Hermès
Annual Report 2023

Plain-text annual report

20 23ANNUAL REPORT www.rameliusresources.com.au CONTINUED GROWTH REFLECTS OUR STRATEGY IN ACTION CORPORATE DIRECTORY Directors Bob Vassie – B.MinTech (Hons) Mining, FAusIMM, GAICD Independent Non-Executive Chair Mark Zeptner – BEng (Hons) Mining, MAusIMM, MAICD Managing Director and Chief Executive Officer David Southam – B.Com, CPA, MAICD Independent Non-Executive Director Natalia Streltsova – MSc, PhD (Chem Eng), GAICD Independent Non-Executive Director Fiona Murdoch – LLB (Hons), MBA, GAICD Independent Non-Executive Director Colin Moorhead – BSc (Hons), FAusIMM, GAICD Non-Executive Independent Director Company Secretary Richard Jones – BA (Hons), LLB Chief Operating Officer Duncan Coutts – BEng (Hons) Mining, MAusIMM Chief Financial Officer Tim Manners – BBus (Accounting), FCA, AGIA, MAICD Executive General Manager – Exploration Peter Ruzicka – MSc (Ore Deposit Geology), BAppSc (Geology), BSc, MAusIMM Principal Registered Office Level 1, 130 Royal Street East Perth WA 6004 + 61 8 9202 1127 Share Registry Auditor Computershare Investor Services Pty Limited Level 5, 115 Grenfell Street Adelaide SA 5000 1300 556 161 (within Australia) + 61 3 9415 4000 (outside Australia) Deloitte Touche Tohmatsu Tower 2, Brookfield Place 123 St Georges Terrace Perth WA 6000 Stock Exchange Listing Ramelius Resources Limited (RMS) shares are listed on the Australian Securities Exchange (ASX) Website www.rameliusresources.com.au Cover Image: Lightning near Penny Gold Mine Photo Competition Winner: Matt Wilkins TABLE OF CONTENTS Overview Key Operational Highlights for the Year Key Financial Highlights for the Year Chair’s Report Managing Director’s Report Review of Operations Overview Mt Magnet Production Centre Edna May Production Centre Development and Exploration Projects Resources and Reserves Company Summary Mineral Resources Ore Reserves Forward Looking Statement Competent Persons Sustainability Report Sustainability at Ramelius Annual Financial Report Directors’ Report Remuneration Report Auditor’s Independence Declaration Financial Report Income Statement Statement of Comprehensive Income Balance Sheet Statement of Changes In Equity Statement of Cash Flows Notes to the Financial Statements Directors’ Declaration Independent Auditor’s Report Shareholder Information 2 2 4 6 8 10 11 13 14 15 19 19 20 26 27 27 28 28 30 31 45 64 65 66 66 67 68 69 70 109 110 116 1 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 KEY OPERATIONAL HIGHLIGHTS FOR THE YEAR GOLD PRODUCTION AND GUIDANCE PRODUCTION 240,996oz AISC A$1,895/oz FY24 GUIDANCE 250,000- 275,000oz @ A$1,550 - 1,750/oz MINERAL RESOURCES 7.6Moz at 30 June 2023 ORE RESERVES 930koz at 30 June 2023 23% Increase in Mineral Resources ACQUISITION OF THE ROE GOLD PROJECT (BREAKER RESOURCES NL) The Roe Gold Project (Roe) is the primary exploration asset of Breaker Resources NL (Breaker) which was acquired during the financial year. The Roe Gold Project is located 100km east of Kalgoorlie in one of Australia’s premier gold provinces, at the southern end of the Keith-Kilkenny Tectonic Zone. The Roe Gold Project has a Mineral Resource of 32Mt @ 1.6g/t for 1.7 million ounces of contained gold.1 On 20 March 2023, Ramelius announced a recommended off-market takeover offer for Breaker. Under the offer, Breaker shareholders were to receive 1 Ramelius Share for every 2.82 Breaker Shares held. Control was obtained on 1 May 2023 with Ramelius holding a relevant interest in Breaker of 50.99%, or 168,482,992 Breaker Shares. The compulsory acquisition process commenced on 22 May 2023 with Ramelius obtaining 100% control on 29 June 2023. A total of 118,049,507 Ramelius Shares were issued to Breaker shareholders as consideration for the takeover. Acquisition costs totalled $5.2 million of which $4.3 million relates to stamp duty on the transaction which remains payable at 30 June 2023. Breaker had a significant cash balance of $75.4 million at the time Ramelius took control (1 May 2023). This cash was acquired as part of the transaction and is included in the reported cash and gold of Ramelius at 30 June 2023. The work streams will now focus on integrating the Roe Mineral Resource into an overall project plan for the Rebecca and Roe Gold Projects, to enable the completion of a Pre-Feasibility Study (PFS) for a combined project. The targeted delivery of this study is early 2024. Refer to Note 20 to the financial statements for further information on this acquisition. 