking
acquisition opportunities offering existing or near-term
cash flow and with respect to the Company’s longer-term
exploration investments.
The team was pleased to conclude the Aberdeen Minerals
investment and progress its CAML Exploration (CAML X)
activities during the year. The opportunities CAML reviewed
during 2024 were all evaluated against the Company’s
business development strategy as previously outlined.
Material opportunities
The CAML team remains focused on identifying
opportunities that have the potential to make a material
contribution to the growth of the business, whilst
recognising the need for such developments to be
accretive to earnings and valuation.
During 2024, a total of 37 potential acquisitions were
appraised, 13 non-disclosure agreements were signed and
six site visits undertaken. Within this activity, the business
development team spent significant time on a number of
opportunities within the Group’s current areas of operation,
as well as potential transactions in other jurisdictions,
resulting in a number of formal offers being submitted.
The Company enters 2025 with a pipeline of opportunities
to pursue and remains focused on developing the business
for the long term.
CAML X
CAML X undertook its first full reconnaissance exploration
season during the summer of 2024, which generated a
number of prospective targets, following which the team
focused on additional licence applications during the
remainder of H2 2024.
Two of these applications were successful in 2024,
with another two granted post period end. Together,
these licences give CAML X a strong foothold in two
prospective geological regions: North Balkhash and
the Chingiz-Tarbagatay belts.
During Q4 2024, the team identified other prospective
Kazakh base-metal project acquisition opportunities
through local relationships, two of which are being appraised.
The 2025 strategy is for CAML X to commence exploration
on its licensed project areas, with soil geochemistry, and
magnetic and induced-polarisation geophysics expected to
be undertaken. Desk-based work in two other mineralised
belts will continue during 2025.
The CAML X team has also expanded into assisting CAML
in other technical areas. During Q4 2024, the team visited
North Macedonia to provide an additional viewpoint on
regional exploration prospectivity around the Sasa mine.
19
Strategic report
Governance
Financial statements
Overview
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
SUSTAINABILITY
Safety: LTIFR
0.77
2023: 0.40
Donations to our foundations
$1.0m
2023: $1.1m
Carbon emissions reduction
44%1
Compared with 2020 baseline
Overview
Producing base metals, essential for modern living,
profitably and in a safe and sustainable manner, drives
CAML’s strategy and business model. In turn, CAML’s
sustainability strategy is built upon the five pillars shown
on the left.
This means protecting the longevity of its operations and
working towards an enduring net positive outcome after
the end of asset life by upholding strong ethical practices
throughout the Group and its supply chain.
Additionally, this allows prioritising the safety, health
and development of our people, conducting business
in an environmentally responsible manner, and positively
contributing to our communities and the countries in which
we operate.
CAML’s Board has accountability for risk management,
including those risks related to the Group’s impacts on
the economy, environment and people. The Sustainability
Committee has overall responsibility for overseeing those
impacts, and its report can be found on page 67.
For 2024, CAML has published its sixth stand-alone annual
Sustainability Report. This reports have been produced
in line with the Global Reporting Initiative (GRI) Universal
Standards using the GRI Mining Sector Standards.
CAML’s SDGs
CAML’s sustainability pillars
Ensuring ethical
practices
During 2024, CAML conducted an internal
assessment of responses received from the
supplier assessment questionnaire, the results
of which will guide its sustainability-related
engagement with suppliers in future. The
questionnaire is included as part of the Group’s
Supplier Code of Conduct.
Maintaining
health and safety
Workshops were held in 2024 to assess the
safety culture across the Group. This is leading
to the development of a strategy to drive further
transformation and maturity in our safety culture,
with implementation planned for 2025.
Valuing our people
Efforts continued during 2024 to ensure the
workforce was fully prepared for the operational
transition at Sasa. The Paste Backfill (PBF) Plant
became fully operational, with employees trained
and ready. No workforce-related incidents
were recorded in connection with the PBF
Plant’s operations, reflecting the effectiveness
of this training.
Caring for the environment
In July 2024, CAML announced its voluntary
conformance with the Global Industry Standard
on Tailings Management, an internationally
accepted set of best practices for the
management of tailings storage facilities.
Creating value for
our communities
During 2024, CAML continued its policy
of donating 0.5% of revenue to its local
foundations. The foundations fund a range
of projects in support of the communities
in which the Group operates.
We have also mapped our reporting to the Sustainability
Accounting Standards Board (SASB) for the metals
and mining industry, providing readers with another
internationally recognised framework whilst also preparing
the Group for the International Sustainability Standards
Board (ISSB) Sustainability Disclosure Standards.
The report discusses CAML’s contributions to sustainable
development, and provides its stakeholders with an
overview of the achievements the Group has made and
the challenges it has faced.
In addition, CAML has further developed its approach
to sustainability reporting with the introduction of
individual management-approach factsheets covering key
sustainability-related topics which are available on our
website https://www.centralasiametals.com/sustainability/.
CAML’s sustainability strategy and practices continue
to develop, and the Group has advanced its approach
to contributing to the United Nations Sustainable
Development Goals (UN SDGs) in 2024.
CAML recognises that all 17 SDGs are important and
that many of them are interconnected; however, for the
purposes of our sustainability activities, we believe it is
helpful to prioritise and have therefore identified primary
and supporting SDGs.
1. Group figure, excludes CAML Exploration.
More information on
CAML’s sustainability
pillars can be found
on pages 21 to 23.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Strategic report
Governance
Financial statements
Overview
SUSTAINABILITY continued
Highest priority
1
Responsible waste and tailings management
2
Safety, emergency preparedness and occupational health
3
Responsible water management
4
Socio-economic value
5
Talent attraction, employee retention and development
High priority
6
Labour rights and relations
7 Business ethics
8
Community engagement and impact
9
Biodiversity, closure and rehabilitation
10
Climate change and energy efficiency
11
Human rights
Double materiality assessment
During 2024, CAML conducted its second double materiality assessment to identify the sustainability aspects most
material to the Group, focusing on impacts, risks and opportunities. The process included an aspect identification
exercise, an internal impact assessment, engagement with key stakeholders such as employees, local communities,
investors, supply chain partners and regulators, and an analysis of internal and external data. Insights from this
process informed the assessment results and supported a comprehensive analysis.
The assessment addressed both financial impacts and impact materiality, evaluating CAML’s activities and business
relationships and their effects on the environment and stakeholders, including employees, local communities, supply
chains and the countries in which the Group operates. It also examined how environmental and societal factors, along
with sustainability-related risks and opportunities, could influence CAML’s business model, strategy and financial
performance.
By assessing the Group’s impact on these factors and their effects on the Group’s business, CAML adopts a balanced
and integrated approach to sustainability. This reinforces its commitment to delivering long-term value to stakeholders
whilst addressing evolving challenges and opportunities in its operating environment.
Ensuring ethical practices
CAML is committed to upholding high standards
of governance and ethical behaviour, guided by
our Code of Conduct, which sets out expected
standards of behaviour, including ethical conduct,
anti-bribery, compliance with local laws and the
protection of human rights. Strong governance
and ethical business practices are essential to
maintaining stakeholder trust, ensuring operational
stability and securing long-term business success.
The Group’s Human Rights Policy outlines CAML’s
commitment to respecting and promoting human
rights across our business and supply chain, in line
the International Labour Organization's Declaration
on Fundamental Principles and Rights at Work. CAML’s
approach is guided by the UN Guiding Principles
on Business and Human Rights (UNGPs), ensuring
that human rights considerations are embedded
in business decisions. In 2024, we conducted a
Human Rights Impact Assessment (HRIA) at both
Sasa and Kounrad, identifying areas for improvement
related to labour conditions, fair wages, grievance
mechanisms, health and safety, collective bargaining
and supply chain responsibility.
We maintain a zero-tolerance approach to bribery
and corruption, underpinned by our Anti-Bribery
and Corruption (ABC) Policy. All employees,
contractors and business partners are required
to comply with the policy, which sets out clear
guidelines on acceptable behaviour, including rules
on gifts, hospitality and political donations. Those
in high-risk roles, including senior management
and those interacting with government officials
and external stakeholders, undergo training and
regular compliance reviews. No incidents of bribery
or corruption were recorded in 2024.
Our Supplier Code of Conduct outlines the
standards we expect from suppliers in relation
to human rights, environmental responsibility
and business ethics. Suppliers are screened
for compliance with the code, and contracts
include specific ABC and human rights clauses.
Non-compliance issues are addressed through
corrective action plans or termination of the
relationship, where necessary. In 2024, CAML
undertook a review of its supplier assessment
screening process, and identified opportunities
to strengthen supplier due diligence procedures.
Promote a corporate culture
that is based on ethical values
and behaviours.
Take into account wider stakeholder
interests, including social and
environmental responsibilities, and their
implications for long‑term success.
2
QCA
4
QCA
MAINTAINING
HEALTH AND
SAFETY
VALUING
OUR PEOPLE
ENSURING
ETHICAL PRACTICES
CARING FOR THE
ENVIRONMENT
CREATING
VALUE FOR OUR
COMMUNITIES
6
10
9
11
8
7
2
1
4
5
3
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
21
Strategic report
Governance
Financial statements
Overview
SUSTAINABILITY continued
CAML’s Modern Slavery Act Statement reflects its
commitment to preventing forced labour and human
trafficking across the Group’s operations and supply
chains. Through our HRIA, conducted every three
years, we identify potential modern slavery risks
and work closely with suppliers to mitigate them.
No breaches of our Modern Slavery Policy were
recorded in 2024.
Accountability for governance and business ethics
rests with the Board of Directors, supported by the
Sustainability Committee and the Chief Executive
Officer (CEO). The General Counsel, along with site
general directors, are responsible for overseeing
day-to-day management and ensuring compliance
with CAML’s governance framework.
Our confidential whistle-blowing hotline, available
24/7, allows employees and stakeholders to report
concerns without fear of retaliation. Reports
under our Whistle-blowing Policy are handled
confidentially and reviewed by senior management,
with significant issues escalated to the General
Counsel and the Audit Committee. In 2024, CAML
received no reports through the whistle-blowing
hotline. Findings from whistle-blowing cases are
incorporated into governance improvement plans,
reinforcing CAML’s commitment to accountability
and ethical business conduct.
Business ethics and governance performance
objectives are integrated into CAML’s executive
remuneration framework (see KPI section on page 40).
Maintaining health and safety
CAML prioritises a safe and healthy working
environment for our employees, contractors
and visitors, striving together towards zero harm.
Acknowledging the inherent risks in mineral
extraction (see page 47 for more information on our
principal risks), we work to eliminate occupational
health risks, support employee well-being and foster
a strong health and safety culture, recognising
that effective health and safety performance is
essential to our success and sustainability.
Our Group Health and Safety Policy is built on
the principle that all occupational injuries and
illnesses are preventable. We implement robust
health and safety management systems aligned
with internationally recognised standards and
local regulations. Sasa is ISO 45001 certified, while
Kounrad aligns with ISO 45001. However, both
operations incorporate industry-specific safety
measures into their management system.
We focus on proactive risk identification, employee
training and fostering a safety-first culture. Regular
risk assessments, hazard identification, incident
reporting and root-cause analysis are conducted
to prevent recurrence, supported by site-level
safety committees which address concerns and
feedback from employees. Emergency response
plans are in place at both operations, with regular
drills being undertaken to ensure preparedness.
Independent third-party audits of our H&S systems
are conducted periodically to verify compliance
and identify areas for improvement.
Accountability for health and safety ultimately
rests with the Board of Directors, supported
by the Sustainability Committee and the CEO.
CAML’s Senior Sustainability Adviser and Head
of Sustainability, along with its site general
directors and on-site health and safety teams, are
responsible for overseeing day-to-day management
and ensuring that the policy and procedures are
effectively implemented.
CAML continued to demonstrate a strong safety
performance in 2024, achieving an LTIFR of
0.77. Health and safety performance objectives
are integrated into our executive remuneration
(see page 80 for details). Employees received
on average 11 hours of training for the year, with
contractors receiving 3 hours. In addition, a Group
safety culture strategy was developed and will
be incorporated into site-specific plans in 2025,
reflecting CAML’s commitment to continuous
improvement in health and safety performance.
An important part of this strategy is visible felt
leadership (VFL) walkovers, enabling managers
to engage directly and openly with employees
and contractors on-site.
We prioritise employee health and well-being
through proactive monitoring, 24-hour medical
clinics and annual occupational health tests,
ensuring early identification and mitigation
of potential risks. Key initiatives include supporting
our zero-tolerance alcohol policy, health education
on smoking and alcohol risks, health awareness
programmes and organised sports activities.
Valuing our people
CAML recognises that a motivated and skilled
workforce is essential to the success and
sustainability of the business. Our People Policy
sets out our commitment to fair treatment, diversity
and professional development. Employees have
the right to freedom of association and collective
bargaining within the framework of local labour
laws. CAML does not tolerate discrimination
or harassment, and has mechanisms such as a
whistle-blowing hotline and grievance procedures
to address issues.
Training and professional development are key
priorities. In 2024, employees completed an
average of 33 hours of training, covering technical
skills, health and safety, management and
leadership. At Sasa, a dual-education programme
engaged young people in mining careers and
Kounrad’s mentoring programme supported the
successful onboarding of new hires. CAML also
provided university sponsorship opportunities in
fields such as geology, engineering and automation
to strengthen the future talent pipeline.
CAML continues to focus on diversity, equality
and inclusion and has undertaken several initiatives,
including improving female facilities, offering
networking opportunities and providing training
on topics such as unconscious bias.
Employee performance is evaluated based on
our Group-wide goals and our business strategy.
Employees are encouraged to take part in regular
feedback and performance reviews. Salary
benchmarking is conducted regularly to ensure
fair and competitive pay, with salaries significantly
above the minimum wage in both North Macedonia
and Kazakhstan. Our focus on employee engagement
is reflected in high retention rates and strong
workforce morale.
Accountability for CAML’s approach to people
management rests with the Board of Directors,
supported by the CEO. Day-to-day responsibility
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Strategic report
Governance
Financial statements
Overview
SUSTAINABILITY continued
lies with the Head of People and site leadership
teams, who work closely with union representatives
and employee committees. In 2024, strategic
meetings were held to assess key talent,
succession planning and potential retention risks.
Comprehensive plans are now in place to safeguard
critical personnel and mitigate associated risks.
In 2024, CAML undertook a culture survey to
further understand our strengths and areas for
development. Overall, the survey results confirm
that we have an engaged and inclusive workplace
culture, which prioritises people and results, with
opportunities to refine leadership expectations
and enhance knowledge sharing and improve
cross-team collaboration. We remain committed
to continuously evolving our culture to support
both our people and our business objectives.
Caring for the environment
CAML is committed to responsible environmental
management, guided by our Environmental Policy,
Climate Change Policy and Tailings Policy, which
set out our approach to managing environmental
risks and impacts across the lifecycle of our
operations. The Board of Directors holds ultimate
accountability for environmental performance,
supported by the Sustainability Committee and
the CEO. Day-to-day responsibility lies with the
Head of Sustainability, assisted by CAML’s Senior
Sustainability Adviser and site general directors,
supported by dedicated environmental teams.
We have implemented environmental management
systems (EMS) aligned with international standards.
Sasa’s EMS is certified to ISO 14001 and is subject
to annual external audits. Kounrad, although
not formally certified, operates in alignment with
ISO 14001, as confirmed by an independent audit
in 2022. Environmental risks are managed through
regular monitoring, site-specific environmental
action plans and ongoing employee training
to ensure compliance with regulatory requirements
and industry best practices.
Water stewardship remains central to our
environmental strategy. Kounrad operates a
closed-loop in-situ dump leach system with minimal
water loss, primarily through evaporation and
solution retention within the dumps. Sasa uses
water from a combination of surface water and
groundwater sources, in addition to contact and
recycled/reused water from the underground mining
operation. Recycled/reused water is employed in
the processing plant and dust suppression systems
installed on TSF4. CAML has set a target to achieve
a 75% reduction in surface water abstraction at
Sasa by the end of 2026 (compared with a 2020
baseline), supported by our water management
strategy which focuses on increasing the recycling/
reuse of technical waters where possible.
Responsible tailings management is a key priority.
CAML adheres to the Global Industry Standard
on Tailings Management (GISTM) as well as
international standards and national regulations,
ensuring that our tailings storage facilities
(TSFs) are designed, operated and monitored
to the highest industry standards. Our Tailings
Policy outlines our commitment to the safe and
environmentally responsible management of tailings.
We have set a target for 70% of tailings to be stored
using more environmentally responsible methods,
such as paste fill and dry stack tailings. Regular
inspections and independent audits are conducted
to ensure the integrity of our tailings facilities. In
2024, a GISTM audit conducted by a third party
confirmed Sasa’s TSFs conform with the standard.
A key component of CAML’s environmental strategy
is stakeholder engagement. In 2024, we engaged
with local communities through public hearings and
environmental campaigns to promote transparency
and sustainable practices. We also worked
closely with local governments and regulatory
authorities to ensure alignment with environmental
standards and expectations. Feedback from local
stakeholders continues to inform our environmental
initiatives, reinforcing our commitment to shared
environmental responsibility.
Creating value for our communities
CAML is committed to creating shared value and
delivering positive benefits for the communities in
which it operates, guided by our Community Policy.
The policy sets out our approach to stakeholder
engagement, local employment and socio-economic
development. The Board of Directors holds
ultimate accountability for community engagement,
supported by the Sustainability Committee and
the CEO. Day-to-day responsibility lies with the
CAML Senior Sustainability Adviser assisted by
the Head of Sustainability and site general directors
and social affairs co-ordinators, who engage
regularly with local stakeholders and oversee the
implementation of CAML’s community programmes.
In 2024, CAML paid $42.8 million in taxes to the
governments of North Macedonia and Kazakhstan,
within a cumulative total of $392.0 million since
the start of Group operations. Local procurement
remained a key priority, strengthening regional
economies and supply chains. CAML aims to
prioritise hiring from within local communities,
with almost all employees at Sasa and 100%
of employees at Kounrad hired locally.
Our charitable foundations at both operations
funded projects focused on education, healthcare
and infrastructure in 2024. Initiatives included
support for local schools, medical centres and
youth engagement programmes. At Sasa, the
dual‑education programme partnered with local
schools to promote mining-related careers, and
Kounrad provided scholarships and vocational
training to support local employment opportunities.
During the year we advanced $1.1 million to the
combined foundations and spent $0.9 million across
the Group on community projects.
Structured grievance mechanisms at both sites
ensure that community feedback is addressed
promptly and fairly. Grievances are recorded
and monitored at site-level meetings, with
issues requiring escalation addressed by senior
management and the Sustainability Committee.
Stakeholder collaboration remains central to
CAML’s strategy. The Group works with local
governments and industry groups to foster
economic development and infrastructure
improvements. CAML actively participates in the
British Business Association in North Macedonia,
which promotes business development and
regulatory improvements in the region.
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Financial statements
Overview
Climate-related reporting
CAML is committed to transparent disclosure of its climate
impacts, risks and opportunities. The Group follows the
Task Force on Climate-Related Financial Disclosures
(TCFD) framework and the mandatory Climate-Related
Financial Disclosure (CFD) framework, recognising them
as robust and relevant structures for assessing and
reporting climate-related risks and opportunities.
CAML continues to review the recommendations of the
ISSB, specifically IFRS S1 (General Requirements for
Disclosure of Sustainability-Related Financial Information)
and IFRS S2 (Climate-Related Disclosures), with a view
to adopting these standards in the future.
Governance
The Board of Directors has ultimate responsibility for the
Group’s approach to climate change, including strategy,
risk management and performance. The Board is supported
by the Sustainability Committee, Audit Committee and the
Chief Executive Officer, who oversee the implementation
of climate strategy. The Head of Sustainability is
responsible for day-to-day management.
CAML’s approach to managing climate-related matters
is guided by its Climate Change Policy and climate change
strategy. The policy sets out the Group’s commitments to
addressing the effects of climate change, and the strategy
defines how CAML will work towards these commitments
through specific actions and targets designed to reduce
emissions, strengthen resilience and capture opportunities
arising from the transition to a low-carbon economy.
Climate risks are discussed quarterly by the Group Risk
Committee (GRC) and communicated to the Company’s
Audit Committee, which oversees climate-related
disclosures to ensure alignment with financial reporting
and internal controls. The Audit Committee and the
GRC monitor and manage risks, including emerging
risks linked to climate change, and co-ordinate with the
Sustainability Committee in presenting these to the Board.
The findings directly inform the Group’s decision-making
process and strategy.
At an operational level, site-based risk co-ordinators work
with on-site management and the risk committees to assess
and monitor climate risks. The outcomes of these reviews
are reported to the GRC and presented as part of the Group’s
principal risk update under principal risk 5: Climate change.
SUSTAINABILITY continued
Managing climate-related risks
We identify, assess and manage climate-related risks
through our existing risk management framework as
outlined in the Risk Management section of this report
(see page 44). Climate risks are integrated into the Group’s
risk register and monitored quarterly at both corporate and
site levels. The outcomes of these reviews are reported
to the GRC and Board, ensuring that climate risks are
assessed and managed consistently across the business.
Identifying climate-related risk
In 2022, CAML initiated scenario planning supported by
external consultants to test strategic resilience under
three plausible climate futures: Net Zero 2050 (NZ2050),
Net Zero 2090 (NZ2090), and High Physical Risk (HPR),
based on Shared Socio-economic Pathways (SSP) and
Representative Concentration Pathways (RCPs) developed
by the Integrated Pollution and Prevention Control (IPCC).
We assessed our climate-related risks and opportunities
over three time horizons: short term (2011-40), medium
term (2041-70) and long term (2071-2100); aligned with
the IPCC’s Coupled Model Intercomparison Project (CMIP)
to ensure consistency with global climate assessment
standards. As the lifespan of CAML’s operating assets
is not expected to extend beyond 2070, our analysis
focuses primarily on short- and medium-term risks
and opportunities.
These scenarios incorporate variables such as global
trends and broader driving forces, alongside specific
factors relevant to CAML’s operations, commodities and
stakeholders. The aim was to stress-test CAML’s strategy
and activities against a range of physical and transition
risks, and to integrate the outcomes into the Group’s
broader risk management process.
The scenario analysis broadly validated the Group’s
climate strategy and identified opportunities to strengthen
operational resilience. The business model demonstrated
resilience under the NZ2050 and NZ2090 scenarios,
supported by increased renewable energy sourcing,
energy efficiency measures and operational improvements.
The HPR scenario highlighted the need for enhanced
physical risk management and adaptation measures to
withstand increased water stress and wildfires caused
by heat events. The results of our risk assessment and
scenario analysis are presented in the table on page 25.
We have not disclosed physical risks assessed as low,
as they are not seen as material to CAML.
In response to the findings from the risk assessment
and scenario analysis, CAML has implemented targeted
mitigation and adaptation measures, including:
‣ installing fire-suppression systems at both operations
to improve response to fires and wildfires;
‣ implementing a surface-water reduction project at Sasa
to improve water management and reduce surface
water usage;
‣ purchase of 100% renewable power for Sasa, verified
by a third party;
‣ construction of the Kounrad solar farm, reducing energy
consumption by approximately 14%; and
‣ installation of temperature sensors on Kounrad’s Western
Dumps to reduce coal use.
Performance and metrics
Progress toward the targets is tracked through the
Group’s performance monitoring process. In 2024, CAML
achieved a 44% reduction in Scope 1 and 2 emissions
versus the 2020 base year, reflecting progress through
energy efficiency improvements and increased use of
renewable energy. CAML remains focused on achieving
a 50% reduction in Scope 1 and 2 emissions by 2030
and reaching net zero by 2050.
Climate-related risks are integrated into business
development and capital allocation decisions. CAML has
considered a shadow carbon price to assess the financial
impact of carbon costs in investment decisions; for more
information see our material accounting policy information
on page 108. Climate considerations are embedded into
due diligence for potential acquisitions to ensure alignment
with the Group’s long-term climate strategy.
CAML has disclosed its Scope 3 emissions for the period
2022 to 2024, providing a more complete picture of
the Group’s overall emissions profile. Approximately 15%
of Scope 3 emissions are related to upstream activities,
including purchased goods and services and capital
goods. Around 85% of Scope 3 emissions are linked to
downstream activities, such as product processing and use
by customers. For example, the smelting of zinc and lead
from CAML’s concentrate accounted for 98,648 tonnes
of CO2 in 2024, representing the most significant portion
of downstream emissions.
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SUSTAINABILITY continued
Risk/ opportunity
Description
Entity
Short
term
Medium
term
Physical
Wildfires
Wildfire risks include damage to equipment
and infrastructure, site evacuations and
shutdowns, restricted access and potential
fatalities. Disruptions can also result in
revenue losses and increased capital costs
for repairs and maintenance.
Kounrad
Sasa
Water stress
Water stress can increase competition for
resources, affecting pricing and availability,
which may lead to operational stoppages
and higher costs due to reliance on water
in processing facilities.
Kounrad
–
–
Sasa
Transition
Policy and
regulatory
Direct exposure through CAML’s emissions
profile and indirect exposure from fuel carbon
taxes, supplier pricing and more stringent
disclosure and permitting requirements,
with significant costs arising from its
emissions profile.
CAML
Market behaviour
Supply chain disruptions from physical
hazards, impacting operational reliability
and efficiency.
CAML
Shifts in supply and demand for commodities,
products and services.
CAML
Supply chain disruptions exacerbated
by a delayed and disorderly transition.
CAML
Technological shifts
Higher energy needs due to slower adoption
of new cleaner technology compared
with other mines.
CAML
Reputation
Reputational risk related to emissions reduction
performance in comparison with peers.
CAML
Opportunities
Technology
advancements
Technological innovations are driving greater
efficiency and reduced energy use through
cleaner energy sources.
CAML
Increased metal
demand
Copper is fundamental to achieving
a low‑carbon economy.
CAML
Jurisdictions that
favour renewable
transition
Our projects are located in regions committed
to renewable energy.
CAML
The physical risks disclosed include only those assessed as medium-high or above, in the short term
(2011‑40) and medium term (2041-70). Due to the life of our current operations, we have not disclosed
long‑term (2071-2100) physical risks, transition risks or opportunities.
The Group updated its Scope 3 emissions methodology
this year by using a more accurate emissions database,
aligning with the Scope 3 elements of the Greenhouse
Gas Protocol. This has improved the completeness and
accuracy of Scope 3 estimates. Although no Scope 3
target is currently set, CAML is focused on improving its
Scope 3 data quality through supplier engagement and
enhanced data collection methods.
Progress against climate targets is reviewed regularly at
management level and reported to the Board through the
Group’s performance monitoring processes, with emissions
reduction targets integrated into the Group’s Long-Term
Incentive Plan.
Although the financial impact of climate risks is not yet
fully quantified, the Group is actively monitoring how these
factors may influence operating costs, capital expenditure
and future business performance.
Commitment to resilience
CAML is committed to strengthening its climate resilience
and will update its scenario analysis every three years
to reflect emerging climate data and policy changes.
Risk key
Extremely high
High
Low-medium
Low
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Overview
Recommendation
Disclosure topic
Alignment status
Governance
Board oversight
The Board receives regular climate‑related updates from Board Committees and management in most meetings,
and these findings shape Group strategies and decision‑making processes.
Management’s role
We have several Committees and management‑level positions with climate‑related responsibilities, including our
Sustainability Committee, which assesses and manages climate‑related risks as outlined in the ‘Principal risks and
uncertainties’ section on page 47.
Strategy
Risks and opportunities
CAML’s 2021 climate risk assessment resulted in the development of a specific risk register and work to identify physical
and transition risks and opportunities over the short (2022-40), medium (2041-70) and long term (2071‑2100). In 2024,
the team continued to work through the recommendations of the 2022 climate change scenario work, with a focus
on building operational resilience and adaptability to withstand climate-related shocks.
Impact on organisation
This ongoing work supports the organisation’s efforts to mitigate climate-related risks, ensuring long-term operational
sustainability and minimising disruptions from climate events. It also aligns with CAML’s commitment to adapting
proactively to the evolving climate landscape, positioning the Group to capitalise on emerging opportunities and
strengthening its resilience to future climate impacts. Further information can be found in our 2024 Sustainability Report.
Resilience of strategy
Following completion of scenario analysis under three plausible climate futures (Net Zero 2050, Net Zero 2090 and High
Physical Risk), we have stress-tested our strategic resilience and validated our climate strategy. This work confirmed
our strategic rationale while highlighting areas for improvement, particularly around physical risks such as flooding,
water scarcity and heat stress; and transition risks including carbon pricing, stricter disclosure requirements and market
volatility. As a result, we have been working to strengthen forest fire protection, improve water management, enhance
supply chain resilience and adapt business operations to future climate conditions. We are committed to strengthening
our resilience by updating our scenario analysis every three years.
Risk management
Risk identification
and assessment
CAML has identified existing and emerging physical and transition climate risks and incorporated these into the
Group risk register; see Managing climate-related risks on page 24 and Principal risks and uncertainties on page 48.
Risk management
Risk owners are identified, and the Group has established measures to mitigate, transfer, accept or control the
impacts of identified climate‑related risks. Risks, and CAML’s response, are monitored on a quarterly basis. These risks
include: physical risks (wildfires and water stress) and transition risks (policy and regulatory risks, market behaviour,
technological shifts and reputation). The physical risks disclosed include those assessed as medium‑high or above,
and in the short and medium term. The Group has not disclosed long‑term physical risk owing to the planned life-spans
of its operations. Further information may be found in the Climate Change fact sheet.
Integration of risk
management
Identified climate‑related risks are included in CAML’s Group‑level risk register and are integrated into established risk
management practices.
Metrics and targets
Climate‑related metrics
The Group assesses emissions and the proportion of renewable energy. It has established a shadow carbon price,
which can be applied to financial models to aid decision‑making. CAML will continue to evaluate other relevant metrics
as the Group further analyses the results of the risk assessment and begins to act on its climate change strategy.
Scope 1, 2 and 3
CAML continues to report its Scope 1, 2 and 3 emissions and the methodology used (details in CAML’s GHG
Methodology Report).
Climate‑related targets
CAML is targeting a 50% reduction in Scope 1 and 2 combined GHG emissions by 2030 compared with a 2020 base.
The Group is also aiming for net zero by 2050, incorporating climate change considerations into business development
decisions. Since the baseline year of 2020, the Group has achieved a significant reduction in Scope 1 and 2 emissions
of 44%, indicating good progress towards its target of a 50% reduction by 2030. CAML will continue to evaluate other
potential targets, such as for Scope 3 emissions or for risk and opportunity management.
TCFD SUMMARY TABLE
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STAKEHOLDER ENGAGEMENT AND S172
CAML’s Directors act in a way they consider, in good
faith, to be most likely to promote the success of the
Group for the benefit of its stakeholders. In doing so, each
has regard to a range of matters in making decisions for
the Group’s success over the long term. Key decisions
and matters of strategic importance to the Group are
appropriately influenced by the matters set out in s172.
Our purpose is to produce base metals, essential for
modern living, profitably in a safe and sustainable
environment for all our stakeholders. This purpose is
underpinned by our culture and values, which promote
appropriate behaviours and set standards aligned
with these values. This purpose‑driven approach
determines how we identify and deliver our immediate and
long‑term strategic objectives and responsibly generate
sustainable, long‑term returns for all our stakeholders.
Long-term approach
The Board and its Committees are mindful of the potential
impact of decisions on relevant stakeholders whilst also
having regard to a number of broader factors, including
the need to foster the Group’s business relationships with
suppliers, customers and others. Examples can be seen
in the long‑term planning for the operation of the Group’s
key assets in Kazakhstan and North Macedonia, ensuring
that this continues to consider the interests and views
of all of our stakeholders. Particular consideration is given
to the impact of the Group’s operations on the community
and environment, ethical business practices and the likely
consequences of key Board decisions in the long term.
Throughout the year we engage, formally and informally,
with our key stakeholders to assess and understand their
needs, consider their perspectives and expectations, and
monitor the impact of our strategic ambition. This helps
us to identify factors for consideration in the Board’s
decision‑making process. We also undertake independent
stakeholder engagement to ascertain stakeholder views
with regard to specific matters.
In 2024, we again conducted an assessment of material
sustainability topics, working with external consultants,
corporately and for both of our operations. The process
included an internal impact assessment, engagement with
key stakeholders such as employees, local communities,
investors, supply chain partners and regulators, and an
analysis of internal and external data.
The importance of strong governance has always been
recognised in CAML, and its role in the management of the
Group has been essential in building and sustaining value
for all of our stakeholders. Ensuring appropriate succession
plans are in place for the Board of Directors is a key aspect
of the reinforcement of CAML’s already robust governance.
Continuity and progression at Board level are key
considerations for the Board and Nomination Committee in
their deliberations, and how these can be maintained over
the coming years and in the longer term. As is common in
the resources sector, projects are often developed and
implemented over long timescales. Long-tenure Directors
help preserve valuable knowledge and experience
throughout the lifespan of these projects.
This year, after a period of careful planning, the roles
of Chief Executive Officer and Chief Financial Officer
were transitioned to Gavin Ferrar and Louise Wrathall
respectively. Further details of the process undertaken
prior to these role changes becoming effective on
1 October 2024 are set out in the report of the Nomination
Committee commencing on page 74. We believe the
careful planning and in-depth considerations that preceded
this transition demonstrate our consideration of the long-
term implications of our decisions on the business, in the
best interests of shareholders and other stakeholders.
Alignment with stakeholder interests
Remuneration is another area in which the Group takes
account of the views of its stakeholders, through
employees and their representatives and, at a senior
level, through the views of investors. The Remuneration
Committee of the Board works closely in consultation with
the Sustainability and Technical Committees to ensure
that the sustainability and other performance targets
set for the short‑ and long‑term incentive plans are
appropriately stretching and transparent, clearly defined
and quantitative, linking performance and reward with
the Group’s long‑term strategic goals, key performance
indicators (KPIs) and value drivers.
The Remuneration Committee monitors progress against
these measures to ensure that, through our incentive
plan performance targets, Executive Director and senior
management remuneration is aligned with the interests
of stakeholders. The Remuneration Committee Report
on pages 79 to 90 has further details.
Further examples of how the Company has had regard to the
matters set out in section 172(1) (a)-(f) when discharging its duties
can be found throughout the Strategic Report on pages 3 to 51.
The table on pages 28-29 sets out our key stakeholder groups
and how we engaged with them during the year.
The Board of Directors has
always been mindful of the duties
of Directors under s172 of the
Companies Act 2006.
Take into account wider stakeholder interests,
including social and environmental responsibilities,
and their implications for long-term success.
4
QCA
Communicate how the company is governed
and is performing by maintaining dialogue with
shareholders and other relevant stakeholders.
10
QCA
Seek to understand and meet shareholder
needs and expectations.
3
QCA
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Financial statements
Overview
Stakeholders
How the Board and Company
engage with them
Key topics raised
Outcomes of engagement
Shareholders
CAML’s shareholders
play an important role in
supporting the Company.
We regularly engage
with investors on our
financial performance,
strategy, business model,
corporate governance
and sustainability
performance.
‣ Regular one‑on‑one meetings
with Executive Directors, Head
of Sustainability and Investor
Relations Manager
‣ Investor presentations (Executive
Directors)
‣ AGM (all Directors)
‣ AGM held through the Investor Meet
Company retail investor platform
‣ Additional Investor Meet Company
presentations
‣ In‑person and virtual industry
conferences (including Executive
Directors)
‣ Social media
‣ Capital allocation
‣ Operational performance
‣ Growth
‣ Inflation
‣ Political risk
‣ Climate change
‣ Tailings management
‣ Biodiversity
‣ Stakeholder engagement-based materiality assessment
undertaken, and material sustainability topics adjusted to reflect
their views.
‣ Views sought on capital allocation from largest shareholders in
light of CAML’s debt-free position.
‣ Regular dialogue maintained by Executive Directors on business
development strategy with institutional and retail shareholders.
‣ Clear communication given to market by Executive Directors
on inflation risks.
‣ Executive Director discussions with shareholders.
‣ Board of Directors underwent an education session on
biodiversity/Taskforce on Nature-Related Financial Disclosures
(see page 70 for more information).
Employees and
contractors
CAML’s employees are
its most important asset.
They want to work in
an environment in which
they are safe, respected
and have the opportunity
to learn, reaching their
potential and developing
successful careers in a
Group of which they can
be proud.
‣ Video presentations (including
Executive Directors)
‣ Frequent site visits by senior
management (including Executive
Directors) and regular full Board visits
‣ Human Resources discussions
‣ Notice boards and suggestion boxes
‣ Union representatives at Sasa and
employee representative group
at Kounrad
‣ Local website for each operation
‣ Newsletters
‣ Briefings
‣ Email and social media
‣ Wages, particularly with regard
to in‑country inflation
‣ Update collective bargaining
agreement
‣ Job postings
‣ Amendments or introduction
of new policies or initiatives
‣ Briefing of Group performance
and key performance indicators
‣ Introduction and on-boarding
of new hires and contractors
on health and safety rules
and procedures
‣ Stakeholder engagement-based materiality assessment
undertaken and material sustainability topics adjusted to reflect
their views.
‣ Support provided via site pay rises.
‣ Kounrad finalised its collective bargaining agreement during
2024. Collective bargaining agreement to be finalised at Sasa
during 2025.
‣ Found suitable candidates for vacancies at Group operations.
‣ Employees informed of Group vision and short‑term focus areas.
‣ New employees and contractors informed about the Group’s
ethos, Group policies, their colleagues and safety rules to help
them settle into their roles.
‣ Understanding of Group targets.
‣ Effective communication of any change management
initiatives (for example, the introduction of new initiatives
and improvements to facilities).
STAKEHOLDER ENGAGEMENT AND S172 continued
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STAKEHOLDER ENGAGEMENT AND S172 continued
Stakeholders
How the Board and Company
engage with them
Key topics raised
Outcomes of engagement
Governments and NGOs
Building trust and
partnerships with the
governments that host
our operations is very
important to the Group,
along with minimising any
adverse impacts on the
natural environment.
‣ Meetings with Group management
(including Executive Directors).
‣ National government engagement
(including Executive Directors).
‣ Local government officials meeting
with Non‑Executive Directors and Chair
of the Sustainability Committee.
‣ Sasa Sustainability Director serves
as president of Macedonian Mining
Association.
‣ Site visits by local and national
government officials and ministers
(including Executive Directors).
‣ Significant technical input by professors
of local technical universities.
‣ Permitting for the Capital
Projects at Sasa
‣ Inflation
‣ Ensuring a generally positive
impact of the mining industry
in North Macedonia
‣ Permitting for the relocation
of a minor portion of Dump
15 at Kounrad
‣ Stakeholder engagement-based materiality assessment
undertaken, and material sustainability topics adjusted to reflect
stakeholders’ views.
‣ Compliance with local laws.
‣ Strong local relationships maintained.
‣ Continued collaborative working with in‑country stakeholders.
‣ Enhanced awareness and consultation on regulatory changes.
Communities
Building trust and
partnerships with the
communities closest to
the Group’s operations is
very important, along with
minimising any adverse
impacts on the natural
environment.
‣ Local media
‣ Drop‑in community relations centre
at Sasa
‣ Public meetings
‣ Local website for each operation
‣ Local community events
‣ Communication by telephone and email
‣ Sponsorship of university students
‣ Sasa training centre
‣ Local jobs
‣ Support for local communities
‣ Installation of an audio alarm
system at Sasa for the local
community, for use in unlikely
event of a TSF failure
‣ Community health issues
in Kounrad/Balkhash
‣ Dump 15 material relocation
at Kounrad
‣ Stakeholder engagement-based materiality assessment
undertaken, and material sustainability topics adjusted to reflect
stakeholders’ views.
‣ LinkedIn page for local recruitment at Sasa.
‣ Opened applications for the Sasa Foundation Accelerator
Programme Pilot Project.
‣ Continued sponsorship in Kazakhstan for student doctors
to attend university.
‣ Continued scholarship programme for students undertaking
degrees in geology and mining engineering in North Macedonia.
Suppliers
CAML has established
long-term partnerships
which complement its
in-house expertise,
and has built a network
of suppliers which share
the Group’s values
both on a local and
international level.
‣ Preferential local procurement is
a principle followed by the Group
whenever possible.
‣ Communication regarding the Group’s
values and policies, which are approved
by the Board and which cover
governance and ethics.
‣ Supplier assessment
questionnaire (social and
environmental) included as part
of the Supplier Code of Conduct
and sent to new suppliers1
‣ Addressing and monitoring
trade sanctions within supply
chains and procurement policies
‣ Stakeholder engagement-based materiality assessment
undertaken, and material sustainability topics adjusted to reflect
stakeholders’ views.
‣ In 2024, the Group carried out an internal assessment
of responses received as part of the supplier assessment
questionnaire, the results of which will guide its sustainability-
related engagement with suppliers in future. Key actions
include introducing a weighted scoring system, and enhancing
guidelines to strengthen the assessment process and alignment
with the Group’s sustainability objectives.
‣ Annual compliance training for on‑site contractors/suppliers and
dissemination of human rights letters to top suppliers continues.
1. With a contract value of >$5,000.
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NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT
This report provides CAML’s non-financial and sustainability information, in line with sections 414CA and 414CB of the Companies Act 2006 and the amendments introduced by the
Companies (Strategic Report) (Climate-Related Financial Disclosure (CFD) Regulations 2022. It outlines the Group’s approach to managing sustainability-related risks and opportunities,
including those covered under the CFD regulations, offering a clear view of our performance beyond financial metrics.
Description
Policies
Section within the Annual Report
Pages
Environmental
matters
At CAML, we are committed to responsible environmental management, focusing
on energy efficiency, emissions reduction, water stewardship and responsible
tailings management, supported by the Environmental Policy, Climate Change
Policy and Tailings Policy.
‣ Environment Policy
‣ Tailings Policy
‣ Climate Change Policy
‣ Code of Conduct
‣ Caring for the environment
‣ Climate-related reporting
‣ Ensuring ethical practices
23
24-25
21-22
Employees
CAML fosters a safe, fair and inclusive workplace through its People Policy,
Health and Safety Policy, Human Rights Policy and our Code of Conduct, with
a focus on ensuring a safe work environment, employee engagement, training
and development and fair treatment.
‣ People Policy
‣ Health and Safety Policy
‣ Whistle-blowing Policy
‣ Code of Conduct
‣ Valuing our people
‣ Maintaining health and safety
‣ Ensuring ethical practices
22-23
22
21-22
Social and
community
matters
CAML creates shared value by supporting local employment, procurement and
community investment, guided by the Community Policy. Community safety
and responsible tailings management are central to our approach. Community
safety is a key focus, and the Tailings Policy ensures the safe and responsible
management of tailings to protect local communities and the environment.
‣ Community Policy
‣ Tailings Policy
‣ Creating value for our community
‣ Caring for the environment
23
23
Human rights
CAML is committed to upholding fundamental human rights. Our approach is
guided by several policies, including the Human Rights Policy, Modern Slavery
Act Statement, Supplier Code of Conduct, Code of Conduct, Whistle-blowing
Policy and People Policy, ensuring fair treatment and respect for workers and
local communities across our operations and supply chains.
‣ Human Rights Policy
‣ Modern Slavery Act Statement
‣ Supplier Code of Conduct
‣ Code of Conduct
‣ Whistle-blowing Policy
‣ People Policy
‣ Ensuring ethical practices
‣ Valuing our people
‣ Audit Committee Report
21-22
22-23
71-73
Anti-bribery
and corruption
At CAML, our stance on bribery and corruption is unwavering: we maintain
a zero-tolerance approach which is underpinned by the Group’s ABC Policy,
supported by the Code of Conduct and Whistle-blowing Policy.
‣ Anti-bribery Policy
‣ Whistle-blowing Policy
‣ Code of Conduct
‣ Ensuring ethical practices
‣ Audit Committee Report
21-22
71-73
Business model
CAML’s purpose is to produce base metals essential for modern living, profitably
and sustainably. Our business model and strategic decisions are shaped by this
purpose and guided by our values.
N/A
‣ Our business model
‣ CEO’s statement
‣ Our strategy
6-7
8-9
39
Principal risks
CAML’s approach to risk management and a summary of its principal risks.
N/A
‣ Risk management
‣ Principal risks and uncertainties
44-46
47-51
Non-
financial key
performance
indicators
CAML has identified a range of non-financial key performance indicators aligned
to our strategic objectives to measure our performance.
N/A
‣ Key performance indicators
‣ Remuneration Committee Report
40-43
80, 84
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
FINANCIAL REVIEW
“CAML’s strong and consistent
financial performance in 2024 was
underpinned by our reliable, low-cost
operations, allowing us to maintain
our dividends to shareholders.”
Louise Wrathall
Chief Financial Officer
CAML has maintained a consistent financial performance
in 2024, achieving strong earnings before interest, tax,
depreciation and amortisation (EBITDA) and continuing
to generate robust cash flows. These results have
been driven by higher revenue, reflecting generally
higher commodity prices and the overall reliability of
the Group’s operations. They also reflect an increase
in costs associated with the full operation of Sasa’s Paste
Backfill (PBF) Plant, continued inflationary pressures, as
well as continued exploration and business development
initiatives. The Company continues to provide returns to
its shareholders, with a final dividend proposed of 9 pence
bringing the full year dividend to 18 pence for 2024.
The Group approaches the completion of the transition
to paste-fill mining with the conclusion of development
of the Central Decline in 2024 and the Dry Stack Tailings
(DST) Plant scheduled to become operational in Q1 2025.
These achievements reflect the significant capital
investment throughout the past few years. Construction
of the DST landform will continue as capacity is expanded,
enabling an increasing volume of dry tailings to be stored.
The Group remains effectively debt free, with a strong
balance sheet, ending 2024 with cash in the bank
of $67.6 million.
Copper price received, average
$9,219/t
YoY price movement
9%
Zinc price received, average
$2,766/t
YoY price movement
8%
Lead price received, average
$2,023/t
YoY price movement
-3%
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Overview
Market overview
In 2024, CAML’s share price fluctuated between £1.50
and £2.30, closing the year at £1.57, which reflects
the broader challenges faced by the mining sector
as a whole, including fluctuating commodity prices,
the strong US dollar towards the end of the year and
the outlook for global trade.
Macroeconomic environment
Inflation
Although inflation in the countries in which the Group
operates remained elevated in 2024, primarily driven
by a continued surge in food prices and energy
in Kazakhstan, there was a slowdown compared
with 2023. Inflation rates for the year averaged 8.6%
in Kazakhstan and 3.5% in North Macedonia.
Currency fluctuations
The functional currencies of the Group’s main
operations are the North Macedonian denar (MKD),
which is pegged to the euro, for Sasa and the Kazakh
tenge (KZT) for Kounrad, and therefore fluctuations
in the exchange rates of these currencies affect the
Group’s financial results. Towards the end of the year,
the MKD and the KZT both weakened against the US
dollar (USD), by 6% and 15% respectively, and this had
a positive impact on the cost base measured in USD.
Commodity prices
The prices of the base metals the Group produces,
copper, zinc and lead, are highly dependent on global
economic conditions, including supply and demand
dynamics. The fluctuation in prices directly affects
the Group’s profitability, which can have an impact
on the Company’s share price.
Copper prices
In 2024, copper prices were volatile, reaching a record
high of over $11,000 per tonne in May, reflecting higher
demand from the energy sector, supply disruptions,
the prospects of cuts in US interest rates and restricted
smelting capacity in China. Prices subsequently retreated,
closing the year at $8,706 per tonne. Copper’s critical role
in electrification, which lies at the heart of the transition
to a low-carbon economy, and potential supply constraints,
suggest a bullish market outlook in the long term.
Zinc prices
Zinc was one of the best-performing of base metals
in 2024, with prices peaking above $3,200 per tonne
in October, attributed to supply pressures including
production disruptions at key mines. Zinc ended 2024
at $2,900 per tonne.
Lead prices
Lead prices remained relatively stable in 2024 compared
with the preceding year, averaging around $2,020
per tonne. The price ended the year at $1,940 per
tonne, having come under pressure from the strength
in the US dollar.
Treatment charges
Spot treatment charges (TCs) for zinc reduced during
2024, indicating a tightening of the concentrate market.
The outlook for treatment charges for both lead and zinc
in 2025 is positive, with zinc TCs at historically low levels
owing to continued disruption of concentrate supply.
FINANCIAL REVIEW continued
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
in costs was associated with the full operation of Sasa’s
PBF Plant, as well as corporate exploration and business
development initiatives.
Kounrad’s 2024 EBITDA improved to $88.8 million (2023:
$82.3 million), with a consistent margin of 73% (2023
restated: 73%). Kounrad’s increased EBITDA reflects higher
revenue, with stronger copper prices partially offset by
an increase in costs owing to elevated payroll expenses
and reagent consumption.
Sasa’s 2024 EBITDA was $32.2 million (2023:
$35.7 million), with a margin of 35% (2023 restated: 40%).
The margin decline was due predominantly to higher
costs associated with the full operation of the PBF Plant
and payroll increases owing to a greater headcount and
a rise in salaries.
Group profit before tax from continuing operations
increased by 18% versus 2023, to $76.7 million (2023
restated: $64.9 million), reflecting an increase in
profitability driven by a positive foreign-exchange swing
of $9.0 million caused by the strengthening of the US
dollar against the local currencies. Earnings per share
(EPS) from continuing operations was therefore higher than
the previous year, at 28.90 cents (2023 restated: 20.40
cents). Additionally, EPS has increased due to a reduced
weighted average number of shares versus 2023 to
reflect that the employee benefit trust (EBT) is now being
consolidated into the Group and therefore these shares
are excluded, in line with treasury shares.
Free cash flow
CAML is highly cash generative and delivered
increased free cash flow of $65.7 million in 2024 (2023:
$57.5 million), arising from a reduction in CIT paid of
$7.9 million. Tax instalments are based on the previous
year’s taxation charge, resulting in overpayments in 2023
owing to the higher profits in 2022 for both Kounrad
and Sasa. This has led to a healthy year-end balance
of $67.6 million (2023: $57.1 million) cash in the bank,
enabling the Board to propose a final dividend of 9 pence.
Business development activities
The Group continued to make significant investments
in its future growth through key projects. During the year,
CAML incurred $1.0 million of costs in target-generative
exploration work, and invested $3.8 million in cash for
a 28.4% interest in Aberdeen Minerals (‘Aberdeen’).
Use of these funds is predominantly for exploration drilling,
and Aberdeen is classified as an associate for accounting
purposes. Additionally, business development costs
of $1.9 million (2023: $0.9 million) were incurred as the
Group continues to evaluate new growth opportunities.
Income statement
Revenue
CAML generated 2024 revenue of $214.4 million
(2023 restated: $203.5 million) which is reported after
the deduction of zinc and lead TCs and offtake fees.
Kounrad
Kounrad achieved revenue of $121.8 million for 2024
(2023 restated: $113.3 million). This improved performance
is attributable to the higher average copper price received,
up 9% to $9,219 per tonne (2023: 8,466 per tonne),
more than offsetting the slightly lower sales of 13,521
tonnes (2023: 13,687 tonnes). Sales were made under
the Group’s offtake arrangement with Traxys, which has
been extended on a one-year rolling basis from 1 January
2025 and commits a minimum of 95% of Kounrad’s annual
production. The offtake fees for Kounrad remained
consistent at $3.0 million (2023: $3.0 million) due to
a similar level of international sales.
Sasa
Sasa realised revenue of $92.6 million in 2024 (2023
restated: $90.1 million), with the improved performance
driven by an 8% increase in the average price received
for zinc, which rose to $2,766 per tonne (2023: $2,552
per tonne). Additionally, there were reduced TCs
which amounted to $14.8 million (2023: $17.6 million),
owing to the tightening in the zinc concentrate market.
Looking ahead, zinc and lead TCs have been negotiated
for the period from April 2025 to April 2026 at historically
low levels owing to shortages of concentrates.
These positive factors were partially offset by a 3%
decrease in the price received for lead, which averaged
$2,023 per tonne (2023: $2,085 per tonne). Additionally,
there was a decrease in payable zinc‑in‑concentrate
to 15,839 tonnes (2023: 17,113 tonnes) and lead-in-
concentrate to 25,560 tonnes (2023: 26,298 tonnes),
owing to a reduction in ore processed.
The offtake fees for Sasa remained consistent at
$1.0 million (2023: $1.0 million). Zinc and lead concentrate
sales agreements have been extended with Traxys on
a one‑year rolling basis for 100% of Sasa’s production.
FINANCIAL REVIEW continued
Performance overview
Restatement following an FRC enquiry
In October 2024, the Company received a letter from
the Financial Reporting Council (FRC) requesting further
information in relation to the 2023 Annual Report
and Accounts. As a result of the FRC’s review, two
restatements have been made to the 2023 financial
statements. The changes in the restated 2023 financial
statements have been reflected in the 2024 financial
statements and the Group will continue to follow this
approach going forward. The first involves an amendment
to how revenue is presented on the income statement,
reclassifying $8.2 million of silver purchases for the silver
stream arrangement from a revenue deduction to cost
of sales. It is important to note that this reclassification
does not affect gross profit, but it does impact the EBITDA
margin given the amendments to revenue.
Additionally, effective 1 January 2023, the Group has
modified its share-based payments from equity-settled
to cash-settled. During 2023, the Company settled a
number of awards in cash, which is deemed sufficient to
have established a past practice of cash settlement. As
a result of this modification, a liability of $12.5 million has
been recognised as at 31 December 2023, representing
the fair value of the cash-settled share-based payments.
The change in treatment results in a reduction in non-cash
administration expenses, as the previously equity-settled
share-based payments are now not included within this
component, which effectively improves CAML’s EBITDA.
The fair value adjustments of this new liability are shown
separately on the income statement. See Note 40 for more
details on these restatements.
Revenue
CAML’s 2024 revenue was up 5% versus 2023 to
$214.4 million (2023 restated: $203.5 million). The
increase was primarily driven by increased commodity
prices for copper and zinc, which rose by 9% and 8%
respectively, as well as reduced TCs for zinc owing
to a tightening in the concentrate market.
EBITDA and earnings per share
The Group generated a consistent EBITDA of $101.8 million
(2023 restated: $101.0 million), at an EBITDA margin
of 47% (2023 restated: 50%) reflecting the higher revenue
as well as an increase in the cost base. This increase
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FINANCIAL REVIEW continued
This tax was calculated at the rate of 2% (2023: 2%) on
the value of metal recovered during the year. Subsequent
to the year-end, the concession fee rate increased to 4%,
effective from 1 January 2025. Finally, silver purchases
on the open market used to satisfy the silver stream
arrangement increased to $10.1 million (2023: $8.2 million)
as a result of the increased silver price.
Distribution and selling costs
There was a decrease in distribution and selling costs
to $2.1 million (2023: $2.8 million) owing to significantly
reduced freight and forwarding costs incurred. This
reduction resulted from an increase in European sales
from Sasa, compared with higher shipping costs to some
customers further afield in 2023.
C1 cash cost of production
C1 cash cost of production is a standard metric used
in the mining industry to allow comparison across the
sector. The method of this calculation and assumptions
are disclosed in the section on non-IFRS financial
measures on page 37. The methodology of Sasa C1 and
on-site unit cost has been amended with the comparative
restated to exclude intercompany management fees
as these are not considered direct costs of production.
Kounrad
Kounrad’s 2024 C1 cash cost of copper production was
$0.80 per pound (2023: $0.74 per pound), based on a
C1 cash cost of $23.7 million (2023: $22.6 million), which
remains amongst the lowest in the industry. The increase
in the C1 unit cash cost compared with 2023 was primarily
due to higher operating costs resulting from employee pay
increases, higher reagent costs and lower production.
Sasa
Sasa’s on-site operating costs increased by 9% to
$49.2 million (2023 restated: $45.2 million). The on-site unit
cost increased by 15% to $64.6 per tonne (2023 restated:
$56.2 per tonne) owing to the reduction in mined tonnage
for the period as well as the additional costs for the full
operation of the PBF Plant and higher costs of salaries.
Sasa’s total C1 cash cost base, including realisation costs,
increased to $67.1 million (2023 restated: $66.6 million)
driven by higher costs, partially offset by lower TCs, and
Sasa’s C1 zinc equivalent cash cost of production increased
to $0.76 per pound (2023 restated: $0.66 per pound).
The $0.10 per pound increase in the C1 calculation was
primarily due to the increase in the total C1 cash cost base
and the lower zinc production, plus the strength of the
zinc price relative to that of lead, which determines the
proportion of the overall C1 cost base that is attributed
to the zinc production.
Group
CAML reports its Group C1 unit cash cost on a
copper‑equivalent basis, incorporating the production
costs at Sasa with those of Kounrad and correspondingly
converting Sasa’s zinc and lead production into its
copper‑equivalent.
The Group’s 2024 C1 copper-equivalent cash cost was
$1.73 per pound (2023 restated: $1.59 per pound). This
is calculated based on Sasa’s 2024 zinc and lead payable
production, added to Kounrad’s 2024 copper production
of 13,439 tonnes (2023: 13,816 tonnes). The increase
in Group C1 unit cash costs on a copper-equivalent basis
was due to lower production, higher aggregate costs
at Sasa and the relative strength of the average copper
price compared with the prices of zinc and lead.
CAML also reports a fully inclusive cost that includes
sustaining capital expenditure, local taxes (including
the MET and concession fees), interest on any loans, and
applicable corporate overheads, as well as the C1 cost
component. The Group’s fully inclusive copper-equivalent
unit cost for the year was $2.54 per pound (2023 restated:
$2.21 per pound). The increase was due to higher C1 costs
as per above as well as additional sustaining capex.
Administrative expenses
During the year, administrative expenses increased to
$28.8 million (2023 restated: $26.7 million). The increase
largely reflects the Group’s business development
activities of $1.9 million (2023: $0.9 million) for due
diligence on new opportunities, plus additional costs
of $1.0 million for the newly-formed exploration team
in Kazakhstan, CAML X. The latter was focused on target
generation during the period, and thus the bulk of its
expenditure was expensed rather than capitalised.
There was also $0.4 million in employer’s national
insurance contributions related to exercised share options,
along with a higher non-cash accrual for employer’s
national insurance liability. There were additional corporate
costs of $0.4 million to bring Sasa into conformance with
the Global Industry Standard on Tailings Management.
Sasa has an existing streaming agreement with Osisko
Gold Royalties whereby Sasa receives approximately $6
per ounce for its silver production for the life of the mine.
Cost of sales
The Group cost of sales for the year was $108.8 million
(2023 restated: $101.1 million). This figure includes
depreciation and amortisation charges of $26.3 million
(2023: $27.4 million). The increase in cost of sales was
due to higher costs associated with the full operation
of Sasa’s PBF Plant as well as local inflationary pressures
from ensuring employee remuneration remains competitive.
From an overall perspective, the Group continues to focus
on a range of cost-control measures.
Kounrad
Kounrad’s cost of sales for 2024 increased to $34.0 million
(2023: $31.2 million). This was caused by several factors,
including a $0.8 million rise in payroll costs driven by
inflation-related salary increases, a $0.5 million increase
for key reagents for copper production and an additional
$0.4 million for depreciation, including an element
recognised on the Solar Power Plant which was completed
at the end of 2023.
The Mineral Extraction Tax (MET) is a form of royalty
charged by the Kazakh authorities at the rate of 8.55%
on the value of metal recovered. MET charges for the year
remained stable at $10.3 million (2023: $10.2 million).
Sasa
Sasa’s cost of sales increased by 7% in 2024 compared
with the previous year, reaching $74.8 million (2023
restated: $69.9 million). The primary factor contributing to
this increase was the full operation of the PBF Plant during
2024, leading to a rise in the cost of technical materials
by $1.4 million. In particular this included the consumption
of cement used in the backfilling process, and the use of
pipes and connectors for the backfill reticulation system,
as Sasa transitioned to paste-fill mining methods.
Additionally, Sasa faced some general cost pressure,
including an increase in salaries of $1.4 million owing
to a greater headcount for the mining transition phase
and higher wages agreed with employees together with
the introduction of an underground allowance.
Concession fees for 2024 were reduced to $2.4 million
(2023: $2.5 million), owing to Sasa’s lower metal production.
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Discontinued operations
The Group reports the results of the Copper Bay entities
within discontinued operations, as they were held for sale
during the reporting period. These assets were fully written
off in prior years.
In February 2025, the Company agreed the sale of its
76% interest in the share capital of Copper Bay Limited
and its subsidiaries, for which the entire consideration
is contingent on the potential future production of copper.
Completion of the sale is expected in March 2025.
Balance sheet
Investments
On 31 May 2024, CAML completed its investment of
$3.8 million (£3.0 million) in Aberdeen, acquiring a 28.7%
shareholding (since reduced to 28.4% by the exercise
of warrants held by other shareholders in Aberdeen).
The investment is accounted for as an associate using
the equity method, as CAML is deemed to have significant
influence. CAML holds warrants to invest an additional
£2 million at a price of 11 pence per share which, if
exercised, would bring CAML’s ownership to 37.6%,
assuming no other changes in Aberdeen’s issued share
capital. The warrants are financial assets held at fair value
through profit and loss (FVTPL) and have been valued
at $0.3 million at year end using the Black‑Scholes model.
Capital expenditure
During the year, there were additions to property, plant
and equipment of $20.8 million (2023: $27.8 million)
as Sasa approached the completion of the transition
to paste-fill mining.
Kounrad
The capital expenditure additions of $2.5 million (2023:
$1.5 million) included costs incurred for advance purchase
of dripper pipes for leaching of $0.8 million and anodes
of $0.8 million.
Sasa
At Sasa, there was a total of $11.6 million (2023: $8.7 million)
spent on sustaining capital and $6.4 million (2023:
$14.0 million) in relation to the transition to paste‑fill mining.
Sasa’s sustaining capital expenditure included $5.2 million
on mining equipment, which covered shaft upgrade costs,
and new underground fleet. Additionally, $3.0 million was
capitalised for mine development, and $2.2 million was
allocated to flotation equipment.
Transition to paste-fill mining
The Group has made continued significant investments
in the Capital Projects at Sasa with the continued transition
to paste-fill mining. Key developments during the year
included the following.
‣ PBF Plant and underground reticulation commissioning:
a total of $0.7 million was spent on commissioning
of the PBF Plant and underground reticulation system.
They are fully operational and are a key part of Sasa’s
tailings disposal.
‣ Central Decline completion: the completion of the
Central Decline project incurred capex of $2.5 million
in 2024, with the decline now ready for operation,
enhancing the operational efficiency of the mine.
‣ DST Plant and landform: capex on the construction
and automisation of the DST Plant amounted to
$1.9 million and capex on the DST landform was
$1.2 million. The plant is scheduled to become
operational in Q1 2025.
2025
CAML expects capital expenditure in 2025 of between
$18 million and $21 million, of which between $15 million
and $17 million is expected to be committed to sustaining
capex. CAML expects project capital expenditure
of between $3 million and $4 million in 2025. This will
be largely related to completion of the DST landform.
Exploration
The Group’s policy is to capitalise exploration and
evaluation costs that are directly attributable to areas
where legal exploration rights are held. During the year,
$0.1 million of expenditure by CAML X was capitalised
related to obtaining licences in Zhamantas and
Shaindy, as well as $0.4 million at Sasa for surface and
underground drilling. The majority of work at CAML X
focused on exploration-target generation, necessitating
$1.0 million in pre-licence activities to be expensed
as administrative expenses.
FINANCIAL REVIEW continued
Foreign exchange gain/(loss)
The Group reports a foreign exchange gain of $5.6 million
in 2024 (2023: loss of $3.4 million) resulting from the
retranslation of US dollar-denominated monetary assets
held by foreign subsidiaries with a local functional
currency, taking into account the weakening of the Kazakh
tenge during the year.
At 31 December 2024, the Kazakh tenge weakened by 15%
to 524 against the US dollar, down from 455 on 1 January
2024 (31 December 2023: 455, up from 463 on 1 January
2023). Similarly, the Macedonian denar had weakened
by 6% to 58.88 against the US dollar, down from 55.65
on 1 January 2024 (31 December 2023: 55.65, up from
57.65 on 1 January 2023).
Finance income
The Group received finance income of $2.4 million
(2023: $2.0 million) owing predominantly to higher interest
rates and increased cash balances during the year.
Finance costs
The Group incurred finance costs of $2.2 million
(2023: $1.9 million) in 2024, primarily related to non-cash
unwinding charges of Group asset retirement obligations.
The costs have reduced compared with 2023 owing
to reduced overdraft balances.
Fair value movement of share-based payment
liability
A charge of $4.0 million (2023 restated: $4.8 million) was
recognised to reflect the fair movement of the liability
during the year.
Taxation
In 2024, the Group’s income tax charges declined to
$25.9 million (2023: $27.7 million), primarily due to a
reduction in intercompany dividend distributions from
Kazakhstan to the UK, which incurred a 10% withholding
tax (WHT), totalling $5.1 million (2023: $7.5 million).
However, the actual corporate income tax charge has
increased to $22.1 million (2023: $19.2 million), due
to higher profits at Kounrad, where taxes are levied
at a corporate income tax rate of 20% (Sasa is taxed at
a rate of 10%). The deferred tax liability on Group asset
retirement obligations led to a $1.3 million non-cash
increase in income tax (2023: increase of $1.0 million).
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Looking ahead, the Group anticipates spending between
$2 million and $3 million in 2025 on its exploration
licences, including continued target generation efforts
in Kazakhstan. Post-licensing exploration costs will be
capitalised as intangible assets.
Working capital
As at 31 December 2024, current trade and other
receivables were $8.7 million (31 December 2023:
$12.2 million). This decrease from the prior year is mainly
due to a reduction in the overpaid Group corporate
income tax balance of $1.0 million (31 December 2023:
$6.8 million) which was used to offset against corporate
income tax liabilities arising in the same entities in
the current financial year. Additionally, this balance
also includes trade receivables from the offtake sales
of $1.9 million (31 December 2023: $1.4 million) and
$2.4 million in relation to prepayments and accrued
income (31 December 2023: $2.3 million).
Non-current trade and other receivables were $6.6 million
(31 December 2023: $13.8 million). This balance includes
advances for property, plant and equipment amounting
to $2.9 million (31 December 2023: $9.3 million) as
Sasa’s capital investment programme continues. As of
31 December 2024, a total of $3.7 million (31 December
2023: $4.5 million) of VAT receivable was owed to the
Group by the Kazakhstan authorities. Recovery is still
expected through a continued dialogue with the authorities
for cash recovery and further offsets.
At 31 December 2024, current trade and other payables
were $17.2 million (31 December 2023: $17.3 million).
Cash and borrowings
At 31 December 2024, the Group had cash in the bank
of $67.6 million (31 December 2023: $57.2 million) and
a $0.3 million (31 December 2023: $0.3 million) overdraft.
Cash flows
Net cash flow generated from operations was $74.3 million
(2023 restated: $65.0 million).
In 2024, corporate income tax payments to governments
totalled $19.6 million (2023: $27.5 million). This included
$14.4 million (2023: $19.2 million) of Kazakhstan corporate
income tax and WHT of 10% on dividends amounting
to $5.1 million (2023: $7.5 million) paid during the year.
In North Macedonia, $0.1 million (2023: $0.6 million)
of corporate income tax was paid in cash in addition
to a $1.4 million (2023: $5.5 million) non-cash payment
offset against VAT and corporate income tax receivable.
The decrease in CIT payments was primarily due to tax
instalments being based on the previous year’s taxation
charge, resulting in overpayments in 2023 owing to the
higher profits in 2022 for both Kounrad and Sasa.
Taking into consideration the sustaining capital
expenditure for Kounrad, Sasa and CAML X of $14.4 million,
which excludes Sasa project capex of $6.4 million,
CAML’s free cash flow for 2024 was $65.7 million (2023:
$57.5 million).
As a result, CAML concluded the year with a strong cash
position of $67.6 million (2023: $57.2 million). This was
achieved while continuing to support capital investments,
covering operating costs and funding business growth
in exploration and business development initiatives.
Dividend
The Company’s dividend policy is to return to shareholders
a range of between 30% and 50% of the Group’s free
cash flow, defined as net cash generated from operating
activities less sustaining capital expenditure plus interest
received plus cash-settled share-based payments. The
dividends will only be paid provided there is sufficient
cash remaining in the Group to meet any contractual debt
repayments and any banking covenants are not breached.
During the year, the Company paid $40.9 million (2023:
$41.5 million) which consisted of the 2024 interim dividend
of 9 pence per share and the 2023 final dividend of 9
pence per share (2023: 2023 interim dividend of 9 pence
per share and 2022 final dividend of 10 pence per share).
FINANCIAL REVIEW continued
In conjunction with CAML’s 2024 annual results, the Board
proposes a final dividend for 2024 of 9 pence per Ordinary
Share. This brings total dividends (proposed and declared)
for the year to 18 pence (2023: 18 pence) which represents
approximately 63% of free cash flow. The final dividend
is payable on 20 May 2025 to shareholders registered on
25 April 2025. This latest dividend will increase the amount
returned to shareholders in dividends since CAML’s 2010
Initial Public Offering to 188 pence per share, a cumulative
distribution totalling $380 million.
Going concern
The Group sells and distributes its copper cathode product
primarily through an annual rolling offtake arrangement
with Traxys Europe SA, with a minimum of 95% of the
Kounrad solvent extraction-electrowinning (SX-EW)
plant’s forecast output committed under this contract.
The Group sells Sasa’s zinc and lead concentrate product
through an annual rolling offtake arrangement with
Traxys. The commitment is for 100% of Sasa’s annual
concentrate production.
The Group meets its day-to-day working capital
requirements through its profitable and cash generative
operations at Kounrad and Sasa. The Group manages
liquidity risk by maintaining adequate committed borrowing
facilities and the Group had substantial cash balances
at 31 December 2024.
The Board has reviewed forecasts for the period to
December 2026 to assess the Group’s liquidity which
demonstrate substantial headroom. The Board has
considered additional sensitivity scenarios in terms of the
Group’s commodity price forecasts, expected production
volumes, operating cost profile and capital expenditure.
The Board has assessed the key risks that could impact
the prospects of the Group over the ‘going concern’
period, including commodity price outlook, cost inflation
and supply chain disruption, with stress testing of the
forecasts in line with best practice. Liquidity headroom
was demonstrated in each reasonably possible scenario.
Accordingly, the Directors continue to adopt the
‘going concern’ basis in preparing the consolidated
financial statements.
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Non-IFRS financial measures
The Group uses alternative performance measures, which are not defined by generally
accepted accounting principles (GAAP) such as International Financial Reporting Standards
(IFRS), as additional indicators. These measures are used by management, alongside
the comparable GAAP measures, in evaluating the Group’s business performance.
The measures are not intended as a substitute for GAAP measures and may not be
comparable to similarly reported measures by other companies. The following non-IFRS
alternative performance financial measures are used in this report.
Earnings before interest, tax, depreciation and amortisation
EBITDA is a valuable indicator of the Group’s ability to generate liquidity and is frequently
used by investors and analysts for valuation purposes. It is also a non-IFRS financial
measure which is reconciled as follows:
2024
$’000
2023
$’000
(restated)
Profit for the year
50,631
37,119
Plus/(less):
Income tax expense
25,896
27,703
Depreciation and amortisation
27,088
28,192
Share of post-tax loss of investment in equity
accounted associate
76
–
Fair value movement of share-based payments liability
3,966
4,803
Foreign exchange (gain)/loss
(5,638)
3,378
Other loss/(income)
(211)
(75)
Finance income
(2,364)
(1,992)
Finance costs
2,192
1,852
Loss from discontinued operations
183
63
EBITDA
101,819
101,043
Revenue
Revenue is presented as the total revenue received from sales of all commodities after
deducting the directly attributable TCs associated with the sale of the Group’s zinc, lead
and silver, and offtake fees. This figure is presented inclusive of total revenue received
in respect of the copper, zinc and lead concentrate and the revenue from silver sold
to Osisko through CAML’s streaming agreement.
FINANCIAL REVIEW continued
Net cash
Net cash is a measure used by the Board for the purposes of capital management and
is calculated as the total of the borrowings held plus the cash and cash equivalents
held at the end of the year. This balance does not include the restricted cash balance
of $0.3 million (31 December 2023: $0.3 million).
31-Dec-24
$’000
31-Dec-23
$’000
Borrowings
(252)
(326)
Cash and cash equivalents excluding restricted cash
67,318
56,832
Net cash
67,066
56,506
Free cash flow
Free cash flow (FCF) is a non-IFRS financial measure calculated as the cash from
operations, less sustaining capital expenditure on property, plant and equipment and
intangible assets plus interest received and cash-settled share-based payments and
is presented as follows:
2024
$’000
2023
$’000
(restated)
Net cash generated from operating activities
74,264
65,023
Less: purchase of property, plant and equipment
(14,352)
(10,726)
Less: purchase of intangible assets
(459)
(54)
Add: cash-settled share-based payments
3,900
1,387
Add: interest received
2,374
1,916
Free cash flow
65,727
57,546
The purchase of sustaining property, plant and equipment figure above does not include
the $6.4 million (2023: $17.0 million) of capitalised expenditure on the Capital Projects
at Sasa. These costs are not considered sustaining capital expenditure as they are
expansionary development costs required for the transition to paste-fill mining.
The definition of FCF was updated to include the cash-settled share-based payments
of $3.9 million (2023: $1.4 million) which following a restatement has been reclassified
to net cash generated from operating activities.
C1 cash costs
C1 cash costs of production is a standard metric used in the mining industry to allow
comparison across the sector. In line with the industry standard, CAML calculates C1
cash costs by including all direct costs of production at Kounrad and Sasa (reagents,
power, production labour and materials, as well as realisation charges such as freight and
treatment charges), in addition to local administrative expenses. Royalties, silver stream
commitments, taxes and duties, depreciation and amortisation charges are not included
in the calculation of the C1 cash cost.
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This is considered to be a useful and relevant measure as it is a standard industry
measure applied by most major base-metal mining companies. It allows a straightforward
comparison of the unit of production costs of different mines and an assessment of
the position of each mine on the industry cost curve. It also provides a simple indication
of the profitability of a mine when compared against the unit price of the relevant metal.
Sasa’s C1 unit cash cost is measured in zinc equivalents, based on the Wood Mackenzie
pro-rata approach, with costs allocated to Sasa’s zinc production based on the
relative revenue contributions of zinc, lead and silver revenue. For 2024, this pro-rata
contribution was 39%.
2024
$’000
2024
%
Production
t
2024
$/lb
Kounrad C1 cash costs
23,740
100
13,439
0.80
Sasa C1 cash costs (zinc equivalent)
67,100
39
15,614
0.76
Group C1 cash costs (copper equivalent)
90,840
100
23,798
1.73
Reconciliation of Group C1 cash costs to Group costs (IFRS):
Group C1 cash costs
90,840
Plus:
Royalties (Note 7)
12,722
Taxes and duties (Notes 7, 9)
926
Depreciation and amortisation (Note 5)
27,088
Elimination of non-mining operations:
Non-mining operations, unallocated EBITDA
(Note 5)
18,258
Other items, including inventories variation
135
Less:
Group technical, support and marketing costs1
(618)
Silver stream commitment (Note 7)
(984)
Offtake buyers’ fee (Note 6)2
(3,929)
Realisation charges3
(14,784)
Group costs (IFRS) as shown below
129,655
Group cost of sales (excl. silver purchases)
98,746
Group distribution and selling costs
2,142
Group administrative expenses
28,767
Group costs (IFRS)
129,655
FINANCIAL REVIEW continued
For 2023, the pro-rata contribution was 37%
2023
$’000
2023
%
Production
t
2023
$/lb
Kounrad C1 cash costs
22,645
100%
13,816
0.74
Sasa C1 cash costs (zinc equivalent)
66,648
37%
17,120
0.66
Group C1 cash costs (copper equivalent)
89,293
25,451
1.59
Reconciliation of Group C1 cash costs to Group costs (IFRS):
Group C1 cash costs
89,293
Plus:
Royalties (Note 7)
12,692
Taxes and duties (Notes 7, 9)
929
Depreciation and amortisation (Note 5)
28,192
Elimination of non-mining operations:
Non-mining operations, unallocated EBITDA
(Note 5)
16,928
Other items, including inventories variation
1,033
Less:
Group technical, support and marketing costs1
(3,899)
Silver stream commitment (Note 7)
(1,136)
Offtake buyers’ fee (Note 6)2
(3,955)
Realisation charges3
(17,648)
Group costs (IFRS) as shown below
122,429
Group cost of sales excl. silver purchases)
92,894
Group distribution and selling costs
2,844
Group administrative expenses
26,691
Group costs (IFRS)
122,429
On behalf of the Board
Louise Wrathall
Chief Financial Officer
19 March 2025
1. Certain technical, support and marketing activities are conducted on a centralised basis and recharged from the parent company to the operating entities and are therefore included in the C1 cash cost figures.
They are deducted to arrive at the Group cost (IFRS) reconciliation as transactions between Group companies are eliminated on consolidation.
2. For accounting purposes, the revenue amount is reported after deduction of offtake buyers’ fees. Under the standard industry definition of cash costs, offtake buyers’ fees are regarded as an expense and form
part of the C1 cash costs figure.
3. For accounting purposes, the revenue amount is the net of the market value of fully refined metal less the treatment and refining charges. Under the standard industry definition of cash costs, treatment
and refining charges are regarded as an expense and form part of the C1 cash costs figure.
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OUR STRATEGY
Our strategy in action
Aligning our strategic objectives
to our purpose
CAML’s Annual Report demonstrates how our
strategic objectives and our everyday working
practices continue to be embedded in the Group
to deliver long‑term value for our stakeholders.
Our immediate strategic objectives of sustainability, low
costs and high margins, and prudent capital allocation
are underpinned by our longer-term objective of growth
through acquisition.
We promote low-cost, sustainable and ethical metal
production to benefit our employees, local communities,
host governments and shareholders. We benefit communities
close to our operations through employment opportunities
and education, as well as other facilities, while focusing
on the financial sustainability of our operations.
Find out more in our 2024 Sustainability Report
Golden Rules at Sasa
9
1
QCA
Establish a purpose, strategy and business model which
promote long-term value for shareholders.
Sasa’s Capital Projects
CAML is investing a total of $46.9 million in the Capital Projects programme at
Sasa, reflecting the importance the Company places on the long-term future of the
Group’s operations. This is a key element in capital allocation, alongside distributing
capital to shareholders and investing in growth. Sasa’s Capital Projects comprises
three main parts: moving to mining methods using paste fill; development of the
Central Decline; and changing the main method of storing tailings on surface to the
dry-stack system. These projects enable safer, more flexible mining suited to the
shape of the orebody at depth; more efficient underground transport and better
ventilation; and remove the need for an additional conventional tailings storage
facility for the rest of Sasa’s planned life.
Golden Rules
In 2024, CAML introduced the ‘Golden Rules’ for safety at both Sasa and
Kounrad. The rules are designed to reinforce the safe work practices in all
parts of the Group’s operations, and apply to everyone: employees, contractors,
service providers and visitors. All employees are required to sign that they
have familiarised themselves with the rules, and non‑compliance is regarded
as a disciplinary matter. The Golden Rules also empower employees to take
responsibility for their own safety and that of others, giving each of them the right
to refuse to carry out work if he/she considers that it cannot be carried out safely.
Aberdeen Minerals
CAML has invested £2 million ($3.8 million) for a 28.4% shareholding in Aberdeen
Minerals (‘Aberdeen’) to fund the latter’s drilling programme at the Arthrath
nickel‑copper project in northeast Scotland. The first phase of this programme,
totalling 2,682 metres, was completed in 2024. Initial results have validated
Aberdeen’s exploration model and confirmed the potential for higher-grade
nickel‑copper sulphide traps within depth extensions to a prospective conduit
system. CAML’s investment includes warrants to invest a further £2 million
(increasing its shareholding to 37.6%) if results are sufficiently positive.
Kounrad’s low costs and high margins
Since its commissioning in 2012, Kounrad has been a consistently low-cost,
high‑margin copper producer, benefiting both from the operation’s inherent
technical advantages, and from the skill and efforts of its workforce. To date,
the in-situ dump-leach, SX-EW operation has produced over 165,000 tonnes
of high-quality copper cathode, at an average C1 cash operating cost of
approximately $0.60 per pound, placing Kounrad firmly in the lowest quartile
of the global copper operating-cost curve. Kounrad’s EBITDA margin in 2024
was 73%, unchanged from the previous year.
Drilled in 2024
2,682m
Forecast capital
investment
$46.9m
More information on these and other case studies can be found on CAML’s website at the following link:
https://www.centralasiametals.com/sustainability/case-studies/
Our immediate strategic objectives
Targeting low costs, high margins
This objective drives CAML’s focus on low-cost
production, which results in high margins
Ensuring prudent capital allocation
This objective reflects the importance of allocating
capital efficiently and in the interests of stakeholders
Focus on sustainability
This objective ensures that sustainability, based on our
five pillars, remains a key priority in everything we do
Our long-term strategic objective
Delivering growth
This objective is a continuous and underlying ambition
Kounrad’s 2024
EBITDA margin
73%
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CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
KEY PERFORMANCE INDICATORS
CAML has identified a range of financial and non-financial KPIs aligned to its strategic objectives to measure its performance,
many of which are directly related to Executive Director and senior management remuneration. See annual bonus out-turn
in the remuneration committee report on page 84.
Copper equivalent production
23,798t
Definition/rationale
CAML aims to meet annual production targets and continue
efficient operations to unlock maximum value and ensure
a profitable performance.
2024 performance
2024 copper production at Kounrad was firmly within the
guidance range. At Sasa, both zinc and lead production
were fractionally below the lower end of guidance in 2024.
Related to remuneration
Cash cost, copper equivalent
$1.73/lb
Definition/rationale
Maintaining low costs at both of our operations underpins
profitability. CAML reports its Group C1 cash cost on
a copper equivalent basis incorporating production costs
at Sasa. C1 cash cost of production is a standard metric
used in the mining industry to allow comparison across
the sector. CAML calculates C1 cash cost by including
all direct costs of production (reagents, power, production
labour and materials, as well as realisation charges such
as freight and treatment charges) in addition to local
administrative expenses. Royalties, depreciation and
amortisation charges are excluded.
2024 performance
There is an increase in costs associated with the
full operation of Sasa’s PBF Plant and continued
inflationary pressures.
Related to remuneration
Targeting low costs, high margins
Measuring our performance
EBITDA
$101.8m
Definition/rationale
EBITDA is a valuable indicator of the Group’s underlying
profitability and is frequently used in the mining sector
by investors and analysts for valuation purposes.
It is a non‑IFRS financial measure which is reconciled
on page 37.
2024 performance
The Group achieved a strong EBITDA of $96.8 million in
2024, driven by higher revenue. This performance reflects
improved commodity prices and the overall reliability
of the Group’s operations.
Related to remuneration
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Capital expenditure
$20.8m
Definition/rationale
Capital expenditure reflects the investment in the
operations for both sustaining capital expenditure,
as well as expenditure on Sasa’s Capital Projects.
2024 performance
In 2024, Group capital expenditure totalled $20.8 million.
At Kounrad, $2.5 million was spent on sustaining capital
expenditure. At Sasa, $11.6 million was spent on sustaining
capital expenditure, with an additional $6.4 million spent
on Capital Projects, including the completion of the
transition to paste-fill mining and Central Decline in 2024,
and the introduction of dry-stack tailings. Additionally,
$0.3 million was invested in CAML X’s exploration
initiatives.
Related to remuneration
Net cash/(net debt)
$67.1m
Definition/rationale
Net debt reflects the Group’s financial liquidity. Net debt
is calculated as the total of its borrowings and bank
overdrafts less the cash and cash equivalents held
at the end of the year.
2024 performance
Improved net cash position maintained without any
increases in debt.
Related to remuneration
Dependable dividends
18p
Definition/rationale
CAML has a dividend policy of returning to its shareholders
between 30% and 50% of its FCF, defined as net cash
generated from operating activities less sustaining
capital expenditure.
2024 performance
Total dividends related to 2024 (interim and final)
amounted to 18 pence per share, which equated to
63% of FCF. This exceeded the Company’s dividend
policy, owing to the absence of a current material
business development activity and no outstanding debt.
Related to remuneration
Ensuring prudent capital allocation
KEY PERFORMANCE INDICATORS continued
Focus on sustainability
LTIFR
0.77
2022
2023
2024
0.77
0.40
0.83
Definition/rationale
CAML aims to provide a safe working environment for
its people. The lost-time injury frequency rate (LTIFR)
is calculated as the number of work lost‑time injuries,
divided by the number of hours worked and multiplied
by 1,000,000.
2024 performance
CAML’s 2024 safety performance was excellent at
Kounrad, with zero LTIs. At Sasa, two LTIs were recorded
during the year.
Related to remuneration
Fatalities
Zero
Definition/rationale
CAML has a target of no fatalities and of zero harm in the
workplace and firmly believes that every employee should
go home safely to their family at the end of their shift.
2024 performance
There were no fatalities owing to a workplace safety
incident at either operation in 2024. There has never been
a fatality at a CAML operated site.
Related to remuneration
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Overview
Governance
100% complete
Conduct internal Human Rights Impact Assessment
at both sites
Definition/rationale
Conducting a Human Rights Impact Assessment
every three years ensures we regularly evaluate and
address potential human rights risks, ensuring ethical
business practices.
2024 performance
The assessment highlighted key areas of impact within
our business and supply chain. Insights will guide our
2025 plan to strengthen labour relations, fair wages,
health and safety, collective bargaining, ethical supply
chains, grievance mechanisms and diversity.
Related to remuneration
People
100% complete
Identify critical roles and create succession plans to
highlight key talent and skills gaps that require focus
Definition/rationale
Identifying critical roles and creating succession plans
by highlighting key talent and addressing skills gaps.
This proactive approach supports long-term organisational
stability and readiness for future challenges.
Environmental and community incidents
Zero
Definition/rationale
CAML aims for zero severe or major environmental
and community-related incidents in Kazakhstan and
North Macedonia, recognising that strong community
support is essential for maintaining the Group's effective
licence to operate.
2024 performance
There were no severe or major environmental or
community incidents at either operation in 2024. Since the
Group began constructing the Kounrad operation in 2010
and acquired Sasa in 2017, there have been no severe
or major community-related incidents.
Related to remuneration
Human rights abuses
Zero
Definition/rationale
Good governance is firmly embedded in CAML’s approach
to sustainability, and the Group monitors human rights
abuses in Kazakhstan and North Macedonia as one
barometer of governance.
2024 performance
There were zero human rights abuses related to
CAML’s operations during 2024. Since the Group began
constructing the Kounrad project in 2010 and since it
acquired Sasa in 2017, there have been no human rights
abuses recorded related to either operation.
Related to remuneration
Focus on sustainability continued
KEY PERFORMANCE INDICATORS continued
2024 performance
In 2024, strategic meetings were conducted to assess key
talent, succession planning and potential retention risks.
Comprehensive plans are now in place to safeguard critical
personnel and mitigate associated risks.
Related to remuneration
Responsible tailings management
100% complete
Undertake a GISTM conformance audit
Definition/rationale
A Global Industry Standard on Tailings Management
(GISTM) conformance audit evaluates a company’s tailings
management against global safety and environmental
standards, ensuring responsible practices to minimise risks
and protect people and the environment.
2024 performance
The GISTM audit, conducted by third-party consultants
Knight Piésold and published in July 2024, confirmed
CAML as conforming to the GISTM. The audit covered the
tailings storage facilities at Sasa, the only such facilities in
the Group. Publication of the associated Public Disclosure
Document marked the culmination of a three-year work
programme completed on schedule.
Related to remuneration
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KEY PERFORMANCE INDICATORS continued
Business development opportunities reviewed
37
Definition/rationale
Reviews of potential opportunities for mergers and
acquisitions are undertaken as a routine part of CAML’s
business and the Company has a stated long-term
strategic objective to grow the business by acquisition.
2024 performance
CAML reviewed 37 opportunities during the course
of the year.
Related to remuneration
NDAs signed
13
Definition/rationale
Signing an NDA gives CAML access to information
that is not in the public domain. This greatly improves
the level of due diligence that can be undertaken
on a potential opportunity.
2024 performance
13 NDAs were signed in 2024.
Related to remuneration
Site visits undertaken to potential acquisitions
6
Definition/rationale
Senior management undertaking a site visit
denotes an advanced level of interest in a business
development opportunity.
2024 performance
Six site visits were undertaken during the year.
Related to remuneration
Although the specific criteria detailed above are not related to
remuneration, an overall judgement on business development
was reflected in executive remuneration. Details can be found
on page 84.
Delivering growth
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43
RISK MANAGEMENT
Identifying and managing risks
In 2024, we continued to prioritise and enhance our risk management processes, building
upon the foundations established in previous years. This ongoing commitment ensures
engagement at all levels of management up to the Board, supporting a resilient and
proactive approach to managing risks.
The Board remains ultimately responsible for CAML’s risk management and internal control
systems and for reviewing their effectiveness. CAML’s Group Head of Risk and Internal
Controls continues to co-ordinate the risk management processes both corporately and
at the operational level, facilitating regular reporting on principal risks to the Group Risk
Committee (GRC) and the Board’s Audit Committee.
The risk assessment process has remained consistent. Risk management is led by the
Executive Directors and senior management. On a quarterly basis, risk co-ordinators
facilitate the site-level risk review process by engaging relevant on-site management
as well as on-site risk and sustainability committees. Findings are reported to the Group
Head of Risk and Internal Controls for consolidation into one risk register at Group
level. From this database, principal risks are identified based on their risk severity from
a Company perspective.
The quarterly principal risks are presented to the GRC by risk owners to obtain further
feedback on the relevance of risk mitigation plans and identification of any top-down
emerging risks. The Chair of the GRC meets the Audit Committee at least annually, and
reports on the material risks to the business and the measures taken to mitigate them.
In 2024, we sustained our efforts to embed risk management processes across the Group.
Sasa’s leadership continued to utilise key performance indicators to enhance employee
engagement in risk management activities, and maintained the use of a site-wide risk
dashboard. Quarterly reporting to the GRC and regular updates to the Board ensured that
principal risks and mitigation plans remained central to discussions.
The updated CAML Group Risk Management procedure was rolled out to sites in
2024, with its implementation to be supported by workshops scheduled for H1 2025.
These workshops will aim to raise awareness and achieve broader engagement across
the Group. This remains a priority for the coming year as we advance risk management
practices and strengthen our culture of proactive risk awareness.
Insurance is a risk management tool that we employ to minimise financial impact to
the Company. Independent survey reports from insurers continue to provide valuable
insights, helping to identify areas requiring additional mitigation. Despite challenges
in the insurance market, we successfully maintained our coverage levels and achieved
competitive rates for 2024.
Management’s role in assessing and
managing risks and opportunities
Determines executive
compensation policies
and salaries to align
with Group policy.
Oversees financial
reporting, internal
controls and external
audit processes. In
addition to supervising
and monitoring risk
management activities
on behalf of the Board.
The GRC comprises Executive Directors and senior management, including the Head of Sustainability.
It is responsible for advising the Audit Committee on all aspects of the business’s risk management
process and providing updates on the principal risks (sustainability-related risks and opportunities)
and associated mitigation activities.
Oversees the
management of CAML’s
sustainability impacts
and due diligence,
has oversight of the
sustainability reporting.
The Board and Sustainability Committee delegate the day-to-day management of CAML’s
sustainability impacts, risks and opportunities to the relevant risk owners. Sustainability risks are
managed by the respective teams, with oversight provided by the Group Head of Sustainability,
General Counsel and Group Head of People.
At site level, regular meetings on sustainability topics are held at Kounrad and Sasa between
the general directors and site senior management. In addition, the Executive team in London
receives monthly, quarterly and annual reports on our sustainability management.
Identifies suitable
candidates for Board
positions to align with
strategic objectives.
Remuneration
Committee
Group Risk Committee
Senior management including site general directors
Site-level management
Audit
Committee
Sustainability
Committee
Nomination
Committee
CAML Executives and Head of Sustainability
5
QCA
Embed effective risk management,
internal controls and assurance activities,
considering both opportunities and
threats, throughout the organisation.
Board of Directors
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44
Emerging risks
The identification of emerging risks is integrated into ongoing risk management discussions at both operational and corporate level. In 2024, we continued with the practice
of discussing emerging risks as part of the quarterly GRC meetings.
Risk management process
Communication and consultation
There is continual consultation with the relevant parties throughout the process to ensure consistency
and appropriate decision‑making across the Company towards risk management.
Monitoring and review
Regular supervision and observation are conducted to monitor changes in risk attributes, such as likelihood and potential consequence,
and the effectiveness of current risk treatment plans to ensure that the risk level is maintained within an acceptable level.
If necessary, risk treatment plans are modified to address identified gaps.
Risk assessment
Establish context
The ‘establishing
context’ step is
essential for aligning
risk management
efforts with the
Group’s strategic
objectives. This
involves defining
risk appetite,
risk tolerance
and risk matrix
criteria, providing
a foundation for
effective risk
identification
and assessment.
Identification
Risks are identified
by all levels of
management,
along with their
teams, across the
Group. The Group
Head of Risk and
Internal Controls and
site‑based risk
co-ordinators
facilitate risk
management
processes,
including providing
guidance in the risk
identification process.
Evaluation
The results of risk
analysis are used
to determine the
overall level of the
risk, its significance
to the Company
and whether risk
mitigation plans need
to be implemented
to reduce the risk
to an acceptable
level. The risk
assessment criteria
and risk appetite
are determined
by the Board.
Analysis
For identified risks,
further analysis
is conducted to
understand root
causes of each risk
and an estimate
of the likelihood
of risk occurrence
and its potential
consequences,
including financial and
non-financial impacts
to the Company.
Subsequent risk
analysis is performed
as part of ongoing
risk monitoring and
review processes.
Mitigation
An agreed risk
treatment plan is put
in place to reduce
the risk’s likelihood
of occurrence and
to manage the
consequences of the
risk’s occurrence.
This should result
in a decrease in the
overall risk level
to an acceptable
degree as determined
by the Company’s
risk appetite.
RISK MANAGEMENT continued
Strategic report
Governance
Financial statements
Overview
45
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Risk appetite
In early 2024, we engaged in discussions with the Board
and the Audit Committee regarding our risk appetite
and reconfirmed that the Company’s risk appetite remains
consistent with the previously defined parameters.
We continue to focus on health and safety as an area
where there is minimal risk appetite. The Company
also has very limited risk appetite for other areas
of sustainability, such as the environment, community,
employee risks and governance.
The Company’s appetite for financial risk is more forgiving,
as we have low-cost operations and can therefore withstand
certain unfavourable pricing and cost developments.
Additionally, in 2024 we incorporated the results of these
risk appetite discussions into our risk assessment criteria,
which were rolled out to our sites as part of the updated
CAML Risk Management procedure.
In 2025, we aim to enhance our risk reporting processes
to have a clearer link between reported principal risks
and the Company’s risk appetite.
Responsibilities
All principal risks are ultimately the responsibility of the
Board and, at the executive level, the Chief Executive
Officer. In addition, on a day-to-day level, responsibilities
for the principal risks fall under the relevant managers
along the following lines.
Legend
1
Environment
– leaching
2
TSFs failure
3
Governance and
compliance
4
Health and safety
5
Climate change
6
Political and
geopolitical
7
People
8
Leaching
operations
9
Fire
10
TSF capacity
11
Sasa Capital
Projects
12
Tax
13
Commodity
markets
14
Inflation and cost
pressures
15
Mining and
processing
Consequences
Likelihood
Our risk heat map
Risk movement
Prior year
position
New risk
RISK MANAGEMENT continued
Sustainability: Chief Operating Officer, site general
directors, Head of Sustainability, General Counsel,
Head of People and Technical Director
Operational: Chief Operating Officer, site
general directors, Head of Sustainability and
Technical Director
Business: Chief Financial Officer
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Governance
Financial statements
Overview
Increase
No change
Decrease
PRINCIPAL RISKS AND UNCERTAINTIES
The mining sector inherently involves risks associated with the extraction and processing
of natural resources. This section highlights the principal risks and uncertainties that could
challenge CAML’s ability to achieve its strategic goals, along with the measures management
has implemented to address and mitigate those risks.