1 Refer to ASX announcement on 20 March 2023, 'Ramelius makes Recommended Takeover Offer for Breaker Resources'. 22 RAMELIUS RESOURCES ANNUAL REPORT 20233 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T COMMENCEMENT OF HAULAGE AND PROCESSING OF ORE FROM THE PENNY GOLD MINE Underground operations commenced at the high-grade Penny Gold Mine (Penny) late in the 2022 financial year, with development and ore mining continuing throughout the year. Decline development commenced via a portal following completion of the Penny West open pit cut back in the 2022 financial year. Development is now well advanced and stoping activities are underway with steady state production being attained in the June Quarter. There were initial delays in the upgrading and permitting of the haul road from Penny to Mt Magnet. Final approvals were received on 11 May 2023 with the transition from double to quad road trains occurring during the remainder of May and June 2023. This enabled the majority of the stockpiles at Penny to be trucked to Mt Magnet by 30 June 2023; only a small amount of the lower grade (mainly Magenta) ore remained at year end (4,279t at 4.55g/t for 626 ounces of contained gold). A total of 96kt of Penny ore was hauled to, and processed at, Mt Magnet during the year at a grade of 10.52g/t for 31,461 ounces of recovered gold. COMPLETION OF MINING AT THE TAMPIA GOLD MINE Mining operations were completed late in the financial year at the Tampia Gold Mine (Tampia). At 30 June 2023 significant stockpiles remained (1.2Mt at 1.47g/t for 56,000 ounces of contained gold), which will see haulage to Edna May continue into early in the 2025 financial year. At the date of this report, much of the rehabilitation work had been undertaken. The picture above shows the progressive rehabilitation to date. COVID-19 The COVID-19 situation in Western Australia, including Ramelius’ operations, was largely under control across the financial year with a steady reduction in reported cases. In terms of managing the impacts of COVID-19, Ramelius continues to follow all government direction as they are updated. The COVID-19 cases, including both on and off-site, recorded by Ramelius is shown in the graph below. Given the COVID-19 situation is currently under control, and has been for much of the financial year, Ramelius will not report on the management of COVID-19 nor new cases going forward, unless there is a material change in circumstances. 175 150 125 100 75 50 25 0 s r e b m u N e s a C COMPLETION OF THE MINING AT THE VIVIEN GOLD MINE Mining has now concluded at the Vivien Gold Mine (Vivien) with the last ore load coming to surface on 11 January 2023. By the end of January 2023, all stockpiled ore had been hauled to, and milled at, Mt Magnet. In early February 2023 all items of plant, equipment and infrastructure were demobilised, and the site was placed on care and maintenance. The final reconciled gold production from Vivien over the period of Ramelius ownership (2015 – 2023) was 1.5 million tonnes at grade of 5.68g/t for 260,000 recovered ounces. Vivien was acquired by Ramelius in 2015 at a cost of $10 million and, over its life, generated net cash flows of $130 million for Ramelius. COVID-19 Cases and Close Contacts WA Border Re-opening 3rd March 22 M ar-22 A pr-22 M ar-22 Jun-22 Jul-22 Aug-22 Sep-22 O ct-22 N ov-22 D ec-22 Jan-23 Feb-23 M ar-23 COVID -19 Cases Close Contacts RAMELIUS RESOURCES ANNUAL REPORT 2023 KEY FINANCIAL HIGHLIGHTS FOR THE YEAR FY23 FINANCIAL HIGHLIGHTS FY23 PRODUCTION HIGHLIGHTS REVENUE OZ SOLD $631.3M ↑ 5% on 2022 UNDERLYING EBITDA1 243,263 ↓ 3% on 2022 REALISED GOLD PRICE $276.3M ↓ 6% on 2022 UNDERLYING NPAT1 A$2,591 ↑ 8% on 2022 AISC OZ $75.3M ↑ 3% on 2022 UNDERLYING CASH FLOW2 A$1,895 ↑ 24% on 2022 ORE TONNES MINED $33.0M ↓ 9% on 2022 CASH AND GOLD ON HAND CONTAINED GOLD MINED 4,023kt ↓ 11% on 2022 $272.1M ↑ FINAL DIVIDEND 57% on 2022 2.0 cps ↓ 1.0cps on 2022 281koz ↓ 10% on 2022 MINED GRADE 2.17g/t ↑ 2% on 2022 1 Underlying EBITDA & NPAT have been adjusted for impairment charges, asset sales, and other one-off items. A reconciliation is provided in Table 12 of the Directors' Report on page 33. 2 Underlying cash flow is cash flows before acquisitions and asset sales, dividends paid, and income tax payments. 