Risk movement
Link to responsibilities
Sustainability
Operational
Business
Risk and impact
‣ The primary environmental risk at Kounrad is the potential
contamination of groundwater from the in-situ dump
leach process.
Mitigation
‣ A groundwater monitoring programme has been
implemented, covering leaching blocks at both the Western
and Eastern Dumps. Regular sampling is undertaken
and has shown no exceedances of metal concentrations.
If elevated levels are detected, repeat sampling is
conducted and corrective actions, such as halting
operations in the affected area, may be implemented.
Risk movement
The risk profile remained stable in 2024, with leaching
concentrated at the Western Dumps and fewer blocks
at the Eastern Dumps.
2. TSFs failure
Risk and impact
‣ Improperly constructed or managed Tailings Storage
Facilities (TSFs) can fail, causing significant harm
to people, property, the environment and the
Company’s reputation.
1. Environment – leaching
Mitigation
‣ All of Sasa’s TSFs are of the ‘downstream’ construction
type, which is generally regarded as the safest option.
In addition, dry-stack tailings (DST) facilities will be
operational from Q1 2025.
‣ Ongoing mitigation measures focus on monitoring and
preventing incidents, including real-time automated
monitoring of TSF operations (eg movement and water
levels), monthly site inspections, and independent
audits and reviews by external parties.
‣ Standard Operating Procedures (SOPs) and Trigger
Action Response Plans are regularly reviewed
and updated.
‣ Sasa has engaged Knight Pièsold for a Dam Safety
Review, which began in 2024 and focused on ground
investigations and laboratory testing. Completion
is expected in H1 2025.
‣ An audio alarm system for the local community, for use in
the unlikely event of a TSF failure, has been constructed
and will be commissioned by the Crisis Management
Center of North Macedonia in 2025.
‣ In 2024, CAML achieved conformance with the Global
Industry Standard on Tailings Management (GISTM).
‣ Further details of the TSFs safety and monitoring‑related
initiatives undertaken in 2024 are set out in
CAML’s 2024 Sustainability Report and in its GISTM
disclosure document.
Risk movement
The risk profile remained stable in 2024.
Principal risks
Increase
No change
Decrease
New risk
Risk and impact
‣ The Group operates within a complex regulatory
environment, and failure to comply with regulations,
sanctions regimes or required licences could
lead to operational disruptions, financial loss and
reputational damage.
Mitigation
‣ The Company maintains strong principles of corporate
governance supported by an experienced Board and
reinforced by the several Committees supporting the
Board in its role.
‣ Governance policies and procedures are in place, and
annual compliance training is provided to employees
and contractors via an online platform and on-site
workshops.
‣ Management actively monitors changes in sanctions
legislation and enforces compliance through mandatory
checks, regular reviews and consistent policies on
high‑risk suppliers.
‣ Supplier due diligence procedures have been expanded
and are consistently applied across operations,
incorporating environmental criteria into assessments.
‣ Engagement with local authorities and communities
remains a priority for good governance.
‣ Further details of governance initiatives undertaken
are set out in the 2024 Sustainability Report.
3. Governance and compliance
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PRINCIPAL RISKS AND UNCERTAINTIES continued
Risk movement
In 2024, the risk profile increased owing to the ongoing
conflict in Ukraine, expanding sanctions and the complexity
of adapting control mechanisms. The potential impact on
the Company’s reputation owing to non-compliance could
be significant.
There is increased scrutiny from the EU and US on sanction
evasion and secondary sanctions, with Kazakhstan facing
heightened scrutiny owing to its proximity to, and ties
with, Russia.
4. Health and safety
Risk and impact
‣ Mining operations are inherently hazardous, especially
underground work, which presents significant risks
which, if not carefully managed, could result in serious
injury or loss of life.
Mitigation
‣ The health and safety of our employees remains a top
priority for the Group.
‣ Management continues to embed a strong safety
culture across the Group. In 2024, workshops were
held to assess the current safety culture, leading to the
development of a strategy to drive further transformation
and maturity, with implementation planned for 2025.
‣ Policies and SOPs are in place to identify and
mitigate risks, providing clear guidance on safe
operational processes.
‣ Regular training is conducted by dedicated health and
safety teams to ensure employees are well-informed
about safety protocols, including the proper use of PPE
and adherence to safe operating procedures.
‣ These efforts are supported by regular safety briefings,
toolbox talks, periodic inspections and other initiatives
aimed at reinforcing awareness of potential safety risks.
Managers and supervisors are responsible for ensuring
compliance with these standards.
‣ Specific procedures address the challenges of
underground mining, including guidance for identifying
and assessing high-risk ‘red’ zones. The underground
fleet, equipped with remote-operating capabilities,
has further reduced injury risk.
‣ Further details of the Group’s health and safety initiatives
and health and safety performance are set out in the
2024 Sustainability Report.
Risk movement
The risk profile remained stable in 2024.
Although progress has been made, the inherent risks
associated with the nature of our operations continue
to impact the overall risk assessment.
5. Climate change
Risk and impact
‣ Physical and transition risks from climate change pose
a risk to the Group and its operations. Physical risks
associated with climate change have the potential
to disrupt operations, and transition risks pose a threat
to the Company through policy and regulatory changes.
‣ Regulators are increasingly integrating climate risk
considerations into financial regulations and disclosures.
Countries are also adopting measures to incentivise or
penalise companies to align with decarbonisation targets
and reduce greenhouse gas (GHG) emissions.
Mitigation
‣ CAML’s climate change strategy, approved by the Board
in 2021, aims to develop and execute decarbonisation
projects in support of the Group’s objective of a 50%
reduction in GHG emissions (Scope 1 and 2) by 2030
from a base year of 2020. By the end of 2024, the Group
had achieved a 44% reduction in GHG emissions as
a result of initiatives undertaken. This mid-term target
is a key milestone towards the Group’s overall objective
of net zero Scope 1 and 2 GHG emissions by 2050.
‣ Details of the initiatives to reduce CAML’s GHG
emissions are contained in the Group’s Climate Change
Factsheet and 2024 Sustainability Report, available
on the CAML website.
‣ In-country teams are actively monitoring local policies
and regulations on GHG emissions, including limits,
mandatory reporting and disclosure requirements.
‣ Climate change mitigation and decarbonisation efforts
are further guided by investor expectations, with
management maintaining appropriate dialogue to align
the Group’s actions with stakeholder aspirations.
‣ Physical risks identified in the 2022 scenario analysis
are being addressed through ongoing site activities.
Management is also considering options to examine
transition risks further.
‣ The impact of climate-related strategic decisions is
integrated into management’s assessments and estimates,
particularly regarding future cash flow projections
supporting the recoverable amounts of mining assets, once
the strategic decisions have been approved by the Board.
Although climate change considerations did not significantly
impact key accounting judgements and estimates in
the current year, the focus on climate-related strategic
decisions may have a substantial impact in future periods.
‣ Further details of the Group’s climate change initiatives
are set out in its Climate Change Factsheet and 2024
Sustainability Report, available on the CAML website.
Risk movement
The risk profile for climate change remained stable in 2024.
6. Political and geopolitical
Risk and impact
‣ The Group’s operations and financial performance
could be adversely affected by changes in regulations
introduced by the governments of the countries in which
it operates. These risks include revisions to mining laws,
restrictions on foreign ownership, remittance of funds
and changes to taxation rates.
‣ The Group operates across diverse jurisdictions with
an international network of customers and suppliers.
International conflicts can thus give rise to geopolitical
challenges. These challenges may manifest themselves
as disrupted supply chains, heightened costs, increased
compliance burdens and a surge in political instability.
Mitigation
‣ Senior management teams at the Group’s operations
have built relationships with local authorities and
government ministries.
‣ Through these relationships and a proactive approach
to engagement, management aims to anticipate changes
in legislation and plan accordingly.
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PRINCIPAL RISKS AND UNCERTAINTIES continued
‣ In response to the conflict in Ukraine and the associated
sanctions regime, measures were implemented to adjust
the transportation routes for Kounrad’s copper cathodes,
ensuring insurance coverage remained adequate and
potential losses were mitigated.
‣ Additionally, the Group reviewed its supply chains
to identify alternative suppliers. These efforts continue
to be monitored proactively to address any further
expansion of the sanctions regime.
Risk movement
The risk profile has increased during the year, driven
by a combination of geopolitical and regional factors.
Geopolitical risks linked to the ongoing conflict in Ukraine
have intensified, with heightened international involvement
and broader implications for economic and political stability.
Additionally, developments following the US presidential
election have introduced further uncertainty, as global
stakeholders closely monitor potential impacts on security
and the global economy.
In Kazakhstan, emerging uncertainties surrounding potential
leadership changes, fiscal challenges and inflationary
pressures have raised concerns about social and political
stability.
In North Macedonia, recent government changes have
introduced increased scrutiny in areas such as taxation,
environmental compliance and permitting. Although key
approvals have been secured, there is potential for delays
in obtaining additional permits necessary for Sasa’s
Capital Projects.
7. People
Risk and impact
‣ CAML’s growth and success depend on its ability
to attract, retain and motivate employees and key
management. Failure to maintain a skilled and motivated
workforce could adversely affect operations and harm
the Company’s reputation.
‣ The location of operations presents additional challenges
in recruitment and retention, particularly given the
scarcity of skilled mining professionals.
‣ The mining industry, especially in underground
operations, faces a broader challenge in appealing
to younger generations, who are typically reluctant
to pursue careers in the sector.
‣ Failure to train employees appropriately or to ensure
their readiness could undermine the successful and safe
implementation of new methods or processes.
Mitigation
‣ The Human Resources team regularly assesses
inflationary pressures and benchmarks remuneration
offerings against industry peers to ensure
competitiveness. Where necessary, the Group grants
pay increases to support employee retention and
satisfaction. In 2024, an underground employee
allowance was introduced to attract and retain
underground workers for the Sasa operation.
‣ Comprehensive succession plans have been developed
across the Group to ensure continuity and readiness for
key roles. These plans are reviewed and approved by the
Board for senior leadership positions and by executive
management for other roles, aligning with the Company’s
strategic objectives.
‣ In 2024, efforts continued to ensure the workforce
was fully prepared for operational transition at Sasa.
The Paste Backfill (PBF) Plant became fully operational
during the year, with employees adequately trained and
ready for its operations.
‣ The focus in 2025 is on preparing employees for
the remaining phases of the transition, including
commissioning and operation of the DST Plant and
landform, as well as the adoption of new mining methods.
Training programmes prioritise skill enhancement,
whilst adhering to on-site safety compliance, ensuring
operational preparedness and a smooth progression
through these critical changes.
‣ Further details of the Company’s HR initiatives are set
out in the 2024 Sustainability Report.
Risk movement
The risk profile remained unchanged in 2024. Although
substantial progress was made in workforce training
and readiness for Sasa’s transition projects, this initiative
continues to require a focused effort to ensure the
successful adoption of new mining methods.
Additionally, challenges in attracting and retaining
employees for Sasa’s underground operations have further
contributed to maintaining the current risk level.
8. Leaching operations
Risk and impact
‣ The in-situ leaching process relies on the geology
and hydrogeology of the dump material and underlying
formations, making copper-bearing solution grades and
flow rates variable. Any decline in flow rates or grades
could reduce copper cathode production.
‣ A continuous and reliable supply of fresh water is critical
for operations. Potential water shortages, particularly
related to declining water levels in Lake Balkhash, pose
a risk of operational disruptions and adverse publicity.
Mitigation
‣ Extensive studies have been completed at Kounrad
to Kazakh and international standards to ascertain
the characteristics of copper mineralisation within the
dumps. The results of operations for more than 12 years
have shown a good correlation to the initial study work
undertaken, which gives management confidence for
future operations. A network of boreholes surrounds
the dumps to detect and address any issues related
to solution losses.
‣ Management is actively monitoring water levels in Lake
Balkhash, a key water source for operations. Although there
were no signs of declining water levels in 2024, contingency
plans are being developed to address potential future
risks, ensuring proactive management of the situation.
Risk movement
The risk profile remained stable in 2024. Production of PLS
aligned with technical expectations, with no significant
deviations observed in grades.
9. Fire
Risk and impact
‣ A significant fire at one of the Group’s sites represents
a substantial potential operational risk. The SX facility at
Kounrad contains highly flammable solutions which would be
difficult to extinguish if ignited. At Sasa, a fire in the processing
facility could cause prolonged operational disruptions.
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PRINCIPAL RISKS AND UNCERTAINTIES continued
Mitigation
‣ Fire suppression systems have been installed in key
facilities at both Sasa and Kounrad, including the SX
facility, where extensive measures are in place to
minimise fire risks.
‣ At the SX facility, mitigating measures are specifically
designed to prevent potential sparks or ignition. These
include static-electricity sensors, equipment grounding,
spark-proof radios and restrictions on mobile phone use.
Independent audits of fire prevention measures are used
to maintain compliance with applicable regulations.
‣ At Sasa, comprehensive fire protection measures are
in place, including an extensive hydrant network which
covers all critical areas, such as the explosives storage
facility as well as the new PBF Plant and DST Plant.
These systems are continuously improved, expanded
and tested to ensure their effectiveness.
‣ Both operations undertake regular emergency
preparedness and response drills, as well as training.
‣ The Group’s Property Damage and Business Interruption
Policy provides financial protection in the event of a fire.
Annual risk assessments by insurer-appointed engineers
ensure ongoing compliance and adequacy of fire
mitigation measures.
Risk movement
The risk profile remained stable in 2024.
This risk remains high owing to the perceived challenges
in extinguishing a fire at the Kounrad SX facility. Mitigation
measures at both sites are considered adequate by
management.
10. TSF capacity
Risk and impact
‣ Failure to identify long-term storage capacity for tailings
could result in the inability to process mined ore at Sasa.
Mitigation
‣ Through the use of alternative storage solutions, such
as the transition to PBF mining and DST deposition,
the life of TSF4 will be extended to support the mine’s
planned operational life.
‣ In 2024, the PBF Plant operated consistently, with paste
also being used to backfill voids created by past mining.
The transition to the new mining methods of cut-and-fill
and long-hole stoping is well under way.
‣ Construction of the DST Plant is complete, with the
plant and the first phase of the landform scheduled
to be operational from Q1 2025.
Risk movement
The risk profile increased slightly in 2024 owing to minor
delays in commissioning the DST project and landform,
resulting in additional waste deposition on TSF4,
which temporarily elevated the risk.
The DST Plant and landform, scheduled to enter
operation in Q1 2025, are expected to ease capacity
constraints at TSF4, leading to risk reduction over
time as they become fully operational.
11. Sasa Capital Projects
Risk and impact
‣ The Sasa Capital Projects are in their final stages.
Key remaining risks include potential delays in
commissioning the DST Plant and DST landform,
and securing a concession extension for the later
stages of the DST landform construction.
‣ Any delays in the commissioning or in securing
approvals could impact the project timeline, increase
short-term storage requirements for tailings, and lead
to additional costs.
Mitigation
‣ A dedicated project management team continues to
oversee all stages of the project, ensuring performance
is monitored against key milestones and budget.
‣ Specialist engineering consultants have been engaged
to provide technical support throughout the DST Plant
commissioning and DST landform development.
‣ The Group maintains engagement with local and national
stakeholders to support the permitting process. Although
the concession extension is still required, previous
permits, including the Integrated Pollution Prevention
and Control (IPPC) permit amendment, have been
secured in a timely manner.
Risk movement
The risk profile reduced during 2024 owing to extensive
progress in Sasa’s Capital Projects. Key milestones were
achieved, including the PBF Plant becoming fully operational
and the completion of the Central Decline. Construction of
the DST Plant is complete, with the plant and the first phase
of the landform scheduled to be operational from Q1 2025.
12. Tax
Risk and impact
‣ The Group is subject to taxation in its jurisdictions
of operation. There are inherent risks associated
with the complexities of tax legislation, including
differences in interpretation of applicable laws and
potential changes to tax regimes that could increase
the Group’s tax burden.
‣ Additionally, increased scrutiny of taxation
measures or revisiting interpretations of prior tax
decisions by governments in the Group’s countries
of operation may result in higher taxes for current
or prior periods, or adversely impact the recoverability
of tax receivable balances.
Mitigation
‣ Management is committed to full compliance
with tax requirements in all operating jurisdictions
and to minimising risks associated with taxation.
‣ Mitigating measures include monitoring changes in tax
legislation, maintaining constructive relationships with
tax authorities and seeking independent tax advice
where appropriate to complement the expertise
of in-house specialists.
Risk movement
The tax risk is inherently high owing to the jurisdictions
in which the Group operates but remained stable in
2024, as the current assessment already accounts for
uncertainties surrounding potential changes to tax regimes.
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PRINCIPAL RISKS AND UNCERTAINTIES continued
13. Commodity markets
Risk and impact
‣ A significant decrease in copper, zinc or lead prices
would negatively impact the Group’s revenues.
‣ Additionally, reduced demand or increased availability
of zinc and lead concentrates could result in adverse
movements in treatment charges, affecting profitability.
Mitigation
‣ As a low-cost metals producer, the Group can withstand
periods of depressed commodity prices. Efforts are
focused on ensuring the marketability of cathode copper
from Kounrad and zinc and lead concentrates from Sasa.
‣ In 2024, Sasa continued to work with established
regional and international smelters, with small
volumes allocated to new customers to diversify
the customer base.
‣ The Group has historically used hedging agreements
for a portion of its production to mitigate price volatility
and may consider hedging again in the future.
Risk movement
During 2024 the risk profile remained the same.
In 2024, commodity prices exhibited volatility.
At 31 December 2024, the copper price had increased
by 2.7% compared with its level on 1 January 2024,
and the zinc price exhibited a significant rise of 12.6%.
In contrast, the lead price underwent a decline of 5.4%
over the same period.
Broker consensus prices suggest a strengthening price
outlook for copper in 2025 and beyond, but weakening
prices for zinc and lead, compared with spot prices
at the end of 2024.
14. Inflation and cost pressures
Risk and impact
‣ The Group’s cost base is highly susceptible to
inflationary pressures, which directly impact operational
expenses across both Sasa and Kounrad. Rising costs,
driven by inflation and other external factors, affect key
expenditures, such as labour, services and supplies,
ultimately influencing the Group’s profitability.
‣ Specifically, inflationary pressures, particularly in the
labour market, may lead to higher costs for services,
as wage increases in the broader economy drive up
prices for outsourced labour-intensive services, such
as security, catering and maintenance. Additionally,
inflationary pressures may result in increased costs
for supplier contracts.
Mitigation
‣ The main mitigation measures include placing orders
early to secure lower prices, signing long-term contracts
with fixed pricing, and building strategic relationships
with key suppliers.
Risk movement
Although this risk decreased in 2024, as global inflation
eased compared with 2023 levels, inflationary pressures
remain elevated across the Group’s countries of operation.
In Kazakhstan, higher inflation continues to drive increased
costs, and in North Macedonia, labour market conditions
are creating upward wage pressures. This may result in
higher operational costs, as service providers and suppliers
pass on increased labour expenses. Given these factors,
the overall risk level remains elevated.
15. Mining and processing
Risk and impact
‣ The Group’s mining and processing operations at
Sasa are inherently dependent on the accuracy and
completeness of geological and metallurgical data.
‣ Limited understanding or variability within the orebody
could lead to unforeseen challenges in mining, ore
grades and metallurgical recovery rates. Such variances
may impact operational efficiency, increase production
costs and/or reduce output, ultimately affecting the
financial performance and long-term sustainability
of operations.
Mitigation
‣ Continuous exploration and detailed geological studies
are conducted to improve understanding of the orebody
and minimise uncertainties in mined grades, mining
methods and metallurgical recovery rates.
‣ Mining and processing plans are regularly reviewed and
adjusted based on updated geological and metallurgical
data to optimise operational efficiency.
‣ Dedicated technical teams and external consultants are
engaged in developing innovative solutions for mining
and processing.
‣ Key performance indicators for mined grade, recoveries
and processing performance are closely monitored, with
adjustments made to mining and processing techniques
to address variability in the orebody.
‣ On-site teams are trained to adapt to new mining
and processing challenges, ensuring that operational
capabilities align with evolving conditions.
Risk movement
New principal risk in 2024.
This risk was elevated to the principal risks in 2024 as
it highlights the potential impact of geological variability
and operational challenges on production targets and
overall performance.
In 2024, Sasa’s production was marginally below guidance
owing mainly to the transition to new mining methods,
which involved challenges arising from an increase
in the ground-support work needed, along with slightly
lower ore grades.
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Introduction to Corporate Governance
53
The QCA Corporate Governance Code
55
Board of Directors
56
Our Approach to Corporate Governance
59
Board Report
61
Sustainability Committee Report
67
Audit Committee Report
71
Nomination Committee Report
74
Remuneration Committee Report
79
Directors’ Report
91
Statement of Directors’ Responsibilities
93
Governance
52
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CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
52
INTRODUCTION TO CORPORATE GOVERNANCE
Dear shareholder,
In corporate governance terms, the past year has been
particularly significant for CAML. Following a period
of careful and considered succession planning, we
transitioned to both a new Chief Executive Officer (CEO)
and a new Chief Financial Officer (CFO) during the
year. We adopted and comply with the revised Quoted
Companies Alliance (QCA) Code. And we continued to
maintain and enhance the strong corporate governance
which has always been a cornerstone of the way in which
CAML conducts its business.
Our underlying commitment to good governance
extends across the Group in the way CAML operates:
from our transparency with shareholders and other
stakeholders, to our commitment to health and safety,
and environmental protection in our operations. This
is key to protecting and building shareholder value and
stakeholder interests over the long term. It informs our
determination of strategy, monitoring of its implementation
and reporting on our work. Furthermore, and importantly,
it enables us to hold ourselves accountable for these
fundamental responsibilities.
This section of the Annual Report summarises the work
of our Board and its Committees in these areas. This has
been a particularly busy year, and I would like to thank
all Directors, Executive and Non-Executive, for their
commitment and contributions in this area, especially
our Committee Chairs whose important work is invaluable
to the Board as a whole.
Before turning to the more detailed reports of the Board
and Committees, in this introduction there are 12 particular
areas I would like to highlight:
1.
Following its visit to Kounrad the previous year, the Board
visited Sasa in 2024. This visit included meetings with
management and staff, touring the site and its facilities,
and inspecting the Capital Projects, including the Paste
Backfill Plant, the new Central Decline and the Dry Stack
Tailings Plant. It also included reviews of the mining,
processing and sustainability aspects of the operations.
All Directors had visited the site previously and
this visit provided an update on the substantial
development of the Group’s operations, as well as
confirming the ongoing commitment of our local team
to its long-term success. These will drive future
Letter from the Chairman
“Key decisions regarding
maximisation of the value
of CAML’s current assets and
appraising opportunities for the
future are taken by the Board as
part of its overall responsibility
for strategy. Along with its
Committees, the Board monitors,
encourages and, where appropriate,
challenges the implementation
of this strategy. The corporate
governance structures within
which these matters are considered
are therefore fundamental
to building, sustaining and
protecting shareholder value
and other stakeholder interests
over the long term.”
Nick Clarke
Non-Executive Chairman
6
QCA
Establish and maintain the Board
as a well-functioning, balanced
team led by the Chair.
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INTRODUCTION TO CORPORATE GOVERNANCE continued
production and continue to reinforce our commitment
to health and safety, environmental protection, and
support of our employees and the local community.
2.
In addition to the visit of the Board as a whole, our
Technical Committee visited Sasa in April and November
to review its operations and the work on the Capital
Projects. The Technical Committee’s views are shared
with both management and the Board, allowing both
to draw on the extensive experience of its members.
3.
All our Committees have continued to work closely
on matters of common interest. This has included
the Remuneration Committee drawing on the expertise
of the Sustainability Committee in terms of setting
and measuring performance against incentive targets.
4.
Following the externally facilitated Board evaluation
in the prior year, this year we conducted an internally
facilitated performance review led by the Chairman
with the assistance of our company secretariat.
This assessed our Board, its Committees and
individual Directors, and included follow-up on actions
agreed from the previous evaluation. Our Nomination
Committee Report commencing on page 74 sets out
further details of this review.
5.
The focus in Board discussions on building our project
pipeline and asset portfolio, as well as strategy more
generally, has continued. As well as these remaining key
topics for consideration at each main Board meeting,
specific opportunities have been reviewed at dedicated
Board meetings during the year. Such reviews examine
the potential for building shareholder value from these
opportunities, together with possible challenges.
6.
Succession planning is another key area for the
Board, and indeed for our Nomination Committee,
which reports on this further in its report on page
76. The business cycles in the resources sector are
amongst the longest in any industry. CAML’s projects
are sought, developed and implemented over long
timescales. In this context, long-tenure Directors
help preserve valuable knowledge and experience
on the Board and its Committees. Consistent with this,
the progressive succession planning for refreshing
the Board pursued by CAML over recent years has
been ongoing and will continue in the coming year.
In line with this succession planning, the Executive
Director roles have been the focus of Board
changes in 2024.
7.
Nigel Robinson stepped down as CEO at the beginning
of October. I am delighted that Nigel agreed both to
remain in an executive role during a transition period,
and then to continue on the Board, and on our Technical
and Sustainability Committees, as a Non-Executive
Director (NED). He has unparalleled experience and
knowledge of the Group stretching back 18 years
which will accordingly be retained within the Board.
8.
Following nine years on the Board, four as Business
Development Director and then five as CFO, Gavin
Ferrar accepted the position of CEO from the beginning
of October. Similarly, after eight years in the Group,
two of those on the Board as Director of Corporate
Development, Louise Wrathall accepted the position
of CFO, also from the beginning of October.
9.
Given the importance of the CEO and CFO roles,
the appointment process, led by the Nomination
Committee, included assessments, external
benchmarking and progression projects undertaken
over a period of months, with the assistance
of a leading global executive search firm.
10. As I mentioned in last year’s report, we are extremely
grateful to David Swan for agreeing to remain on
the Board as Chairman of our Audit Committee, and
continuing to demonstrate unflinching independence in
his roles, with one of the most distinctive voices on the
Board. It is clearly important to maintain consistency
in at least one of the lead roles in oversight of our
financial reporting, audit and internal controls; and,
as well as our change of CFO, the past year has seen
our Auditors assign CAML a new Audit Partner owing to
their professional rotation requirements. In 2025, a new
independent NED is to be appointed to assume the role
of Chair of the Audit Committee, after which David Swan
will retire from the Board following a period of transition.
This resumption of our succession plans for the
independent membership of the Board will continue
with a further appointment planned, pending which,
Roger Davey, another of our staunchly independent
Directors, has agreed to remain on the Board. These
ongoing plans reflect our continued recognition of the
importance of progressive refreshment of the Board
over time, even where Directors remain independent,
and even though the QCA does not prescribe
a specific length of tenure for independence.
11. With the knowledge of the current Directors retained
on our Board, we have been able to step down our
Advisory Committee of former Directors from its role.
I would like to thank Nigel Hurst-Brown and Robert
Cathery for their service on this committee and extend
to them every good wish for the future.
12. The revised QCA Code published in November 2023
came into effect for CAML on 1 January 2025. The
Company already fully applied the provisions of the
QCA Code, and continues to do so through additional
reporting in this Annual Report and additional resolutions
at the upcoming AGM. Accordingly, at this year’s AGM,
there will be votes on the re-appointment of every
Director, rather than only those retiring by rotation
under the Company’s Articles. There will also be
votes on our long-standing Directors’ remuneration
policy and its ongoing implementation. All of these
resolutions are being recommended by the relevant
committees as well as the Board as a whole, and
I trust they will receive the appropriate support
from shareholders.
The following reports by the Board and its Committees
provide further details of areas set out above and of other
key governance matters. I extend my thanks again to the
Committee Chairs for their valuable work. In 2025, we see
the first year of reporting by our new Executive Directors
and look forward to the first full year of the Group under
their leadership. The other members of the Board will
continue to provide them with support and encouragement
and, where appropriate, to challenge them. The Board as
a whole continues to look to the future in terms of strategy
and to development of the business opportunities, and
to governance including ongoing succession planning.
I look forward to reporting on further developments in next
year’s Annual Report.
Nick Clarke
Non-Executive Chairman
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THE QCA CORPORATE GOVERNANCE CODE
CAML complies with the Quoted Companies
Alliance Corporate Governance Code for small
and mid-sized companies (as revised with effect
from 1 January 2025) and has incorporated a set
of robust principles based on its guidelines into
our corporate governance procedures.
The Directors believe this reinforces the strong corporate
governance systems and processes that are vital in
building a successful business, maximising value and
maintaining the high standards that we set for ourselves.
Our QCA Code disclosures within this Annual Report are
summarised in the table to the right.
In addition, details of how we have applied each of the ten
principles of the QCA Code can be found on our website at:
https://www.centralasiametals.com/corporate-governance
1
QCA
2
QCA
3
QCA
4
QCA
Principle
Establish a purpose,
strategy and
business model
which promote
long-term value for
shareholders.
Promote a corporate
culture that is based
on ethical values and
behaviours.
Seek to understand
and meet
shareholder needs
and expectations.
Take into account
wider stakeholder
interests, including
social and
environmental
responsibilities, and
their implications for
long-term success.
Disclosure within
this report
see pages
6 to 7, 19, 39, 61
see pages
21, 63 to 64, 67 to 70
see pages
27 to 29, 65 to 66
see pages
21, 27 to 29, 63 to 70
5
QCA
6
QCA
7
QCA
8
QCA
Principle
Embed effective
risk management,
internal controls and
assurance activities,
considering both
opportunities and
threats, throughout
the organisation.
Establish and
maintain the Board
as a well-functioning,
balanced team led
by the Chair.
Maintain appropriate
governance
structures and
ensure that,
individually and
collectively, directors
have the necessary
up-to-date
experience, skills
and capabilities.
Evaluate Board
performance
based on clear and
relevant objectives,
seeking continuous
improvement.
Disclosure within
this report
see pages
44 to 51, 71 to 73
see pages
4 to 5, 53 to 54
see pages
59 to 62
see pages
74, 77 to 78
9
QCA
10
QCA
Principle
Establish a
remuneration policy
that is supportive
of long-term value
creation and the
Company’s purpose,
strategy and culture.
Communicate
how the Company
is governed and
is performing by
maintaining dialogue
with shareholders
and other relevant
stakeholders.
Disclosure within
this report
see pages
79, 86 to 90
see pages
27 to 29, 65 to 66
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Committee legend
Audit Committee
Nomination
Committee
Remuneration
Committee
Sustainability
Committee
Technical Committee
Chair of Committee
Gavin Ferrar
Chief Executive Officer
Appointed: June 2016
Education/qualifications/memberships: Gavin
holds post-graduate degrees in geology from the
University of the Witwatersrand, Johannesburg and
from the University of Natal. He also holds an MBA
in finance from Imperial College, London.
Skills and experience: Gavin has been involved
in the mining sector for over 25 years. His career
in the industry began with Anglo American in its
New Mining Business Division, where he worked
in a target generation and due diligence team, and
subsequently managed projects from greenfields
exploration through to a feasibility study on a gold
project. He then spent eleven years in the London
investment banking sector focusing on debt and
derivative financing for mining clients of Barclays
Capital, and equity and debt investments
for Investec.
After leaving the banking sector he advised
a variety of private mining investors and junior
companies on project development and funding
before joining the Company in June 2014 as
Business Development Director. He was appointed
CFO on 16 April 2018 and held this position for
six years before being appointed as CEO on
1 October 2024.
External appointments
None.
Nick Clarke
Non-Executive Chairman
Appointed: April 2009
Education/qualifications/memberships: Nick
graduated in 1974 from the Camborne School
of Mines, ACSM. He is a Chartered Engineer and
a Member of the Institute of Materials, Minerals
and Mining, IOM3.
Skills and experience: Nick has over 50 years of
mining experience, including 16 years spent within
senior management positions in production and
technical services in South Africa, Ghana and Saudi
Arabia. Nick served as managing director of Oriel
Resources until its acquisition by OAO Mechel for
$1.5 billion in 2008. In addition, Nick was managing
director at Wardell Armstrong International, where
he managed numerous multidisciplinary consulting
projects in the resource sector. In 2013, Nick was
named CEO of the year at the Mining Journal
outstanding achievements awards.
He joined CAML in 2009 as Chief Executive Officer
prior to the Company’s initial public offering in 2010,
and assumed the role of Chairman in June 2016.
External appointments: Nick joined the Board
of Caledonia Mining as a non-executive director
in September 2019.
Louise Wrathall
Chief Financial Officer
Appointed: May 2022
Education/qualifications/memberships: Louise
has a degree in geology from the University of
Liverpool and a Master’s degree in mining geology
from the Camborne School of Mines, University
of Exeter.
Skills and experience: Louise has over 20
years’ experience in the mining sector. Following
a two‑year period working in the UK quarrying
industry, Louise spent almost ten years as a
mining equity analyst focused on London-listed
companies. Latterly in this role, she worked as part
of the research team at Investec covering a wide
range of companies, including those in the FTSE
100 Index, as well as junior mining and exploration
companies. Louise was a director of Cornish
Lithium Ltd from May 2016 to March 2022.
Louise joined CAML in 2015, initially responsible for
investor relations, and in 2022 her role expanded
to include business development. Louise was
appointed to the CAML Board of Directors in
May 2022, and transitioned to the role of CFO on
1 October 2024. Louise also retains responsibility
for the key areas of business development and
investor relations and is chair of CAML’s exploration
subsidiary, CAML Exploration (CAML X).
External appointments: Louise is CAML’s
representative on the board of Aberdeen Minerals
Ltd where she serves as a non-executive director.
BOARD OF DIRECTORS
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Dr Mike Armitage
Non-Executive Director
Appointed: January 2022
Education/qualifications/memberships: Mike
holds a BSc (Hons) in Mineral Exploitation from
the University of Cardiff and a PhD in Mineral
Resource Estimation from the University of Bristol.
He is also a Chartered Geologist and Fellow of the
Geological Society, and a Chartered Engineer and
a Member of the Institute of Materials, Minerals
and Mining, IOM3.
Skills and experience: Mike has some 40 years’
experience in the mining industry. He spent his
early career working underground as a geologist in
South Africa and then completed his PhD assessing
alternative methods of reserve estimation at the
Renco Mine in Zimbabwe. He joined SRK Consulting
in 1991, and over the next 30 years held various
technical and management roles before leaving in
early 2022. These roles included managing director
and chairman of SRK’s UK practice, and chairman
of SRK’s Russia and Kazakhstan practices as well
as SRK Exploration Services. He also spent six
years as chairman of SRK Global.
External appointments: Mike currently serves as
a non-executive director of Tertiary Minerals, which
is quoted on AIM, and is a founder and managing
director of Sarn Helen Gold, a private company
exploring for gold in Wales and Scotland.
Roger Davey
Non-Executive Director
Appointed: December 2015
Education/qualifications/memberships: Roger
holds a Master of Science in Mineral Production
Management from the Royal School of Mines,
Imperial College, London and a Master of Science
in Water Resource Management and Water
Environment from Bournemouth University.
He is an Associate of the Camborne School of
Mines (ACSM), a Chartered Engineer, a European
Engineer and a Member of the Institute of Materials,
Minerals and Mining, IOM3.
Skills and experience: Roger has over 40 years’
operational experience at senior management
and director level in the international mining
industry, covering feasibility studies, financing,
construction, development, commissioning and
operational management of both underground and
surface mining operations in gold and base metals.
He served as chairman and non-executive director
of Atalaya Mining until late 2024.
Roger’s previous positions include senior mining
engineer at NM Rothschild (London) in the Mining
and Metals Project Finance team (1997 to 2010);
director, vice-president and general manager
of Minorco (AngloGold) subsidiaries in Argentina
(1994 to 1997), for the development of the
Cerro Vanguardia, an open-pit gold-silver mine
in Patagonia; operations director of Greenwich
Resources plc, London (1984 to 1992); production
manager for Blue Circle Industries in Chile (1979 to
1984); and various production roles from graduate
trainee to mine manager, in Gold Fields of South
Africa (1971 to 1978).
External appointments: Roger is also a
non‑executive director of both Tharisa plc and
Highfield Resources.
BOARD OF DIRECTORS continued
Committee legend
Audit Committee
Nomination
Committee
Remuneration
Committee
Sustainability
Committee
Technical Committee
Chair of Committee
Dr Gillian Davidson
Non-Executive Director
Appointed: December 2019
Education/qualifications/memberships: Gillian
holds an MA (Hons) in Geography from the
University of Glasgow, a PhD in Development
Economics and Economic Geography
from the University of Liverpool and is an
alumnus of the Governor General‘s Canadian
Leadership Conference.
Skills and experience: Gillian has over 25 years
of sustainability experience in the extractive and
natural resources sectors. Gillian was, until 2017,
Head of Mining & Metals at the World Economic
Forum (WEF), leading global and regional initiatives
for responsible and sustainable development.
Prior to this, she was director of social responsibility
at Teck Resources. Gillian is the former chair
of International Women in Mining and previously
served on the boards of Lydian International Ltd
and Horizonte Minerals plc. She has held senior
roles in mining companies, government, academia
and consultancy.
External appointments: Gillian is an independent
sustainability adviser, and currently serves as
a non-executive director on the boards of New
Gold Inc and Lundin Gold. She is also chair of
the Global Battery Alliance, co-chair of the WEF
Global Futures Council on Responsible Resource
Use, and head of sustainability for Regeneration,
a non‑governmental organisation focused on
promoting the re-mining of mineral waste and
rehabilitating former mine sites.
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BOARD OF DIRECTORS continued
David Swan
Non-Executive Director
Appointed: June 2014
Education/qualifications/memberships:
David holds a Bachelor of Commerce from the
University of WA and is a Fellow of both the
Institute of Chartered Accountants in Australia
and New Zealand and of the Institute of Chartered
Accountants in England and Wales. David is an
active member of the Audit Committee Chair
Independent Forum and is a stakeholder member
of the Financial Reporting Council.
Skills and experience: David has extensive
commercial experience across the natural
resources sector internationally, in Australia,
Europe, Central Asia, Africa, the US and Russia.
He has experience as a director of companies
listed on the Australian, Canadian and UK
stock exchanges. David has been involved with
numerous corporate transactions, including IPOs,
reverse takeovers, mergers and acquisitions,
and project funding.
David’s mining sector experience includes
exploration, mine start-up, open-cast and
underground mining operations.
External appointments: David is a member of the
QCA Audit Committee Guide Working Group, and
honorary independent examiner of the Friends
of the University of Western Australia in the United
Kingdom and Europe, a UK registered charity.
Mike Prentis
Non-Executive Director and Senior Independent
Director
Appointed: March 2021
Education/qualifications/memberships: Mike
holds an MA in Geography from Trinity College,
University of Cambridge. He is an Associate
of the Institute of Chartered Accountants
in England and Wales.
Skills and experience: Mike has 33 years of
investment management experience, most recently
at BlackRock where he was a managing director
and fund manager. For many years he managed
funds investing in listed UK small- and mid-cap
companies. These funds included BlackRock
Smaller Companies Trust plc (2002 to 2019) and
BlackRock Throgmorton Trust plc (2008 to 2018),
both now FTSE 250 constituents. Mike was Head
of the BlackRock UK Small- and Mid-Cap Equities
Team (2015 to 2017).
Previously, Mike worked in private equity, mainly
helping to put together management buyouts.
He was also a local director for 3i Group plc.
Mike qualified as a Chartered Accountant with
Peat Marwick Mitchell (now KPMG) prior to
commencing his investment management career.
External appointments: Mike is senior independent
director and chair of the Management Engagement
Committee of Artemis UK Future Leaders plc
(formerly Invesco Perpetual UK Smaller Companies
Investment Trust plc). He is also a Governor of
MidKent College and a member of its Group Risk
and Audit, and Finance and Resources Committees.
Committee legend
Audit Committee
Nomination
Committee
Remuneration
Committee
Sustainability
Committee
Technical Committee
Chair of Committee
Nigel Robinson
Executive Director
Appointed: April 2009
Education/qualifications/memberships: Nigel has
an engineering degree from Lancaster University
and is a member of the Institute of Chartered
Accountants in England and Wales.
Skills and experience: Nigel started his career as
a Royal Naval Officer in the Fleet Air Arm where
he served an eight-year short career commission.
Upon leaving the Royal Navy, he qualified as a
Chartered Accountant with KPMG in the North
West of England, where he stayed for a further
three years before leaving the profession to work
in commerce. He initially joined one of KPMG’s
clients, British Aerospace, working in the internal
audit department, before relocating to London
where he worked for six years in management
with British Airways.
Nigel joined CAML in 2007 as Group Financial
Controller, before being appointed to the CAML
Board as CFO in April 2009, a role in which he
played a pivotal role in the Company’s growth. Nigel
was appointed as CEO in April 2018 and served in
this role for more than six years. In October 2024,
Nigel stepped down as CEO though he remains on
the CAML Board, initially as an Executive Director
before transitioning to a Non-Executive Director
role from 1 April 2025.
External appointments
None.
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OUR APPROACH TO CORPORATE
GOVERNANCE
The Board and our governance framework
‣ As well as our highly experienced Chairman and Executive Directors, we have strong
independent representation on the Board with five independent Non‑Executive Directors
(NEDs).
‣ The Board leads the Company in making key decisions about strategy, financial
planning, operations and development of the Group’s culture, purpose and values.
It is supported by five standing Committees, specifically the Sustainability, Audit,
Nomination, Remuneration and Technical Committees.
‣ The standing Committees focus on five areas of the Group’s operations that the Board
views as having key importance to the Company’s shareholders and other stakeholders.
‣ These Committees support the Board in ensuring the relevant level of focus on their
specific areas of responsibility, and all have their own terms of reference, which provide
the necessary authorities for them to operate as they consider appropriate.
‣ Each Committee reports to the Board through its respective Chair, providing invaluable
contributions to the Board’s effectiveness through their work.
‣ Although not a decision-making Committee, management within the Group benefits
particularly from the expertise and guidance provided by our Technical Committee,
established in 2022 and chaired by Roger Davey. The Technical Committee assists
in the review of major projects. It also works with the other Committees, such as the
Sustainability and Remuneration Committees, where its expertise is beneficial.
These arrangements form part of the Company’s ongoing commitment to create value
for all our stakeholders through the long‑term success of the business.
Further details of our Sustainability, Audit, Nomination and Remuneration Committees
are shown on the following page, with specific reports from each later in this report.
In structuring its governance framework, CAML
takes guidance from the principles of the QCA Code.
Maximising the value of our current assets and appraising
opportunities for future growth have always been key
long-term aims for the Group. These robust governance
arrangements are aligned with, and supportive of, CAML’s
purpose to produce base metals essential for modern
living, safely, profitably and in a sustainable manner
for the benefit of all our stakeholders.
7
QCA
Maintain appropriate governance structures and ensure that, individually
and collectively, directors have the necessary up-to-date experience,
skills and capabilities.
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OUR APPROACH TO GOVERNANCE continued
Board Committees
Sustainability Committee
Although not a QCA Code requirement, we have a long-established Sustainability
Committee, chaired by Dr Gillian Davidson, as this is an area the Board views
as critically important to the way in which CAML operates.
This Committee comprises Executive and NEDs, and closely involves members
of the senior management team, including our Head of Sustainability.
The Sustainability Committee enables us to maintain a strong focus on our
people, their health and safety, environmental matters and the local communities
in which we operate.
The Committee is responsible for the Group’s environmental, social and governance
performance, in particular in relation to governance.
See the report of the Sustainability Committee on pages 67 to 70 for further details.
See the report of the Audit Committee on pages 71 to 73 for further details.
See the report of the Nomination Committee on pages 74 to 78 for further details.
See the report of the Remuneration Committee on pages 79 to 90 for further details.
Audit Committee
Our Audit Committee, consisting of four independent NEDs, is led by David Swan
as its Chairman.
The Audit Committee assists the Board in its oversight of the Company’s financial
reporting, regulatory compliance and internal controls.
The Committee also oversees risk management, and is supported in this by the
work of the Group Risk Committee comprised of senior executive management.
The Committee’s oversight of risk matters includes receiving reports from
management on key business, operational and sustainability risks.
In addition, the Audit Committee reviews, on a regular basis, the independence,
objectivity and effectiveness of the external Auditors.
Nomination Committee
Our Nomination Committee is chaired by Nick Clarke. The members of this
Committee are our other five independent NEDs.
The Nomination Committee leads the process and makes recommendations
to the Board in relation to Director appointments.
It also reviews the composition and structure of the Board with regard to Director
independence, and evaluates the balance of skills, strengths, diversity, knowledge,
experience and tenure of the Directors.
The Committee reports on the annual review process for evaluating the Board’s
performance and effectiveness, and assists the Board with its progressive
refreshment and ongoing succession planning.
Remuneration Committee
Our Remuneration Committee is led by Mike Prentis, with two of the other
independent NEDs as members.
The Remuneration Committee determines the remuneration of our Executive
Directors, oversees the remuneration of our senior management and approves
awards under the Company’s Long-Term Incentive Plan.
In doing so, it ensures that both our remuneration policy and practice, and our
incentive schemes encourage and drive efficient, long-term growth of shareholder
value in line with our strategic and sustainability priorities.
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BOARD REPORT
The role of our Board
In leading the Company, the Board defines the purpose
of the Group, and determines the appropriate strategy
to deliver it.
The Board is also responsible for making key decisions
in relation to financial planning, for reviewing financial
performance and operational matters, and for setting
the cultural tone of the Group and ensuring its values
are upheld. In addition, the Board is responsible for
the Company, its governance framework, investments
and Director appointments. In undertaking these
responsibilities, the Board draws on each Director’s unique
skill set, socio-economic and educational backgrounds,
diverse personal attributes and perspectives.
The Board also benefits from the Directors’ wide range
of experience in the mining industry, in the financial and
operational aspects of the business, in public markets
and of different geographies around the world.
Our Board meets at least four times a year and at other
times when required to consider specific matters as they
arise. Scheduled Board meetings are held in person, with
video meetings utilised when additional or short-notice
Board meetings are required.
All Directors devote ample time in order to discharge their
duties both at and outside Board meetings. They make
themselves available in accordance with our annual meeting
schedule and also at short notice as far as is practicable.
See page 62 for our Board and Committee meeting
attendance during 2024.
As well as the Executive Directors, other members
of senior management are invited to attend and present
at meetings of the Board and its Committees where
appropriate. Our senior management team supports
the Board by ensuring the successful day-to-day running
of the business, and their attendance at these meetings
is of great benefit to all attendees.
Key strengths
The table below shows the range of our Board’s key strengths based on particular skills, knowledge and experience. In addition, further detailed biographies of each of our Directors
are shown on pages 56 to 58:
Name
Natural resources
Sustainability
Financial governance,
risk and controls
People
Strategy
International
Capital markets
Nick Clarke
Gavin Ferrar
Louise Wrathall
Dr Mike Armitage
Roger Davey
Dr Gillian Davidson
Mike Prentis
Nigel Robinson
David Swan
The Board is comprised of a diverse group of experienced Directors, both from the UK and abroad, each
with a wealth of expertise and a depth of knowledge. Many have worked across a variety of jurisdictions
and have extensive business and financial experience in the sector in which the Group operates. This ensures
that each member of the Board is able to contribute fully to the effectiveness of the Board as a whole. In doing
so, all Directors have a collective responsibility for promotion of the interests of the Company, participation
in its decision-making and the setting of its governance arrangements. This helps us to maximise long-term
performance, sustainable growth and value in the business for shareholders and other stakeholders.
Maintain appropriate governance structures and
ensure that, individually and collectively, directors
have the necessary up-to-date experience,
skills and capabilities.
1
QCA
Establish a purpose, strategy and business model
that promotes long-term value for shareholders.
7
QCA
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2024 attendance at Board meetings
The attendance of current Board and Committee members at the scheduled meetings and calls, compared with
the number of meetings held during 2024, is shown below.
Director
Board1
(4 meetings)
Audit
(4 meetings)
Remuneration
(4 meetings)
Sustainability
(4 meetings)
Nick Clarke
2
2
Gavin Ferrar
Louise Wrathall
Nigel Robinson
Mike Armitage
Roger Davey3
Dr Gillian Davidson
2
Mike Prentis
2
David Swan
2
Meetings attended
Board or Committee member not present
Non-Committee member invited to attend some or all of a meeting
1. The Board also held additional update meetings on four other occasions to monitor progress on specific matters.
2. Denotes Chairman status.
3. Roger Davey was unable to attend one Board meeting due to connectivity difficulties from his remote location at the time of the meeting.
Directors do not participate in meetings (or parts of meetings) of the Remuneration Committee when the Committee is deciding
matters in relation to such Directors’ remuneration.
All Directors attended the Annual General Meeting.
2025 Board composition
We have a well-balanced Board,
constituted as follows:
Non-Executive Chairman:
‣ Nick Clarke
Two Executive Directors:
‣ Gavin Ferrar
‣ Louise Wrathall
Six Non-Executive Directors
(in addition to the Chairman):
Five are considered fully
independent:
‣ Dr Mike Armitage
‣ Roger Davey
‣ Dr Gillian Davidson
‣ Mike Prentis
‣ David Swan
One is not considered
independent due to his previous
role as CEO:
‣ Nigel Robinson*
* Nigel Robinson will become a Non-Executive Director on 1 April 2025.
Non-Executive Chairman 1
Executive Director (male) 1
Executive Director (female) 1
Independent Non-Executive Director (male) 4
Independent Non-Executive Director (female) 1
Other Non-Executive Director (male) 1
BOARD REPORT continued
Board and Committee meetings generally take place
over the course of two days. At these meetings,
strategy‑specific matters in the Group are a Board
priority and include in-depth presentations, discussions
and updates. In addition, to ensure growth and business
development matters can be fully considered, Board
meetings are periodically devoted largely to strategic
matters. Board and Committee meetings are also attended
by local operational management as appropriate.
In addition, Non-Executive as well as Executive
Directors visit both of the Group’s operations when such
opportunities arise. Following its visit to Kounrad the
previous year, in September 2024, the Board, along with
members of senior management, were able to visit our
operations at Sasa. In addition to their participation in the
overall Board visit, members of the Technical Committee
also visited our operations at Sasa twice during the
year. Further site visits are planned for the Technical
Committee in 2025.
The Board is well briefed in advance of meetings through
high-quality, comprehensive reports to ensure matters
can be given thorough consideration. Particular areas
of focus receive enhanced reporting at Board meetings,
both in terms of the content of papers received in advance
and management presentations at meetings. If deemed
appropriate, items covering particular areas of focus are
included for ongoing review as standing agenda items
at each main Board meeting.
Matters identified for particular focus in Board and
Committee deliberations in the coming year include those
from the 2024 Board evaluation process set out on pages
77 to 78 of the Nomination Committee Report.
The members of the Board share collective responsibility
for its effectiveness. There is an appropriate balance
of influence within the Board which, as a result, is not
dominated by any one person or group of individuals.
The independent Non-Executive Directors (NEDs)
constructively challenge the Executive Directors, and the
resulting Board debates are always robust and sometimes
lively. This open and direct forum for discussions during
meetings ensures appropriate decisions are reached by the
Board in alignment with the core values of the Company.
Nomination
(2 meetings)
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Strategic report
Governance
Financial statements
Overview
Board changes
Succession planning for the Board continued during the
year and, as mentioned in the Chairman’s letter on page
54, with a focus on the Executive Director roles in 2024.
The changes in the roles within the Executive Director
team were planned to ensure both continuity and effective
leadership for the future. Effective 1 October 2024, Nigel
Robinson stepped down as Chief Executive Officer (CEO)
after more than six years in the role. Nigel has been
succeeded as CEO by Gavin Ferrar, who has held the
position of CAML’s Chief Financial Officer (CFO) for the
past six years. Louise Wrathall, a CAML Board member
since May 2022, has taken over from Gavin as CFO, whilst
also retaining responsibility for business development
and investor relations. Nigel remains on the CAML Board,
initially as an Executive Director before transitioning
to a Non-Executive Director role from 1 April 2025.
Following this phase of Board changes, we have continued
to keep the membership of our Committees under review,
ensuring we continue to utilise the skills and experience
of each of our Directors in the best way possible.
Details of the current Committee memberships are set out
in the Director biographies on pages 56 to 58.
Further details in relation to the succession planning process
undertaken and future plans in this area are set out in the report
of the Nomination Committee on page 76.
Board independence
In line with the QCA Code, the Board is mindful
of ensuring that the appropriate level of independence
within its membership is maintained. Our current Board
composition is shown on page 62. The Board has assessed
the independence of each of its NEDs, and is sensitive
to real and perceived impediments to this aim.
Consideration was given to the Directors’ character,
judgement, length of tenure, and any business or other
relationships that could significantly interfere with their
ability to discharge their duties effectively. After taking
full and careful account of all of these factors, the Board
believes Dr Mike Armitage, Dr Gillian Davidson and Mike
Prentis remain staunchly independent and continue to
act clearly in the interests of all shareholders and other
stakeholders. The Board assessed the independence
of David Swan in the context of his tenure, and remains
fully satisfied that David continues to fulfil his duties
in an unflinchingly independent manner. As explained
in the Chairman’s letter on page 54, a new NED is to be
appointed this year to assume the role of Audit Committee
Chair, following which David Swan will retire from the
Board after a period of transition. Furthermore, the Board
has carefully reviewed the ongoing independence of Roger
Davey with regard to his tenure, and confirms he remains
fully independent. Particularly with the recent changes
to the Executive management team, Roger provides key
technical experience in the matters being addressed by
the Group and has agreed to remain on the Board this year.
Our succession plans for the independent membership of
the Board will continue with a further appointment planned,
after which Roger Davey will also retire from the Board.
The Board believes that the combination of independent
Non-Executive Board members, together with our highly
experienced Chairman, Executive Directors and other Non-
Executive Director, ensures a good balance of views and
personal qualities, plus a wide range of skills and a great
depth of experience within the Board. CAML’s plans reflect
the ongoing importance of progressive refreshment of the
Board over time, even when Directors remain independent.
Support to Directors
All Directors on the Board have access to, and the
support of, the Company Secretary, who acts as secretary
to the Board and its Committees. He reports directly
to the Committee Chairs, advising on, and assisting with,
compliance with relevant regulations and procedures.
In addition, all Directors have unrestricted access
to the Company’s external advisers and Group senior
management. Resources and training for their own
personal development are accessible to Directors on
an ongoing basis, ensuring they maintain the necessary
knowledge and skills to fulfil their roles effectively.
Furthermore, the Executive team is always available
to ensure the Board is fully informed on relevant matters.
The role of the Company’s Auditors is explained in more detail in
the Audit Committee Report which can be found on pages 71 to 73.
The Board and culture
Commitment to good corporate governance in the
boardroom is a key part of setting and maintaining
an appropriate culture in the Group to advance our
purpose and achieve our strategic goals. This culture
supports our sound ethical values. The Board and
its Committees lead by example, promoting a healthy
culture of openness, honesty, engagement, inclusiveness
and respect throughout the Group and with all of its
stakeholders. The Board welcomes an open dialogue with
all stakeholders. Decisions made by the Board, supported
by management, are taken in the context of this shared
sense of purpose, reinforced by the emphasis on culture
throughout the entire organisation.
The Board promotes and monitors the corporate culture
of the Group with the support of the Head of People and
the Sustainability Committee. During the year, the Head
of People led a review of Group culture. This included
consultation with managers across the organisation and
assessed the embedding of the Group’s culture, identifying
opportunities for further enhancements. Work on these
enhancements is ongoing to ensure culture is consistently
and appropriately addressed across the Group, taking
into account the cultures of the jurisdictions in which
CAML operates.
Communication
Communication throughout the Group is important, for
example to ensure consistency in our procedures. As well
as our Executive Directors, our Head of People undertakes
regular exercises on-site to revisit the Company’s values,
ensuring alignment with our Group commitment.
Local community
Mining companies have a historical role in the communities
in North Macedonia and Kazakhstan where our operations
are based. As a Group, we are sensitive to, and educate
ourselves on, the cultural norms of our local communities
with whom we have strong relationships.
We listen and interact effectively and provide strategic
and long-term support to these communities where we
can. Care is taken to train, develop and hire local talent,
and to ensure our employees are treated fairly.
For further details and examples, please see our s172 and
stakeholder engagement statement on pages 27 to 29.
BOARD REPORT continued
2
QCA
Promote a corporate culture that is based
on ethical values and behaviours.
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Site visits
One of the most effective ways in which the Board can
monitor culture throughout the Group is for members
to visit our sites and interact with representatives
of the workforce and local community.
Our Board and Technical Committee visits to site are
immersive and take place over the course of a week.
As part of the itinerary, Directors attend both more
formal meetings and more informal social events with
local employees.
Visits typically include:
‣ attending briefings and presentations by Executive
Directors and local management;
‣ site and operations tours given by local employees;
‣ attendance by local management at Board and relevant
Committee meetings (held on site);
‣ attendance at social events to provide the opportunity
for interaction between the Board and local team
members outside of the business environment; and
‣ attendance at local community events.
Company policies
The Company also maintains strong internal policies
established to provide guidelines and best practices for
the Group, including those relating to health and safety,
environmental matters, anti-bribery, share-dealing,
modern slavery, human rights, our code of conduct and
whistle-blowing. These policies facilitate transparency
and responsibility, and are implemented by our teams
and regularly reviewed.
How the Board engages with its stakeholders
CAML Board members seeing at first hand
the dump-leaching facilities at Kounrad
Members of the CAML Board visiting
the SX-EW facilities at Kounrad
The entire CAML Board, along with local
senior management, on site at Sasa
BOARD REPORT continued
Strategic report
Governance
Financial statements
Overview
64
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Shareholder engagement
As mentioned previously, we have embedded into our
culture the maintenance of regular, open and active
dialogue with our stakeholders. This plays an essential part
in building a mutual understanding of views and in ensuring
the long-term success of the Company. An example
of this is our engagement with our shareholders.
Although most engagement with the Company’s
institutional investors is through the Executive
Directors or Chairman, feedback from shareholders
is also communicated to, and discussed with, the
other Board members. Our Senior Independent Director,
Mike Prentis, is also available as an additional point
of contact for shareholders. Given his background
and substantial experience as an investor, Mike is
ideal for this position. In addition, we have an Investor
Relations Manager, responsible for investor relations
and external communications.
The Board as a whole recognises that the views of our
investors should be considered as an important part of
the Board’s deliberations and decision-making processes.
This helps the Board in its duty to safeguard the interests
of all shareholders and, indeed, other stakeholders.
As well as the shareholder liaison contacts mentioned
above, all Directors are also available to meet with
investors when requested, and all shareholders also have
the opportunity to attend and ask questions in relation to
matters at the Company’s Annual General Meeting (AGM),
either in person or by viewing the proceedings online.
The Board welcomes feedback from our shareholders
and other stakeholders, as this plays an important part
in ensuring our long-term success.
Details of our stakeholder engagement activities during 2024 are
set out in the calendar on page 66 and in our s172 and stakeholder
engagement statement on pages 27 to 29.
Annual General Meeting
As well as the opportunity to attend and ask questions
in person at our AGM, we are pleased to utilise the
technology available to us to offer investors who are
unable to travel or attend in person the opportunity
to view the proceedings of the meeting via video.
Shareholders and others are able to watch the
proceedings via the online platform Investor Meet
Company and, immediately following the AGM, a
management presentation on the Group and its business
is also broadcast. Questions submitted in relation to
this presentation and the business generally are then
answered following the presentation.
Recognising that the AGM is an important event for
shareholders in the corporate calendar, we are committed
to ensuring that all shareholders can exercise their right to
vote and ask questions in connection with the business of
the AGM in advance of the meeting itself, with responses
provided by email as appropriate. A circular will be sent
to shareholders and published on the Company’s website
regarding the Company’s 2025 AGM, which we expect
to follow a similar format as in 2024, as described above.
Where appropriate, we also engage with our key
shareholders on specific governance matters. The Board
appreciates the opportunity to develop an understanding
of the needs and expectations of shareholders, as well as
the reasons behind any particular voting decisions.
Material information in relation to the Company is made
publicly available via the London Stock Exchange’s
Regulatory News Service (RNS). Presentations on our full
year and interim results are given to analysts and investors
shortly after publication, and these are also published
on our website.
BOARD REPORT continued
10
QCA
Communicate how the company is governed and is performing by maintaining
dialogue with shareholders and other relevant stakeholders.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
Strategic report
Governance
Financial statements
Overview
65
‣ 2023 Operations Update
(11 January 2024)
‣ Preparations for 2023 Annual Report,
presentation of annual results and
2024 AGM
‣ Providing updates to local and
international shareholders and investors
attending Indaba (February 2024)
‣ BMO Global Metals and Mining
Conference attended by CEO
(25-29 February 2024)
‣ 2023 results announcement (25 March
2024) and 2023 results roadshow
attended by Executive Directors
‣ Analyst webinar with Executive team
for 2023 results (25 March 2024)
‣ Investor Meet Company presentation
for 2023 results (25 March 2024)
‣ Q1 2024 Operations Update
(9 April 2024)
‣ Executive Directors’ presentation to
private/retail shareholders on Investor
Meet Company platform
‣ Annual Report publication
(18 April 2024)
‣ Sustainability Report publication
(18 April 2024)
‣ Climate Change Report publication
(18 April 2024)
‣ Engagement with proxy advisers
in connection with publication of 2023
Annual Report and Notice of 2024 AGM
‣ Technical Committee site visit to Sasa
(April 2024)
‣ Annual General Meeting, immediately
followed by presentation by Executive
Directors to private/retail shareholders
on Investor Meet Company platform
(17 May 2024)
‣ H1 2024 Operations Update
(11 July 2024)
‣ 2024 interim results announcement
(10 September 2024) and presentation
given by Executive Directors
‣ CEO interview on BlytheRay News
discussing the H1 2024 results
(10 September 2024)
‣ Executive Directors’ presentation
to private/retail shareholders on
Investor Meet Company platform
(10 September 2024)
‣ Executive Directors’ meetings with
institutional investors to discuss 2024
interim results (11-16 September 2024)
‣ Board visit to Sasa, including
meetings with local stakeholders
(24-27 September 2024)
‣ Q3 2024 Operations Update
(9 October 2024)
‣ Technical Committee site visit
to Sasa (19-22 November 2024)
‣ CEO presentation to Proactive
Investors (14 November 2024)
‣ Executive Directors’ participation
in Resourcing Tomorrow
conference (3–5 December 2024)
Shareholder engagement in 2024
BOARD REPORT continued
Q1
Q2
Q3
Q4
3
QCA
Seek to understand and meet
shareholder needs and expectations.
66
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CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
SUSTAINABILITY COMMITTEE REPORT
4
QCA
Take into account wider stakeholder interests,
including social and environmental responsibilities,
and their implications for long-term success.
Achievements in 2024
‣ Worked towards integrating climate change into our
decision-making and application of best practice
in reporting and disclosures, building further on the
enhancements made in 2023.
‣ Worked with the Remuneration and Technical
Committees in setting appropriate annual bonus and
Long-Term Incentive Plan (LTIP) performance measures.
‣ Finalised and rolled out the biodiversity strategy
across the Group.
‣ Implemented actions related to the diversity
and inclusion (D&I) strategy and initiatives.
‣ Conducted an internal assessment of the Group’s health
and safety culture.
‣ Conducted a double materiality assessment to identify
the sustainability aspects most material to the Group.
‣ Undertook a Global Industry Standard on Tailings
Management (GISTM) conformance audit as part
of the GISTM action plan.
‣ Conducted a human rights impact assessment.
‣ Carried out an internal assessment of the supplier
screening results.
‣ Conducted a company culture survey.
‣ Achieved a 44%1 reduction in the Group’s Scope 1 and 2
greenhouse gas (GHG) emissions in 2024 versus our
base year (2020).
Objectives for 2025
‣ Develop site-specific safety culture operational plans
in alignment with CAML’s safety culture strategy.
‣ Conduct occupational health risk assessments and
implement mitigation measures to ensure workplace
safety and well-being.
‣ Conduct a comprehensive review and update of our
climate change strategy while continuing to embed
climate into our decision-making and applying best
practice in reporting and disclosures.
‣ Progress D&I initiatives across the Group.
‣ Continue to work with the Remuneration and Technical
Committees to continue to incorporate Key Performance
Indicators and targets, focused on key areas and
quantifiable sustainability objectives, into our short‑
and long-term incentive plans.
‣ Ongoing preparations for International Sustainability
Standards Board (ISSB).
‣ Continue to develop the required systems, processes
and documents for the DST landform to conform
with GISTM.
‣ Following the review of Group corporate culture
conducted in 2024, work with the Head of People
to implement enhancements identified by this
assessment process.
As a Group we continue to develop and enhance our sustainability strategy,
practices and reporting, which are intrinsically linked to CAML’s strategy
and business model.
Sustainability Committee members
‣ Dr Gillian Davidson (Chair)
‣ Dr Mike Armitage
‣ Roger Davey
‣ Nigel Robinson
2
QCA
Promote a corporate culture that is based
on ethical values and behaviours.
Ensuring
ethical
practices
Maintaining
health &
safety
Valuing
our
people
Caring
for our
environment
Creating value
for our
communities
1. Excludes CAML Exploration.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Overview
Dear shareholder
As a Company, one of our core values is our responsibility
for sustainable development, and this is of great
importance in the decision-making process at every
level of the business. With this clear purpose, our
aim is to affect positively our employees and local
communities, while minimising any adverse impacts
on the natural environment.
Our sustainability strategy is built on the five pillars within
which are the material topics we have identified as highest
and high priority. These five pillars are: ensuring ethical
practices; maintaining health and safety; valuing our
people; caring for the environment; and creating value
for our communities. We endeavour to ensure these areas
are fully integrated into our operations.
Over the past year we have made excellent progress in
our work on sustainability matters throughout the Group,
and I am pleased to report that we have continued to
enhance our reporting and disclosures, implemented and
established new initiatives, maintained our shareholder
engagement and continued our work in community
development and support. The ongoing focus on the
development of these critical areas will ensure the
long‑term success of the business, building and retaining
value for all our stakeholders.
Although sustainability activity within CAML is first and
foremost focused on the Group’s operational sites at Sasa
and Kounrad, the management team, with the guidance of
the Committee, aims to ensure that the high sustainability
standards which we set for ourselves are observed and
prioritised throughout the Group.
Role of the Sustainability Committee
The Sustainability Committee, tasked with overseeing
sustainability matters across the Group, has been in place
since 2012. The Committee (which was formerly known as
the CSR Committee) was established in recognition of the
significance of activities in this area and which form a core
part of the Company’s strategy and values. The Committee
also plays an important role in ensuring our business and
sustainability priorities are integrated and aligned. CAML’s
long-standing commitment to this area supports our
view that, as an international and expanding Group, we
consider these areas to be fundamental to the operation
of an ethical and sustainable business.
Committee function
The Committee’s membership comprises both Executive
and Non-Executive Directors. This ensures a full breadth
of perspectives are brought to the Committee’s important
and varied activities.
The Committee met four times during 2024. In addition,
regular update meetings to address specific matters were
held between the formal meetings, to monitor progress.
The Committee also works closely with the other standing
Committees of the Board on specific matters. This
interaction ensures the Committee benefits from technical,
auditing and financial perspectives in its decision-making
processes and reporting. The Committee is equally
available to reciprocate when its guidance is sought.
The Sustainability Committee provides guidance on
integrating both business and sustainability priorities
so that the Company can thrive. Our environmental, health
and safety, community, people and governance strategies
are integral components of our sustainability strategy.
Our Committee focuses on, and oversees, the work
to support and develop these strategies.
The Committee also oversees the work of our social
foundations for both Sasa and Kounrad, and reviews
and makes recommendations in relation to the Group’s
local community projects. We place a strong focus on
community, health, education and training, and long‑term
socio-economic development in such projects, in
partnership with local organisations.
The Committee receives presentations from members of
operational management as appropriate. We liaise closely
with Megan Farrell, our Group Head of Sustainability,
and Nick Shirley, our Senior Sustainability Adviser, who
co‑ordinate all site-based health and safety, environment
and social activities. We ensure that the Board is updated
on key matters from our meetings.
During the year, we have continued to develop our
strategy focused on D&I, and the importance of having
an equitable workplace. We will use this to help guide our
work when establishing new Group policies. As part of the
integration throughout the organisation of our work in this
key area, site-based committees have been established
to identify areas for improvement, and we have introduced
gender diversity targets for the Group.
SUSTAINABILITY COMMITTEE REPORT continued
At every main meeting, the Committee:
‣ reviews minutes of previous meetings and matters
arising from these;
‣ reviews and considers regular reports on the
following key areas of importance, in line with
our sustainability strategy: health and safety,
environmental matters, local community projects/
social matters, people and governance; and
‣ within governance matters, considers the following
specific areas:
⁃ reviews compliance with legal and regulatory
requirements, and applicable industry standards;
⁃ reviews and approves implementation of, and
updates to, relevant Group sustainability policies
and initiatives; and
⁃ considers specific sustainability aspects of the
Group’s operations as they arise, determining
appropriate action.
A summary of each meeting and the Committee’s
recent activities is reported to the Board at its
next main meeting.
CAML’s SDGs
United Nations Sustainable Development Goals
(UN SDGs)
CAML’s sustainability strategy and practices recognise and
contribute to the UN SDGs. The primary and supporting
SDGs that are priorities for the Group are shown below.
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Annual effectiveness review
The effectiveness of the Sustainability Committee,
as is the case with all of the Board’s Committees, was
also considered in the Board’s performance review,
which is detailed on pages 77 to 78.
Scope and terms of reference
We have adopted formal terms of reference defining the
scope and responsibilities of the Sustainability Committee.
These have been closely aligned with that of the Audit
Committee to ensure both Committees are able to operate
together as efficiently as possible, each covering their
relevant areas of responsibility to minimise overlap in their
duties. This enables the Sustainability Committee to focus
on the health and safety, environmental, employee,
diversity, social, and corresponding governance and
compliance aspects of its remit. The Committee’s terms
of reference can be found on the Group’s website together
with the Group’s sustainability policies.
Climate-related disclosures
The necessity to move towards a decarbonised global
economy has become increasingly evident in the emerging
scientific data. As an organisation, we remain committed to
exploring and understanding the impacts of climate change
on the environment in which we operate and its potential
effects on our business.
We also recognise our role as a mining company with
regard to producing base metals, which are essential for
the future decarbonised economy. We strive to ensure our
business is run in an environmentally responsible manner
which is safe and suitable for all of our stakeholders.
As mentioned in last year’s report, one of the most
important advances for CAML in recent years has been
the development of our Group climate change strategy.
This sets targets to reduce our Scope 1 and 2 emissions at
Sasa and Kounrad by 50% by 2030 and to reach net zero
by 2050. The strategy is based on five pillars, comprising:
producing metals that contribute positively to the energy
transition; working towards decarbonisation; ensuring we
are operationally resilient; focusing on our strategic and
business resilience; and delivering clear and transparent
climate-related reporting and disclosures.
We have also established a stand-alone Group Climate
Change Policy and strategy for decarbonisation and
energy efficiency for our operations. This policy outlines
the Company’s commitment to addressing the effects
of climate change, setting out the principles that inform
CAML’s approach to managing climate-related risks and
opportunities, and supports the implementation of CAML’s
climate change strategy.
In Q2 2024, we published our Climate Change Report,
which is available on our website www.centralasiametals.
com. Our climate change activities in 2024 will be covered
in our Climate Change Factsheet and 2024 Sustainability
Report, available on the CAML website. The Sustainability
Committee is responsible for overseeing progress
in relation to climate change initiatives and compliance
with the policy, and reports regularly to the Board.
Following the climate scenario analysis undertaken
in 2022 to deepen our understanding of climate-related
risks and opportunities for the Group, we have continued
to implement actions identified by the key findings,
which have further informed our climate change strategy.
We also carried out work on estimating our Scope 3
emissions in 2024.
CAML is committed to transparent disclosure of its climate
impacts, and associated risks and opportunities, and
reports in line with the framework established by the Task
Force on Climate-Related Financial Disclosures (TCFD) to
improve and increase reporting of climate-related financial
information. In following the TCFD’s disclosure framework
and recommendations, which cover governance,
strategy, risk management, and metrics and targets,
we ensure investors are well informed about the Group’s
considerations in relation to how climate change may
affect the business and actions being taken to mitigate
the potential risks. Further details are set out in our TCFD
summary table on page 26.
SUSTAINABILITY COMMITTEE REPORT continued
G
o
v
e
r
n
a
n
c
e
S
t
r
a
t
e
g
y
R
i
s
k
m
a
n
a
g
e
m
e
n
t
Metrics &
targets
Governance
The organisation’s
governance around
climate-related risks
and opportunities.
Strategy
The actual and potential
impacts of climate-related
risks and opportunities
on the organisation’s
businesses, strategy
and financial planning.
Core elements of recommended climate-related
financial disclosures
Risk management
The processes used by the
organisation to identify,
assess and manage
climate-related risks.
Metrics and targets
The metrics and targets
used to assess and manage
relevant climate-related
risks and opportunities.
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Sustainability reporting and developments
During 2024, we worked towards readiness for the
Taskforce on Nature-Related Financial Disclosures (TNFD),
in line with their recommendations and guidance which
encourage and enable businesses to assess, report and
act on their nature-related dependencies, impacts, risks
and opportunities. A specific Board education session
was held to review both the TNFD and CAML’s progress
towards the recommendations, and which covered plans
for the coming year for the Group to prepare to align with
these recommendations.
We have also continued in our preparations for the ISSB
Sustainability Disclosure Standards (specifically IFRS S1
General Requirements for Disclosure of Sustainability-
Related Financial Information and IFRS S2 Climate-Related
Disclosures) which broadly align with the recommendations
of the TCFD, with a view to adopting these in future.
Having submitted to the Carbon Disclosure Project (CDP)
for the first time in 2023, we attained a B- CDP climate
change score. This achievement not only surpassed the
global average but also aligns with the performances
of other companies within our industry. We repeated the
process in 2024, achieving an improved score of B for
climate change and C for water.
In Q2 2024, we published our sixth annual stand-alone
2023 Sustainability Report. Our 2024 Sustainability Report
will be published in Q2 2025 and will report in accordance
with Global Reporting Initiative (GRI) Universal Standards
and the GRI Mining Sector Standards, and we have mapped
our reporting to the Sustainability Accounting Standards
Board (SASB) for the metals and mining industry.
Our Sustainability Report provides a comprehensive
overview of our ongoing sustainability approach and
considers the findings of the materiality assessment of
sustainability topics for both of the Group’s operations
conducted in H2 2024, through an independent stakeholder
engagement process. This double materiality assessment
enables us to understand which environmental and social
factors pose opportunities and risks to the business
model, both today and in the future. Further details are
included on page 21.
As a Group, our achievements, in terms of corporate
social responsibility, particularly in relation to our ongoing
partnership with the communities in which we work, is
something of which we are proud. We strongly believe that
the health and safety of our employees and contractors,
preserving the environment, and supporting vibrant and
sustainable communities are extremely important.
A more detailed summary of sustainability matters in
the Group is given on pages 20 to 26 and, as mentioned
above, in our separate Sustainability Report.
Stakeholder engagement
The Sustainability Committee supports the Board as
it seeks to build good relationships through dialogue with
stakeholders, including workforce, local communities,
investors, suppliers and customers, and non-governmental
organisations and governments, and continuously aims
to understand their needs, interests and expectations.
Where appropriate, we implement the findings of
this invaluable engagement and take feedback into
consideration in our decision-making process.
The Directors meet with shareholders and stakeholders,
including workforce representatives, community leaders
and government officials where appropriate. Details of
stakeholder engagement activities during the year are set
out in the calendar on page 66 and in the s172 statement
on pages 27 to 29.
Sustainability targets
Throughout the year, the Sustainability Committee
continued to work closely with the Remuneration
Committee to consider, set and monitor sustainability
performance targets in the Group’s long- and short-
term incentive plans. It also liaised with the Technical
Committee where appropriate to ensure the latter’s
technical guidance was taken into account in the
decision‑making process.
The ongoing inclusion of these key sustainability
metrics in our incentive plans aligns Executive
Director and senior management remuneration with
CAML’s purpose and culture, and is supportive of the
long-term strategy of the business. In doing so, the
Remuneration Committee aims to ensure that CAML’s
remuneration structure is intrinsically linked to the Group’s
sustainability performance and aligned with the interests
of shareholders and other stakeholders.
SUSTAINABILITY COMMITTEE REPORT continued
The LTIP awards granted in 2021, and including
sustainability performance targets, vested in Q1 2024
and the Committee assisted the Remuneration Committee
in determining the out-turn of performance against these
objectives. This process has again been followed for the
2022 LTIP awards due to vest in Q1 2025 with a review
of performance against targets conducted shortly after
year end, the end of the performance period for these
measures. Further details are included in the report
of the Remuneration Committee on pages 79 to 90.
Coming year
I look forward to reporting to you next year on our
activities during 2025.
Dr Gillian Davidson
Chair of the Sustainability Committee
19 March 2025
Environmental impact
As part of CAML’s commitment to reducing
the impact of its activities on the environment,
shareholders can help us by choosing to receive
future communications in electronic format by
visiting our Registrar Computershare’s website
at www.investorcentre.co.uk/ecomms and
providing an email address.
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AUDIT COMMITTEE REPORT
Achievements in 2024
‣ Conducted an internal evaluation of the Company’s
risk appetite across key areas.
‣ Incorporated the results of risk appetite discussions
into the Group’s risk assessment criteria, which were
rolled out to all sites as part of the revised CAML
risk management procedure.
‣ Continued to monitor principal risks, including emerging
risks, to ensure they are appropriately identified, with
mitigation measures either implemented or supported
by a clear action plan.
‣ Worked with the Sustainability Committee to emphasise
risk management culture in the Group to ensure shared
understanding.
‣ Worked closely with the new CFO Louise Wrathall,
supporting her transition to this role following the
Executive team changes during the year.
‣ Monitored and reviewed progress against the
three‑year risk and internal control review plan
established in 2023.
‣ Met with the Group’s Auditors, including the new Audit
Partner, and with management to agree items for the
audit of the financial statements, including: preliminary
planning report, final audit plan, review of audit scope
and materiality.
‣ Reviewed, and agreed with, management’s periodic
assessment of impairment, going concern and asset
retirement obligations.
Objectives for 2025
‣ Review and recommend to the Board for approval
the Group’s half year and annual results, including
the report from the Chief Financial Officer and from
the Auditors.
‣ Build on the progress made so far to document
and further enhance internal controls, focusing
on consistency across divisions and effectiveness.
‣ Continue to monitor and review the three-year risk and
internal control plan, including assurance measures.
‣ Continue the monitoring of principal and emerging risks,
to ensure they are appropriately identified, assessed
and effectively mitigated.
‣ Enhance risk reporting processes to show a clear
link between reported principal risks and the Board’s
risk appetite.
‣ Ongoing work on financial judgements relating to the
Group’s operations and asset retirement obligations,
with input from the Technical Committee.
‣ Ensure the work of the Audit Committee and relevant
financial and non-financial disclosures continue to
be aligned with the requirements of the QCA’s audit
committee guide and recent changes to the QCA Code,
applicable to CAML in 2025.
‣ Continue to stay abreast of changes and updates
to reporting standards.
Our Committee supports the Board by overseeing the effectiveness of risk
management, internal controls, regulatory compliance and ensuring the
integrity of the Group’s financial reporting.
Audit Committee members
‣ David Swan (Chairman)
‣ Dr Mike Armitage
‣ Dr Gillian Davidson
‣ Mike Prentis
5
QCA
Embed effective risk management, internal
controls and assurance activities, considering both
opportunities and threats, throughout the organisation.
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Dear shareholder
The Audit Committee’s main function is to assist
the Board in the fulfilment of its responsibilities by
overseeing key areas such as financial reporting and
regulatory compliance, risk management and the internal
control environment. The Audit Committee’s essential
work reviews the effectiveness of the Group’s internal
controls and the integrity of its financial statements.
The Audit Committee has the responsibility of overseeing
management’s Group Risk Committee (GRC), which reports
to the former on principal and emerging risks, including
financial, operational and sustainability risks.
Through its review and monitoring of principal risks, the
Audit Committee has remained closely informed of the
ongoing Ukraine conflict, the evolving sanctions regime,
and other geopolitical developments that could potentially
impact operations. These matters, which are particularly
relevant to the regions in which the Group operates,
continue to be assessed to identify and mitigate any
potential impacts on the Group’s business.
Committee membership
All Audit Committee members are independent
Non‑Executive Directors who between them have the
appropriate experience and skills to support the Company’s
governance systems, oversee internal controls and
review the presentation of the financial statements.
The Committee’s membership was set as part of an overall
governance review to ensure the expertise and experience
of each of the Directors is utilised in the most effective
way. The independence of the Committee’s members
provides an understanding of the Group’s risks, and
ensures suitable challenge and evaluation of its financial
position and performance. The full profiles of each of the
Committee’s members can be found on pages 56 to 58.
In addition to the members of the Committee, additional
attendees are invited to its meetings where appropriate.
This includes our CFO and Head of Risk and Internal
Controls, with each of whom the Audit Committee
works closely.
Terms of reference
We have adopted formal terms of reference defining the
scope and responsibilities of the Audit Committee. These
have been closely aligned with that of the Sustainability
Committee to ensure both Committees are able to operate
together as efficiently as possible, each covering their
relevant areas of responsibility to avoid undue overlap
in their duties. This enables the Audit Committee to focus
on the relevant aspects of its remit. The Committee’s terms
of reference can be found on the Group’s website.
Annual effectiveness review
The effectiveness of the Audit Committee, as for all the
Board’s Committees, was considered in the Board’s annual
performance review, which is detailed on pages 77 to 78.
Financial reporting
The Audit Committee monitors the accuracy and
completeness of the financial statements by reviewing
them for consistency and appropriate disclosures,
and so that they are understandable to shareholders
as well as compliant with regulatory requirements.
In doing so, it maintains a high level of engagement with
management to ensure a comprehensive assessment
is performed. During the year, and alongside ordinary
business, the Audit Committee considered issues relating
to the appropriateness of key accounting policies and
key judgements and estimates.
External Auditors
During the year our external Auditors, BDO LLP (BDO),
assigned CAML a new Audit Partner to satisfy the
professional rotation requirements under the Auditing
Practices Board Ethical Standards.
The Audit Committee conducted its annual review of the
independence, objectivity and effectiveness of BDO, who
will be recommended for reappointment by shareholders
at the forthcoming 2025 Annual General Meeting.
To safeguard the independence and objectivity of the
external Auditors on an ongoing basis, we have in place
a policy for non-audit services to mitigate any risks
threatening, or appearing to threaten, the external audit
firm’s independence and objectivity arising through
the provision of non-audit services.
AUDIT COMMITTEE REPORT continued
Significant issues considered by
the Committee in relation to the 2024
financial statements
‣ The Committee assessed management’s
determination of cash-generating units, and
review of impairment at Kounrad and indicators
of impairment or reversal of impairment at Sasa
at 31 December 2024. The Committee considered
the key judgements made by management in
relation to discount rates, commodity price
forecasts, operating and capital expenditures,
and the Mineral Resource and Ore Reserve
estimates. The Committee reviewed the relevant
disclosures and the appropriateness of sensitivity
rates in Note 19 of the financial statements.
‣ The Committee considered the key judgements
made in relation to the asset retirement obligations
at Kounrad and Sasa in relation to the estimate
of future expected costs, discount rates and
life‑of-mine operation, and reviewed disclosures
in Note 33 of the financial statements.
‣ The Committee reviewed management’s ‘going
concern’ assessment by reviewing the cash
flow forecasts to the end of December 2026,
considering the potential risks to the Group, and
being aware of the stress tests and underlying
assumptions which have been approved by the
Board. The Committee also reviewed disclosures
related to the going concern basis of preparation
of the financial statements in Note 2.
‣ As part of the Audit Committee’s review of the
Annual Report, matters raised by the Financial
Reporting Council (FRC) following its review
of CAML’s 2023 Annual Report and Accounts
were given consideration. Changes agreed and
therefore reflected in the 2024 Annual Report
and Accounts were reviewed, including the prior
period restatements as detailed further in Note
40 to the financial statements. The Committee
welcomed the review by the FRC in achieving the
common goal of continuous improvement in our
corporate reporting.
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AUDIT COMMITTEE REPORT continued
The Audit Committee also reviewed the 2024 Annual
Review of Audit Quality conducted by the FRC as it related
to BDO. The Committee has been assured by BDO that
it is investing significant resources and taking action
to improve its audit quality related to the key findings
of the FRC’s review.
Internal control environment
The Group does not have a dedicated internal audit
function and this is reviewed each year. The Group has
appointed a Head of Risk and Internal Controls, who
is progressing the formalisation and documentation
of the existing internal control procedures.
The Audit Committee has concluded that the existing level
of internal controls is appropriate, effective and adequate
for the size and operations of the Group.
The Group has strong budgeting and monthly management
reporting processes in place. In addition, the effectiveness
of internal controls is periodically reviewed by, or is under
the supervision of, the Head of Risk and Internal Controls.
Where appropriate, the Group engages third‑party
assurance work in specialist areas such as information
technology reviews.
Risk and internal control three-year plan
A three-year risk and internal control review plan is
in place, through to the end of 2025, to best utilise
the work and oversight of the Board, Committees and
external consultants for various tasks and assurance.
The plan encompasses reviews across various processes,
including operational and supporting processes,
governance and compliance, capital projects and
business development activities.
This plan enables us to incorporate effective risk
management and internal controls into all aspects of the
business and operations, ensuring we are able to execute
and deliver on CAML’s purpose and strategy. The Audit
Committee monitors progress against the plan.
Risk management
Our risk governance processes are structured to support
the Board in this critical area. The Audit Committee
has responsibility for monitoring the Group’s risk
management on behalf of the Board, including the GRC.
Of the four Audit Committee meetings held in 2024, one
meeting was dedicated solely to an in-depth review of the
Group’s principal risks, including new and emerging risks,
and the risk management process.
The Audit Committee is supported in its work by the
GRC, which comprises senior management across the
Group. The GRC is responsible for managing risk for the
Audit Committee, and meets regularly, at least four times
a year. From time to time Audit Committee members
attend these meetings.
Group management is responsible for reporting significant
risks to the Board, which are then considered under
a standing agenda item at each main Board meeting.
How the Group identifies, assesses and manages risks
is set out on pages 44 to 51.
Risk appetite
During the year, risk appetite was an area of
increased focus, with discussions both at Board and
Committee meetings.
CAML’s risk governance and processes support the
Board’s assessment of business development opportunities
and prospects, with consideration of future viability and
resilience. The appropriate level of risk appetite would
be applied to various matters, including financial, social,
environmental and operational aspects such as production.
Consideration would be given to whether those levels
of risk could be appropriately mitigated and managed.
Where such opportunities present unacceptable risks,
these would not be pursued further, unless their risk
profile might change.
As part of our ongoing commitment to enhancing our
risk governance, during the year we conducted an
internal review and assessment of our risk appetite,
and reconfirmed that the Company’s risk appetite remains
consistent with the previously defined parameters, and
prioritising minimal risk appetite for health and safety,
environment and community. Further details of the work
conducted in relation to CAML’s risk appetite are set
out on page 46 of our Risk Management report.
Whistle-blowing
In addition to internal grievance mechanisms, the Group
continues to maintain an independently managed external
whistle-blowing hotline, which extends to all employees
across each site, providing them with the facility to
confidentially express any concerns. The hotline is also
open to suppliers and contractors.
We believe that such efforts to ensure open channels
of communication cultivate a truly sustainable business
with sound principles and robust corporate governance
practices. CAML’s Whistle-blowing Policy can be found on:
https://www.centralasiametals.com/corporate-governance/
company-policies.
Conclusion
The Audit Committee will pursue its 2025 objectives and
continue to give its support to the Board through its terms
of reference.
David Swan
Chairman of the Audit Committee
19 March 2025
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NOMINATION COMMITTEE REPORT
Achievements in 2024
‣ Implemented succession plans for the Executive Director
roles on the Board.
‣ Continued succession planning for key senior
management roles below Board level.
‣ Implemented actions arising from the Board’s first
externally facilitated Board evaluation process.
‣ Conducted an internal Board performance review with
the Executives in their new roles.
‣ Working with the Head of People, continued to focus
on development of talent in the Group.
‣ Continued to focus on diversity and inclusion in the Group.
The Committee believes that appointing the appropriate Directors and having
comprehensive succession plans in place for the Board and senior management is
critical in ensuring that the success of the Company can be sustained in the long term.
Nomination Committee members
‣ Nick Clarke (Chairman)
‣ Dr Mike Armitage
‣ Roger Davey
‣ Dr Gillian Davidson
‣ Mike Prentis
‣ David Swan
QCA
8
Evaluate Board performance based on clear and
relevant objectives, seeking continuous improvement.
Objectives for 2025
‣ Continue succession planning for progressive refreshing
of the Board, including implementation for the Audit
Committee Chair role.
‣ Support ongoing development of management.
‣ Continue monitoring of Group culture and messaging
across the business.
‣ Implementation of actions arising from the internal Board
evaluation conducted earlier in the year.
‣ Recommend reappointment of all Directors at the
forthcoming Annual General Meeting (AGM), in line
with the requirements of the QCA Code applicable
to CAML in 2025.
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NOMINATION COMMITTEE REPORT continued
Dear shareholder
The Nomination Committee is responsible for the review
of the composition and balance of the Board and its
Committees, and for succession planning within the Board.
In carrying out these duties, the Committee makes
recommendations to the Board in relation to the
appointment of Directors when appropriate and the
proactive succession planning for the Board.
Board balance
The Nomination Committee keeps the balance of skills,
strengths, diversity, experience, independence and
tenure of the Board under review. Maintaining this
balance and ensuring we consistently have a range of
high-calibre individuals on the Board are key objectives
of the Committee. This is an area of continued focus
in the context of succession plans for the coming years
and into the longer term. This is to ensure the continued
effectiveness of the Board, and to avoid substantial
changes to its composition taking place over a short
period of time.
Biographies of our current Board members can be found
on pages 56 to 58, and the composition and key strengths
of its members are set out on pages 61 to 62. In addition,
Committee memberships are also detailed in our Director
biographies referenced above. The Committee, as
part of its periodic review, has determined that these
memberships are appropriate to utilise the experience
and skills of each of our Directors, maximising their
contributions to the operation of the Board and
its Committees.
Board diversity
In making recommendations for appointments to the Board,
the Nomination Committee considers suitably qualified,
high-calibre candidates of any nationality, and cultural,
professional or educational background, or gender. It aims
to have a diversity of personal attributes as well as skills
on the Board, and this is another important factor when
selecting potential candidates. Roles are awarded on merit
using objective criteria. On the Board, we have Directors
from three continents, with a gender mix of both Executive
and Non-Executive Directors (NEDs).
This inclusive approach, not just at Board level but at
all levels of the organisation, enables us to retain the
appropriate balance of skills. In particular, with regard
to emerging trends and key areas of focus in the sector
and geographies in which we operate, this is reflected
in both the recruitment processes for new employees
and developmental opportunities for existing employees.
As our Board membership continues to change over
time, diversity will remain a priority for the Nomination
Committee, including in future appointments to the Board,
further building on its existing diversity.
Succession planning
The Nomination Committee assesses the developing
needs of the Company, both in relation to the continuous
proactive refreshing of the Board for the medium term,
and also to ensure contingency plans are in place for
unexpected changes in the short term. This is in addition
to succession planning for the longer term, both at, and
below, Board level.
During the year, the Nomination Committee continued
its in-depth planning and developmental discussions
in relation to the Board and its long-term succession
planning. Other key areas of focus for the Committee
were the ongoing succession planning for existing staff,
internal talent development and capability. This increased
emphasis on our employees recognises that the Group’s
people are crucial to the continued long-term success
of the business.
This year we are recruiting a new independent NED to chair
our Audit Committee, and also planning for the succession
of our next-longest-serving independent Director.
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NOMINATION COMMITTEE REPORT continued
Succession planning for the long term
As noted in the Chairman’s introduction to the Corporate Governance section, business cycles in the natural resources sector are amongst the longest
in industry, and CAML’s projects are sought, developed and implemented over particularly long timescales. This has always informed CAML’s long‑term
approach to succession planning, as has been the case in relation to the Board changes in the past year. Key points of this approach are set out
in the diagram below:
This is the process that was followed with respect to the Chief Executive Officer (CEO)
and Chief Financial Officer (CFO) in relation to both their current and former roles:
‣ It is by design that the Group was in a position in which existing members of management
were succession candidates for these roles.
‣ Gavin Ferrar and Louise Wrathall had been developing in their previous roles over
a period of years and therefore assessed well against the external benchmarks
considered with the assistance of the global executive search firm appointed
by the Nomination Committee.
‣ They also engaged with an executive progression process facilitated by that search firm.
‣ Nigel Robinson agreed to the request of the Nomination Committee to remain
in an executive capacity during a transition period and then continue on the Board
as a Non‑Executive Director (NED).
‣ This retains Nigel’s knowledge and experience, and maintains continuity on the Board
and on its Technical and Sustainability Committees, of which he remains a member.
This is a demonstration of succession planning in CAML, conducted over the long term,
and aligned with its projects and future plans over the long term, in the best interests
of shareholders and other stakeholders.
Development
Development of the people within the Group so they
can progress in line with their individual potential and
personal goals as opportunities arise.
People are a key resource in any organisation and are
particularly valued within CAML. They are therefore given
development opportunities as and when these arise, and
encouraged to maximise their potential and contribution
to the Group.
Appointment
Appointment of the right person for any particular role is
clearly key, and CAML takes account of both suitability
and development potential.
This applies at Board and management levels in the
Group. Internal candidates, if available, will always be
considered though only appointed on merit. As well as their
familiarity with the Group, its culture and its operations,
the assessment of internal candidates also takes account
of the benefits of appointing external candidates
where appropriate.
Succession planning
Maintaining succession planning for key roles, with
internal candidates identified wherever possible.
This is important both for those who may be promoted and
for those who may be appointed to fill their roles. CAML is
not a particularly large organisation and therefore cannot
always have candidates ready for every role. However,
it does have visibility of those with promotion potential
for the future and the roles they could fill. The Group aims
to encourage the development of staff in such situations.
External process
Ensuring the right candidate for the role.
If the role being filled is particularly key, such as an
executive position on the Board, then, irrespective of
the availability of an internal candidate, an external
process will normally be run. Where an internal candidate
is available and considered suitable, this process will
assess, benchmark and identify progression plans for that
internal candidate as well as consider external candidates
where appropriate.
Readiness
Monitoring the opening of roles and readiness for these.
Where a role may be opening, development and succession
plans for the internal candidates are reviewed and, where
beneficial, enhanced to maximise actual potential for the
role. In a company of CAML’s size, there otherwise would
rarely be a ‘sitting ready’ candidate for any particular
role, so when a position may be opening this preparation
is important.
Retention
People are valuable to the Group, as are their knowledge
and experience.
The Group has a strong interest in retaining valuable
people. For example, when someone is retiring from a key
role, consideration will be given to whether or not it would
be appropriate to retain the knowledge and experience of
that individual. This may involve a reduced commitment or
working in a different capacity. This maintains the value of
that individual to the Group for as long as appropriate and
in the Company’s interest.