4 RAMELIUS RESOURCES ANNUAL REPORT 2023FINANCIAL PERFORMANCE Table 1: Financial performance Financials Revenue EBITDA Underlying EBITDA1 EBIT Underlying EBIT1 NPAT Underlying NPAT1 Cash Flow from Operations Underlying Cash Flow2 Group Cash Flow Basic Earnings per share (EPS) Basic underlying EPS1 Dividend per Share (fully franked) Units A$’M A$’M A$’M A$’M A$’M A$’M A$’M A$’M A$’M A$’M cps cps cps 2023 631.3 256.7 276.3 92.2 111.8 61.6 75.3 261.4 33.0 103.2 6.9 8.5 2.0 2022 603.9 208.1 292.8 25.1 109.8 12.4 73.0 159.4 36.2 (80.7) 1.5 8.6 1.0 Change 5% 23% (6%) 266% 2% 397% 3% 64% (9%) 228% 373% (2%) 100% REVENUE AND EARNINGS REVENUE ($M) UNDERLYING EBITDA1 ($M) 634.3 603.9 631.3 338.1 261.0 292.8 276.3 460.6 352.8 113.0 FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23 UNDERLYING NPAT1 ($M) UNDERLYING EARNINGS PER SHARE1 (EPS) 120.9 106.8 73.0 75.3 15.5 14.9 8.6 8.5 22.4 3.8 FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23 CAPITAL MANAGEMENT NET ASSETS ($M) DIVIDEND HISTORY 940.3 635.8 720.9 515.2 278.9 5.0 4.0 3.0 2.0 1.0 ) s p c ( d n e d i v i D 2.5 2.0 1.0 1.0 71.6 2.0 80.0 60.0 40.0 20.0 ) M $ ( n r u t e r e v i t a l u m u C FY19 FY20 FY21 FY22 FY23 FY19 FY20 FY21 FY22 FY23 1 Underlying EBITDA, NPAT, and EPS have been adjusted for impairment charges, asset sales, and other and one-off items. See Table 12 page 33 of the Directors' Report for a reconciliation. 2 Underlying cash flow is cash flows before acquisitions and asset sales, dividends paid, and income tax payments. 5 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 CHAIR’S REPORT DEAR FELLOW SHAREHOLDERS, Over the past year, Ramelius management, staff and contractors have done a commendable job of navigating continuing challenges to again deliver a solid operational performance and continue to lay the foundations for growth. Persistent cost pressures and the lingering impact of COVID-19 on labour availability were common issues faced by Western Australian gold miners during the reporting period. For Ramelius, these were compounded by delays in the receipt of a key haulage permit for our new high-grade Penny mine, yet the company was still able to meet full- year guidance on production and costs, post a $75 million underlying net profit after tax and declare a fifth consecutive annual dividend. All after reinvesting almost $190 million into capital projects, including $154 million on mine development. This was a very pleasing result and a credit to the team at Ramelius. Once the required permit came through in early May to allow us to run the larger road trains between Penny and Mt Magnet, we got a glimpse into the cash-generating power of the business. With Penny contributing at full capacity, the June Quarter was the best for the year from a production and operating cashflow perspective. The Board took the opportunity to visit Penny and Mt Magnet in early June. Needless to say, we came away impressed. We look forward to the next few years in which Penny and, to a lesser extent, the shallow, low strip ratio Symes open pit, which will provide feed to the Edna May hub in the December quarter, are expected to drive a significant reduction in our AISC profile. Provided the gold price holds up, it should be accompanied by meaningful margin expansion as well. The Mineral Resource update released for Penny on 15 September 2023, which saw 70,000 very high-grade ounces added to the inventory, was another pleasing development and another example of the success we have had in extending the lives of our assets through smart, targeted exploration. This commitment to organic growth will continue, with a further $30 million budgeted for exploration in financial year 2024. As you will likely be aware, we have also remained active in pursuing growth through acquisition. Following on from the takeover of Apollo Consolidated last year, we moved to acquire Breaker Resources NL in March. Together, Apollo’s Rebecca Project and Breaker’s Lake Roe Project have given us a resource of almost 3 million ounces east of Kalgoorlie in the WA goldfields. In July, not long after closing out the Breaker deal, we announced a recommended bid for Musgrave Minerals Limited, owner of the Cue Project near Mount Magnet. These deals, primarily funded with scrip, met our strategic priorities. In the case of Breaker, we now have the critical mass in that region to investigate the potential for developing another processing hub, while the high-grade deposits that Musgrave has defined at Cue add to our resource base in the area and present further options to optimise production at the Mt Magnet mill. 6 RAMELIUS RESOURCES