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NOMINATION COMMITTEE REPORT continued
Re-appointment of Directors
During the year, at the AGM, Director reappointments
were proposed in accordance with the Company’s Articles
of Association. These require that, at every AGM, any
Director who has been a Director at each of the past two
AGMs and was not appointed or reappointed at either
of those meetings, is required to retire and is eligible for
reappointment. Accordingly, at the 2024 AGM, Mike Prentis
and David Swan offered themselves for reappointment in
this manner and were duly reappointed by shareholders.
The changes to the Quoted Companies Alliance Code
applicable to CAML in 2025 recommend that shareholders
should be given the opportunity to vote annually on the
reappointment of all individual Directors to the Board.
Accordingly, at the forthcoming 2025 AGM, all Directors
are being proposed for reappointment.
The Committee and Board recommend each Director
for reappointment by shareholders at the 2025 AGM.
In making this recommendation, each Director being
proposed for reappointment abstains in relation to the
resolution for his or her own reappointment.
Induction, support and development
After a new Director is recruited, they receive an induction
to familiarise themselves with the Company and its business.
In addition, all Directors have unrestricted access to, and
receive regular updates from, management to keep them
abreast of the latest developments. Each of the Directors
also has access to the Company Secretary to provide such
support as appropriate. In addition, Directors have access
to resources as appropriate for the update of their skills
and knowledge.
Conflicts of interest
It is a principle of law (enshrined in the Companies Act
2006) that a Director should avoid a situation in which his
or her duty to the Company conflicts with his or her other
duties or interests. Such conflicts may arise as a result of
other involvements with significant shareholders, suppliers
or customers of the Group or otherwise. This is distinct
from transactions or arrangements between the Company
and the Director.
The Company’s Articles of Association permit the
Directors to give authorisations in respect of any matter
or circumstance that gives rise to, or may give rise to,
a conflict. Any such conflicts or changes would be notified
by the relevant Director before they arise in order that
they can be considered and, if appropriate, approved
by the Board.
Annual effectiveness review
We carry out an annual effectiveness review of the
Board led by myself as Chairman with the support of our
company secretariat. This considers the effectiveness of
the Board as a unit, its Committees and of the individual
Directors. In doing so, we also ensure that we have taken
into account the outcomes and actions from previous
years’ reviews.
We believe the evaluation process should continue to
evolve and, as implementation of actions resulting from
this process can often span more than one year, this
cycle varies as appropriate to accommodate this aspect.
Following this pattern also ensures that the process
remains fresh and effective. The diagram below shows
the cycle of our internal effectiveness review.
As I reported in last year’s Annual Report, the annual Board
effectiveness review in 2023 was externally facilitated
by Better Boards. The analytical review process was
structured to include a combination of bespoke digital
questionnaires completed by the Directors and the
Company Secretary via the evaluation platform, and
in‑depth one-on-one interviews with each Director.
Conduct review
Usually by interview with the
Chairman and/or completion
of questionnaire (in 2023 this
was externally facilitated)
Review actions
Set objectives for the
following year’s review,
taking into consideration
any ongoing actions
Discuss outcomes
Board reviews report on
the outcomes of the review
process, agrees actions and
assigns responsibility for
implementation
Review progress
Review at Board meetings
progress on agreed actions
Disclosure
Prepare disclosure
for the Annual
Report
Review process
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NOMINATION COMMITTEE REPORT continued
The outcomes from this review enabled us to set objectives and identify areas for
continued focus in the coming year, and these conclusions, together with actions taken
in response to these, are shown in the table below.
Areas of focus arising from
outcome of 2023 externally
facilitated evaluation
Actions in 2024 in response to outcome of 2023
externally facilitated evaluation
Continued focus on development
of long‑term strategy.
Business development given ample time as
priority agenda item along with strategy-focused
Board sessions.
Continued development of
Group culture with increased
messaging across the business.
Continuing work, including increased messaging
across the business, communication and publicising
of initiatives and actions, and giving voice to
stakeholders, including shareholders, in the boardroom.
See page 63 for further details.
Ongoing focus on diversity
and inclusion initiatives.
Continued to develop CAML’s diversity and
inclusion strategy which will be used as a guide
when establishing new Group policies. Site-based
committees have been established to identify areas for
improvement, and gender diversity targets have been
set across the Group.
Continued focus on risk
assessment, mitigation
and management.
Further details are included in our Audit Committee
Report on pages 71 to 73, and under Principal Risks
and Uncertainties on pages 47 to 51.
Increased focus on people
in the Group in addition
to the current work of the
Sustainability Committee.
Increased reporting of people matters, including
succession planning and people development within
the Group, to the Remuneration Committee.
2024 Board effectiveness review
Following the externally conducted review in 2023, the 2024 Board evaluation process
returned to the internally facilitated format, and was again led by the Chairman. This was
completed early in 2025 to capture the full-year meeting cycle, including the December
meetings with Gavin Ferrar and Louise Wrathall in their new positions as CEO and
CFO respectively.
Feedback was given through completion of a questionnaire by the Directors.
The questionnaire was structured to encourage thorough feedback, with questions
tailored to the current context and including specific follow-on questions from last year’s
conclusions and actions.
Results of the evaluation were reported to the Board on an unattributed basis, and
feedback received in relation to the Chairman was provided to Mike Prentis, as Senior
Independent Director, to discuss with the other NEDs.
Questions covered key areas of focus, including:
‣ Board function, operation and effectiveness
‣ Shareholders and other stakeholders
‣ Succession planning
‣ Site visits
‣ Group culture
‣ Board matters more generally
‣ Individual Directors
‣ Committee function/operation/effectiveness
‣ The Chairman
‣ Any other matters Directors wished to raise
The outcome of this review has been positive, with the Board, Committees and Directors
confirmed to be performing well and identifying opportunities for further enhancement.
The conclusions reached and actions taken following this review will be included in next
year’s report.
In line with the QCA Code, the Board’s review of performance was based on clear and
relevant objectives, seeking continuous improvement.
Coming year
I look forward to reporting to you again next year on the activities undertaken during 2025.
Nick Clarke
Chairman of the Nomination Committee
19 March 2025
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REMUNERATION COMMITTEE REPORT
Achievements in 2024
‣ Maintained the levels and structure of remuneration at
appropriate levels, including working with the Nomination
Committee on remuneration aspects of the succession
planning for the Executive Directors.
‣ Reviewed market and peer trends and considered
whether any changes were appropriate in relation
to future Long-Term Incentive Plan (LTIP) grants and
performance measures.
‣ Monitored progress against targets for the 2022 LTIP
awards, with respect to both the total shareholder
return (TSR) and the sustainability targets, due to vest
in March 2025.
‣ Continued to work with the Technical and Sustainability
Committees on setting appropriate annual bonus and
LTIP targets.
‣ Aimed for the ongoing balance between short- and
long-term incentives to encourage and drive long-
term shareholder value and alignment with the Group’s
overall strategy.
Objectives for 2025
‣ Ensure levels and structure of remuneration at Board
level continue to be appropriate for the roles and
responsibilities, including with regard to any succession
planning activities.
‣ With particular focus on appropriate peer groups for
the TSR target, continue to take account of market and
peer trends and incentive-plan structures to ensure the
continued appropriateness of our LTIP awards and their
performance conditions.
‣ Continue investor engagement, taking into account
feedback received on remuneration matters.
‣ Continue to ensure ongoing communication of
remuneration matters in the Group with reporting
to the Committee as appropriate.
‣ Introduce shareholder votes on the remuneration policy
and its implementation, in line with the provisions
of the QCA Code applicable to CAML in 2025.
Remuneration Committee members
‣ Mike Prentis (Chairman)
‣ Roger Davey
‣ David Swan
QCA
9
Establish a remuneration policy that is supportive
of long-term value creation and the Company’s
purpose, strategy and culture.
The Committee ensures CAML’s remuneration policy, practice and incentive plans
support its strategic and sustainability priorities, and its culture and purpose and
seeks to align the interests of Executive Directors with those of shareholders.
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Proportion
of award
Performance measure
80%
(75%
pre 2025)
The TSR Performance Target
Relative TSR measured over a period of three calendar years relative
to the constituents of the AIM Basic Resources Index (or, for the
awards to be granted in 2025, a selected group of specific peers).
Vesting is on the following basis:
‣ for below median performance, no part of this portion of the award
will vest;
‣ for median performance, 25% of this portion of the award will vest;
‣ for between median and upper quartile performance, between 25% and
100% of this portion of the award will vest (on a straight-line scale); and
‣ on achievement of upper quartile performance or above, 100% of this
portion of the award will vest.
20%
(25%
pre 2025)
The Sustainability Performance Targets
The sustainability targets are based on the Remuneration Committee’s
assessment, taking account of the views of the Sustainability Committee,
of the Group’s overall performance against targets in the following
specific areas in past years as noted below:
‣ Health and safety:
⁃ Nil fatalities and improvement on the LTIFR target.
‣ Environment:
⁃ Nil severe or major environmental incidents at either site.
⁃ 70% of tailings to be stored on dry stack tailings or underground
through paste backfill by the end of the Sustainability Performance
period (2024 awards).
⁃ 75% reduction in surface water abstraction at Sasa by the end
of the Sustainability Performance period (2024 awards).
⁃ At the end of the Sustainability Performance period, achievement
of planned progress towards our long-term objective of reduction of
Scope 1 and 2 greenhouse gas emissions, achieving a 50% reduction
in these emissions by 2030 from a 2020 base (2024 awards).
‣ Community:
⁃ Nil severe or major community incidents at either site.
⁃ Maintain community support at levels set by the Board (2022 and
2023 awards).
‣ Governance
⁃ Report to the GISTM by 2024 (2022 and 2023 awards).
⁃ Nil severe or major human rights and anti-bribery or
corruption instances.
Dear shareholder
The Remuneration Committee has been particularly active over the past year, and I would
like to thank Roger Davey and David Swan for their support as my fellow members of the
Committee. In this report, we summarise for shareholders and other stakeholders our work
and explain the reasons for key decisions we have taken during the year.
The principal role of the Committee is to decide the remuneration of the Executive
Directors and Chairman, and to oversee wider remuneration in the Group. This includes
reviewing the development and operation of the Group’s LTIP, and determining
participation and award levels under the plan. Our aim is to set fair and appropriate
remuneration for management to incentivise and reward their work for the Group in the
interests of our shareholders and other stakeholders.
In this letter, I first of all cover three key areas of our work during the year:
‣ The ongoing operation of our LTIP.
‣ The annual bonus out-turn for 2024 and plans for 2025.
‣ The remuneration aspects of the Board changes during 2024.
After these areas, others which are ongoing from year to year are then addressed.
Long-Term Incentive Plan
Background
The Committee has been operating the LTIP since 2011. The LTIP has helped incentivise
the Executive Directors and senior managers through the incorporation of performance
measures. Under these performance measures, for the 2025 awards, the vesting of up
to 80% (75% for prior year awards) of each LTIP award will be determined by relative
TSR, which measures share price changes and dividends relative to a group of other
companies. For the awards to be granted in 2025, the group of companies selected will be
specific UK and overseas quoted mining companies identified with the assistance of the
Company’s brokers. This is a change from the previous group comprising members of the
AIM Basic Resources Index of which CAML is a member though we believe is becoming
less relevant to the Group.
The remainder of each LTIP award can vest based on sustainability targets. In consultation
with the CAML Sustainability Committee, we have continued to develop these targets
for the 2025 awards, and I would like to thank Gillian Davidson in particular for her
contribution to these.
Key terms for LTIP awards in 2020 onwards
The overall structure of LTIP awards for Executive Directors are substantially unchanged
since 2020:
‣ The awards are granted over shares with the face value of 150% of salary.
‣ The awards do not vest until the third year after the date of grant (on 31 March to
ensure consistent vesting dates for each award).
‣ Awards vest only to the extent that performance targets measured over three years
are achieved.
‣ Targets are in relation to the following performance conditions:
REMUNERATION COMMITTEE REPORT continued
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The most recently adopted 2022 LTIP Rules include malus and clawback provisions in line
with current good practice on AIM. These provisions apply to LTIP awards granted from
2022 onwards.
Following the Board changes in 2024, the Committee has reviewed the operation of the
LTIP. The 2025 LTIP targets are intended to follow a similar structure to that set out in
the table on the previous page with the new specific peer group for the measurement
of relative TSR. We believe this is the appropriate approach and level of challenge to
incentivise and reward the new Executive team in the generation of shareholder value
and returns, taking account of the interests of all stakeholders.
In connection with our LTIP, following grants of awards, recipients who may be unfamiliar
with such awards are provided with a detailed Q&A document designed to address
any potential queries they may have. This is particularly relevant for our overseas staff
who may be less familiar with UK incentive plans. We feel this approach ensures that
employees are appropriately incentivised by clearly communicating and explaining this
critical link between performance and rewards linked to total shareholder value.
Annual bonus
Our Executive Directors’ annual bonuses for 2024 were linked to production, cost and
sustainability targets and personal objectives in a similar structure to those in the prior
year and those for the coming year. The maximum bonus potential for Executive Directors
is 100% of salary. As detailed in the table on page 84, the out-turn for Executive Directors
for 2024 was a payment of 77%.
The maximum possible 2025 bonus for Executive Directors remains at the same level
as 2024, at 100% of salary.
The annual bonuses of other corporate team members are linked to the same or similar
targets with levels of potential adjusted as appropriate to the role within the organisation.
Annual bonuses for senior management in the Group’s operations are similar though linked
to performance of the relevant site at which they are employed.
Remuneration aspects of Board changes in 2024
In advance of the changes to the Board on 1 October, as set out on pages 54 and 63
and in the report of the Nomination Committee commencing on page 74, we reviewed the
remuneration and contractual arrangements for Gavin Ferrar and Louise Wrathall in relation
to the roles of CEO and CFO respectively. This included determining the appropriate
levels of their remuneration informed by market benchmarks. Their salaries were each
adjusted to levels commensurate with their new roles and responsibilities, recognising
that in both cases this was the first time Gavin and Louise had held these particular roles.
Their salaries are accordingly both less than for their predecessors who had held those
roles for some years.
Gavin Ferrar’s salary as CEO was set at, and continues to remain, £413,000 and Louise
Wrathall’s as CFO at £320,000. The other aspects of their remuneration including benefits,
annual bonus and LTIP award levels were found to be in line with comparative companies
and have accordingly been retained. The opportunity was also taken to update Gavin and
Louise’s employment agreements, which dated back some years.
The Committee determined the remuneration arrangements for Nigel Robinson as
outgoing CEO in the context of his 18 years of valuable and loyal service to the Group,
including nine years as CFO and six years as CEO. These arrangements recognised that
Nigel agreed at the request of the Nomination Committee to remain in an Executive
capacity for a six-month period of transition to new management following the changes.
This also corresponded to the minimum notice period under his employment agreement.
The arrangements also recognised that, again, at the request of the Nomination
Committee, Nigel agreed then to continue on the Board as a Non-Executive Director.
Under the arrangements with Nigel, he has continued to receive his salary during the
transition period at the rate of £424,462 set for 2024. He was though eligible for an
annual bonus only for 2024 and will receive no bonus in relation to any part of 2025.
Similarly, Nigel will receive no LTIP awards in 2025 and will not be eligible to receive any
in the future. With effect from 1 April 2025, Nigel will receive fees in relation to his role
as a Non-Executive Director at the same rate as the other Non-Executive Directors with
no other benefits as well as no further bonus or LTIP awards.
Having given full and careful consideration to the arrangements of each of Gavin, Louise
and Nigel, we believe that we reached the appropriate balance between the interests
of shareholders and other stakeholders and the compensation and incentivisation of the
ongoing Directors, all of whose continued service is important to the Board and the Group
in the interests of shareholders.
Non-Executive Director remuneration
The remuneration of the Non-Executive Directors is determined by the Chairman of the
Board and the Executive Directors. The Remuneration Committee plays no part in this.
The fees of Non-Executive Directors were last reviewed as at 1 January 2023. The Board
intends next to review these fees as at 1 January 2026 in the context of the then ongoing
responsibilities of the Non-Executive Directors.
Remuneration in the Group more widely
Our overall Director remuneration structure as set out in the policy table on pages 86 to
90 applies to Executive Directors and to senior management where appropriate. The levels
of remuneration stated in the policy table relate only to Directors. Remuneration in the
Group generally is considered as part of the Remuneration Committee’s work in deciding
on Executive remuneration. The Committee periodically conducts benchmarking reviews
for our Executive Directors and other corporate team members to ensure salaries and
incentives are set at appropriate levels.
Pensions
The Committee continued with its in-depth review of pension arrangements in the Group
with particular focus on the corporate contribution levels and local contexts in each of
the Group’s jurisdictions. Local requirements are quite specific in Kazakhstan and North
Macedonia. The pension contributions of our Executive Directors remain consistent with
the rest of the UK team.
REMUNERATION COMMITTEE REPORT continued
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REMUNERATION COMMITTEE REPORT continued
Investor feedback
We are always grateful for the feedback received from shareholders. Feedback is shared
both with the Remuneration Committee and, where appropriate, the Board. It has helped
inform our work in the past and we continue to welcome this so we can take it into
account in our deliberations. Investors with any questions regarding our remuneration
are encouraged to contact me as Chairman of the Committee. I can be reached through
contact with our Company Secretary or our Head of Investor Relations.
Annual effectiveness review
The effectiveness of the Committee was considered in the Board’s performance review,
which is summarised on pages 77 to 78.
Transparency in reporting
This letter and the following sections of the report aim to give shareholders insight into our
considerations and reasoning in arriving at the current remuneration structure. We believe
this to be appropriate, both in terms of transparency and to enable shareholders to form
their own views on the actions we take.
Following this letter is a report summarising implementation of our remuneration policy
in both 2024 and 2025. After that implementation report follows a table summarising
the remuneration policy itself. Whilst variations can be made to allow for flexibility where
considered appropriate, there have been no significant changes to our implementation
of the policy since 2019. No changes are proposed to the policy itself other than for clarity
or compliance with the QCA Code. We intend to continue with this policy going forward,
unless the Remuneration Committee considers variations are justified, in which case we
will explain the variations and reasons for these.
2025 Annual General Meeting
At the upcoming AGM, shareholders will be invited, in accordance with the QCA Code,
to vote on both our remuneration policy and its implementation. The long-standing terms
of this policy and its consistent implementation over the years it has been in place have
always taken due account of all shareholder input received, as well as the QCA Code itself.
I therefore trust shareholders will feel able to support these resolutions.
Conclusion
I believe our work in the past year stands us in good stead for this year and beyond
and look forward to reporting to you next year on our ongoing activities.
Mike Prentis
Chairman of the Remuneration Committee
19 March 2025
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Implementation report
As an AIM-quoted company following the QCA Code, CAML is not required to have
a binding remuneration policy for its Directors. Nonetheless, both the Board and the
Remuneration Committee believe that transparency of the policy under which Directors’
remuneration is structured is beneficial to shareholders. The report below summarises
implementation of our remuneration policy in 2024 and 2025 and will be proposed
for approval on an advisory basis at the forthcoming AGM. This is followed by a table
summarising the remuneration policy itself which this year will also be proposed for
approval on an advisory basis at this AGM.
Directors’ remuneration
The table below sets out the total remuneration in respect of qualifying services for both
Executive and Non-Executive Directors for the financial year 2024:
2024
Basic
salary/
fees
$’000
2024
Annual
bonus
$’000
2024
Pension
$’000
2024
Benefits
in kind
$’000
2024
Total
$’000
2023
Total
$’000
Executive Directors:
Gavin Ferrar
485
357
13
9
864
808
Louise Wrathall
389
291
23
5
708
690
Nigel Robinson
575
419
–
12
1,006
992
Non-Executive Directors:
Nick Clarke
223
–
–
–
223
217
Dr Mike Armitage
96
–
–
–
96
93
Roger Davey
108
–
–
–
108
106
Dr Gillian Davidson
108
–
–
–
108
106
Mike Prentis
115
–
–
–
115
107
David Swan
108
–
–
–
108
106
Nurlan Zhakupov1
–
–
–
–
–
23
Directors’ aggregate emoluments
2,207
1,067
36
26
3,336
3,248
1. Stepped down from the Board on 3 April 2023.
The benefits receivable by Executive Directors include private medical cover and
insurance benefits.
The aggregate emoluments of the highest paid Director totalled $1,006,000 (2023:
$992,000). No Director has a service agreement with the Company that is terminable
on more than six months’ notice. Details of Executive Director service agreements are
set out on page 89.
During the year, Nick Clark exercised 588,209 shares for a total share option gain
of $1,650,000, Louise Wrathall exercised 137,891 shares for a total share option gain
of $383,000 and Nigel Robinson exercised 657,749 shares for a total share option gain
of $1,827,000.
See the Directors’ option awards table on page 85.
Salaries for Executive Directors for 2025
The Executive Directors have each signed a service agreement with the Company. Under
the terms of these service agreements, the Executive Directors are entitled to a salary
(which is denominated in pounds sterling) as set out below.
20253
Salary
£’000
20243
Salary
£’000
Gavin Ferrar (Chief Executive Officer)1
413
413
Louise Wrathall (Chief Financial Officer)2
320
320
1. Prior to his appointment as CEO on 1 October 2024, Gavin Ferrar’s salary as CFO was £347,000.
2. Prior to her appointment as CFO on 1 October 2024, Louise Wrathall’s salary as Director of Corporate
Development was £289,000.
3. Nigel Robinson’s salary of £424,000 as an Executive Director ceases at 31 March 2025 after which
his fees as a Non-Executive Director will be £75,000.
Executive Directors can earn up to a maximum bonus potential of 100% of salary based
on the measures set out above.
Annual bonuses
The table below sets out the performance measures and weightings between these:
Metric
2025
Weighting
2024
Weighting
Production across all operations
40%
40%
Financial/operational C1 cash cost and unit cost of mined ore
20%
20%
Sustainability Health and safety; environment; community;
people; and governance
20%
20%
Personal performance Individual assessment
20%
20%
REMUNERATION COMMITTEE REPORT continued
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REMUNERATION COMMITTEE REPORT continued
Annual bonus out-turn
Details of the Executive Director bonus out-turn for 2024 are included in the table below:
Metric
% of total bonus
potential
Achievement
Target/range
% of total bonus
potential achieved
Copper production
20%
13,439 tonnes
12,150–13,500 tonnes1
19.5%
Lead production
10%
26,617 tonnes
26,021–28,912 tonnes1
2.1%
Zinc production
10%
18,572 tonnes
17,893–19,881 tonnes1
3.4%
Kounrad C1 cost base
10%
$23.74m
$24.60m–$27.06m1
10.0%
Sasa ROM cost base
10%
$49.25m
$50.36m–$55.39m1
10.0%
Subtotal of financial/operational targets
60%
45.0%
Sustainability
20%
Health and safety, environment, community, people and governance targets
17.0%
Personal objectives for the Executive Directors
are summarised below:
Gavin Ferrar, Chief Executive Officer2
20%
• Commercial: Management and leadership of business development activities on
significant opportunities, and automation and innovation of finance functions.
• Technical: Move towards integration of production and financial planning.
• Sustainability and ESG: Human Rights impact assessments at both Sasa and Kounrad.
• People: Three-year head count profile across the Group.
15%
Total overall bonus out-turn for Gavin Ferrar
100%
77%
Louise Wrathall, Chief Financial Officer3
20%
• Commercial: Management and leadership of business development activities including
significant opportunities, early-stage investments, exploration and Aberdeen Minerals
investment.
• Sustainability and ESG: Communication and implementation of biodiversity strategy.
• Community: Communication strategy of the GISTM at Sasa.
• People: Analysis and plans to attract and retain females.
15%
Total overall bonus out-turn for Louise Wrathall
100%
77%
Nigel Robinson, Executive Director4
20%
• Commercial: Management and leadership of business development activities including
both significant opportunities and early-stage investments.
• Technical: Sasa transition and other capital projects.
• Sustainability and ESG: Water management at both Sasa and Kounrad and GISTM
conformance at Sasa.
• Community: Local economic plans at Sasa and science, technology, engineering and
mathematics (STEM) project at Kounrad.
• People: Succession planning and talent development for senior and other critical roles.
15%
Total bonus out-turn for Nigel Robinson
100%
77%
1. Due to the nature of their calculation and the number of factors that can affect the out-turns, these targets were subject to an overriding discretion of the Remuneration Committee to adjust the formulaic
out‑turn, for example where there had been an anomalous result due to factors not considered in the calculation of the original target. No such discretion has been exercised in respect of the 2024 outcomes.
2. Gavin Ferrar was CFO until 1 October 2024 when he became CEO.
3. Louise Wrathall was Director of Corporate Development until 1 October 2024 when she became CFO.
4. Nigel Robinson was CEO until 1 October 2024 after which he remained an Executive Director and will become a Non-Executive Director with effect from 1 April 2025.
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Directors’ long-term incentive awards
The awards in the table below have been granted to the Directors under the Central Asia Metals Employee Share Plan 2011 and the Central Asia Metals Long-Term Incentive Plan 2022:
As at
1 Jan 2024
Number1
Granted/
awarded
Number2
Dividends
Number
Lapsed
Number1
Exercised
Number1
As at
31 Dec 2024
Number1
Exercisable
at
31 Dec 2024
Number1
Nick Clarke
2,184,681
–
166,419
–
588,209
1,762,891
1,762,891
Gavin Ferrar
694,684
254,734
89,435
–
–
1,038,853
254,920
Louise Wrathall
489,219
211,797
59,605
–
137,891
622,730
–
Nigel Robinson
1,951,624
311,342
182,505
–
657,749
1,787,722
829,581
Total
5,320,208
777,873
497,964
–
1,383,849
5,212,196
2,847,392
1. This includes the number of shares covered by such awards increased in terms of the relevant plan rules by the value of dividends as if these were reinvested in Company shares at the dates of payment.
2. Before any adjustments for accrued dividends.
REMUNERATION COMMITTEE REPORT continued
‣ LTIP awards granted from 2020 onwards are subject to two performance targets.
Of each award, 75% was to be subject to a performance target relating to the
performance of the Company’s total shareholder return relative to the constituents
of the AIM Basic Resources Index over a period of three years (the TSR Performance
Target). The other 25% of each award was to be subject to a sustainability target,
(the Sustainability Performance Target). Awards do not vest until 31 March in the third
year from the year of grant. Further details of the TSR and Sustainability Performance
Targets are set out on page 80.
‣ The performance targets for the awards granted in 2022 were met to the extent
of 100% for the TSR target (which represents 75% of the overall award) and 100%
of the sustainability target (which represents 25% of the overall award) and therefore
vest at an overall level of 100% on 31 March 2025.
Directors’ interests
The Directors of the Company who were in office during the year and up to the date
of signing the financial statements and their interests in the issued share capital of the
Company during the year were as follows:
Shares held
as at 31 Dec
2024
Shares held
as at 31 Dec
2023
Nick Clarke (Chairman)1
1,379,644
1,379,644
Gavin Ferrar (Chief Executive Officer)
9,928
9,928
Louise Wrathall (Chief Financial Officer)
9,280
9,280
Nigel Robinson1
646,715
646,715
Dr Mike Armitage
24,490
24,490
Roger Davey
–
–
Dr Gillian Davidson
10,119
10,119
Mike Prentis
18,080
18,080
David Swan
8,000
8,000
Total Directors’ interests
2,106,256
2,106,256
1. Of these shares, the numbers set out below are held jointly in the Central Asia Metals Limited Share
Trust under a joint share ownership plan. All share awards were made prior to the 2010 IPO and
vested upon its successful completion:
‣ Nick Clarke: 1,342,887
‣ Nigel Robinson: 646,715
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2025 LTIP KPIs
The performance measures for the LTIP awards planned to be granted in 2025 will
follow a similar structure to the 2024 awards, as set out in the table on page 80, subject
to a specific peer group for the measurement of KPIs referred to in the Chairman’s letter
on page 80.
Non-Executive Director remuneration
The Non-Executive Directors, including the Chairman, have each signed a letter of
appointment. Under the terms of these letters, the Non-Executive Directors are entitled
to an annual fee as set out below (which is denominated in pounds sterling) and paid
on a quarterly basis. Non-Executive Director base and Committee Chair fee levels remain
unchanged since January 2023.
2025 fee
£’000*1
Nick Clarke (Non-Executive Chairman)
175
Dr Mike Armitage
75
Roger Davey2
85
Dr Gillian Davidson3
85
Mike Prentis4
90
Nigel Robinson5
75
David Swan6
85
* The amounts as set out in the table above are paid in £ and reported in $ on page 83.
1. All Non-Executive Directors (with the exception of the Chairman) receive a base fee of £75,000
per annum.
2. This also includes a Committee Chair fee for the role of Chairman of the Technical Committee
of £10,000.
3. This also includes a Committee Chair fee for the role of Chair of the Sustainability Committee
of £10,000.
4. This also includes a £5,000 fee for the role of Senior Independent Director and a Committee Chair
fee for the role of Chairman of the Remuneration Committee of £10,000.
5. Nigel Robinson will transition to the role of Non-Executive Director effective 1 April 2025.
6. This also includes a Committee Chair fee for the role of Chairman of the Audit Committee of £10,000.
Further details on the Non-Executive Director and Non-Executive Chairman letters
of appointment are set out under ‘Service contracts’ on page 89.
REMUNERATION COMMITTEE REPORT continued
Directors’ remuneration policy
The remuneration policy is set out in the table below. It is subject to variation where the
Remuneration Committee considers appropriate. No variations were made in 2024 and
none in 2025 other than for clarity or compliance with the QCA Code.
Remuneration policy table
Element and purpose
Base salary
This is the core element of pay and reflects the individual’s role and responsibilities within
the Group with some adjustment to reflect their capability and contribution.
Policy and
operation
Base salaries are determined each year by the Committee.
Salary levels can be reviewed by reference to public companies in the
sector of a similar size and complexity. The Committee also has regard
to other relevant factors including corporate and individual performance
and any changes in an individual’s role and responsibilities.
Base salary is paid monthly in cash.
Changes to base salaries normally take effect from 1 January.
Level
The Remuneration Committee will apply the factors set out in the section
above in considering any salary adjustments during the duration of this
policy. Increases in base salaries for Executive Directors will be generally
guided by any increases for the broader employee population, but on
occasion may need to recognise, for example, an increase in the scale,
scope or responsibility of the role. No increase will be made if it would take
an Executive Director’s salary above the level the Committee considers
is justified by these factors.
Performance
measures
N/A
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Element and purpose
Benefits
To provide benefits valued by recipients.
Policy and
operation
The Group provides benefits to all employees, including the Executive
Directors. The Executive Directors receive private medical cover and
insurance benefits. The Remuneration Committee reserves discretion
to introduce new benefits where it concludes that it is in the interests
of CAML to do so, having regard to the particular circumstances and
market practice.
Where appropriate, the Company may meet certain costs relating to
Executive Director relocations and (if appropriate) expatriate benefits.
Level
The Remuneration Committee sets such benefits within overall market
practice and ensures that the overall costs do not increase by more
than the Remuneration Committee considers to be appropriate in all
the circumstances.
Performance
measures
N/A
Element and purpose
Pension
To provide retirement benefits.
Policy and
operation
Executive Directors receive pension contributions to Company or personal
pension arrangements, or an amount can be paid as a cash supplement
in lieu of pension contributions.
Level
The amount of employer’s contribution is approximately 6% of base
salary per annum, which is aligned with other UK-based employees.
This level may be adjusted in line with adjustments for other UK employees
or in exceptional circumstances, for example, recruitment.
Performance
measures
N/A
Element and purpose
Annual Bonus Plan
To motivate employees and incentivise delivery of performance over a one-year operating
cycle, focusing on the short/medium-term elements of strategic, operational and financial
aims and personal objectives.
Policy and
operation
Annual Bonus Plan levels and the appropriateness of measures are
reviewed annually to ensure they continue to support the Group’s strategy.
Annual Bonus Plan outcomes are calculated following the determination
of achievement against performance measures and targets.
Level
The normal maximum of Annual Bonus Plan outcome for an Executive
Director is 100% of base salary per annum although this may be increased
up to 150% of salary where the Committee determines this to be
appropriate.
Performance
measures
The performance measures applied may be financial or non-financial,
corporate, divisional or individual and in such proportions as the
Remuneration Committee considers appropriate. They are typically a blend
of corporate targets such as production, cost control and sustainability
achievements as well as individual KPIs.
Once set, performance measures and targets will generally remain
unchanged for the year, except to reflect events (such as major
transactions and changes in roles) where the Committee considers it
appropriate to make adjustments to the targets applying before such event.
The Annual Bonus Plan remains a discretionary arrangement, and the
Remuneration Committee retains a standard power to apply its judgement
to adjust the outcome of the Annual Bonus Plan for any performance
measure (from zero to any cap) should it consider that to be appropriate.
REMUNERATION COMMITTEE REPORT continued
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REMUNERATION COMMITTEE REPORT continued
Element and purpose
Long-term incentives
To motivate and incentivise delivery of sustained performance over the long term,
and to promote alignment with shareholders’ interests, the Group operates an LTIP.
Policy and
operation
Awards under the LTIP are typically granted as options that vest to the
extent that performance conditions are satisfied over a period of at least
three years.
Awards are normally granted at nominal cost ($0.01) per share although
can be granted at nil-cost or greater under the rules.
Under the LTIP rules, vested awards may also be settled in cash (if decided
appropriate by the Committee or Board in particular circumstances).
If appropriate, dividend entitlements will accrue from the date of grant until
the end of the holding period in respect of performance-vested shares
and be delivered as additional vesting shares at the time of exercise.
Level
The normal level under the LTIP for an Executive Director is for awards
over shares worth 150% of base salary in a financial year. This excludes any
dividend equivalent accruals and may be increased up to 200% of salary
in exceptional circumstances.
Performance
measures
The Remuneration Committee may set such performance measures on
LTIP awards as it considers appropriate (whether financial or non-financial,
and whether corporate, divisional or individual).
Once set, performance measures and targets will generally remain
unaltered unless events occur which, in the Remuneration Committee’s
opinion, make it appropriate to alter the performance conditions in such
manner as the Committee thinks fit. Performance conditions would normally
only be altered this way for factors that could not be foreseen at the
time of grant of the awards and significantly distort the operation of the
intended performance conditions (positively or negatively).
Performance may be measured over such periods as the Remuneration
Committee selects at grant, which will not normally be less than, but may
be more than, three financial years. The structure of the performance
measures for the LTIP awards intended to be granted in 2025 are
summarised in the table on page 80.
Element and purpose
Chairman and other Non-Executive Director fees
To enable the Company to recruit and retain a Chairman and Non-Executive Directors
of the highest calibre, at the appropriate remuneration cost.
Policy and
operation
The fees paid to the Chairman and the fees of the other Non-Executive
Directors aim to be competitive with other listed companies of equivalent
size and complexity, and to take account of the time commitment
of the Directors.
The fees payable to the Non-Executive Directors are determined
by the Board. The fees payable to the Chairman are determined
by the Remuneration Committee.
All fees will be subject to periodic review. For Non-Executive Directors,
the fee structures may involve separate fees for chairing, for membership
of Board Committees, for acting as Deputy Chairman or Senior Independent
Director and for performing specific services.
No benefits are normally envisaged for the Non-Executive Directors though
the Company may pay out of pocket expenses including of any travel and
reserves the right to provide benefits such as office support if appropriate.
Level
The Chairman and Non-Executive Directors are paid fees comparable
in relation to other companies taking account of their respective roles,
responsibilities and time commitment. Any increases made will be
appropriately disclosed.
Share
awards
Share awards will not normally be granted to Non-Executive Directors.
If exceptionally share awards were granted to Non-Executive Directors,
those Non-Executive Directors would not normally be counted amongst
the independent Directors under the QCA Code.
Performance
measures
N/A
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REMUNERATION COMMITTEE REPORT continued
Service contracts
Executive Directors
The Committee’s policy is that each Executive Director’s service agreement should
normally be of indefinite duration, subject to termination by the Company or the individual
on six months’ notice, although this may be increased up to 12 months’ notice if the
Committee determines appropriate. The service agreements of the Executive Directors
comply with that policy. In addition, the Company has the discretion to pay them in lieu
of their notice period or to place them on gardening leave. Service agreements provide
for an additional payment in certain cases of changes of control. Service agreements
may provide that in the event of service of notice of their termination within six months
after a change of control of the Company as defined in the service agreements,
the Executive Directors be entitled to receive an additional compensation payment
of 12 months’ basic salary.
Other fixed elements of the Executive Directors’ remuneration include benefits such as
private medical insurance and Company pension contributions. The service agreements
also contain customary post-termination restrictions.
The date of each Executive Director’s service agreement is:
Name
Date of service contract1
Gavin Ferrar
3 July 2024
Louise Wrathall
3 July 2024
1. Nigel Robinson’s service contract dated 3 July 2024 terminates on 31 March 2025 (after which his
Non-Executive Director appointment letter takes effect).
The service agreements of the Executive Directors are available for inspection at the
Company’s registered office by prior appointment during normal business hours and
at the Company’s AGM, including the 15 minutes preceding the meeting.
Chairman and Non-Executive Directors
Each Non-Executive Director appointment is subject to periodic renewal, in terms of
the Company’s Articles of Association, at the AGM. For Non-Executive Directors, other
than the Chairman, current engagements can be terminated by either party on one
month’s notice, although this may be increased up to three months’ notice if considered
appropriate. For the Chairman, the appointment is subject to termination by the Company
or the individual on six months’ notice.
The Chairman and Non-Executive Directors are not entitled to any pension benefits and
are not entitled to any payment in compensation for early termination of their appointment
beyond the notice periods referred to above.
The letters of appointment of the Non-Executive Directors are available for inspection at
the Company’s registered office during normal business hours and at the Company’s AGM,
including the 15 minutes preceding the meeting.
Termination policy summary
It is appropriate for the Committee to consider treatment on a termination having regard
for all of the relevant facts and circumstances available at that time. This policy applies
both to any negotiations linked to notice periods on a termination (see ‘Service contracts’
above) and any treatments that the Committee may choose to apply under the discretions
available to it under the terms of the Annual Bonus Plan and the LTIP.
If a Director is terminated from or leaves the Group, the potential treatments on termination
under the following plans are summarised in the table below.
Incentives
If a leaver is deemed to be a
‘good leaver’, including at the
discretion of the Committee
If a leaver is
leaving for
other reasons
Other exceptional
cases, eg change
in control
Annual
Bonus Plan
As the Committee may
determine appropriate during
the period of service or notice
though not beyond.
No awards
normally made.
The Committee has the
discretion to determine
the annual bonus up to
the maximum potential
for the year in which
the event takes place.
LTIP
As the Committee may
determine though normally
subject to the application of the
performance conditions at the
end of the normal vesting period
and prorated for any period
in which the Director did not
serve in the Group during this
vesting period.
The Committee retains
discretions to vary time
prorating, release any holding
period, or accelerate vesting to
the date of cessation where it
considers this appropriate.
All awards will
normally lapse.
The Committee has the
discretion to determine
vesting which may
or may not include
application of the
performance conditions
and time prorating at
the date of the event.
A change in role in the Group will not trigger leaver provisions though may affect the level
of subsequent awards as well as other aspects of remuneration.
The Company has the power to enter into settlement agreements with Directors and to
pay compensation to settle potential legal claims. In addition, and consistent with market
practice, in the event of the termination of an Executive Director, or of a change in roles,
the Company may pay a contribution towards that individual’s legal fees and fees for
outplacement services as part of a negotiated settlement. Any such fees will be disclosed
as part of the detail of termination arrangements. For the avoidance of doubt, the policy
does not include an explicit cap on the cost of termination payments.
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REMUNERATION COMMITTEE REPORT continued
External appointments
The Company’s policy is to permit an Executive Director to serve as a non-executive
director elsewhere when this does not conflict with the individual’s duties to the Company
and is agreed by the Board. Where an Executive Director takes such a role, they will
normally be entitled to retain any fees which they earn from that appointment at the
Committee’s discretion.
Pre-existing agreements and awards
Historic agreements, awards, terms and conditions, together with discretions in relation
to these, can be honoured even if these are beyond the terms of the current Directors’
remuneration policy, provided these were in compliance with any policy in existence
at the time they were entered into.
Statement of consideration of employment conditions elsewhere
in the Group
Pay and employment conditions generally in the Group are taken into account when
setting Executive Directors’ remuneration.
The Committee receives regular updates on overall pay and conditions in the Group.
The same reward principles guide reward decisions for all Group employees, including
Executive Directors, although remuneration packages differ to take into account
appropriate factors in different areas of the business:
‣ Annual bonus – the majority of Group employees participate in an Annual Bonus Plan,
although the quantum and balance of corporate to individual objectives varies by level.
‣ LTIP – key Group employees participate in the LTIP currently based on the same
performance conditions as those for Executive Directors, although the Committee
reserves the discretion to vary the performance conditions for awards made to
employees below Board level.
Consideration of shareholders’ views
The Remuneration Committee takes into account the approval levels of remuneration-
related matters at our AGM in determining that the current Directors’ remuneration policy
remains appropriate for the Company, and considers any specific representations made
by our shareholders on pay matters.
The Remuneration Committee also seeks to build an active and productive dialogue
with investors on developments on the remuneration aspects of corporate governance
generally and any changes to the Company’s Executive pay arrangements in particular.
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DIRECTORS’ REPORT
Principal activities
CAML is the holding Company for a group of companies.
CAML owns 100% of the Sasa zinc-lead mine in North
Macedonia and 100% of the Kounrad SX-EW copper
project in central Kazakhstan. The Company also owns
an 80% interest in CAML Exploration, a subsidiary formed
to progress early-stage exploration opportunities in
Kazakhstan, and a 28.4% interest in Aberdeen Minerals
Ltd, a privately-owned UK company focused on the
exploration and development of base metals opportunities
in northeast Scotland.
CAML is domiciled and incorporated in the UK with
the registration number 5559627 and the registered
office is: Masters House, 107 Hammersmith Road,
London, W14 0QH.
Review of business
A review of the current and future development of the
Group’s business is given in the Strategic Report on
pages 3 to 51 which forms part of, and by reference
is incorporated in, this Directors’ Report.
Financial risk management has been assessed within
Note 4 to the financial statements.
Dividends
The Company’s dividend policy is to return to shareholders
a range of between 30% and 50% of free cash flow,
defined as net cash generated from operating activities
less sustaining capital expenditure.
The final 2023 dividend of 9 pence per Ordinary Share
of $0.01 each was paid on 22 May 2024 and a 2024
interim dividend of 9 pence per share was paid on
22 October 2024.
The Directors recommend a final dividend for the year
ended 31 December 2024 of 9 pence per share payable,
subject to the approval of shareholders, on 20 May 2025,
to those shareholders on the Company’s register on
25 April 2025. This will take the total dividend for 2024
to 18 pence per share.
Events after the reporting period
In February 2025, CAML entered into a definitive
agreement for the sale of its 76% interest in Copper Bay
Limited and its subsidiaries. The transaction is expected
to complete in March 2025.
Directors and Directors’ interests
The Directors of the Company who were in office during
the year and up to the date of signing the financial
statements were as follows:
‣ Nick Clarke (Non-Executive Chairman)
‣ Gavin Ferrar (Chief Executive Officer1)
‣ Louise Wrathall (Chief Financial Officer2)
‣ Nigel Robinson (Executive Director3)
‣ Dr Mike Armitage
‣ Roger Davey
‣ Dr Gillian Davidson
‣ Mike Prentis
‣ David Swan
Biographical details of the current Directors are set out
on pages 56 to 58.
The Directors’ interests in the share capital of the
Company and any interests known to the Company of
their connected persons are set out in the report of the
Remuneration Committee which commences on page 79.
In accordance with the changes to the Quoted Companies
Alliance Code, applicable to CAML in 2025, that recommend
shareholders should be given the opportunity to vote
annually on the reappointment of all individual Directors
to the Board, accordingly, all Directors are being proposed
for reappointment at the Company’s forthcoming Annual
General Meeting. Their proposed reappointments are
commented on in the report of the Nomination Committee
on page 77.
Directors’ indemnity insurance
During the year, Directors’ and Officers’ liability
insurance was maintained for Directors and other Officers
of the Group.
As permitted by the Company’s Articles of Association and
in accordance with the Companies Act 2006, the Company
has entered into deeds of indemnity with its Directors.
These deeds indemnify each Director to the extent
permitted by law in respect of certain liabilities that may
arise as a result of their office, subject to the limitations
set out in the Companies Act 2006. The indemnities do
not provide protection in the event of a Director’s fraud,
dishonesty, or wilful misconduct.
Changes in share capital
There were no transactions during the year ended
31 December 2024 that increased the shares capital of
the Company and there were no movements of shares into
or out of treasury. As at 31 December 2024, 182,098,266
shares were in issue including the 193,325 shares held
in treasury pending their cancellation or possible use
in the Company’s share option schemes.
The Directors present their report and the audited consolidated financial
statements for the year ended 31 December 2024.
1. Effective from 1 October 2024, prior to which Gavin Ferrar was Chief Financial Officer.
2. Effective from 1 October 2024, prior to which Louise Wrathall was Director of Corporate Development.
3. Nigel Robinson who is currently an Executive Director will become a Non‑Executive Director on 1 April 2025.
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DIRECTORS’ REPORT continued
In addition, of the shares in issue, 5,064,613 shares were held in the Central Asia Metals
Limited Share Trust (EBT) intended for satisfaction of awards under the Company’s
Employee Share Plan 2011 and Long-Term Incentive Plan 2022, in relation to which
dividends and voting rights have been waived. This proportion of the EBT has been
consolidated into the financial statements, and these shares are deducted when
calculating the earnings per share (EPS). Furthermore, 2,239,602 shares are held
jointly between the Company’s EBT and certain employees under joint share ownership
agreements. This proportion of the EBT is not consolidated and these shares are included
when calculating the EPS.
Substantial shareholdings
At the date of this report, the Company has been notified or is aware of the following
interests in the shares of the Company of 3% or more of the Company’s total issued share
capital (excluding treasury shares).
No. of
shares
% of
voting
rights1
FIL Investment International
21,928,332
12.05
JO Hambro Capital Management Limited
17,714,709
9.74
BlackRock Investment Management (UK) Limited
11,737,494
6.45
GLG Partners LP
7,986,260
4.39
Allan Gray Proprietary Limited
6,918,567
3.80
1. At 19 March 2025, the total voting rights attached to the issued share capital of the Company
comprised 181,904,941 Ordinary Shares each of $0.01 nominal value, being the 182,098,266
shares in issue, less 193,325 shares currently held in treasury.
2. At 31 December 2024, GLG Partners LP held 6,603,748 shares representing 3.63% of the voting
rights in the Company at that time.
The Company received no notifications of interests indicating a different whole percentage
holding at 31 December 2024 other than as shown in the footnotes to the substantial
shareholder table above.
AGM notice
A separate communication will be sent to shareholders and published on the Company’s
website regarding the Company’s 2025 AGM.
Streamlined Energy and Carbon Reporting (SECR) for businesses
SECR regulations came into effect on 1 April 2019. CAML is classified as a large, unquoted
company given it has more than 250 employees, annual turnover greater than £36 million
and a balance sheet larger than £18 million. This classification means that a company must
report its UK energy consumption and resultant carbon emissions as well as a suitable
intensity ratio if it has UK energy usage above 40 megawatt hours (MWh).
CAML’s UK operations comprise solely a London-based head office and electricity
usage is significantly below 20MWh. Therefore, CAML is classified as a ‘low energy user’
and as such, SECR disclosures have not been included in these financial statements.
However, the Group does disclose in its annual Sustainability Reports the energy
consumption, as well as Scope 1, Scope 2 and Scope 3 emissions and an intensity
calculated on a per tonne of copper equivalent basis, for its operations in Kazakhstan
and North Macedonia. The 2024 Sustainability Report containing the most up-to-date
information will be published in Q2 2025.
Section 172 statement
A statement of how the Board has performed its duties under section 172 of the
Companies Act 2006 (the ‘Act’) can be found on pages 27 to 29 of the Strategic Report.
Auditors and disclosure of information to Auditors
Each Director in office at the date of approval of this report has confirmed that:
‣ so far as he or she is aware, there is no relevant audit information of which the
Company’s Auditors are unaware; and
‣ he or she has taken all reasonable steps that he or she ought to have taken as a Director
in order to make himself or herself aware of any relevant audit information and to
establish that the Company’s Auditors are aware of that information.