ANNUAL REPORT 20237 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T Edna May Photo: Johannes Janse Van Rensburg Musgrave marked Ramelius’ seventh company or project acquisition in six years, but we retain the balance sheet capacity to do more if it makes sense. Adding a third production centre to complement Mt Magnet and Edna May remains firmly in our plans. This year we will be releasing the Sustainability Report separately and after the Annual Report. In this fourth Sustainability Report we will provide an update of our performance in this increasingly important area, including our progress on reporting against global frameworks such as the Taskforce of Climate-Related Financial Disclosures (TCFD) and once again aligned with the Sustainability Accounting Standard’s Board (SASB) Metals and Mining Industry Standard framework. We continue to explore options for reducing the carbon footprint of our operations including developing options for renewables at Mt Magnet and also considering similar options for any new plant in the Rebecca / Lake Roe region which represent the largest benefit areas. We will also continue to assess electric truck haulage for our existing hub and spoke operational model. Ramelius is an equal-opportunity employer and is doing its utmost to improve gender diversity within its workforce. We are fortunate to have two highly qualified female directors on our Board in Natalia Streltsova and Fiona Murdoch, while Liz Jones has served as General Manager of Mt Magnet since 2017 overlooking half of our production capacity. All three are excellent role models for the other women within our company. On matters of Board composition, we welcomed Colin Moorhead as a Non-Executive Director on December 1 last year. Colin is a geologist and experienced mining executive who spent more than 20 years with Newcrest Mining, including leading their global exploration business. Colin has also been very successful in bringing development projects into production and, as such, his experience and credentials are very hard to find and are an excellent fit with our stated growth strategy. He has been a great fit and has contributed from the outset. I extend my gratitude to Colin, Natalia, Fiona and David Southam for their guidance and wise counsel as fellow Directors and reserve special thanks for our Managing Director Mark Zeptner, who has led the company consistently well for what is nearing on a decade now. My thanks also go to other members of the senior management team, the broader workforce and all our contractors and suppliers. Your efforts do not go unnoticed or unappreciated. In my last report to Shareholders a year ago, I made mention that many gold stocks were trading close to half of their underlying asset valuations. I said that it is how companies recover their valuations moving forward that will be the differentiator. I am pleased to report that, after a brief hiatus as rising input costs impacted margins and sentiment against Australian gold producers, Ramelius was returned to the S&P/ASX200 Index in the September 2023 quarter rebalancing as investors came to the realisation that the stock had been well and truly oversold. The consistent operational delivery, along with a balance of shareholder returns and funding of growth makes Ramelius a great company to work for and to invest in. The pieces are in place for the momentum that we have started the new financial year to continue and for the company to enjoy an extended period of prosperity and growth. Thank you for your support. Yours Sincerely, Bob Vassie Non-Executive Chair Ramelius Resources Ltd RAMELIUS RESOURCES ANNUAL REPORT 2023 MANAGING DIRECTOR’S REPORT Safety is first and foremost when it comes to being sustainable and it was pleasing to see a small improvement in our Total Recordable Injury Frequency Rate for the 2023 financial year. Our focus remains on driving further improvement in safety performance trends and compliance with recently introduced workplace health and safety legislation and the associated implementation of Principal Mining Hazard Standards. Following the orderly closure of the Vivien mine during the year, we are now feeding ore from four mining operations into two central processing hubs at Mt Magnet and Edna May, with the high-grade Penny mine effectively replacing Vivien late in the financial year. Ore haulage from Symes to Edna May recently began in the September quarter, in this case effectively