The Group’s Auditors, BDO LLP, have indicated their willingness to continue in office
and, on the recommendation of the Audit Committee and in accordance with section 489
of the Act, a resolution for their reappointment will be put to the 2025 AGM.
Political donations
During the year the Group did not make any political donations.
Corporate governance
The Governance Report can be found on pages 52 to 93.
The Governance Report forms part of this Directors’ Report and is incorporated by cross
reference.
Approved by the Board of Directors and signed on its behalf
Gavin Ferrar
Chief Executive Officer
19 March 2025
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STATEMENT OF DIRECTORS’ RESPONSIBILITIES IN RESPECT
OF THE FINANCIAL STATEMENTS
The Directors are responsible for
preparing the Annual Report and the
financial statements in accordance with
applicable law and regulation.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the
Directors have prepared the Group financial statements
in accordance with UK adopted International Financial
Reporting Standards (IFRS) and Company financial
statements in accordance with United Kingdom Generally
Accepted Accounting Practice (United Kingdom Accounting
Standards, comprising FRS 101 ‘Reduced Disclosure
Framework’, and applicable law). Under company law the
Directors must not approve the financial statements unless
they are satisfied that they give a true and fair view of
the state of affairs of the Group and Company and of the
profit or loss of the Group for that period. The Directors
are also required to prepare financial statements in
accordance with the rules of the London Stock Exchange
for companies trading securities on AIM. In preparing the
financial statements, the Directors are required to:
‣ select suitable accounting policies and then apply
them consistently;
‣ state whether applicable UK adopted IFRS have been
followed for the Group financial statements and United
Kingdom Accounting Standards, comprising FRS
101, have been followed for the Company financial
statements, subject to any material departures disclosed
and explained in the financial statements;
‣ make judgements and accounting estimates that are
reasonable and prudent; and
‣ prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the
Group and Company will continue in business.
The Directors are also responsible for safeguarding the
assets of the Group and Company and hence for taking
reasonable steps for the prevention and detection of fraud
and other irregularities.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Group and Company’s transactions and disclose
with reasonable accuracy at any time the financial
position of the Group and Company and enable them
to ensure that the financial statements comply with the
Companies Act 2006.
The Directors are responsible for ensuring the annual
report and the financial statements are made available
on a website. Financial statements are published on
the Company’s website in accordance with legislation
in the United Kingdom governing the preparation and
dissemination of financial statements, which may vary
from legislation in other jurisdictions. The maintenance
and integrity of the Company’s website is the responsibility
of the Directors. The Directors’ responsibility also extends
to the ongoing integrity of the financial statements
contained therein.
On behalf of the Board
Louise Wrathall
Chief Financial Officer
19 March 2025
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93
Independent Auditors’ Report
95
Consolidated Income Statement
102
Consolidated Statement of Comprehensive Income
103
Statements of Financial Position
104
Consolidated Statement of Changes in Equity
105
Company Statement of Changes in Equity
106
Consolidated Statement of Cash Flows
107
Notes to the Financial Statements
108
Glossary of Technical Terms
137
Directors, Secretary and Advisers
138
Financial
Statements
94
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CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS
OF CENTRAL ASIA METALS PLC
Opinion on the financial statements
In our opinion:
‣ the financial statements give a true and fair view of the state of the Group’s and
of the parent company’s affairs as at 31 December 2024 and of the Group’s profit
for the year then ended;
‣ the Group financial statements have been properly prepared in accordance with
UK adopted international accounting standards;
‣ the parent company financial statements have been properly prepared in accordance
with United Kingdom Generally Accepted Accounting Practice; and
‣ the financial statements have been prepared in accordance with the requirements
of the Companies Act 2006.
We have audited the financial statements of Central Asia Metals Plc (the ‘parent company’)
and its subsidiaries (the ‘Group’) for the year ended 31 December 2024, which comprise
the consolidated income statement, the consolidated statement of comprehensive
income, the consolidated and company statements of financial position, the consolidated
statement of changes in equity, the company statement of changes in equity, the
consolidated statement of cash flows and notes to the financial statements, including
a summary of material accounting policy information.
The financial reporting framework that has been applied in the preparation of the Group
financial statements is applicable law and UK adopted international accounting standards.
The financial reporting framework that has been applied in the preparation of the
parent company financial statements is applicable law and United Kingdom Accounting
Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework
(United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities under those standards are further described
in the Auditor’s responsibilities for the audit of the financial statements section of our
report. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.
Independence
We remain independent of the Group and the parent company in accordance with the
ethical requirements that are relevant to our audit of the financial statements in the UK,
including the FRC’s Ethical Standard as applied to listed entities, and we have fulfilled
our other ethical responsibilities in accordance with these requirements.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of
the going concern basis of accounting in the preparation of the financial statements
is appropriate. Our evaluation of the Directors’ assessment of the Group and the parent
company’s ability to continue to adopt the going concern basis of accounting to the
period 31 December 2026 included:
‣ evaluating Management’s base case cashflow, assessing the integrity and accuracy
of the cashflow forecast and critically assessing the key assumptions including
production, commodity pricing, treatment charges, operating costs and capital
expenditure. In doing so, we evaluated actual performance against budget in FY2024,
assessing future plans, considering forecasts against the LoM plan and comparing
assumptions to market data where possible;
‣ comparing forecast commodity prices to spot prices together with consideration
of broker consensus short to medium term pricing ranges;
‣ obtaining Management’s stress testing analysis and considering whether such scenarios,
including significant reductions in commodity prices and production were reasonably
possible. This included consideration of the Group’s trading to date;
‣ assessing the Group’s cash resources post year end against the approved budget; and
‣ reviewing the adequacy and consistency of going concern related disclosures in the
financial statements with reference to Management’s going concern assessment.
Based on the work we have performed, we have not identified any material uncertainties
relating to events or conditions that, individually or collectively, may cast significant
doubt on the Group and the parent company’s ability to continue as a going concern
for a period of at least twelve months from when the financial statements are
authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to going
concern are described in the relevant sections of this report.
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Overview
2024
2023
Key audit matter
Carrying value of Sasa
mining assets
Materiality
Group financial statements as a whole
$3.7m (2023: $3.3m) based on 5% of profit before tax
(2023: 5% of profit before tax).
Parent company standalone financial statements
$1.7m (2023: $2.1m) based on 5% of parent company
Profit before tax (2023: 3.4% of parent company Profit before tax).
An overview of the scope of our audit
Our Group audit was scoped by obtaining an understanding of the Group and its
environment, the applicable financial reporting framework and the Group’s system of
internal control. On the basis of this, we identified and assessed the risks of material
misstatement of the Group financial statements including with respect to the consolidation
process.
We then applied professional judgement to focus our audit procedures on the areas that
posed the greatest risks to the Group financial statements. We continually assessed risks
throughout our audit, revising the risks where necessary, with the aim of reducing the
Group risk of material misstatement to an acceptable level, in order to provide a basis
for our opinion.
Components in scope
From the above risk assessment and planning procedures, we determined which
of the Group’s components were likely to include risks of material misstatement relevant
to the Group’s financial statements. We then determined the type of procedures to be
performed at these components, and the extent to which component auditors were
required to be involved.
The total number of components within the scope of our work was as follows:
Number of components
FY2024
FY2023
Full scope audit 1
3
4
Full scope audit of one or more balance 2
–
–
Specified audit procedures 3
3
2
6
6
As part of performing our Group audit, we have determined the components in scope
as follows:
Scope 1: Comprises Central Asia Metals Plc (parent company), Sasa, Kounrad
Copper Company LLP (comprising of KCCL and Sary Kazna LLP) (2023: Central Asia
Metals Plc (parent company), Sasa, Sary Kazna LLP and Kounrad Copper Company LLP
(KCCL))
Scope 2: none (2023: none)
Scope 3: CAML MK, CBL Group and CAML Exploration (2023: CAML MK and Copper
Bay Limited)
In determining components, we have considered how components are organised within
the Group, and the commonality of control environments, legal and regulatory framework,
and level of aggregation associated with individual entities. Whilst there is relative
commonality of controls across the Group, differences in jurisdictional risk, and the
legal and regulatory frameworks under which the entities operate, prevent the further
amalgamation of components.
For components in scope, we used a combination of risk assessment procedures and
further audit procedures to obtain sufficient appropriate evidence. These further audit
procedures included:
‣ Procedures on the entire financial information of the components where we identified
aggregation risk, including performing substantive procedures;
‣ Procedures on one or more classes of transactions, account balances or disclosures
for components where we identified low or no aggregation of risks; and
‣ Specified audit procedures.
Procedures performed at the component level
The audits of the North Macedonian and Kazakhstan significant components were
performed in North Macedonia and Kazakhstan respectively, by local BDO network
member firms. The audits of the parent company and the Group consolidation were
performed in the United Kingdom by the Group audit team.
Procedures performed centrally
We considered there to be a high degree of centralisation of financial reporting
and commonality of controls and similarity of the Group’s activities and business
lines in relation to consolidation, going concern and areas of significant estimate and
judgement. We therefore designed and performed procedures centrally by the Group audit
team in these areas. In addition, the Group audit team performed additional procedures
in respect of certain significant risk areas including that which represented a Key Audit
Matter in addition to procedures performed by the component auditor.
Disaggregation
The financial information relating to management override of controls and revenue
recognition are disaggregated across the Group. We took a decentralised approach
to responding to these risks. We performed procedures at the component level in
relation to these risks in order to obtain assurance over the population of Group balances.
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Locations
Central Asia Metals Plc’s operations are spread over a number of different geographical
locations. We visited the operations in North Macedonia and Kazakhstan including
the corporate offices in country and in the UK.
Working with other auditors
As Group auditor, we determined the components at which audit work was performed,
together with the resources needed to perform this work. These resources included
component auditors, who formed part of the Group engagement team as reported
above. As Group auditor we are solely responsible for expressing an opinion on the
financial statements.
In working with these component auditors, we held discussions with component audit
teams on the significant areas of the Group audit relevant to the components based
on our assessment of the Group risks of material misstatement. We issued our Group
audit instructions to component auditors on the nature and extent of their participation
and role in the Group audit, and on the Group risks of material misstatement.
We directed, supervised and reviewed the component auditors’ work. This included
holding meetings and calls during various phases of the audit, and reviewing component
auditor documentation in person and remotely and evaluating the appropriateness
of the audit procedures performed and the results thereof.
Climate change
Our work on the assessment of potential impacts of climate-related risks on the Group’s
operations and financial statements included:
‣ Enquiries and challenge of management to understand the actions they have taken
to identify climate-related risks and their potential impacts on the financial statements
and adequately disclose climate-related risks within the annual report and financial
statements;
‣ Our own qualitative risk assessment taking into consideration the sector in which
the Group operates and how climate change affects this particular sector; and
‣ Review of the minutes of Board, Audit and Sustainability Committee meetings and other
papers related to climate change and performed a risk assessment as to how the impact
of the Group’s commitment as set out in the parent company’s website may affect the
financial statements and our audit.
We challenged the extent to which climate-related considerations, including the expected
cash flows from the initiatives and commitments have been reflected, where appropriate,
in the Directors’ going concern assessment and in management’s judgements and
estimates in relation to cashflow forecasts.
We also assessed the consistency of management’s disclosures included as Other
Information in the annual report and notes to the financial statements within the financial
statements and with our knowledge obtained from the audit.
Based on our risk assessment procedures, we did not identify there to be any Key Audit
Matters materially impacted by climate-related risks and related commitments.
INDEPENDENT AUDITORS’ REPORT continued
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Key audit matter
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the
most significant assessed risks of material misstatement (whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy,
the allocation of resources in the audit, and directing the efforts of the engagement team. This matter was addressed in the context of our audit of the financial statements as a whole,
and in forming our opinion thereon, and we do not provide a separate opinion on this matter.
Key audit matter
How the scope of our audit addressed the key audit matter
Carrying value of
Sasa mining assets
(Note 18)
The Group holds $315m of property, plant
and equipment related to the Sasa mine
cash generating unit (“CGU”). The Group has
previously recognised an impairment against
the mining rights. Management are required
to evaluate potential impairment indicators or
indicators of reversal exist and where indicators
are identified perform an impairment test.
After assessing the impairment indicators,
Management concluded that there were no
indicators of impairment. Following this, in line
with IAS 36 guidance, Management are required
to evaluate whether any indicators of reversal
exist. It was determined that no indicators
of impairment reversal existed.
The judgements applied in determining
impairment indicators and impairment reversal
indicators included forecast commodity prices,
changes in mineral reserves and resources within
the approved LoM plan, production capacity
and the progress of the capital expansion
plans. Additionally, consideration was given
to the legal, regulatory, environmental
and technological changes.
Given the judgement required to be applied by
Management this represented a key audit matter.
We reviewed and challenged Management’s impairment indicator assessment by checking whether
it was performed in accordance with relevant accounting standards, and whether there were any
indicators of impairment.
Our specific audit procedures performed in this regard included the following:
‣ We assessed the external and internal factors defined in IAS 36 against Management’s evaluation.
For this, we considered among other things, the Sasa mine’s trading results, progress on the
capital expansion plans, long-term lead and zinc pricing, and the impacts of changes in technology,
environmental or legal frameworks affecting the mining industry and the Sasa mine.
‣ We reviewed the LoM plan against our understanding of the operation, and critically challenged
the key estimates and assumptions used by Management by comparison to current year actuals
and through meetings with operational Management.
‣ We held meetings with Management (mine managers, geologists, mining engineers) to understand
and challenge the production, operating cost and capex forecasts.
‣ We compared the trading performance against budget/plan for 2024 in order to evaluate the quality
of Management’s forecasting and, where under performance against budget/plan was highlighted,
evaluated the impact.
‣ We reviewed the effects of changes in interest and other market rates.
‣ We evaluated the impact of changes in lead and zinc pricing.
After assessing the impairment indicators, due to a previously recorded impairment, in addition
to the above testing, we also assessed the indicators for reversal of impairment.
‣ We examined events or factors that could lead to a permanent improvement in the asset’s value
or lifespan. We compared these with the factors that led to the previous impairment to determine
whether there was any indicators of reversal.
‣ We inquired with geologists and Competent Persons to gain a clear understanding of the reserves
and resources included in the LoM model for Sasa Mine. Our inquiries confirmed that the LoM for
Sasa Mine is not being extended.
‣ We assessed the production capacity and noted no changes in the production capacity
of the Sasa Mine.
‣ We evaluated the adequacy of the disclosures given in Note 18 regarding judgements and estimates.
Key observations:
We found Management’s conclusion that there were no indicators of impairment nor any indicators
of reversal to be appropriate, and the Board’s assessment effectively considered the judgements
regarding impairment and reversal of impairment indicators. Additionally, we found the disclosures
in the consolidated financial statements to be appropriate.
INDEPENDENT AUDITORS’ REPORT continued
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Our application of materiality
We apply the concept of materiality both in planning and performing our audit,
and in evaluating the effect of misstatements. We consider materiality to be the
magnitude by which misstatements, including omissions, could influence the economic
decisions of reasonable users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements
exceed materiality, we use a lower materiality level, performance materiality, to determine
the extent of testing needed. Importantly, misstatements below these levels will not
necessarily be evaluated as immaterial as we also take account of the nature of identified
misstatements, and the particular circumstances of their occurrence, when evaluating
their effect on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial
statements as a whole and performance materiality as follows:
Group financial statements
Parent company financial
statements
2024
$m
2023
$m
2024
$m
2023
$m
Materiality
3.7
3.3
1.7
2.1
Basis for
determining
materiality
5% of profit
before tax
5% of profit
before tax
Materiality has
been set at 5% of
parent company
profit before tax.
Materiality has
been set at
3.4% of parent
company profit
before tax.
Rationale for
the benchmark
applied
Profit before tax was determined
an appropriate basis as the
Group is profit oriented and as
such this is the financial metric
of most interest to the users of
the financial statements.
Profit before tax was determined
an appropriate basis as the parent
company is dividend paying and
as such this is the financial metric
of most interest to the users
of the financial statements.
Performance
materiality
2.7
2.3
1.3
1.5
Basis for
determining
performance
materiality
Performance materiality was set
at 75% (2023: 70%) of the above
materiality level.
Performance materiality was set
at 75% (2023: 70%) in line with
Group considerations.
Rationale for
the percentage
applied for
performance
materiality
Performance materiality was calculated at 75% (2023: 70%),
higher range of the overall materiality value considering the
nature of activities including historical audit adjustments.
Component performance materiality
For the purposes of our Group audit opinion, we set performance materiality for
each component of the Group, apart from the parent company whose materiality
and performance materiality are set out above based on a percentage of between
21% and 40% (2023: 21% and 48%) of Group materiality dependent on a number of
factors including potential significant risks of material misstatements at the component,
relative size of components, extent of disaggregation of the financial information across
components, control environment and our assessment of the risk of material misstatement
of those components. Component performance materiality ranged from $0.8m to $1.5m
(2023: $0.7m to $1.7m).
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit
differences in excess of $185,000 (2023: $66,000). We also agreed to report differences
below this threshold that, in our view, warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The other information comprises
the information included in the document entitled annual report other than the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does
not cover the other information and, except to the extent otherwise explicitly stated in our
report, we do not express any form of assurance conclusion thereon. Our responsibility
is to read the other information and, in doing so, consider whether the other information
is materially inconsistent with the financial statements or our knowledge obtained in
the course of the audit, or otherwise appears to be materially misstated. If we identify
such material inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial statements
themselves. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
INDEPENDENT AUDITORS’ REPORT continued
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Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during
the course of the audit, we are required by the Companies Act 2006 and ISAs (UK)
to report on certain opinions and matters as described below.
Strategic
report and
Directors’
report
In our opinion, based on the work undertaken in the course of the audit:
‣ the information given in the Strategic report and the Directors’ report
for the financial year for which the financial statements are prepared
is consistent with the financial statements; and
‣ the Strategic report and the Directors’ report have been prepared
in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and
parent company and its environment obtained in the course of the audit,
we have not identified material misstatements in the strategic report
or the Directors’ report.
Matters on
which we
are required
to report by
exception
We have nothing to report in respect of the following matters in relation
to which the Companies Act 2006 requires us to report to you if,
in our opinion:
‣ adequate accounting records have not been kept by the parent
company, or returns adequate for our audit have not been received
from branches not visited by us; or
‣ the parent company financial statements are not in agreement
with the accounting records and returns; or
‣ certain disclosures of Directors’ remuneration specified by law
are not made; or
‣ we have not received all the information and explanations
we require for our audit.
Responsibilities of Directors
As explained more fully in the Directors’ responsibilities statement, the Directors are
responsible for the preparation of the financial statements and for being satisfied that
they give a true and fair view, and for such internal control as the Directors determine
is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the
Group’s and the parent company’s ability to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the going concern basis
of accounting unless the Directors either intend to liquidate the Group or the parent
company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level
of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK)
will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis
of these financial statements.
Extent to which the audit was capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations.
We design procedures in line with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud. The extent to which our
procedures are capable of detecting irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
‣ Our understanding of the Group and the industry in which it operates;
‣ Discussion with Management and those charged with governance; and
‣ Obtaining an understanding of the Group’s policies and procedures regarding
compliance with laws and regulations
we considered the significant laws and regulations to be the IFRS (UK), UK tax legislation,
North Macedonia tax legislation, Kazakhstan tax legislation and AIM Listing Rules.
The Group is also subject to laws and regulations where the consequence
of non‑compliance could have a material effect on the amount or disclosures in
the financial statements, for example through the imposition of fines or litigations.
Our procedures in respect of the above included:
‣ review of minutes of meetings of those charged with governance for any instances
of non-compliance with laws and regulations;
‣ reviewing correspondence with regulatory and tax authorities for any instances
of non‑compliance with laws and regulations;
‣ reviewing financial statement disclosures and agreeing to supporting documentation;
‣ involvement of tax specialists in the audit; and
‣ reviewing legal expenditure accounts to understand the nature of expenditure incurred;
Fraud
We assessed the susceptibility of the financial statements to material misstatement,
including fraud. Our risk assessment procedures included:
‣ enquiry with management and those charged with governance, Audit Committee
and internal audit regarding any known or suspected instances of fraud;
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‣ obtaining an understanding of the Group’s policies and procedures relating to:
⁃ Detecting and responding to the risks of fraud; and
⁃ Internal controls established to mitigate risks related to fraud.
‣ review of minutes of meetings of those charged with governance for any known
or suspected instances of fraud;
‣ discussion amongst the engagement team as to how and where fraud might occur
in the financial statements;
‣ performing analytical procedures to identify any unusual or unexpected relationships
that may indicate risks of material misstatement due to fraud;
‣ engaging internal BDO specialists to support the fraud risk assessment process;
‣ obtaining an understanding of the Group’s procurement procedures and testing a sample
of expenditure to evaluate compliance with the tender policies;
‣ issuing fraud questionnaires to a sample of employees to understand the overall fraud
risk environment as well as any incidents that had occurred during the year;
‣ critically assessing key estimates and judgements;
‣ reviewing the Group’s whistleblowing hotline register; and
‣ performing enquiries of non-finance personnel regarding their knowledge of any alleged
or actual fraud.
Based on our risk assessment, we considered the areas most susceptible to fraud
to be management override of controls and revenue recognition.
Our procedures in respect of the above included:
‣ We addressed the fraud risk in relation to revenue recognition, by testing revenue
transactions to supporting documentation, including testing a sample of revenue
transactions in the period preceding and subsequent to year end to check that revenue
was recognised in the correct period. In addition we obtained direct confirmations from
the key customers for the sales made during the year.
‣ We addressed the risk of management override of controls by testing a risk
based selection of journals and evaluating whether there was evidence of bias
in management’s estimates that represented a material misstatement due to fraud.
Our procedures in respect of the above included:
⁃ Testing a sample of journal entries throughout the year, which met defined risk
criteria, by agreeing the sample to supporting documentation;
⁃ Introducing an element of unpredictability into our audit work such that management
do not become over familiar with our audit approach. In addition, we selected all
samples on a random basis;
⁃ Performing a detailed review of the Group’s year end adjusting entries and
investigated any that appeared unusual as to nature or amount and agreed these
entries to supporting documentation;
⁃ For significant and unusual transactions, particularly those occurring at or near year
end, we obtained evidence for the rationale of these transactions and evidence
supporting the transactions;
⁃ Assessing whether the judgements made in accounting estimates were indicative
of a potential bias (Refer to’ key audit matters’ section above which covers some
of these judgements);
⁃ Extending inquiries to individuals outside of management and the accounting department
to corroborate management’s ability and intent to carry out plans that are relevant
to developing the estimates set out in the key audit matters section above; and
⁃ Reviewing minutes from Board meetings of those charged with governance to identify
any instances of non-compliance with laws and regulations.
We also communicated relevant identified laws and regulations and potential fraud risks
to all engagement team members including component engagement teams who were
all deemed to have appropriate competence and capabilities and remained alert to any
indications of fraud or non-compliance with laws and regulations throughout the audit.
For component engagement teams, we also reviewed the result of their work performed
in this regard.
Our audit procedures were designed to respond to risks of material misstatement in the
financial statements, recognising that the risk of not detecting a material misstatement
due to fraud is higher than the risk of not detecting one resulting from error, as fraud may
involve deliberate concealment by, for example, forgery, misrepresentations or through
collusion. There are inherent limitations in the audit procedures performed and the further
removed non-compliance with laws and regulations is from the events and transactions
reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s
website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our
auditor’s report.
Use of our report
This report is made solely to the parent company’s members, as a body, in accordance
with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken
so that we might state to the parent company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than
the parent company and the parent company’s members as a body, for our audit work,
for this report, or for the opinions we have formed.
/s/ Jill MacRae (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
London, UK
19 March 2025
BDO LLP is a limited liability partnership registered in England and Wales
(with registered number OC305127).
INDEPENDENT AUDITORS’ REPORT continued
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CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
Group
Note
2024
$’000
2023
$’000
(restated)*
Continuing operations
Revenue
6
214,441
203,461
Cost of sales
7
(108,801)
(101,075)
Distribution and selling costs
8
(2,142)
(2,844)
Gross profit
103,498
99,542
Administrative expenses
9
(28,767)
(26,691)
Other income and losses, net
10
211
75
Foreign exchange gain/(loss)
5,638
(3,378)
Operating profit
80,580
69,548
Finance income
14
2,364
1,992
Finance costs
15
(2,192)
(1,852)
Fair value movement of share-based payment liability
29
(3,966)
(4,803)
Share of post-tax loss of investment in equity accounted associate
21
(76)
–
Profit before income tax
76,710
64,885
Income tax
16
(25,896)
(27,703)
Profit for the year from continuing operations
50,814
37,182
Discontinued operations
Loss for the year from discontinued operations, net of tax
22
(183)
(63)
Profit for the year
50,631
37,119
Profit attributable to:
Non-controlling interests
20
(231)
68
Owners of the parent
50,862
37,051
Profit for the year
50,631
37,119
Earnings/(loss) per share from continuing and discontinued operations attributable
to owners of the parent during the year (expressed in cents per share)
$ cents
$ cents
Basic earnings/(loss) per share
From continuing operations
17
28.90
20.40
From discontinued operations
(0.10)
(0.03)
From profit for the year
28.80
20.37
Diluted earnings/(loss) per share
From continuing operations
17
26.94
19.64
From discontinued operations
(0.10)
(0.03)
From profit for the year
26.84
19.61
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
Group
Note
2024
$’000
2023
$’000
(restated)*
Profit for the year
50,631
37,119
Other comprehensive (expense)/income:
Items that may be subsequently reclassified to profit or loss:
Currency translation differences
28
(27,261)
12,925
Other comprehensive (expense)/ income for the year, net of tax
(27,261)
12,925
Total comprehensive income for the year
23,370
50,044
Attributable to:
Non-controlling interests
(231)
68
Owners of the parent
23,601
49,976
Total comprehensive income for the year
23,370
50,044
Total comprehensive income/(expense) attributable to equity shareholders arises from:
Continuing operations
23,553
50,107
Discontinued operations
(183)
(63)
Total comprehensive income for the year
23,370
50,044
* See Note 40 for details regarding the prior year restatement.
The Company has elected to take the exemption under section 408 of the Companies Act 2006 not to present the parent company income statement or statement of comprehensive income.
The profit for the parent company for the year was $36,632,000 (2023 restated: $61,824,000).
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STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
Registered no. 5559627
Group
Company
Note
2024
$’000
2023
$’000
(restated)*
2024
$’000
2023
$’000
(restated)*
Assets
Non-current assets
Property, plant and equipment
18
318,744
338,121
1,450
1,851
Intangible assets
19
21,371
25,425
–
–
Deferred income tax asset
38
561
512
–
–
Investments
20
–
–
5,107
5,107
Investment in equity accounted associate
21
3,775
–
3,775
–
Financial assets at FVTPL
21
336
–
336
–
Other non-current receivables
23
6,616
13,801
–
–
Loans due from subsidiary
24
–
–
263,210
282,244
351,403
377,859
273,878
289,202
Current assets
Inventories
25
12,517
14,879
–
–
Trade and other receivables
23
7,730
5,474
1,435
1,415
Loans due from subsidiary
24
–
–
22,094
10,100
Income tax receivable
936
6,750
–
–
Restricted cash
26
327
318
–
–
Cash and cash equivalents
26
67,318
56,832
57,400
45,326
88,828
84,253
80,929
56,841
Held for sale assets
22
61
76
–
–
88,889
84,329
80,929
56,841
Total assets
440,292
462,188
354,807
346,043
Equity attributable to owners of the parent
Ordinary Shares
27
1,821
1,821
1,821
1,821
Share premium
27 205,825
205,725
205,825
205,725
Treasury shares
27
(13,885)
(15,413)
(13,885)
(15,413)
Currency translation reserve
28 (148,428)
(121,167)
–
–
Retained earnings
307,864
297,871
100,654
104,891
353,197
368,837
294,415
297,024
Non-controlling interests
20
(1,485)
(1,254)
–
–
Total equity
351,712
367,583
294,415
297,024
Group
Company
Note
2024
$’000
2023
$’000
(restated)*
2024
$’000
2023
$’000
(restated)*
Liabilities
Non-current liabilities
Silver stream commitment
31
14,978
16,042
–
–
Lease liability
1,056
1,325
875
1,197
Share-based payment liability
29
2,291
2,268
2,291
2,268
Provisions for other liabilities and charges
33
26,000
26,801
99
94
Deferred income tax liability
38
16,613
18,983
–
–
60,938
65,419
3,265
3,559
Current liabilities
Borrowings and loans due to subsidiary
32
252
326
42,220
28,146
Silver stream commitment
31
1,082
1,002
–
–
Trade and other payables
30
17,173
17,265
5,959
6,970
Lease liability
413
176
313
138
Share-based payment liability
29
8,635
10,206
8,635
10,206
Provisions for other liabilities and charges
33
63
55
–
–
Income tax payable
–
62
–
–
27,618
29,092
57,127
45,460
Held for sale liabilities
22
24
94
–
–
27,642
29,186
57,127
45,460
Total liabilities
88,580
94,605
60,392
49,019
Total equity and liabilities
440,292
462,188
354,807
346,043
* See Note 40 for details regarding the prior year restatement.
The financial statements on pages 102 to 136 were authorised for issue by the Board of Directors
on 19 March 2025 and were signed on its behalf by Louise Wrathall.
Chief Financial Officer
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Attributable to owners of the parent
Note
Ordinary
Shares
$’000
Share
premium
$’000
Treasury
shares
$’000
Currency
translation
reserve
$’000
Retained
earnings
$’000
(restated)*
Total
$’000
(restated)*
Non-controlling
interests
$’000
Total
equity
$’000
(restated)*
Balance as at 1 January 2023
1,821
205,437
(15,831)
(134,092)
312,107
369,442
(1,322)
368,120
Profit for the year (restated)*
–
–
–
–
37,051
37,051
68
37,119
Other comprehensive income – currency translation differences
28
–
–
–
12,925
–
12,925
–
12,925
Total comprehensive income (restated)*
–
–
–
12,925
37,051
49,976
68
50,044
Transactions with owners
Modification of share-based payments to cash-settled (restated)*
29
–
–
–
–
(9,762)
(9,762)
–
(9,762)
Modification of cash-settled share-based payment to equity-settled
(restated)*
29
–
–
–
–
706
706
–
706
Exercise of share options (restated)*
29
–
288
418
–
(706)
–
–
–
Dividends
36
–
–
–
–
(41,525)
(41,525)
–
(41,525)
Total transactions with owners (restated)*
–
288
418
–
(51,287)
(50,581)
–
(50,581)
Balance as at 31 December 2023 (restated)*
1,821
205,725
(15,413)
(121,167)
297,871
368,837
(1,254)
367,583
Profit/(loss) for the year
–
–
–
–
50,862
50,862
(231)
50,631
Other comprehensive expense – currency translation differences
28
–
–
–
(27,261)
–
(27,261)
–
(27,261)
Total comprehensive income/(expense)
–
–
–
(27,261)
50,862
23,601
(231)
23,370
Transactions with owners
Modification of cash-settled share-based payment to equity-settled
29
–
–
–
–
1,628
1,628
–
1,628
Exercise of share options
29
–
100
1,528
–
(1,628)
–
–
–
Dividends
36
–
–
–
–
(40,869)
(40,869)
–
(40,869)
Total transactions with owners
–
100
1,528
–
(40,869)
(39,241)
–
(39,241)
Balance as at 31 December 2024
1,821
205,825
(13,885)
(148,428)
307,864
353,197
(1,485)
351,712
* See Note 40 for details regarding the prior year restatement.
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COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Company
Note
Ordinary
Shares
$’000
Share
premium
$’000
Treasury
shares
$’000
Retained
earnings
$’000
(restated)*
Total
equity
$’000
(restated)*
Balance as at 1 January 2023
1,821
205,437
(15,831)
94,354
285,781
Profit for the year (restated)*
–
–
–
61,824
61,824
Total comprehensive income (restated)*
–
–
–
61,824
61,824
Transactions with owners
Modification of share-based payments to cash-settled (restated)*
29
–
–
–
(9,762)
(9,762)
Modification of share-based payment to equity-settled (restated)*
29
–
–
–
706
706
Exercise of share options (restated*)
29
–
288
418
(706)
–
Dividends
36
–
–
–
(41,525)
(41,525)
Total transactions with owners (restated)*
–
288
418
(51,287)
(50,581)
Balance as at 31 December 2023 (restated)*
1,821
205,725
(15,413)
104,891
297,024
Profit for the year
–
–
–
36,632
36,632
Total comprehensive income
–
–
–
36,632
36,632
Transactions with owners
Modification of share-based payment to equity-settled
29
–
–
–
1,628
1,628
Exercise of share options
29
–
100
1,528
(1,628)
–
Dividends
36
–
–
–
(40,869)
(40,869)
Total transactions with owners
–
100
1,528
(40,869)
(39,241)
Balance as at 31 December 2024
1,821
205,825
(13,885)
100,654
294,415
* See Note 40 for details regarding the prior year restatement.
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CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
Note
2024
$’000
2023
$’000
(restated)*
Cash flows from operating activities
Cash generated from operations
34
93,897
92,598
Interest paid
(66)
(94)
Corporate income tax paid
(19,567)
(27,481)
Net cash flow generated from operating activities
74,264
65,023
Cash flows from investing activities
Purchases of property, plant and equipment
(20,786)
(27,807)
Proceeds from sale of property, plant and equipment
66
27
Purchase of intangible assets
(459)
(54)
Purchase of investment in equity accounted associate
21
(3,851)
–
Interest received
2,374
1,916
Increase in restricted cash
(57)
(50)
Net cash used in investing activities
(22,713)
(25,968)
Cash flows from financing activities
Repayment of overdraft
32
(58)
(1,090)
Payment of lease liabilities
(36)
–
Dividends paid to owners of the parent
36
(40,869)
(41,525)
Net cash used in financing activities
(40,963)
(42,615)
Effect of foreign exchange (loss)/gain on cash and cash equivalents
(116)
105
Net increase/(decrease) in cash and cash equivalents
10,472
(3,455)
Cash and cash equivalents at the beginning of the year
26
56,906
60,361
Cash and cash equivalents at the end of the year
26
67,378
56,906
* See Note 40 for details regarding the prior year restatement.
Cash and cash equivalents at 31 December 2024 includes cash at bank and on hand included in held for sale assets of $60,000 (31 December 2023: $74,000) (Note 22). The consolidated statement
of cash flows does not include the restricted cash balance of $327,000 (2023: $318,000) (Note 26). The restricted cash amount is held at bank to cover Kounrad subsoil user licence requirements.
Corporate income tax paid includes $5,145,000 (2023: $7,547,000) of Kazakhstan withholding tax paid on intercompany dividend distributions.
The notes below are an integral part of the consolidated financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
1. General information
Central Asia Metals plc (‘CAML’ or the ‘Company’) and its subsidiaries (the ‘Group’) are a mining
organisation with operations in Kazakhstan and North Macedonia and a parent holding company
based in England in the United Kingdom (UK).
The Group’s principal business activities are the production of copper cathode at its 100% owned
Kounrad SX-EW copper project in central Kazakhstan and the production of lead, zinc and silver
at its 100% owned Sasa zinc-lead mine in North Macedonia. The Company also owns an 80%
interest in CAML Exploration (CAML X), a subsidiary that was formed to progress early exploration
opportunities in Kazakhstan and a 28.4% interest in Aberdeen Minerals Ltd, a privately owned UK
company focused on the exploration and development of base metals opportunities in northeast
Scotland. The Company owns a 76% equity interest in Copper Bay Limited and its subsidiaries,
which the Company has agreed to sell post the year end and is therefore classified as held for
sale, see Note 39 for more details.
CAML is a public limited company, which is listed on the AIM market of the London Stock Exchange
and incorporated and domiciled in England, UK. The address of its registered office is Masters
House, 107 Hammersmith Road, London, W14 0QH. The Company’s registered number is 5559627.
2. Material accounting policy information
The material accounting policies applied in the preparation of the consolidated financial
statements are set out below. These policies, aside from the new investment in equity accounted
associate policy as included below, have been consistently applied to all the years presented.
Certain amounts reported for the previous year have been restated. Details of the restatements
can be found in Note 40.
Basis of preparation of the financial statements
The Group’s consolidated financial statements have been prepared in accordance with international
accounting standards as adopted in the United Kingdom and the Companies Act 2006. The
consolidated financial statements have been prepared under the historical cost convention with the
exception of financial instruments held at fair value through profit or loss (FVTPL) and held for sale
assets that have been held at fair value. The accounting policies that follow set out those policies
that apply in preparing the financial statements for the year ended 31 December 2024. The Group
financial statements are presented in US dollars ($) and rounded to the nearest thousand.
The parent company meets the definition of a qualifying entity under FRS 100 (Financial Reporting
Standard 100) issued by the Financial Reporting Council. The parent company financial
statements have therefore been prepared in accordance with FRS 101 (Financial Reporting
Standard 101) ‘Reduced Disclosure Framework’ as issued by the Financial Reporting Council. As
permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available
under that standard in relation to share-based payments, financial instruments, fair value
measurements, capital management, presentation of a cash flow statement, new standards not
yet effective, impairment of assets and related party transactions. Where relevant, equivalent
disclosures have been given in the Group financial statements of CAML.
The preparation of the Group financial statements in conformity with IFRS requires the use of
certain critical accounting estimates. It also requires management to exercise its judgement in
the process of applying the Group’s accounting policies. The areas involving a higher degree
of judgement or complexity, or areas where assumptions and estimates are significant to the
consolidated financial statements, are explained in Note 3.
Going concern
The Group sells and distributes its Kounrad copper cathode product primarily through an annual
rolling offtake arrangement with Traxys Europe S.A. (Traxys) with a minimum of 95% of the SX-EW
plant’s annual forecasted output committed as sales. The Group sells Sasa’s zinc and lead
concentrate product through an annual rolling offtake arrangement with Traxys. The commitment
is for 100% of the Sasa concentrate annual production.
The Group meets its day-to-day working capital requirements through its profitable and cash-
generative operations at Kounrad and Sasa. The Group manages liquidity risk by maintaining
adequate committed borrowing facilities, and the Group has substantial cash balances and no
significant borrowings as at 31 December 2024.
The Board has reviewed forecasts for the period to December 2026 to assess the Group’s
liquidity, which demonstrates substantial headroom. The Board has considered additional
sensitivity scenarios in terms of the Group’s commodity price forecasts, expected production
volumes, operating cost profile and capital expenditure. The Board has assessed the key risks
that could impact the prospects of the Group over the going concern period including commodity
price outlook and cost inflation with stress testing of the forecasts in line with best practice.
Liquidity headroom was demonstrated in each reasonably possible scenario. Accordingly, the
Directors continue to adopt the going concern basis in preparing the consolidated financial
statements.
Please refer to Notes 6, 26 and 30 for information on the Group’s revenues, cash balances and
trade and other payables.
Climate change considerations
The Group’s TCFD-aligned Climate Change Report outlines the Board-approved climate change
strategy, which integrates the management of physical and transition risks as well as
opportunities into the Company’s strategic and operational planning processes. The report also
provides a summary of potential impacts of the physical climate risk assessments conducted at
each of the assets. In accordance with the Companies (Strategic Report) (Climate-related
Financial Disclosure) Regulations 2022 we provide transparent climate-related financial
disclosures in our annual financial statements. These disclosures comply with the UK’s climate-
related reporting regulations, covering governance, strategy, risk management, and metrics. The
potential effect of global decarbonisation scenarios and other transition risks, including the local
operations’ country climate policies, the energy costs, and key mining inputs influenced by carbon
pricing, is an area that continues to be monitored and assessed.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
2. Material accounting policy information continued
The Group generates GHG emissions directly through the combustion of fuels and energy at its
operations, and indirectly through the consumption of electricity purchased from national grids
that include fossil-based energy in their electricity production.
The Company continues to implement its climate change strategy, with a primary focus on
developing and executing energy decarbonisation projects in support of its objective of reducing
50% (Scope 1 and 2) GHG emissions by 2030 from a 2020 base year. As of 31 December 2024,
the Company has achieved a 44% reduction. This mid-term target is a key milestone en-route to
the Company’s overall objective of net zero Scope 1 and 2 GHG emissions by 2050.
In 2022, the Group conducted a scenario analysis to quantify certain climate-related risks to its
business, considering three scenarios: an orderly transition risk scenario aligned with 1.5° of
warming supported by SSP1-1.9 ‘Net zero 2050’, a disorderly transition risk scenario aligned with
approximately 2.0°C of warming supported by SSP4-2.6 ‘Net zero 2090’ and a high physical risk
scenario supported by SSP5-8.5, ‘high physical risk’. The potential impact of these on scenarios
on asset valuation for financial reporting purposes has been assessed. Management has
incorporated climate change considerations into the preparation of the consolidated financial
statements. These considerations, essential to the Group’s strategy and operations, were
factored in where appropriate across various areas, including:
‣ impairment analysis and future cash flow projections in LoM models;
‣ asset retirement obligations, including conceptual closure plans that account for physical risks,
such as potential impact from increased forest fires and water stress, that have been factored
into the water management strategies as well as the tailings storage facilities, long-term
monitoring and climate change contingency provisions; and
‣ the inclusion of climate change targets and performance measures within the Group's LTIP.
The impact of climate-related strategic decisions is integrated into management’s assessments
and estimates, particularly regarding future cash flow projections supporting the recoverable
amounts of mining assets, once the strategic decisions have been approved by the Board. While
climate change considerations did not significantly impact key accounting judgements and
estimates in the current year, the focus on climate-related strategic decisions may have a
substantial impact in future periods.
New and amended standards and interpretations adopted by the Group
The Group has adopted the following standards and amendments for the first time for the annual
reporting period commencing 1 January 2024. The following have no impact on the current
reporting period as they are either not relevant to the Group’s activities or require accounting that
is consistent with the Group’s current accounting policies:
‣ Lease Liability in a Sale and Leaseback (Amendments to IFRS 16 Leases);
‣ Classification of Liabilities as Current or Non-Current (Amendments to IAS 1 Presentation of
Financial Statements);
‣ Non-current Liabilities with Covenants (Amendments to IAS 1 Presentation of Financial
Statements); and
‣ Supplier Finance Arrangements (Amendments to IAS 7 Statement of Cash Flows and IFRS 7
Financial Instruments: Disclosures).
New standards, interpretations and amendments not yet effective
There are a number of standards, amendments to standards, and interpretations which have been
issued by the IASB that are effective in future accounting periods that the Group has decided not
to adopt early.
The following amendment is effective for the annual reporting period beginning 1 January 2025:
‣ Lack of Exchangeability (Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates).
The following amendments are effective for the annual reporting period beginning 1 January 2026:
‣ Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7).
‣ Contracts Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7).
These standards are not expected to have a material impact on the entity in the current or future
reporting periods and on foreseeable future transactions.
The following standards and amendments are effective for the annual reporting period beginning
1 January 2027:
‣ IFRS 18 Presentation and Disclosure in Financial Statements.
‣ IFRS 19 Subsidiaries without Public Accountability: Disclosures.
The Group is currently assessing the effect of these new accounting standards and amendments.
IFRS 18 Presentation and Disclosure in Financial Statements, which was issued by the IASB in
April 2024, supersedes IAS 1 and will result in major consequential amendments to IFRS
Accounting Standards including IAS 8 Basis of Preparation of Financial Statements (renamed from
Accounting Policies, Changes in Accounting Estimates and Errors). Even though IFRS 18 will not
have any effect on the recognition and measurement of items in the consolidated financial
statements, it is expected to have a significant effect on the presentation and disclosure of
certain items. These changes include categorisation and sub-totals in the statement of profit or
loss, aggregation/disaggregation and labelling of information, and disclosure of management-
defined performance measures.
The Group does not expect to be eligible to apply IFRS 19.
Basis of consolidation
The Group financial statements consolidate the financial statements of CAML and the entities it
controls drawn up to 31 December 2024.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
2. Material accounting policy information continued
Goodwill
For the purpose of impairment testing, goodwill is allocated to the cash-generating unit (CGU)
expected to benefit from the business combination in which the goodwill arose. See Note 19 for
management’s determination of CGUs.
The carrying value of the goodwill generated by accounting for the business combination of the
Group acquiring an additional 40% in the Kounrad project in May 2014 (the Kounrad Transaction)
requires an annual impairment review. The key assumptions used in the Group’s impairment
assessments and sensitivity analysis are disclosed in Note 19.
Investment in equity accounted associate
During the year, CAML invested $3.8 million (£3.0 million) in Aberdeen Minerals Ltd (‘Aberdeen’),
acquiring a 28.7% (now 28.4%) shareholding. The investment has been accounted for by both the
parent company and the group as an associate using the equity method, as CAML is deemed to
have ‘significant influence’ (see Note 21).
Financial assets at FVTPL
As part of the investment in Aberdeen, CAML was issued warrants to subscribe for an additional
18,181,818 ordinary shares in Aberdeen at an exercise price of 11 pence per share. These warrants
are classified as financial assets measured at FVTPL in accordance with IFRS 9. The fair value of
these instruments has been determined using the Black-Scholes valuation model, incorporating
the probability of various outcome scenarios and is categorised as a level 3 measurement (IFRS
13).
Subsequent to initial recognition, the warrant is remeasured at fair value at each reporting date.
The fair value valuation has resulted in the recognition of a financial asset of $336,000 at year
end and a corresponding gain in other income and losses of $336,000 in the income statement
(Note 10).
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to
the chief operating decision maker, which is considered to be the Board. The Group’s segment
reporting reflects the operational focus of the Group. The Group has been organised into
geographical and business units based on its principal business activities of mining production,
having three reportable segments as follows:
‣ Kounrad (production of copper cathode) in Kazakhstan
‣ Sasa (production of lead, zinc and silver) in North Macedonia
‣ CAML X (exploration activities) in Kazakhstan
CAML X was incorporated on 18 August 2023 and has been reported as a new segment following
the commencement of expenditure on early exploration opportunities in Kazakhstan during the
year ended 31 December 2024 (Note 5).
Included within the unallocated segment are corporate costs for Central Asia Metals plc and other
companies within the Group that are not separately reported to the Board.
Foreign currency translation
The functional currency for each entity in the Group is determined as the currency of the primary
economic environment in which it operates. The consolidated financial statements are presented
in US dollars, which is the Group and Company presentation currency. The functional currency
of the Company is US dollars.
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated
impairment losses. Cost comprises the aggregate amount paid and the fair value of any other
consideration given to acquire the asset and includes costs directly attributable to making the
asset capable of operating as intended.
The cost of the item also includes the cost of decommissioning any buildings or plant and
equipment and making good the site, where a present obligation exists to undertake the
rehabilitation work.
Development costs relating to specific mining properties are capitalised once management
determines a property will be developed. A development decision is made based upon
consideration of project economics, including future metal prices, reserves and resources,
and estimated operating and capital costs. Capitalisation of costs incurred during the
development phase ceases when the property is capable of operating at levels intended by
management and is considered commercially viable.
Costs incurred during the production phase to increase future output by providing access to
additional reserves are deferred and depreciated on a units-of-production basis over the
component of the reserves to which they relate. Ore Reserves may be declared for an
undeveloped mining project before its commercial viability has been fully determined.
Development costs incurred after the commencement of production are capitalised to the extent
they are expected to give rise to a future economic benefit. Development costs are not
depreciated until such time as the areas under development enter production.
Depreciation is provided on all property, plant and equipment on a straight-line basis over its total
expected useful life. As at 31 December 2024, the remaining useful lives were as follows:
‣ Construction in progress
– not depreciated
‣ Land
– not depreciated
‣ Plant and equipment
– over 5 to 14 years
‣ Mining assets
– over 2 to 14 years
‣ Motor vehicles
– over 2 to 10 years
‣ Office equipment
– over 2 to 10 years
‣ Right-of-use assets
– term of lease agreement
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
2. Material accounting policy information continued
Mineral rights are depreciated on a Unit of Production basis (UoP), in proportion to the volume of
ore mined in the year compared with total proven and probable reserves as well as measured,
indicated and certain inferred resources that are considered to have a sufficiently high certainty
of commercial extraction at the beginning of the year. Assets within operations for which
production is not expected to fluctuate significantly from one year to another or which have a
physical life shorter than the related mine are depreciated on a straight-line basis.
Construction in progress is not depreciated until transferred to other classes of property, plant
and equipment.
Intangible assets
a) Exploration and evaluation expenditure
During the year, the Group incurred exploration and evaluation costs at Sasa and CAML X totalling
$432,000 (2023: nil). Capitalised costs include expenditures directly related to any Group
exploration and evaluation activities in areas of interest where the Group has obtained the legal
rights to explore. These costs are capitalised pending the determination of the technical feasibility
and commercial viability of the project. Capitalised costs are classified as either tangible or
intangible exploration and evaluation assets, depending on the nature of the assets acquired.
Exploration and evaluation expenditure capitalised includes acquisition of rights to explore,
topographical, geological, geochemical and geophysical studies, exploration drilling, trenching,
sampling and activities in relation to the evaluation of the technical feasibility and commercial
viability of extracting a Mineral Resource. Administration costs not directly attributable to a
specific exploration area are charged to the income statement.
Exploration and evaluation assets are measured at cost less amortisation and provision for
impairment, where required. Amortisation is generally not charged during the exploration and
evaluation phase, except for licence costs paid in connection with the right to explore, which are
capitalised and amortised over the term of the permit. Pre-licence costs are recognised in the
income statement as incurred.
b) Mining licences, permits and computer software
The historical cost model is applied, with intangible assets being carried at cost less accumulated
amortisation and accumulated impairment losses. Intangible assets with a finite life have no
residual value and are amortised on a straight-line basis over their expected useful lives with
charges included in either cost of sales or administrative expenses:
Computer software
– over 2 to 5 years
Mining licences and permits
– over the duration of the legal agreement
Impairment of non-financial assets
The Group carries out impairment testing on all assets when there exists an indication of an
impairment. If any such indication exists, the Group makes an estimate of the asset’s recoverable
amount. An asset’s recoverable amount is the higher of an asset’s or CGU’s fair value less costs to
sell or its value in use.
In assessing value in use, the estimated future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market assessments of the time value of money
and risks specific to the asset.
Revenue
Revenue is measured at the fair value of consideration received or receivable from sales of metal
to an end user, net of any buyers’ discount, treatment charges and value added tax. Revenue is
net of treatment charges, as the cost of smelting and refining is borne by the customer and the
transaction price is agreed to be net of these charges. The Group recognises revenue when the
control of the promised goods or services has been transferred to the customer.
The value of consideration is fair value, which equates to the contractually agreed price.
The offtake agreements provide for provisional pricing, ie the selling price is subject to final
adjustment at the end of the quotation period based on the average price for the month following
delivery to the buyer. Such a provisional sale contains an embedded derivative, which is not
required to be separated from the underlying host contract, being the sale of the commodity.
At each reporting date, if any sales are provisionally priced, the provisionally priced copper
cathode, zinc and lead concentrate sales are marked to market using forward prices. Any
significant adjustments (both gains and losses) are recorded in revenue in the income statement
and as accrued income within trade and other receivables in the statement of financial position. In
addition to the provisional pricing adjustments, accrued income also includes revenue that has
been earned but not yet invoiced or received as of the reporting date, based on the terms of the
relevant agreements.
The revenue arising from silver relates to a silver stream arrangement with Osisko Gold Royalties
(Osisko) where the Group has agreed to sell all of its refined silver at approximately $6 per ounce
for the life of the mine, significantly below market value and arising from the silver stream
commitment inherited on the acquisition of the Sasa mine (Notes 6 and 31). The silver is produced
by the Sasa mine as a by-product of the lead concentrate and, because Sasa does not operate a
refining process, the silver is sold to smelters for further refining as part of the lead concentrate
under a separate lead concentrate sales agreement which is reported within revenue.
Consequently, all of the refined silver required to be delivered under the silver stream
arrangement must therefore be sourced through purchases of silver on the open market which is
reported within cost of sales.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
2. Material accounting policy information continued
Silver stream commitment
The silver stream arrangement has been accounted for as a commitment as the Group has
obligations to deliver silver to a third party at a price below market value. On acquisition, following
completion of the business combination, the silver stream commitment was identified as an
unfavourable contract and recorded at fair value. Payments received under the arrangement
prior to the acquisition by the Group were not considered to be a transaction with a customer.
Management has determined that the agreement is not a derivative as set out in IFRS 9 as it will
be satisfied through the delivery of non-financial items (ie. external purchases of silver), rather
than cash or financial assets. In addition, the contract meets the exceptions for contracts entered
into that continue to be held in accordance with the entity’s expected sale requirements (see
Note 3). Subsequent to initial recognition, the silver stream commitment is not revalued and is
amortised on a UoP basis to cost of sales.
Inventory
Inventories are initially recognised at cost, and subsequently at the lower of cost and net
realisable value. The cost of finished goods and work in progress comprises raw materials, direct
labour and all other direct costs associated with mining the ore and processing it to a saleable
product.
Non-current assets (or disposal groups) held for sale and discontinued operations
The Company owns a 76% equity interest in Copper Bay Limited, which is currently classified as
held for sale in the statement of financial position. Post year end the sale of the share capital of
Copper Bay Limited was agreed (Note 39). The exploration assets and property, plant and
equipment held in Copper Bay were fully written off in prior years. The results of the Copper Bay
entities for the year ended 31 December 2024 and the comparative year ended 31 December
2023 are shown within discontinued operations in the consolidated income statement.
Restricted cash
Restricted cash is cash with banks that is not available for immediate use by the Group. Restricted
cash is shown separately from cash and cash equivalents on the statement of financial position.
The restricted cash amount is held at a bank to cover Kounrad subsoil user licence requirements.
Treasury shares
Where any Group company purchases the Company’s equity share capital (treasury shares), the
consideration paid, including any directly attributable incremental costs (net of income taxes), is
deducted from equity attributable to the Company’s equity holders until the shares are cancelled
or reissued. Where such Ordinary Shares are subsequently reissued, any consideration received,
net of any directly attributable incremental transaction costs and the related income tax effects,
is included in equity attributable to the Company’s equity holders.
The Company set up an Employee Benefit Trust (EBT) during 2009 for the purpose of satisfying
awards granted under the Company’s Employee Share Plans. The EBT is accounted for under
IFRS 10 and consolidated on the basis that the parent has control, thus the assets and liabilities of
the EBT are included on the parent company statement of financial position. Ordinary Shares
allotted to the EBT are treated as treasury shares as a deduction from equity in the consolidated
statement of financial position.
Share-based payments
The Group operates a share option scheme that historically has been primarily equity-settled.
However, due to recent cash settlements, the Company has revised the treatment of its share
options in accordance with IFRS 2 Share-based Payment, recognising that cash-settled share-
based payments now reflect a past practice. As of 1 January 2023, the Company identified a
modification date and reclassified previously equity-settled options to cash-settled. This has led
to a restatement of the comparatives (see Note 40). The liability is measured at fair value at each
reporting date using the Monte-Carlo and Black-Scholes models which incorporate the terms of
the share options and the services rendered by employees. Any changes in the liability, other than
cash payments, are recognised in the consolidated income statement. The fair value of the
options includes the dividends employees are entitled to during the vesting period, which are
factored into the option pricing model.
Since the settlement of share options remains at the Company’s discretion, future modifications
may occur if the Company opts to settle the liability in equity rather than cash. In such cases, the
liability will be reclassified to equity, with a corresponding adjustment made at the modification
date.
Provisions
The Group has recognised provisions for liabilities of uncertain timing or amount including those
for leasehold dilapidations, legal disputes and the following:
a) Asset retirement obligation
Provisions for environmental restoration of mining operations are recognised when the Group has
a present legal or constructive obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation, and the amount can be reliably estimated.
Provisions are not recognised for future operating losses.
Provisions are measured at the present value of the expenditures expected to be required to
settle the obligation using a pre-tax rate that reflects current market assessments of the time
value of money and the cash flows incorporate assessments of risk. The increase in the provision
due to passage of time is recognised as an interest expense.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
2. Material accounting policy information continued
b) Employee benefits – pension
The Group, in the normal course of business, makes payments on behalf of its employees for
pensions, healthcare, employment and personnel tax, which are calculated based on gross
salaries and wages according to legislation. The cost of these payments is charged to the
consolidated income statement in the same period as the related salary cost.
c) Employee benefits – retirement benefits and jubilee awards
Pursuant to the labour law prevailing in the North Macedonian subsidiaries, the Group is
obliged to pay retirement benefits to employees for an amount equal to two average monthly
salaries, at their retirement date. The Group is also obliged to pay jubilee anniversary awards for
each ten years of continuous service of the employee. Due to the long-term nature of these
plans, such estimates are subject to uncertainty.
Retirement benefit obligations arising on severance pay are stated at the present value of
expected future cash payments towards the qualifying employees. These benefits have been
calculated by an independent actuary in accordance with the prevailing rules of actuarial
mathematics and recognised as a liability with no pension plan assets (Note 33). Actuarial gains
and losses arising from experience adjustments and changes in actuarial assumptions are
charged or credited to profit and loss over the employees’ expected average remaining
working lives.
3. Critical accounting estimates and judgements
The preparation of the consolidated financial statements requires management to make
judgements, estimates and assumptions that affect the application of accounting policies and the
reported amounts of assets and liabilities, income and expenses. Actual results may differ from
these judgements and estimates. The Group makes certain estimates and assumptions regarding
the future. Estimates and judgements are continually evaluated based on historical experience
and other factors, including expectations of future events that are believed to be reasonable
under the circumstances. In the future, actual experience may differ from these estimates
and assumptions.
Significant accounting estimates and judgements
The following are significant accounting estimates and judgements that have a significant risk
of a material change to the carrying value of assets and liabilities within the next financial year:
Impairment and impairment reversals of non-current assets
The carrying value of the goodwill generated by accounting for the business combination of the
Group acquiring an additional 40% in the Kounrad project in May 2014 (the Kounrad Transaction)
requires an annual impairment review. The carrying values of property, plant and equipment are
reviewed for impairment or impairment reversal if updated events or changes in circumstances
indicate the carrying value has significantly changed. This review determines whether the value of
the goodwill and property, plant and equipment can be justified by reference to the carrying value
of the business assets and the future discounted cash flows of the respective CGUs. The key
assumptions used in the Group’s impairment assessments and sensitivity analysis are disclosed in
Note 19.
Assets (other than goodwill) must be assessed for indicators of both impairment and impairment
reversal. Such assets are generally carried on the balance sheet at a value close to their
recoverable amount at the last assessment. Therefore, in principle any change to operational
plans or assumptions or economic parameters could result in further impairment or impairment
reversal if an indicator is identified.
Estimates are required periodically to assess assets for impairment. The critical accounting
estimates are future commodity prices, treatment charges, future ore production, discount rates
and projected future costs of development and production. Ore Reserves and resources included
in the forecasts include certain resources considered to be sufficiently certain and economically
viable. The Group’s Mineral Resources Estimates include additional resources that are not
included in the life of mine plan or impairment test.
Decommissioning and site rehabilitation estimates
Provision is made for the costs of decommissioning and site rehabilitation costs (asset retirement
obligation) when the related environmental disturbance takes place. The Group appointed
external expert consultants who conducted an independent assessment, and their judgement is
used in determining the expected timing, closure and decommissioning methods, which can vary
in response to changes in the relevant legal requirements or decommissioning technologies.
Judgement is applied in determining appropriate contingency rates to cost estimates. Asset
retirement obligations have been updated using latest assumptions on inflation rates and discount
rates and to update the estimated costs at Sasa for the capping of the tailings facilities following
discussions with the regulators.
The discounted provision recognised represents management’s best estimate of the costs
that will be incurred, and many of these costs will not crystallise until the end of the life of the
mine/operation. Estimates are reviewed annually and are based on current contractual and
regulatory requirements and the estimated useful life of mine/operation. Engineering and
feasibility studies are undertaken periodically and, in the interim, management make assessments
for appropriate changes based on the environmental management strategy; however, significant
changes in the estimates of contamination, restoration standards, timing of expenditure and
techniques will result in changes to provisions from period to period.
The Group has performed a sensitivity analysis of reasonable possible changes in the significant
assumptions taking into account historical experience; however, the estimates may vary by
greater amounts. A 2% change in the discount rate would result in an impact of $5,070,000 on
the provision for asset retirement obligation. A 2% change in the inflation rate would result in an
impact of $6,160,000 on the provision for asset retirement obligation. A 20% change in cost would
result in an impact of $3,751,000 on the provision for asset retirement obligation.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
3. Critical accounting estimates and judgements continued
Mineral reserves and resources
The major value associated with the Group is the value of its mineral reserves and resources.
The value of the reserves and resources has an impact on the Group’s accounting estimates
in relation to depreciation and amortisation, impairment of assets and the assessment of going
concern. These resources are the Group’s best estimate of product that can be economically
and legally extracted from the relevant mining property.
The Group’s estimates are supported by geological studies and drilling samples to determine
the quantity and grade of each deposit. The Group estimates its mineral reserves and resources
based on information compiled by Competent Persons as defined in accordance with the
Joint Ore Reserves Committee (JORC) Code. The Kounrad resources were classified as JORC
Compliant in 2013 and Mineral Resources were estimated in June 2017, and the Sasa JORC Ore
Reserves and Mineral Resources were estimated on 31 December 2024.
The estimation of mineral reserves and resources requires judgement to interpret available
geological data to select an appropriate mining method. Estimation requires assumptions about
future commodity prices, exchange rates, production costs, closure costs and discount rates.
Mineral Resource Estimates may vary from period to period. This judgement has a significant
impact on impairment consideration and the period over which capitalised assets are depreciated
within the financial statements.
Silver stream commitment
The Group acquired a Silver Purchase Agreement as part of the acquisition of the CMK Group and
inherited a silver stream commitment (Note 31) related to the production of silver during the life of
the mine. The Group has agreed to sell to Osisko all its refined silver at approximately $6 per
ounce for the life of the mine, significantly below market value.
The silver is produced by the Sasa mine as a by-product of the lead concentrate and, because
Sasa does not operate a refining process, the silver is sold to smelters for further refining as part
of the lead concentrate under a separate lead concentrate sales agreement. Consequently, all of
the refined silver required to be delivered under the silver stream arrangement must therefore be
sourced through purchases of silver on the open market.
Management has concluded that the Silver Purchase Agreement and the related open market
silver purchases to fulfil the silver stream commitment entered into and continue to be held for
the purpose of the delivery of a non-financial item in accordance with the entity’s expected sale
requirements in accordance with IFRS 9, commonly referred to as the ‘own use exemption’. The
silver has effectively been presold to Osisko and consequently the contract is directly and solely
linked to the mine’s production which aligns with the own use exemption. Whilst the Group
currently fulfils the contractual obligations through open market purchases of silver, this approach
is purely logistical in nature as described above and does not alter the contractual terms of the
contract. CAML’s silver purchases are made back-to-back with the silver (refined from the lead
concentrate) that is sold to the offtaker and therefore no material profit or loss is made and the
Group is not exposed to fluctuations in the silver price and not exposed to risk. Therefore, the
arrangement does not meet the definition of a derivative and is outside the scope of IFRS 9.
Climate change
The Group’s climate change strategy commits to GHG emission reduction targets for Kounrad and
Sasa, aimed at reducing the carbon footprint and contributing to global climate change mitigation
efforts. Beyond these near-term targets, the Group is committed to achieving emissions by 2050.
This commitment is integrated into the Group’s long-term business development decisions and
supported by the ongoing development of scenario analysis using three scenarios; see Note 2.
The preparation of the Group’s financial statements requires making judgements and estimates
that may be influenced by climate change. The Group has identified three key areas where such
impacts may arise:
Physical risks: The potential for extreme weather events and long-term shifts in climate patterns,
which could affect the Group’s operations and sustainability of the Group’s assets.
Transition risks: The shift in demand between commodities and the influence of the Group’s
climate-related objectives, which may affect financial performance through changes in cost
structures and operational decisions.
Climate targets: The financial implications of meeting climate-related goals and how these may
influence estimates related to asset valuations and cost projections.
The Group calculates its provision for mine closure and rehabilitation by considering the current
restoration requirements, practices, technologies and anticipated climate conditions. These
closure cost estimates are based on studies conducted by external experts. Closure plans and
associated costs are reviewed and updated on a regular basis, with an increasing focus on
integrating projections of future climate conditions. Management actively monitors the potential
risks and uncertainties associated with climate change and continually refines its approach to
assessing its financial implications. As a result, the carrying values of assets and liabilities may be
subject to change as management’s assessments and forecasts evolve in response to emerging
climate-related factors and the Group's long-term sustainability objectives.
Currently, the estimation of recoverable amounts for non-current assets represents the most
significant judgement impacted by climate change. Further details on this estimate, along with
additional considerations for other areas that may be affected in the medium to long term, are
provided below:
Physical risk
The cash flow forecasts used to determine the recoverable amount of the Group’s assets
incorporate the Group’s best estimate of the impact of material physical risks. The most significant
physical risks relate to the management of water resources, with responsible extraction practices
and efficient use of water resources and the potential challenges that could affect production levels.
Additionally, changing precipitation patterns, increased risk of wildfires and water stress may
influence the cost of rehabilitating our sites, and are factored into the water management
strategies as well as the tailings storage facilities. These factors have been considered in the
Group’s cash flow forecasts, reflecting the current best estimate of their potential impact. Based
on the Group’s risk assessments to date and the risk mitigation strategies in place, physical risks
are not expected to materially affect the useful economic lives of the Group’s assets.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
3. Critical accounting estimates and judgements continued
Transition risk
Transition risks may affect the useful economic lives of the Group’s mining properties, as
changing commodity prices could extend or shorten the period during which resources can be
economically extracted, thereby influencing depreciation charges. Additionally, a decline in
commodity prices could lead to an impairment if the net realisable value of inventory falls below
the cost of production. Transition risks could also impact the useful economic lives of the Group’s
operations, affecting the present value of rehabilitation and decommissioning provisions by
altering the period over which future costs are discounted. Additional transitional risks include the
global effort to transition to a low-carbon and sustainable society and economy, arising through
policy and regulation, market shifts, technology and reputational impacts. However, after
reviewing the sensitivity of these provisions to changing asset lives, the Group has concluded
that this does not present a material estimation uncertainty. Technological advancements and
innovations offer a pathway to reduce energy needs alongside CAML’s exposure to emissions-
related policy and regulation, potentially leading to reputational benefits.
Climate targets
The Group’s climate-related target of achieving a 50% reduction in Scope 1 and Scope 2
emissions has been integrated into the impairment assessment process, alongside considerations
for the potential cost of future carbon taxes. This approach ensures that the financial impact of
the Group’s climate initiatives is reflected in asset valuations, aligning the Group’s long-term
climate objectives with the financial reporting of asset recoverability. By factoring in these
climate-related considerations, the Group provide a comprehensive view of the potential risks and
costs associated with meeting sustainability goals.
Tax
Management makes judgements in relation to the recognition of various taxes payable and
receivable by the Group and VAT recoverability for which the recoverability and timing of
recovery is assessed. The Group operates in jurisdictions which necessarily require judgements to
be applied when assessing the applicable tax treatment for transactions, and the Group obtains
professional advice where appropriate to ensure compliance with applicable legislation. To the
extent that a final tax outcome is different from the amounts recorded, such differences will
impact income tax in the period in which such determination is made.
4. Financial instruments – risk management
The Group’s activities expose it to a variety of financial risks: market price risk (including foreign
currency exchange risk, commodity price risk and interest rate risk), liquidity risk, capital risk and
credit risk. These risks are mitigated wherever possible by the Group’s financial management
policies and practices described below. The Group’s risk management is carried out by a central
treasury department (Group Treasury) under policies approved by the Board. Group Treasury
identifies, evaluates and hedges financial risks in close co-operation with the Group’s operating
units.
Foreign currency exchange risk
The Group operates internationally and is exposed to foreign exchange risk arising from various
currency exposures. The primary Group currency requirements are US dollar, British pound,
Kazakhstan tenge and North Macedonian denar.
The following table highlights the major currencies the Group operates in and the movements
against the US dollar during the course of the year:
Average rate
Reporting date spot rate
2024
2023
Movement
2024
2023
Movement
Kazakhstan tenge
468.96
456.18
+3%
523.54
454.56
+15%
Macedonian denar
56.70
56.85
+1%
58.88
55.65
+6%
British pound
0.78
0.81
+4%
0.80
0.79
+1%
Foreign exchange risk does not arise from financial instruments that are non-monetary items
or financial instruments denominated in the functional currency. Kazakhstan tenge and North
Macedonian denar denominated monetary items are therefore not reported in the tables below,
as the functional currency of the Group’s Kazakhstan-based and North Macedonian-based
subsidiaries is the tenge and denar respectively.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
4. Financial instruments – risk management continued
The Group’s exposure to foreign currency risk based on US dollar equivalent carrying amounts at
the reported date:
Group
2024
In $’000 equivalent
USD
EUR
GBP
Cash and cash equivalents
9,095
205
1,217
Trade and other receivables
–
–
14
Trade and other payables
(184)
(580)
(3,283)
Net exposure
8,911
(375)
(2,052)
Group
2023
In $’000 equivalent
USD
EUR
GBP
Cash and cash equivalents
3,942
226
505
Trade and other receivables
109
–
10
Trade and other payables
–
(268)
(3,516)
Net exposure
4,051
(42)
(3,001)
Trade and other receivables exclude prepayments and tax receivable, and trade and other
payables exclude corporation tax, social security and other taxes as they are not considered
financial instruments.
At 31 December 2024, if the foreign currencies had weakened/strengthened by 10% against
the US dollar, post-tax Group profit for the year would have been $648,000 lower/higher
(2023: $101,000 lower/higher).
Commodity price risk
The Group has a hedging policy in place to manage commodity price risk; however, the Directors
elected not to hedge during the year and the prior year.
The offtake agreement at Kounrad and Sasa provides for the option of provisional pricing, ie the
selling price is subject to final adjustment at the end of the quotation period based on the average
price for the month following delivery to the buyer. This could result in fluctuations of revenue
recognised ultimately. The Group may mitigate commodity price risk by fixing the price in advance
for its copper cathode sales with the offtake partner; however, this option was not utilised during
the year and the prior year.
The following table details the Group’s sensitivity to a 10% increase and decrease in the copper,
zinc and lead price against the invoiced price. 10% is the sensitivity used when reporting
commodity price internally to management and represents management’s assessment of the
possible change in price. A positive number below indicates an increase in profit for the year
and other equity where the price increases.
Group
Estimated effect on earnings
and equity
2024
$’000
2023
$’000
10% increase in copper, zinc and lead price
22,033
21,437
10% decrease in copper, zinc and lead price
(22,033)
(21,437)
Liquidity risk
Liquidity risk relates to the ability of the Group to meet future obligations and financial liabilities as
and when they fall due. The Group currently has sufficient cash resources and a material income
stream from the Kounrad and Sasa projects.
The following table sets out the contractual maturities (representing undiscounted contractual
cash flows) of financial liabilities.
Group
Future expected payments:
31 Dec 24
$’000
31 Dec 23
$’000
(restated)*
Trade and other payables within one year
13,191
13,101
Share-based payment liability within one year
8,635
10,206
Borrowings payable within one year (Note 32)
252
326
Lease liability payable within one year
496
248
Lease liability payable later than one year but not later than five years
1,138
1,487
Share-based payment liability later than one year but not later than
five years
2,291
2,268
26,003
27,636
* See Note 40 for details regarding the prior year restatement.
Capital risk
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as
a going concern in order to provide returns for shareholders and benefits for other stakeholders
and to maintain an optimal structure to reduce the cost of capital.
The Group manages its capital in order to provide sufficient funds for the Group’s activities. Future
capital requirements are regularly assessed and Board decisions taken as to the most appropriate
source for obtaining the required funds, be it through internal revenue streams, external fund
raising, issuing new shares or selling assets. In order to maintain or adjust the capital structure,
the Group may adjust the amount of dividends paid to shareholders, return capital to
shareholders, issue new shares or sell assets to reduce debt.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
4. Financial instruments – risk management continued
Consistent with others in the industry, the Group monitors capital on the basis of the following
gearing ratio:
Net cash
Note
2024
$’000
2023
$’000
(restated)*
Cash and cash equivalents excluding restricted cash
26
67,318
56,832
Bank overdraft
32
(252)
(326)
Net cash
67,066
56,506
Total equity
351,712
367,583
Net cash to equity ratio
19%
15%
* See Note 40 for details regarding the prior year restatement.
Changes in liabilities arising from financing activities
The total borrowings as at 1 January 2024 were $326,000 (1 January 2023: $1,390,000).
During the year, there were repayments on unsecured overdrafts of $58,000 (2023: $1,090,000).
Other changes amounted to a reduction of $16,000 (2023: increase of $26,000) leading to
a closing debt balance of $252,000 (2023: $326,000). See Note 32 for more details.
The cash and cash equivalents including cash at bank and on hand in held for assets sale brought
forward were $56,906,000 (2023: $60,361,000) with a net $10,472,000 inflow (2023: $3,455,000
outflow) during the year and, therefore, a closing balance of $67,378,000 (2023: $56,906,000).
Credit risk
Credit risk refers to the risk that the Group’s financial assets will be impaired by the default of a
third party. The Group is exposed to credit risk primarily on its cash and cash equivalents as set
out in Note 26 and on its trade and other receivables as set out in Note 23. The Group sells a
minimum of 95% of Kounrad’s copper cathode production to the offtake partner, which pays on
the day of dispatch and, during the year, 100% of Sasa’s zinc and lead concentrate was sold to
Traxys which assumes the credit risk.
For banks and financial institutions, only parties with a minimum rating of BBB- are accepted. 85%
of the Group’s cash and cash equivalents including restricted cash at the year end were held by
banks with a minimum credit rating of A- (2023: 92%). The rest of the Group’s cash was held
with a mix of institutions with credit ratings between A and BBB- (2023: A and BBB+). The
Directors have considered the credit exposures and do not consider that they pose a material risk
at the present time. The credit risk for cash and cash equivalents is managed by ensuring that all
surplus funds are deposited only with financial institutions with high-quality credit ratings.
The expected credit loss for intercompany loans receivable is considered immaterial (Note 24).
Interest rate risk
The Group’s North Macedonian bank overdrafts denominated in Euros are payable at fixed
interest rates ranging from 3.24% to 5.30%. Interest paid during the year amounted to $20,000
(2023: $46,000). There is some interest rate risk exposure linked to US dollar interest-earning
bank balances with variable rates. At 31 December 2024, if interest rates on variable interest
earning US dollar bank balances had been 150 basis points higher/lower, profit after tax for the
year would have been $677,000 higher/lower (2023: $577,000 higher/lower). The Directors
consider that 150 basis points is the maximum likely change in interest rates over the next year,
being the period up to the next point at which the Group expects to make these disclosures.
Categories of financial instruments
Financial assets
Group
Cash and receivables
31 Dec 24
$’000
31 Dec 23
$’000
Cash and cash equivalents including restricted cash (Note 26)
67,645
57,150
Trade and other receivables
2,329
1,899
69,974
59,049
Trade and other receivables excludes prepayments and tax receivable as they are not considered
financial instruments. All trade and other receivables are receivable within one year for both
reporting years.
Financial liabilities
Group
Measured at amortised cost
31 Dec 24
$’000
31 Dec 23
$’000
(restated)*
Trade and other payables within one year
13,191
13,101
Borrowings payable within one year (Note 32)
252
326
Share-based payment liability within one year
8,635
10,206
Lease liability within one year
414
176
Lease liability payable later than one year but not later than five years
1,056
1,325
Share-based payment liability later than one year but not later than
five years
2,291
2,268
25,839
27,402
* See Note 40 for details regarding the prior year restatement.
Trade and other payables exclude the silver stream commitment, corporation tax, social security
and other taxes as they are not considered financial instruments.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
5. Segment information
The segment results for the year ended 31 December 2024 are as follows:
Kounrad
$’000
Sasa
$’000
CAML X
$’000
Unallocated
$’000
Total
$’000
Revenue
121,783
92,658
–
–
214,441
Cost of sales
(33,957)
(74,844)
–
– (108,801)
EBITDA
88,812
32,248
(983)
(18,258)
101,819
Depreciation and amortisation
(4,493)
(22,140)
(35)
(420)
(27,088)
Foreign exchange gain/(loss)
5,634
157
(137)
(16)
5,638
Other income and losses, net
395
(515)
(1)
332
211
Fair value movement of share-based
payment liability
–
–
–
(3,966)
(3,966)
Finance income
14
–
–
2,350
2,364
Finance costs
(468)
(1,626)
–
(98)
(2,192)
Share of post-tax loss of investment
in equity accounted associate
–
–
–
(76)
(76)
Profit/(loss) before income tax
89,894
8,124
(1,156)
(20,152)
76,710
Income tax
(23,934)
(1,962)
–
–
(25,896)
Profit/(loss) for the year after tax
from continuing operations
65,960
6,162
(1,156)
(20,152)
50,814
Loss from discontinued operations
(183)
Profit for the year
50,631
Depreciation and amortisation include $12,398,000 on the fair value uplift on the acquisition of
Sasa and Kounrad.
The segment results for the year ended 31 December 2023 are as follows:
Kounrad
$’000
(restated)*
Sasa
$’000
(restated)*
Unallocated
$’000
(restated)*
Total
$’000
(restated)*
Revenue
113,318
90,143
–
203,461
Cost of sales
(31,155)
(69,920)
–
(101,075)
EBITDA
82,308
35,663
(16,928)
101,043
Depreciation and amortisation
(4,168)
(23,672)
(352)
(28,192)
Foreign exchange loss
(2,819)
(453)
(106)
(3,378)
Other income and losses, net
75
–
–
75
Fair value movement of share-based
payment liability
–
–
(4,803)
(4,803)
Finance income
14
–
1,978
1,992
Finance costs
(430)
(1,372)
(50)
(1,852)
Profit/(loss) before income tax
74,980
10,166
(20,261)
64,885
Income tax
(24,866)
(2,837)
–
(27,703)
Profit for the year after tax from continuing
operations
50,114
7,329
(20,261)
37,182
Loss from discontinued operations
(63)
Profit for the year
37,119
Depreciation and amortisation include $15,057,000 on the fair value uplift on the acquisition
of Sasa and Kounrad. A reconciliation between profit for the year and EBITDA is presented in the
Financial Review section. Group segment assets and liabilities for the year ended 31 December
2024 are as follows:
Segment assets
Additions to
non-current assets
Segment liabilities
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$’000
(restated)*
Kounrad
61,149
72,097
2,952
4,389
(15,919)
(17,570)
Sasa
315,012
342,197
24,444
22,066
(54,342) (56,054)
CAML X
581
–
240
–
(114)
–
Investment in equity
accounted associate
(Aberdeen minerals)
3,775
–
–
–
–
–
Held for sale assets (Note 22)
61
76
–
–
(24)
(94)
Unallocated including
corporate
59,714
47,818
28
2,092
(18,181) (20,887)
440,292
462,188
27,664
28,547
(88,580) (94,605)
* See Note 40 for details regarding the prior year restatement.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
6. Revenue
Group
2024
$’000
2023
$’000
(restated)*
International customers (Europe) – copper cathode
124,757
116,086
International customers (Europe) – zinc and lead concentrate (including
silver by-product)
91,328
88,844
Domestic customers (Kazakhstan) – copper cathode
–
237
International customers (Europe) – silver stream arrangement
2,285
2,249
Less: Offtake buyers’ fees
(3,929)
(3,955)
Revenue
214,441
203,461
* See Note 40 for details regarding the prior year restatement.
Kounrad
The Group sells and distributes its copper cathode product primarily through an offtake
arrangement with Traxys. The offtake arrangements are for a minimum of 95% of the SX-EW
plant’s output. Revenue is recognised at the Kounrad site gate when the goods have been
delivered in accordance with the contractual delivery terms.
The offtake agreement provides for the option of provisional pricing, ie the selling price is subject
to final adjustment at the end of the quotation period based on the average price for the month
following delivery to the buyer. The Group may mitigate commodity price risk by fixing the price in
advance for its copper cathode sales with the offtake partner.
The costs of delivery to the end customers have been effectively borne by the Group through
means of an annually agreed buyer’s fee, which is deducted from the selling price.
During 2024, the Group sold 13,521 tonnes (2023: 13,658 tonnes) of copper through the offtake
arrangements. Some of the copper cathodes are also sold locally, and during 2024, nil tonnes
(2023: 29 tonnes) were sold to local customers.
Sasa
The Group sells Sasa’s zinc and lead concentrate product to smelters through an offtake arrangement
with Traxys. The commitment is for 100% of the Sasa concentrate production. The agreements with
the smelters provide for provisional pricing, ie the selling price is subject to final adjustment at the end
of the quotation period based on the average price for the month, two months or three months
following delivery to the buyer and subject to final adjustment for assaying results.
The Group sold 15,839 tonnes (2023: 17,113 tonnes) of payable zinc in concentrate and 25,560
tonnes (2023: 26,298 tonnes) of payable lead in concentrate.
The revenue arising from the silver stream arrangement with Osisko is where the Group has
agreed to sell all of its refined silver at approximately $6 per ounce for the life of the mine,
significantly below market value and arising from the silver stream commitment inherited on
acquisition (Note 31).
7. Cost of sales
Group
2024
$’000
2023
$’000
(restated)*
Reagents, electricity and materials
30,079
26,622
Depreciation and amortisation
26,269
27,443
Silver stream commitment (Note 31)
(984)
(1,136)
Royalties
12,722
12,692
Employee benefit expense
23,102
20,674
Open market silver purchases to fulfil silver stream commitment
10,055
8,181
Consulting and other services
6,976
6,085
Taxes and duties
582
514
108,801
101,075
* See Note 40 for details regarding the prior year restatement.
8. Distribution and selling costs
Group
2024
$’000
2023
$’000
Freight costs
1,856
2,169
Transportation costs
26
28
Depreciation and amortisation
1
5
Materials and other forwarding expenses
259
642
2,142
2,844
The above distribution and selling costs are those incurred at Kounrad and Sasa in addition to the
costs associated with the offtake arrangements.
9. Administrative expenses
Group
2024
$’000
2023
$’000
(restated)*
Employee benefit expense
13,569
12,139
Consulting and other services
11,514
10,730
Auditors’ remuneration (Note 11)
707
574
Office-related and travel costs
1,815
2,089
Taxes and duties
344
415
Depreciation and amortisation
818
744
Total from continuing operations
28,767
26,691
Total from discontinued operations (Note 22)
162
382
28,929
27,073
* See Note 40 for details regarding the prior year restatement.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
10. Other income and losses, net
Group
2024
$’000
2023
$’000
Other (losses)/income, net
(125)
75
Changes in the fair value of the warrants at FVTPL (Note 21)
336
–
211
75
11. Auditors’ remuneration
During the year, the Group obtained the following services from the Company’s Auditor and their
associates:
Group
2024
$’000
2023
$’000
Fees payable to BDO LLP the Company’s Auditors for the audit of the
parent company and consolidated financial statements
373
297
Fees payable to BDO LLP the Company’s Auditor and their associates
for the audit of the Company’s subsidiaries:
‣ The audit of Company’s subsidiaries
240
208
Fees payable to BDO LLP the Company’s Auditor and their associates
for other services:
‣ Audit-related services: Interim review
74
69
‣ Non-audit services
20
–
707
574
12. Employee benefit expense
The aggregate remuneration of staff, including Directors, was as follows:
Group
2024
$’000
2023
$’000
Wages and salaries
27,110
24,689
Social security costs and similar taxes
3,624
2,846
Staff healthcare and other benefits
3,890
3,668
Other pension costs
4,545
4,158
Fair value movement of share-based payment liability
3,966
4,803
Total for continuing operations
43,135
40,164
Total for discontinuing operations (Note 22)
75
75
43,210
40,239
The total employee benefit expense includes an amount of $2,497,000 (2023: $2,548,000),
which has been capitalised within property, plant and equipment.
Company
2024
$’000
2023
$’000
(restated)*
Wages and salaries
7,396
6,961
Social security costs
1,532
1,016
Staff healthcare and other benefits
201
584
Other pension costs
165
145
Fair value movement of share-based payment liability
3,966
4,803
13,260
13,509
* See Note 40 for details regarding the prior year restatement.
Key management remuneration is disclosed in the Remuneration Committee Report.
13. Monthly average number of people employed
Group
2024
Number
2023
Number
Operational
969
962
Management and administrative
190
180
1,159
1,142
The monthly average number of staff employed by the Company during the year was 21
(2023: 20).
14. Finance income
Group
2024
$’000
2023
$’000
Bank interest received
2,364
1,992
2,364
1,992
15. Finance costs
Group
2024
$’000
2023
$’000
Provisions: unwinding of discount (Note 33)
2,020
1,707
Interest on borrowings (Note 32)
20
46
Lease interest expense and bank charges
152
99
2,192
1,852
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
16. Income tax
Group
2024
$’000
2023
$’000
Current tax on profits for the year
22,014
19,150
Withholding tax on intercompany dividend distributions
5,145
7,547
Deferred tax (credit)/debit (Note 38)
(1,263)
1,006
Income tax expense
25,896
27,703
The tax on the Group’s profit before tax differs from the theoretical amount that would arise using
the weighted average tax rate applicable to profits of the consolidated entities is as follows:
Group
2024
$’000
2023
$’000
(restated)*
Profit before income tax
76,710
64,885
Tax calculated at domestic tax rates applicable to profits in the
respective countries
14,887
12,202
Tax effects of:
Expenses not deductible for tax purposes
5,417
5,112
Withholding tax on intercompany dividend distributions
5,145
7,547
Deferred income tax (credit)/debit (Note 38)
(1,263)
1,006
Movement on unrecognised deferred tax – tax losses
1,710
1,836
Income tax expense
25,896
27,703
* See Note 40 for details regarding the prior year restatement.
Taxation for each jurisdiction is calculated at the rates prevailing in the respective jurisdictions.
Corporate income tax is calculated at 25% (2023: 23.5%) of the assessable profit for the year for
the UK parent company, 20% for the operating subsidiaries in Kazakhstan (2023: 20%) and 10%
(2023: 10%) for the operating subsidiaries in North Macedonia. The payment of 10% withholding
tax on intercompany dividends from Kazakhstan was introduced from 1 January 2023.
Expenses not deductible for tax purposes includes share-based payment charges, transfer pricing
adjustments in accordance with local tax legislation, impairment and depreciation and
amortisation charges.
Deferred tax assets have not been recognised on tax losses primarily at the parent company as it
remains uncertain whether this entity will have sufficient taxable profits in the future to utilise
these losses.
17. Earnings/(loss) per share
(a) Basic
Basic earnings/(loss) per share (EPS) is calculated by dividing the profit/(loss) attributable to
owners of the Company by the weighted average number of Ordinary Shares in issue during
the year. The calculation excludes Ordinary Shares purchased by the Company and held as
treasury shares and the Ordinary Shares held by the EBT, except for jointly owned EBT shares
which are included (Note 27).
Group
2024
$’000
2023
$’000
(restated)*
Profit from continuing operations attributable to owners
of the parent
51,045
37,114
Loss from discontinued operations attributable to owners
of the parent
(183)
(63)
Profit attributable to owners of the parent
50,862
37,051
2024
No.
2023
No.
(restated)*
Weighted average number of Ordinary Shares in issue
176,645,177
181,904,941
2024
$ cents
2023
$ cents
(restated)*
Earnings/(loss) per share from continuing and discontinued
operations attributable to owners of the parent during the
year (expressed in $ cents per share)
From continuing operations
28.90
20.40
From discontinued operations
(0.10)
(0.03)
From profit for the year
28.80
20.37
* See Note 40 for details regarding the prior year restatement.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
17. Earnings/(loss) per share continued
b) Diluted
The diluted earnings/(loss) per share is calculated by adjusting the weighted average number
of Ordinary Shares outstanding after assuming the conversion of all outstanding granted
share options including the amount of additional share options for dividends declared on those
outstanding (Note 29). Additionally, for the share-based payments treated as cash-settled under
IFRS 2, the numerator has been adjusted for the amount in the income statement that would not
have been recognised in the income statement had the arrangement been classified wholly as an
equity instrument (as if the arrangement was treated as equity-settled).
Group
2024
$’000
2023
$’000
(restated)*
Profit from continuing operations attributable to owners
of the parent
51,045
37,114
Loss from discontinued operations attributable to owners
of the parent
(183)
(63)
Profit attributable to owners of the parent
50,862
37,051
Adjusted for:
‣ Adjustment to profit if share options were equity settled
(1,019)
263
Profit attributable to owners of the parent for diluted EPS
49,843
37,314
* See Note 40 for details regarding the prior year restatement.
2024
No.
2023
No
Weighted average number of Ordinary Shares in issue
176,645,177
181,904,941
Adjusted for:
‣ Share options
9,013,024
8,399,686
Weighted average number of Ordinary Shares for diluted
EPS
185,658,201
190,304,627
Diluted earnings/(loss) per share
2024
$ cents
2023
$ cents
From continuing operations
26.94
19.64
From discontinued operations
(0.10)
(0.03)
From profit for the year
26.84
19.61
18. Property, plant and equipment
Group
Construction
in progress
$’000
Plant and
equipment
$’000
Mining
assets
$’000
Motor
vehicles,
office
equipment
and right-
of-use
assets
$’000
Land
$’000
Mineral
rights
$’000
Total
$’000
Cost
At 1 January 2023
16,005
164,593
1,175
2,944
590
329,961
515,268
Additions
26,235
82
–
2,176
–
–
28,493
Disposals
–
(412)
–
(1,398)
–
–
(1,810)
Change in estimate –
asset retirement
obligation (Note 33)
–
3,687
–
–
–
–
3,687
Transfers
(29,713)
29,080
–
633
–
–
–
Exchange differences
511
3,040
22
38
22
7,329
10,962
At 31 December 2023
13,038 200,070
1,197
4,393
612 337,290 556,600
Additions
26,786
80
–
340
–
–
27,206
Disposals
–
(163)
(1)
(88)
–
–
(252)
Change in estimate –
asset retirement
obligation (Note 33)
–
(576)
–
–
–
–
(576)
Transfers
(12,866)
12,629
–
237
–
–
–
Exchange differences
(1,239)
(11,168)
(158)
(270)
(34)
(10,920) (23,789)
At 31 December 2024
25,719 200,872
1,038
4,612
578 326,370 559,189
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
18. Property, plant and equipment continued
Group
Construction
in progress
$’000
Plant and
equipment
$’000
Mining
assets
$’000
Motor
vehicles
and right-
of-use
assets
$’000
Land
$’000
Mineral
rights
$’000
Total
$’000
Accumulated depreciation
and impairment
At 1 January 2023
–
72,016
580
2,161
–
118,314
193,071
Provided during the
year
–
12,576
90
641
–
13,298
26,605
Transfers
–
(277)
–
277
–
–
–
Disposals
–
(204)
–
(1,375)
–
–
(1,579)
Exchange differences
–
354
11
17
–
–
382
At 31 December 2023
–
84,465
681
1,721
–
131,612 218,479
Provided during the
year
–
14,109
39
728
–
10,685
25,561
Disposals
–
(98)
–
(79)
–
–
(177)
Exchange differences
–
(3,160)
(94)
(164)
–
–
(3,418)
At 31 December 2024
–
95,316
626
2,206
–
142,297 240,445
Net book value at
31 December 2023
13,038
115,605
516
2,672
612
205,678
338,121
Net book value at
31 December 2024
25,719 105,556
412
2,406
578 184,073 318,744
Motor vehicles and right-of-use assets
Company
Leasehold
improvements
$’000
Right-of-use
assets
$’000
Office
equipment
$’000
Total
$’000
Cost
At 1 January 2023
232
814
372
1,418
Additions
347
1,516
159
2,022
Disposals
(232)
(814)
(293)
(1,339)
At 31 December 2023
347
1,516
238
2,101
Additions
–
–
28
28
Disposals
–
(4)
(34)
(38)
At 31 December 2024
347
1,512
232
2,091
Company
Leasehold
improvements
$’000
Right-of-use
assets
$’000
Office
equipment
$’000
Total
$’000
Accumulated depreciation
and impairment
At 1 January 2023
206
685
343
1,234
Provided during the year
45
273
35
353
Disposals
(234)
(814)
(289)
(1,337)
At 31 December 2023
17
144
89
250
Provided during the year
69
306
46
421
Disposals
–
–
(30)
(30)
At 31 December 2024
86
450
105
641
Net book value at 31 December 2023
330
1,372
149
1,851
Net book value at 31 December 2024
261
1,062
127
1,450
The decrease in estimate in the asset retirement obligation of $576,000, in relation to both
Kounrad and Sasa, is due to a combination of adjusting the provision recognised at the net
present value of future expected costs using latest assumptions on inflation rates and discount
rates as well as updating the provision for management’s best estimate of the timing of costs that
will be incurred based on current contractual and regulatory requirements (Note 33).
During the year, there were total disposals of property, plant and equipment at a cost of $252,000
(2023: $1,810,000) with accumulated depreciation of $177,000 (2023: $1,579,000). The Group
received $66,000 (2023: $27,000) consideration for these assets and, therefore, a loss of $9,000
was recognised (2023: loss of $204,000).
Amounts recognised in the income statement
The income statement shows the following amounts relating to leases – depreciation charge
right-of-use assets:
Group Depreciation charge of right-of-use assets
2024
$’000
2023
$’000
Office
342
366
Other
55
30
Total depreciation
397
396
Interest expense included in finance costs
106
50
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
19. Intangible assets
Group
Goodwill
$’000
Mining
licences and
permits
$’000
Computer
software and
website
$’000
Exploration
and
evaluation
$’000
Total
$’000
Cost
At 1 January 2023
28,336
33,370
389
–
62,095
Additions
–
–
54
–
54
Exchange differences
132
571
3
–
706
At 31 December 2023
28,468
33,941
446
–
62,855
Additions
–
–
26
432
458
Disposals
–
–
(1)
–
(1)
Exchange differences
(994)
(2,262)
(13)
(17)
(3,286)
At 31 December 2024
27,474
31,679
458
415
60,026
Accumulated amortisation and
impairment
At 1 January 2023
20,921
14,320
302
–
35,543
Provided during the year
–
1,778
47
–
1,825
Exchange differences
–
62
–
–
62
At 31 December 2023
20,921
16,160
349
–
37,430
Provided during the year
–
1,739
59
–
1,798
Disposals
–
–
(1)
–
(1)
Exchange differences
–
(564)
(8)
–
(572)
At 31 December 2024
20,921
17,335
399
–
38,655
Net book value at 31 December 2023
7,547
17,781
97
–
25,425
Net book value at 31 December
2024
6,553
14,344
59
415
21,371
The Company has nil intangible assets at net book value as at 31 December 2024 (2023: nil).
Impairment assessment
In accordance with IAS 36 ‘Impairment of Assets’ and IAS 38 ‘Intangible Assets’, a review
for impairment of goodwill and long-lived assets is undertaken at each year end or at any time an
indicator of impairment is considered to exist. When undertaken, an impairment review is
completed for each CGU. A CGU is the smallest identifiable group of assets that generates cash
inflows that are largely independent of the cash inflows from other assets or groups of assets.
The recoverable amount of the CGU is assessed by reference to the higher of value in use (VIU),
being the net present value (NPV) of future cash flows expected to be generated by the asset,
and fair value less costs to dispose (FVLCD). The FVLCD is considered to be higher than VIU and
has been derived using discounted cash flow techniques (NPV of expected future cash flows of a
CGU), which incorporate market participant assumptions. Cost to dispose is based on
management’s best estimates of future selling costs at the time of calculating FVLCD. Costs
attributable to the disposal of the CGU’s are not considered significant. The methodology used for
the fair value is a level 3 valuation.
The discount rate applied to calculate the present value is based upon the nominal weighted
average cost of capital applicable to the CGU. The discount rate reflects equity risk premiums
over the risk-free rate, the impact of the remaining economic life of the CGU and the risks
associated with the relevant cash flows based on the country in which the CGU is located. These
risk adjustments are based on observed equity risk premiums, country risk premiums and average
credit default swap spreads for the period.
The valuation models use a combination of internal sources and those inputs available to a
market participant, which comprise the most recent reserve and resource estimates, relevant
cost assumptions and, where possible, market forecasts of commodity price and foreign
exchange rate assumptions and discount rates.
The valuations generally remain most sensitive to price and a deterioration/improvement in the
pricing outlook may result in additional impairments/reversals.
Kounrad project
The Kounrad project, located in Kazakhstan, has an associated goodwill balance of $6,553,000
(2023: $7,547,000), the movement being solely due to foreign exchange differences.
The Kounrad cash flows have been projected until 2034, the remaining life of operation, and the
key economic assumptions used in the review were a five-year forecast average nominal copper
price of $9,877 per tonne (2023: $8,696 per tonne) and a long-term price of $9,364 per tonne
(2023: $8,444 per tonne) based on market consensus prices and a discount rate of 8.07%
(2023: 8.07%) as well as market inflation rates. Assumptions in relation to operational and capital
expenditure are based on the latest budget approved by the Board. The climate change impacts
are also considered including potential impact of regulatory changes and physical risks to assets
such as consideration of the impact on the Group asset retirement obligations.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
19. Intangible assets continued
The carrying value of the assets is not currently sensitive to any reasonable changes in key
assumptions to the fair value of the project. It would require a reduction of 69% in the copper
price or an increase of 336% in operating costs for the financial model to trigger any potential
impairment. Management concluded that the net present value of the asset is significantly
in excess of the net book value of assets, and, therefore, no impairment has been identified.
The Group has measured the FVLCD using various fair value measurements obtaining inputs
from market data. It has used quoted prices (level 1) inputs for its commodity price assumptions,
inflation rates, exchange rates and discount rate. The treatment charges have been forecast over
life of mine using assumptions based on market data (level 2).
At the balance sheet date, the Board considers the base case forecasts to be appropriate and
balanced best estimates.
Sasa project
The Sasa project CGU comprises of the goodwill and property, plant and equipment. During 2022,
the goodwill balance of the Sasa project was impaired to nil and the mineral rights were impaired
by $34,195,000. The business combination in 2017 was accounted for at fair value under IFRS 3,
and recoverable value is sensitive to changes in commodity prices, operational performance,
treatment charges, future cash costs of production and capital expenditure.
The expected future cash flows utilised in the FVLCD model used for the 2022 impairment test
were derived from estimates of projected future revenues based on broker consensus commodity
prices, treatment charges, future cash costs of production and capital expenditures contained in
the life of mine (LoM) plan. The Group’s discounted cash flow analysis reflected Probable
Reserves as well as Indicated Resources and certain inferred resources, which were considered
sufficiently certain and economically viable, and was based on detailed research, analysis and
modelling. The forecast operational and capital expenditure reflected the transition of mining
method from sub-level caving to cut-and-fill and long-hole stoping. The climate change impacts
were also considered including potential impact of regulatory changes and physical risks to
assets such as consideration of the impact on the Group asset retirement obligations.
In line with IAS 36, as at 31 December 2024, the Group has reviewed the indicators for
impairment/reversal of impairment, including forecasted commodity prices, treatment charges,
discount rates, operating and capital expenditure, foreign exchange rates and the mineral
reserves and resources’ estimates.
At the balance sheet date, there are no indicators of impairment or a reversal of impairment.
20. Investments
Shares in Group undertakings:
Company
31 Dec 24
$’000
31 Dec 23
$’000
At 1 January / 31 December
5,107
5,107
Investments in Group undertakings are recorded at cost, which is the fair value of the
consideration paid, less impairment.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
20. Investments continued
Details of the Company holdings consolidated in the financial statements are included in the table
below:
Subsidiary
Registered office address
Activity
CAML %
2024
Non-controlling
interest %
2024
CAML %
2023
Date of incorporation
CAML Exploration Limited
16, Turkistan Street, Office 56
Astana, District Esmil, Z05X0B4, Kazakhstan
Exploration
80
20
100
18 August 2023
CAML KZ Limited
Masters House, 107 Hammersmith Road,
London, W14 0QH, United Kingdom
Holding company
100
–
100
28 June 2021
CAML MK Limited
Masters House, 107 Hammersmith Road,
London, W14 0QH, United Kingdom
Seller of zinc and lead
concentrate
100
–
100
5 September 2017
CAML Limited
Masters House, 107 Hammersmith Road,
London, W14 0QH, United Kingdom
Dormant company
100
–
100
25 April 2023
CMK Mining B.V.
Prins Bernhardplein 200 1097 JB Amsterdam,
The Netherlands
Holding company
100
–
100
30 June 2015
CMK Europe SPLLC Skopje
Ivo Lola Ribar no. 57-1/6, 1000 Skopje,
North Macedonia
Holding company
100
–
100
10 July 2015
Copper Bay Limited
Masters House, 107 Hammersmith Road,
London, W14 0QH, United Kingdom
Holding company
76
24
76
29 October 2010
Copper Bay (UK) Ltd
Masters House, 107 Hammersmith Road,
London, W14 0QH, United Kingdom
Dormant company
76
24
76
9 November 2011
Copper Bay Chile Limitada
Ebro 2740, Oficina 603, Las Condes,
Santiago, Chile
Holding company
76
24
76
12 October 2011
Minera Playa Verde Limitada
Ebro 2740, Oficina 603, Las Condes,
Santiago, Chile
Exploration – Copper
76
24
76
20 October 2011
Kounrad Copper Company LLP
Business Centre No. 2, 4 Mira Street,
Balkhash, Kazakhstan
Kounrad project
(SX-EW plant)
100
–
100
29 April 2008
Rudnik SASA DOOEL Makedonska Kamenica
28 Rudarska Str, Makedonska Kamenica, 2304,
North Macedonia
Sasa project
100
–
100
22 June 2005
Sary Kazna LLP
Business Centre No. 2, 4 Mira Street,
Balkhash, Kazakhstan
Kounrad project (SUC
operations)
100
–
100
6 February 2006
Details of the Company holdings that are not consolidated in the financial statements are:
Ken Shuak LLP
Business Centre No. 2, 4 Mira Street,
Balkhash, Kazakhstan
Shuak project (exploration)
10
90
10
5 October 2016
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
20. Investments continued
CAML MK Limited
For the year ended 31 December 2024, CAML MK Limited (registered number: 10946728)
has opted to take advantage of a statutory exemption from audit under section 479A of the
Companies Act 2006 relating to subsidiary companies. The members of CAML MK Limited have
not required it to obtain an audit of their financial statements for the year ended 31 December
2024. In order to facilitate the adoption of this exemption, Central Asia Metals plc, the parent
company of the subsidiaries concerned, undertakes to provide a guarantee under Section 479C
of the Companies Act 2006 in respect of CAML MK Limited.
CAML KZ Limited
For the year ended 31 December 2024, CAML KZ Limited (registered number: 13479896) has
opted to take advantage of a statutory exemption from audit under section 479A of the
Companies Act 2006 relating to subsidiary companies. The members of CAML KZ Limited have
not required it to obtain an audit of their financial statements for the year ended 31 December
2024. In order to facilitate the adoption of this exemption, Central Asia Metals plc, the parent
company of the subsidiaries concerned, undertakes to provide a guarantee under Section 479C
of the Companies Act 2006 in respect of CAML KZ Limited.
Copper Bay Limited
In February 2025, the Company agreed the sale of its 76% equity interest in Copper Bay Limited
and its subsidiaries. The whole consideration is contingent on the potential future production of
copper. Completion of the sale is expected in March 2025.
Non-controlling interest
Group
31 Dec 24
$’000
31 Dec 23
$’000
Balance at 1 January
1,254
1,322
Loss/(profit) attributable to non-controlling interests
231
(68)
Balance at 31 December
1,485
1,254
Non-controlling interests were held at year end by third parties in relation to CAML Exploration
Limited, Copper Bay Limited, Copper Bay (UK) Limited, Copper Bay Chile Limitada and Minera
Playa Verde Limitada.
21. Investment in equity accounted associate
On 31 May 2024, CAML invested $3,851,000 (£3.0 million) in Aberdeen Minerals Ltd (Aberdeen),
acquiring a 28.7% shareholding, which has since been reduced to 28.4% by the exercise of
warrants held by other Aberdeen shareholders. The carrying amount includes professional fees of
$95,000 directly attributable to the acquisition capitalised as part of the investment cost.
This investment has been accounted for using the equity method as set out in the Group’s
accounting policies in Note 2.
% of ownership interest
Carrying amount
Name of entity
Country of incorporation/principal
place of business
31 Dec 24
%
31 Dec 23
%
31 Dec 24
$’000
31 Dec 23
$’000
Aberdeen Minerals Ltd
United Kingdom
28.4
–
3,775
–
The primary business of Aberdeen is the carrying out mineral exploration for battery metals in
north east Scotland, with a particular focus on nickel, copper and cobalt.
Group and Company
31 Dec 24
$’000
Investment recognised at cost
3,851
Share of post-tax loss of investment in equity accounted associate
(76)
Carrying amount of the Group’s investment in equity accounted associate
3,775
The summarised financial information, prepared in accordance with IFRS, in respect of Aberdeen
is as follows:
Assets and liabilities
31 Dec 24
$’000
Non-current assets
1,371
Current assets
3,220
Current liabilities
(189)
Non-current liabilities
(140)
Net assets
4,262
Company’s share of net assets
1,211
Income statement
9 months to
31 Dec 24
$’000
Losses
(264)
Company’s share of losses
(76)
Aberdeen has a year end of 31 March and this reporting date was established when the company
was incorporated. The financial information for 31 December has been reviewed and appropriate
adjustments have been made to capatilise exploration costs in accordance with the Group’s
accounting policies.
Financial assets at FVTPL
As part of the investment in Aberdeen, CAML was issued warrants to subscribe for an additional
18,181,818 ordinary shares in Aberdeen at an exercise price of 11 pence per share. These warrants
are classified as financial assets measured at FVTPL. The fair value of these instruments has been
determined at date of issue using the Black-Scholes valuation model, incorporating the probability
of various outcome scenarios and is categorised as a level 3 measurement and subsequently
revalued at year end.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
21. Investment in equity accounted associate continued
Subsequent to initial recognition, the warrant is remeasured at fair value at each reporting date.
The fair value valuation has resulted in the recognition of a financial asset of $336,000 at year
end and a corresponding gain in other income and losses of $336,000 in the income statement
(Note 10).
22. Held for sale assets
Post year end, the Company agreed the sale of the share capital of Copper Bay Limited.
Accordingly, the assets and liabilities of the Copper Bay entities are presented as held for sale in
the statement of financial position. The exploration assets and property, plant and equipment held
in Copper Bay were fully written off in prior years. The results of the Copper Bay entities for the
year ended 31 December 2024 and the comparative year ended 31 December 2023 are shown
within discontinued operations in the consolidated income statement.
Assets of disposal group classified as held for sale:
Group
31 Dec 24
$’000
31 Dec 23
$’000
Cash and cash equivalents
60
74
Trade and other receivables
1
2
61
76
Liabilities of disposal group classified as held for sale:
Group
31 Dec 24
$’000
31 Dec 23
$’000
Trade and other payables
24
94
24
94
During the year the following have been recognised in discontinued operations:
Loss from discontinued operations:
Group
2024
$’000
2023
$’000
General and administrative expenses
(162)
(382)
Foreign exchange (loss)/gain
(21)
319
Loss from discontinued operations
(183)
(63)
Cash flows of disposal group classified as held for sale:
Group
2024
$’000
2023
$’000
Operating cash flows
(14)
11
Total cash flows
(14)
11
23. Trade and other receivables
Group
Company
31 Dec 24
$’000
31 Dec 23
$’000
(restated)*
31 Dec 24
$’000
31 Dec 23
$’000
(restated)**
Current receivables
Receivable due from subsidiary
–
–
651
681
Trade receivables
1,873
1,449
–
–
Prepayments
2,379
1,677
354
342
Accrued income
832
651
–
–
VAT receivable
2,190
1,247
238
184
Other receivables
456
450
192
208
7,730
5,474
1,435
1,415
Non-current receivables
Prepayments
2,947
9,326
–
–
VAT receivable
3,669
4,475
–
–
6,616
13,801
–
–
* In accordance with IAS 1 paragraph 54, the Group has reclassified the 31 December 2023 income tax receivable
balance of $6,750,000 from trade and other receivables and it is now presented separately on the statement of
financial position.
** The Company has reclassified the 31 December 2023 loans due from subsidiary from trade and other
receivables and it is now presented separately as loans due from subsidiary on the statement of financial
position.
The carrying value of all the above receivables is a reasonable approximation of fair value. There
are no amounts past due at the end of the reporting period that have not been impaired apart
from the VAT receivable balance as explained below. Trade and other receivables are accounted
for under IFRS 9 using the expected credit loss model and are initially recognised at fair value and
subsequently measured at amortised cost less any allowance for expected credit losses. No
expected credit losses have been recognised.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
23. Trade and other receivables continued
As at 31 December 2024, the total Group VAT receivable was $5,859,000 (2023: $5,722,000),
which included a non-current amount of $3,669,000 (2023: $4,475,000) of VAT owed to the
Group by the Kazakhstan authorities. The Group considers that the amount is fully recoverable
under the Kazakhstan tax legislation and the Group is working closely with its advisers to recover
the remaining portion. The planned means of recovery will be through a combination of the local
sales of cathode copper to offset VAT recoverable and by a continued dialogue with the
authorities for cash recovery and further offsets.
Non-current prepayments primarily consist of prepaid capital expenditure on the Sasa Dry Stack
Tailings Project.
24. Loans due from subsidiary
Company
31 Dec 24
$’000
31 Dec 23
$’000
(restated)*
Current receivables
Loans due from subsidiary
22,094
10,100
22,094
10,100
Non-current receivables
Loans due from subsidiary
263,210
282,244
263,210
282,244
* The Company has reclassified the 31 December 2023 loans due from subsidiary from trade and other
receivables and it is now presented separately in loans due from subsidiary.
Loans due from subsidiary are accounted for under IFRS 9 using the expected credit loss model
and are initially recognised at fair value and subsequently measured at amortised cost less any
allowance for expected credit losses.
There are two loans due from subsidiaries. One loan is due from CAML MK Limited, a directly
owned subsidiary for $283,743,000 (2023: $292,142,000), which accrues interest at a rate of
2.25% per annum (2023: 2.25%). There is another loan due from CAML Exploration Limited, a
directly owned subsidiary, for $1,561,000 (2023: $202,000), which accrues interest at a rate of
6.90% per annum (2023: 6.90%) and is repayable on demand. The loans have been assessed for
expected credit loss under IFRS 9; however, as the Group’s strategies are aligned, there is no
realistic expectation that repayment would be demanded early ahead of the current repayment
plans. The expected future cash flows arising from the asset exceed the intercompany loan value
under various scenarios considered, which are outlined in the intangible assets impairment
assessment. The Company considers these loans to be recoverable and any expected credit loss
to be immaterial.
25. Inventories
Group
31 Dec 24
$’000
31 Dec 23
$’000
Raw materials and consumables
11,471
12,955
Finished goods
1,046
1,924
12,517
14,879
The Group recognises all inventory at the lower of cost and net realisable value. There were
write-offs to the income statement during the year totalling $224,000 (2023: nil) for defective
consumables inventory. The total inventory recognised through the income statement was
$6,285,000 (2023: $7,697,000).
26. Cash and cash equivalents and restricted cash
Group
Company
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$’000
Cash at bank and on hand
67,318
56,832
57,400
45,326
Cash and cash equivalents
67,318
56,832
57,400
45,326
Restricted cash
327
318
–
–
Total cash and cash equivalent including
restricted cash
67,645
57,150
57,400
45,326
The restricted cash amount of $327,000 (2023: $318,000) is held at bank to cover Kounrad
subsoil user licence requirements.
The Group holds an overdraft facility in North Macedonia, and these amounts are disclosed in
Note 32.
Reconciliation to cash flow statements
The above figures reconcile to the amount of cash shown in the statement of cash flows at the
end of the financial year as follows:
Group
31 Dec 24
$’000
31 Dec 23
$’000
Cash and cash equivalents as above (excluding restricted cash)
67,318
56,832
Cash at bank and on hand in held for sale assets (Note 22)
60
74
Balance per statement of cash flows
67,378
56,906
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
27. Share capital and premium
Group and Company
Number of
shares
Ordinary
Shares
$’000
Share
premium
$’000
Treasury
shares
$’000
At 1 January 2023
182,098,266
1,821
205,437
(15,831)
Exercise of share options
–
–
288
418
At 31 December 2023
182,098,266
1,821
205,725
(15,413)
Exercise of share options
–
–
100
1,528
At 31 December 2024
182,098,266
1,821
205,825
(13,885)
The par value of Ordinary Shares is $0.01 per share and all shares are fully paid.
The Company set up an Employee Benefit Trust (EBT) during 2009 for the purpose of satisfying
awards granted under the Company’s Employee Share Plans (Note 29). In prior years, the
Company issued and allotted Ordinary Shares to the trustee of the EBT. The shares allotted to
the EBT are treated as treasury shares and deducted from equity in the consolidated statement of
financial position. In addition, shares are held jointly with the Company’s EBT and certain
employees under a joint share ownership plan.
During the year, there was an exercise of share options by employees and Directors that was
partly settled by selling treasury shares. The proceeds of disposal of treasury shares exceeded
the purchase price by $100,000 (2023: $288,000) and has been recognised in share premium.
The remaining share options exercises during the year were cash-settled amounting to
$3,900,000 (2023: $1,394,000).
Group and Company
Treasury shares
No.
EBT shares
No.
EBT joint share
ownership
No.
At 1 January 2023
471,647
5,691,150
2,239,602
Disposal of treasury shares
(278,322)
–
–
At 31 December 2023
193,325
5,691,150
2,239,602
Disposal of treasury shares
–
(626,537)
–
At 31 December 2024
193,325
5,064,613
2,239,602
28. Currency translation reserve
Currency translation differences arose primarily on the translation on consolidation of the Group’s
Kazakhstan-based and North Macedonian-based subsidiaries whose functional currency is the
tenge and denar respectively. In addition, currency translation differences arose on the goodwill
and fair value uplift adjustments to the carrying amounts of assets and liabilities arising on the
Kounrad Transaction and CMK Resources acquisition, which are denominated in tenge and denar,
respectively. During 2024, a non-cash currency translation loss of $27,261,000 (2023: gain of
$12,925,000) was recognised within equity.
29. Share-based payment liability
The Company provides rewards to staff in addition to their salaries and annual discretionary
bonuses, through the granting of share options in the Company. The Company share option
scheme has an exercise price of effectively nil for the participants.
The share options granted during 2012 until 2018 were based on the achievement by the Group
and the participant, of the performance targets as determined by the CAML Remuneration-
Committee that are required to be met in year one, and, then options could be exercised one
third annually from the end of year one. Options granted from 2012 to 2018 had straightforward
conditions attached, have all vested and are valued at each reporting date using the Group share
price at that date less the exercise price.
Share options granted in 2019 vested after three years depending on the achievement by the
Group of the performance target relating to the level of absolute total shareholder return
compound annual growth rate of the value of the Company’s shares over the performance period
of three financial years ending 31 December 2021.
Share options granted in 2020 to 2024 vest after three years depending on a combination of the
achievement by the Group of the performance target relating to the level of total shareholder
return compound annual growth rate of the value of the Company’s shares over the performance
period of three financial years relative to the constituents of a selected group mining index of
companies as well as sustainability performance targets.
The fair value at grant date of the 2019 to 2024 grants is independently determined using a
Monte Carlo simulation model that takes into account the exercise price, the term of the option,
the impact of dilution (where material), the share price at grant date and expected price volatility
of the underlying share, the expected dividend yield, the risk-free interest rate for the term of the
option, and the correlations and volatilities of the share price.
As at 31 December 2024, the share options granted in 2019, 2020 and 2021 (2023: 2019 and
2020) have vested. These options are valued at year-end using the Group share price at that
date, less the exercise price. As at 31 December 2024, the share options granted in 2022, 2023
and 2024 (2023: 2022 and 2023) have not yet vested. These unvested options have been fair
valued at the year-end using the Monte Carlo simulation model.
Group and Company
31 Dec 24
$’000
31 Dec 23
$’000
Vesting period
3 years 0 months 3 years 0 months
Exercise price
$0.01
$0.01
Risk-free interest rate
4.19%
3.36%
Volatility
3.81%
3.95%
Share price at year end
£1.57
£1.81
The volatility was determined based on the length of the vesting period, which is three years, and
the historical share price during this period at the date of valuation. Additionally, since the vesting
conditions of the share options are based on CAML’s share price compared to the relative total
shareholder return of constituents in a selected mining index, the model uses correlations of the
share prices to assign a value to the share option.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
29. Share-based payment liability continued
As at 31 December 2024, 6,976,892 (2023: 6,425,720) options were outstanding. Share options
are granted to Directors and selected employees.
Movements in the number of share options outstanding and their related weighted average price
are as follows:
2024
2023
Average
exercise
price in $ per
share option
Options
(number)
Average
exercise
price in $ per
share option
Options
(number)
At 1 January
0.01
6,425,720
0.01
5,467,454
Granted
0.01
2,012,034
0.01
1,748,642
Exercised
0.01
(1,293,658)
0.01
(580,459)
Non-vesting
0.01
(167,204)
0.01
(209,917)
At 31 December
0.01
6,976,892
0.01
6,425,720
Non-vesting shares relate to options granted for which the performance targets were not met.
Out of the outstanding options of 6,976,892 (2023: 6,425,720), 1,972,648 options (2023:
2,285,498) were exercisable as at 31 December 2024 excluding the value of additional share
options for dividends declared on those outstanding. The related weighted average share price at
the time of exercise was $2.73 (2023: $2.63) per share. Share options exercised by the Directors
during the year are disclosed in the Remuneration Committee Report.
Share options outstanding at the end of the year have the following expiry date and
exercise prices:
Grant – vest
Expiry date
of option
Option
exercise
price $
2024
Options
(number)
2023
Options
(number)
24 Jul 13
23 Jul 23
0.01
–
36,801
3 Jun 14
2 Jun 24
0.01
–
93,064
8 Oct 14
7 Oct 24
0.01
–
160,000
22 Apr 15
21 Apr 25
0.01
212,121
212,121
18 Apr 16
17 Apr 26
0.01
227,312
338,940
21 Apr 17
20 Apr 27
0.01
168,279
279,763
2 May 18
1 May 28
0.01
309,031
484,090
30 May 19
29 May 29
0.01
273,340
349,269
16 Dec 20
15 Dec 30
0.01
198,223
337,866
15 Jul 21
14 Jul 31
0.01
584,341
974,392
22 Jun 22
21 Jun 32
0.01
1,339,979
1,410,772
12 Apr 23
11 Apr 33
0.01
1,652,232
1,748,642
9 Apr 24
8 Apr 34
0.01
2,012,034
–
6,976,892
6,425,720
Effective 1 January 2023, the Group has modified its share-based payments from equity-settled
to cash-settled. During 2023, the Company settled a number of awards in cash, which is deemed
sufficient to have established a past practice of cash settlement under paragraph 41 of IFRS 2.
The Group has made a restatement to the 2023 financial statements and a liability of $12,474,000
has been recognised as at 31 December 2023, reflecting the fair value of the cash-settled share-
based payments (See Note 40 for details). The changes in the fair value of the cash-settled
share-based payments of $3,966,000 (2023: $4,803,000) has been reported within the
consolidated income statement.
Group and Company
31 Dec 24
$’000
31 Dec 23
$’000
Share-based payment liability
10,926
12,474
Classified as:
Current
8,635
10,206
Non-current
2,291
2,268
The total intrinsic value at the end of 31 December 2024 for which the share options have vested
is $6,165,088 (2023: $8,349,614) which includes the value of additional share options for
dividends declared on those exercisable.
During the year, the Group settled a number of share options as equity-settled. As a result, these
share options were modified to equity-settled on the date of exercise, with a corresponding
increase in share premium of $100,000 (2023: $288,000) and a reduction in treasury shares of
$1,528,000 (2023: $418,000) following settlement.
30. Trade and other payables
Group
Company
31 Dec 24
$’000
31 Dec 23
$’000
(restated)*
31 Dec 24
$’000
31 Dec 23
$’000
(restated)**
Trade and other payables
7,403
5,473
280
462
Accruals
5,792
7,628
5,397
6,214
Social security and other taxes
3,978
4,164
282
294
17,173
17,265
5,959
6,970
* In accordance with IAS 1 paragraph 54 the Group has reclassified the 31 December 2023 income tax payable
balance of $62,000 from trade and other payables and it is now presented separately on the statement of
financial position.
** The Company has reclassified the 31 December 2023 loans due to subsidiary from trade and other payables and
it is now presented in borrowings and loans due to subsidiary on the statement of financial position.
The carrying value of all the above payables is equivalent to fair value.
All Group and Company trade and other payables are payable within less than one year for both
reporting periods.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
31. Silver stream commitment
The carrying amounts of the silver stream commitment for silver delivery are as follows:
Group
Company
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$’000
Current
1,082
1,002
–
–
Non-current
14,978
16,042
–
–
16,060
17,044
–
–
On 1 September 2016, the CMK Group entered into a Silver Purchase Agreement. The CAML
Group acquired this agreement as part of the acquisition of the CMK Group and inherited a silver
stream commitment related to the production of silver during the life of the mine. The reduction in
the silver stream commitment is recognised in the income statement within cost of sales as the
silver is delivered based on the units of production and is updated to reflect the latest estimate of
reserves.
32. Borrowings and loans due to subsidiary
Group
Company
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$‘000
(restated)*
Current
Bank overdrafts
‣ Unsecured
252
326
–
–
Loans due to subsidiary
–
–
42,220
28,146
Total current
252
326
42,220
28,146
* The Company has reclassified the 31 December 2023 loans due to subsidiary from trade and other payables and
it is now presented in borrowings and loans due to subsidiary on the statement of financial position.
The movement on the overdrafts and loan due to subsidiary can be summarised as follows:
Group
Company
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$‘000
31 Dec 23
$‘000
(restated)*
Balance at 1 January
326
1,390
28,146
37,407
Repayments of overdraft
(58)
(1,090)
–
–
Advance of loan due to subsidiary
–
–
71,500
45,000
Repayments of loan due to subsidiary
–
–
(57,500)
(54,000)
Finance charge interest
20
46
1,750
1,052
Interest paid
(20)
(46)
(1,676)
(1,313)
Foreign exchange
(16)
26
–
–
Balance at 31 December
252
326
42,220
28,146
Group
During the year, overdrafts of $58,000 were repaid (2023: $1,090,000) with total interest paid of
$20,000 (2023: $46,000).
The overdrafts are held with North Macedonian banks and are denominated in euro and payable
at fixed interest rates ranging from 3.24% to 5.30%.
Company
The Company has an outstanding loan due to its subsidiary, Kounrad Copper Company LLP, an
indirectly owned subsidiary. The initial loan relates to a loan agreement dated 21 September
2023, which accrued interest at a rate of 6.90%. This loan, amounting to $57,500,000, was fully
repaid in July 2024.
Subsequently, a new loan was entered into in August 2024, with a year-end balance of
$42,220,000. This new loan accrues interest at a rate of 6.67% per annum and is repayable on
demand.
The total interest paid on these loans amounted to $1,676,000 (2023: $1,313,000).
The carrying value of loans due to subsidiary and overdrafts approximates fair value:
Carrying amount
Fair value
Group
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$’000
Bank overdrafts
252
326
252
326
252
326
252
326
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
32. Borrowings and loans due to subsidiary continued
The carrying value of loans due to subsidiary and overdrafts approximates fair value:
Carrying amount
Fair value
Company
31 Dec 24
$’000
31 Dec 23
$’000
31 Dec 24
$’000
31 Dec 23
$’000
Loan due to subsidiary
42,220
28,146
42,220
28,146
42,220
28,146
42,220
28,146
33. Provisions for other liabilities and charges
Group
Group
Asset
retirement
obligation
$’000
Employee
retirement
benefits
$’000
Other
employee
benefits
$’000
Leasehold
dilapidation
$’000
Legal
claims
$’000
Total
$’000
At 1 January 2023
20,543
244
288
–
2
21,077
Change in estimate
3,687
62
99
93
–
3,941
Settlements of provision
–
(34)
(21)
–
–
(55)
Unwinding of discount
(Note 15)
1,707
–
–
–
–
1,707
Exchange rate difference
163
10
12
1
–
186
At 31 December 2023
26,100
282
378
94
2
26,856
Change in estimate
(576)
85
121
–
–
(370)
Settlements of provision
–
(14)
(19)
–
–
(33)
Unwinding of discount
(Note 15)
2,013
–
–
7
–
2,020
Exchange rate difference
(2,366)
(18)
(24)
(2)
–
(2,410)
At 31 December 2024
25,171
335
456
99
2
26,063
Non-current
25,171
295
433
99
2
26,000
Current
–
40
23
–
–
63
At 31 December 2024
25,171
335
456
99
2
26,063
a) Asset retirement obligation
The Group provides for the asset retirement obligation associated with the mining activities at
Kounrad, estimated to be required in 2034. During 2022, the Group engaged an external expert
consultant to prepare a conceptual closure plan and asset retirement obligation for the leaching
and Kounrad operation and associated infrastructure. The expected current cash flows, including
a cost contingency of 10%, were projected over the useful life of the mining site and inflated using
an inflation rate of 7.61% (2023: 6.30%) and discounted to 2024 terms using a nominal pre-tax
risk-free discount rate of 6.71% (2023: 6.70%). The costs of the related assets are depreciated
over the useful life of the assets and are included in property, plant and equipment.
The Group also provides for the asset retirement obligation associated with the mining activities
at Sasa, estimated to be primarily required in 2039. During 2021, Sasa engaged an external expert
consultant to prepare an updated conceptual closure plan. The expected current cash flows,
including a cost contingency of 10%, were projected over the useful life of the mining site and
inflated using a compounded inflation rate of 4.79% (2023: 4.68%) and discounted to 2024 terms
using a discount rate of 9.52% (2023: 9.14%). The costs of the related assets are depreciated
over the useful life of the assets and are included in property, plant and equipment.
The decrease in estimate in relation to the asset retirement obligation of $576,000 is due to an
amendment to the timing at Sasa surrounding the capping of the tailings facilities following
discussions with regulators and an update to the Kounrad and Sasa discount rates and inflation
rates as explained above using latest assumptions.
b) Employee retirement benefits
All employers in North Macedonia are obliged to pay employees a minimum severance pay on
retirement equal to two months of the average monthly salary applicable in the country at the
time of retirement. The retirement benefit obligation is stated at the present value of expected
future payments to employees with respect to employment retirement pay. The present value
of expected future payments to employees is determined by an independent authorised actuary
in accordance with the prevailing rules of actuarial mathematics.
c) Other employee benefits
The Group is also obliged to pay jubilee anniversary awards in North Macedonia for each ten
years of continuous service of the employee. Provisions for termination and retirement obligations
are recognised in accordance with actuary calculations. Basic 2024 actuary assumptions are used
as follows:
Discount rate:
5.5%
Expected rate of salary increase:
5.0%
d) Legal claims
The Group is party to certain legal claims, and the recognised provision reflects management’s
best estimate of the most likely outcome. The Group reviews outstanding legal cases following
developments in the legal proceedings and at each reporting date, in order to assess the need
for provisions and disclosures in its financial statements. Among the factors considered in making
decisions on provisions are the nature of litigation, claim or assessment, the legal process and
potential level of damages in the jurisdiction in which the litigation, claim or assessment has
been brought, the progress of the case (including the progress after the date of the financial
statements but before those statements are issued), the opinions or views of legal advisers,
experience on similar cases and any decision of the Group's management as to how it will
respond to the litigation, claim or assessment.
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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Financial statements
Overview
NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
34. Cash generated from operations
Group
Note
2024
$’000
2023
$’000
(restated)*
Profit before income tax including discontinued operations
76,527
64,822
Adjustments for:
Depreciation and amortisation
27,088
28,192
Silver stream commitment
7
(984)
(1,136)
Share of post-tax loss of investment in equity accounted associate
21
76
–
Cash-settled share-based payments
29
(3,900)
(1,394)
Fair value movement of share-based payment liability
29
3,966
4,803
Loss on disposal of property, plant and equipment
18
9
204
Foreign exchange (gain)/loss
(5,638)
3,378
Other income and losses, net
546
–
Finance income
14
(2,364)
(1,992)
Finance costs
15
2,192
1,852
Changes in working capital:
Decrease/(increase) in inventories
3,250
(1,846)
Increase in trade and other receivables
(1,561)
(5,784)
(Decrease)/increase in trade and other payables
(5,276)
1,554
Provisions for other liabilities and charges
(34)
(55)
Cash generated from operations
93,897
92,598
* See Note 40 for details regarding the prior year restatement.
The increase in trade and other receivables of $1,561,000 (2023: $5,784,000) includes a
movement in the Group VAT receivable balance of $1,125,000 (2023: $5,530,000), which is offset
against Group corporate income tax payable during the year.
35. Commitments
Significant expenditure contracted for at the end of the reporting period but not recognised as
liabilities is as follows:
Group
31 Dec 24
$’000
31 Dec 23
$’000
Property, plant and equipment
5,165
4,524
5,165
4,524
36. Dividend per share
During the year, the Company paid $40,869,000 (2023: $41,525,000), which consisted of a
2024 interim dividend of 9 pence per share and 2023 final dividend of 9 pence per share
(2023: 2023 interim dividend of 9 pence per share and 2022 final dividend of 10 pence per share).
37. Related party transactions
Key management remuneration
Key management remuneration comprises the Directors’ remuneration, including Non-Executive
Directors, and is as follows:
2024
Basic
salary/fees
$’000
2024
Annual
bonus
$’000
2024
Pension
$’000
2024
Benefits in
kind
$’000
2024
Employers’
NI
$’000
2024
Total
$’000
2023
Total
$’000
Executive Directors:
Nigel Robinson
575
419
–
12
388*
1,394
1,129
Gavin Ferrar
485
357
13
9
113
977
984
Louise Wrathall
389
291
23
5
145*
853
782
Non-Executive
Directors:
Nick Clarke
223
–
–
–
257*
480
246
Mike Prentis
115
–
–
–
14
129
122
Dr Gillian Davidson
108
–
–
–
13
121
120
Roger Davey
108
–
–
–
13
121
119
David Swan
108
–
–
–
13
121
119
Dr Mike Armitage
96
–
–
–
12
108
104
Nurlan Zhakupov**
–
–
–
–
–
–
23
2,207
1,067
36
26
968
4,304
3,748
* Employers’ NI includes amounts payable on the exercise of share options as disclosed below.
** Resigned on 3 April 2023.
During the year, the Non-Executive Chairman, Nick Clarke, and the Executive Directors, Nigel
Robinson and Louise Wrathall, exercised 1,383,849 options for a total share option gain of
$3,844,000, as set out in the table below:
Name
Position
Number of
options over
shares exercised
Share option
gain
$’000
Nick Clarke
Non-Executive Chairman
588,209
1,634
Nigel Robinson
Executive Officer
657,749
1,827
Louise Wrathall
Chief Financial Officer
137,891
383
1,383,849
3,844
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
37. Related party transactions continued
The directors who hold an interest in the issued share capital of the Company during the year
received dividends amounting to:
Name
Position
2024
Dividends
$’000
2023
Dividends
$’000
Nick Clarke
Non-Executive Chairman
321
323
Nigel Robinson
Executive Officer
151
151
Louise Wrathall
Chief Financial Officer
2
2
Gavin Ferrar
Chief Executive Officer
2
2
Dr Mike Armitage
Non-Executive Director
6
6
Dr Gillian Davidson
Non-Executive Director
2
2
Mike Prentis
Non-Executive Director
4
4
David Swan
Non-Executive Director
2
2
490
492
CAML Exploration Limited
CAML X is owned 80% by CAML and 20% by Thaler Minerals LLP (Thaler). CAML X’s CEO is
Vladimir Benes who is also a shareholder of Thaler. He is therefore an ultimate beneficial
shareholder of CAML X.
Kounrad Foundation
The Kounrad Foundation, a charitable foundation through which Kounrad donates to the community,
was advanced $569,000 (2023: $611,000). This is a related party by virtue of common Directors.
Sasa Foundation
The Sasa Foundation, a charitable foundation through which Sasa donates to the community,
was advanced $408,000 (2023: $455,000). This is a related party by virtue of common Directors.
38. Deferred income tax asset and liability
Group
The movements in the Group’s deferred tax asset and liability are as follows:
Group
At
1 January
2024
$’000
Currency
translation
differences
$’000
Credit to
income
statement
$’000
At
31 December
2024
$’000
Other temporary differences
(2,381)
(4)
379
(2,006)
Fair value adjustment on Kounrad Transaction
(4,259)
533
269
(3,457)
Fair value adjustment on CMK (Sasa) acquisition
(11,831)
627
615
(10,589)
Deferred tax liability, net
(18,471)
1,156
1,263
(16,052)
Reflected in the statement of financial position as:
31 Dec 24
$’000
31 Dec 23
$’000
Deferred tax asset
561
512
Deferred tax liability
(16,613)
(18,983)
Group
At
1 January
2023
$’000
Currency
translation
differences
$’000
(Debit)/credit
to income
statement
$’000
At
31 December
2023
$’000
Other temporary differences
(326)
(5)
(2,050)
(2,381)
Fair value adjustment on Kounrad Transaction
(4,457)
(79)
277
(4,259)
Fair value adjustment on CMK acquisition
(12,175)
(423)
767
(11,831)
Deferred tax liability, net
(16,958)
(507)
(1,006)
(18,471)
A taxable temporary difference arose as a result of the Kounrad Transaction and CMK Resources
Limited (Sasa) acquisition, where the carrying amounts of the assets acquired were increased to
fair value at the date of acquisition but the tax base remained at cost. The Kounrad deferred tax
relates to the asset in mining licences and permits within intangible assets and the CMK
Resources Limited (Sasa) deferred tax relates to the asset in mineral rights in plant, property and
equipment.
The deferred tax liability arising from these taxable temporary differences has been reduced by
$884,000 during the year (2023: $1,042,000) to reflect the tax consequences of depreciating the
recognised fair values of the assets during the year.
Group
31 Dec 2024
$’000
31 Dec 2023
$’000
Deferred tax liability due within 12 months
(1,568)
(723)
Deferred tax liability due after 12 months
(15,045)
(18,260)
Deferred tax liability
(16,613)
(18,983)
All deferred tax assets are due after 12 months. All amounts are shown as non-current on the face
of the statement of financial position as required by IAS 12 Income Taxes.
Where the realisation of deferred tax assets is dependent on future profits, the Group recognises
losses carried forward and other deferred tax assets only to the extent that the realisation of the
related tax benefit through future taxable profits is probable.
The Group did not recognise other potential deferred tax assets arising from losses of
$32,496,000 (2023: $30,705,000), arising from asset retirement obligations of $2,708,000 (2023:
$2,815,000) and in respect of share-based payments nil (2023: $260,000) as there is insufficient
evidence of future taxable profits within the entities concerned. Unrecognised losses can be
carried forward indefinitely.
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NOTES TO THE FINANCIAL STATEMENTS continued
FOR THE YEAR ENDED 31 DECEMBER 2024
38. Deferred income tax asset and liability continued
Company
At 31 December 2024 and 2023, the Company had no recognised deferred tax assets or
liabilities.
At 31 December 2024, the Company had not recognised potential deferred tax assets arising
from losses of $19,841,000 (2023: $14,362,000) as there is insufficient evidence of future taxable
profits. The losses can be carried forward indefinitely.
At 31 December 2024, the Company had other deferred tax assets of nil (2023: $260,000) in respect
of share-based payments and other temporary differences that had not been recognised
because of insufficient evidence of future taxable profits.
39. Events after the reporting period
In February 2025, the Company agreed the sale of its 76% equity interest in Copper Bay Limited
and its subsidiaries. The whole consideration is contingent on the potential future production of
copper. Completion of the sale is expected in March 2025. Copper Bay Limited was held for sale
during the reporting period.
40. Prior year restatement
In October 2024, the Company received a letter from the Corporate Reporting Review team of the
Financial Reporting Council (FRC) as part of its regular review and assessment of corporate
reporting in the UK, requesting further information in relation to CAML’s 2023 Annual Report and
Accounts. The FRC’s review is limited to the published 2023 Annual Report and Accounts; it does
not benefit from a detailed understanding of underlying transactions and provides no assurance
that the Annual Report and Accounts are correct in all material respects. As a result of the FRC’s
review, the Group has made two restatements to the 2023 financial statements.
1.
Silver stream
The Group has reclassified an amount of $8,181,000 relating to open market silver purchases
made to fulfil the silver stream arrangement (see Notes 6 and 31). This amount had previously
been reported as a deduction within revenue, so as to effectively only report revenue from the
Group’s operating mines, with the Group also disclosing a reconciliation to gross revenue, which
was determined to be an alternative performance measure. However, in line with IFRS 15,
Revenue from Contracts with Customers, the silver purchases have been reclassified to cost of
sales. As this is a reclassification within the consolidated income statement, there is no change to
gross profit for the year.
2.
Share-based payments
Additionally, following the interactions with the FRC, effective 1 January 2023, the Group has
modified its equity-settled share-based payments to cash-settled (Note 29). During 2023, the
Company settled a number of awards in cash, which is deemed sufficient to have established a
past practice of cash settlement under paragraph 41 of IFRS 2. As a result of this modification, a
liability of $12,474,000 has been recognised as at 31 December 2023, reflecting the fair value of
the cash-settled share-based payments. The changes in the fair value of the cash-settled share-
based payments has been reported within the consolidated income statement.
The financial statement line items affected in the prior year are as follows:
Group
Company
Statement of financial position
(extract)
31 Dec 23
$’000
Increase/
(decrease)
31 Dec 23
$’000
(restated)
31 Dec 23
$’000
Increase/
(decrease)
31 Dec 23
$’000
(restated)
Share-based payment liability
- current
–
10,206
10,206
–
10,206
10,206
Share-based payment liability
– non-current
–
2,268
2,268
–
2,268
2,268
Retained earnings (excl.
share-based payment
reserve)
298,134
(263) 297,871
105,154
(263) 104,891
Share-based payment
reserve
12,211
(12,211)
–
12,211
(12,211)
–
Retained earnings
310,345
(12,474) 297,871
117,365
(12,474) 104,891
Total equity
380,057
(12,474) 367,583
309,498
(12,474) 297,024
Group
Consolidated income statement (extract)
2023
$’000
Increase/
(decrease)
2023
$’000
(restated)
Revenue
195,280
8,181
203,461
Cost of sales
(92,894)
(8,181) (101,075)
Administrative expenses
(31,231)
4,540
(26,691)
Fair value movement of share-based payment liability
–
(4,803)
(4,805)
Profit for the year
37,382
(263)
37,119
The profit for the parent company for the prior year was restated by a decrease of $263,000 from
$62,087,000 to $61,824,000.
The prior year cash outflow for the cash-settled share-based payments of $1,394,000 has been
reclassified from cash flows from financing activities to cash generated from operations (Note 34)
in the consolidated statement of cash flows.
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Ag
Chemical symbol for silver.
Assay
Laboratory test conducted to determine the proportion of a mineral within a rock or other material.
Cu
Chemical symbol for copper.
Grade
The proportion of a mineral within a rock or other material. For zinc and lead mineralisation this is usually reported as a percentage of zinc
and lead per tonne of rock.
g/t
Grammes per tonne.
Indicated Mineral Resource
An Indicated Mineral Resource is that part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics are
estimated with sufficient confidence to allow the application of modifying factors in sufficient detail to support mine planning and evaluation of the
economic viability of the deposit. Geological evidence is derived from adequately detailed and reliable exploration, sampling and testing, and is sufficient
to assume geological and grade or quality continuity between points of observation. An Indicated Mineral Resource has a lower level of confidence than
that applying to a Measured Mineral Resource, and may only be converted to a Probable Ore Reserve.
Inferred Mineral Resource
An Inferred Mineral Resource is that part of a Mineral Resource for which quantity and grade or quality are estimated on the basis of limited geological
evidence and sampling. Geological evidence is sufficient to imply, but not verify, geological and grade or quality continuity. An Inferred Mineral Resource
has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to an Ore Reserve. It is reasonably
expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration.
JORC
The Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves, as published by the Joint Ore Reserves Committee
of The Australasian Institute of Mining and Metallurgy, Australian Institute of Geoscientists and Minerals Council of Australia.
Mineral Resource
A Mineral Resource is a concentration or occurrence of solid material of economic interest in or on the Earth’s crust in such form, grade or quality and
quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade or quality, continuity and other geological
characteristics of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling.
NSR cut off
The lowest net smelter return (NSR) value of mineralised material that qualifies as potentially economically mineable.
Ore Reserve
An Ore Reserve is the economically mineable part of a Measured and/or Indicated Mineral Resource. It includes diluting materials and allowances
for losses, which may occur when the material is mined or extracted, and is defined by studies, at prefeasibility or feasibility level as appropriate,
that include the application of modifying factors. Such studies demonstrate that, at the time of reporting, extraction could reasonably be justified.
The reference point at which Reserves are defined, usually the point where the ore is delivered to the processing plant, must be stated. It is important
that in all situations where the reference point is different, such as for a saleable product, a clarifying statement is included to ensure that the reader
is fully informed as to what is being reported.
Pb
Chemical symbol for lead.
Probable Ore Reserve
A Probable Ore Reserve is the economically mineable part of an Indicated and, in some circumstances, a Measured Mineral Resource.
The confidence in the modifying factors applying to a Probable Ore Reserve is lower than that applying to a Proved Ore Reserve.
Zn
Chemical symbol for zinc.
GLOSSARY OF TECHNICAL TERMS
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Board of Directors
Nick Clarke, Non-Executive Chairman
Gavin Ferrar, Chief Executive Officer
Louise Wrathall, Chief Financial Officer
Nigel Robinson, Executive Director
Dr Mike Armitage, Non-Executive Director
Roger Davey, Non-Executive Director
Dr Gillian Davidson, Non-Executive Director
Mike Prentis, Non-Executive Director
David Swan, Non-Executive Director
Principal places of business
United Kingdom
36 Carnaby Street
London W1F 7DR
United Kingdom
Kazakhstan
4 Zh.Abugaliev Street
Balkhash
Kazakhstan
North Macedonia
Sasa Dooel
28 Rudarska Street
Makedonska Kamenica
North Macedonia
DIRECTORS, SECRETARY AND ADVISERS
Company Secretary
Tony Hunter
Registered address
Masters House
107 Hammersmith Road
London W14 0QH
United Kingdom
Registered number
5559627
Company website
www.centralasiametals.com
Nominated Adviser and joint broker
Peel Hunt LLP
7th Floor
100 Liverpool St
London EC2M 2AT
United Kingdom
Joint broker
BMO Capital Markets
6th Floor
100 Liverpool St
London EC2M 2AT
United Kingdom
Independent Auditors
BDO London
55 Baker Street
London W1U 7EU
United Kingdom
Public relations
BlytheRay
4-5 Castle Court
London EC3V 9DL
United Kingdom
Registrars
Computershare Investor Services
The Pavilions
Bridgwater Road
Bristol BS13 8AE
United Kingdom
CENTRAL ASIA METALS PLC Annual Report & Accounts 2024
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This report is printed on mixed source paper which is FSC® certified (the standards
for well-managed forests, considering environmental, social and economic issues).
The paper is sourced from well-managed forests and other controlled sources.
Consultancy and design by Black Sun Global
www.blacksun-global.com
Printed by Principal Colour
36 Carnaby Street
London W1F 7DR
United Kingdom
www.centralasiametals.com