replacing Tampia, where mining has finished and stockpiles are being hauled to the mill. This “hub and spoke ” arrangement provides us with a level of operational flexibility that is helpful in maintaining our industry-leading EBITDA margin, typically above 40%. Heading into the 2023 financial year, we had anticipated that Mt Magnet would reclaim the “flagship” mantle from Edna May and contribute a larger proportion of overall ounces; ultimately it remained an even split between the two hubs. This outcome was primarily due to delays experienced in securing approval from two local shires and Main Roads WA to run 100t payload quad road-trains on the upgraded road between the Penny operation and Mt Magnet, 160km to the north-west. Aside from the delay with Penny, in the earlier stages of the year we continued to deal with the impact of COVID-19 on labour availability, while across the entire reporting period there was precious little relief from the inflationary pressure we have seen on key inputs for our business such as labour, fuel and other consumables. A Strong Financial Performance In light of these challenges, it was pleasing to note that our full-year financial results – built around production of 240,996 ounces of gold at an all-in sustaining cost (AISC) of A$1,895 an ounce, within guidance, albeit at the lower end – showed improvement on almost every metric when compared to the previous 12-month period. Among the highlights were: • A 5% increase in revenue to $631.3 million, driven by an 8% increase in average realised gold price (A$2,591/oz); • Underlying EBITDA of $276.3 million, representing an industry-leading margin of 44%; • A 3% increase in underlying net profit after tax to $75.3 million; • A 57% increase in cash and gold on hand to $272.1 million; DEAR FELLOW SHAREHOLDERS, From my perspective, Ramelius has done a decent job of adhering to its mission statement: “To be a sustainable gold producer that focuses on delivering superior returns for stakeholders” – over the past 12 months in the face of some fairly significant headwinds. 8 RAMELIUS RESOURCES ANNUAL REPORT 2023• A 100% increase in final dividend to 2.0 cents per share; and • A 77% improvement in working capital position to $293.1 million. We came home with the wind in our sails in the June Quarter after securing the Penny haul road approval in early May: production of 68,752 ounces at an AISC of A$1,648/oz was the strongest three-month performance for the year. The positive cashflow impact of a more fulsome contribution from Penny was also apparent: we generated $42.6 million from operating activities during the quarter after investing $25.7 million back into capital growth projects. We see this impact continuing into the current financial year, in which we have provided production guidance of 250,000- 275,000 ounces at an AISC of A$1,550-1,750 an ounce. As in the 2023 financial year, production will be weighted towards the second half. Mine sequencing is expected to result in a slightly lower mined grade from Penny in the September quarter than for the rest of the year, while the contribution from Symes, a shallow, low-strip, high-grade open pit in close trucking distance to Edna May, should become more noticeable as the year progresses. As you will see from this report’s projected breakdown of production across the various mining operations and in the presentation published with the annual results in August 2023, we anticipate that this year Mt Magnet will account for a greater proportion of ounces than Edna May. The strong earnings and cashflow reported in 2023 financial year ensured we were in a position to declare a fifth consecutive annual dividend. With the doubling in the dividend to 2.0 cents per share and an increase in the Company’s issued capital over the past 12 months, a total of $19.8 million will be returned to shareholders in mid- October 2023. Investing in the Future Alongside accommodating shareholders that appreciate the income stream a dividend provides, it is important that we continue to invest back into the business, to shore up our future and to enhance our market appeal. Over the 2023 financial year, we spent $71.1 million on non- sustaining capital and project development, with the majority shared between the Galaxy underground at Mt Magnet and the Penny underground. This financial year we have budgeted for capex to reduce to $50-60 million. While the upfront development at Penny is now largely complete, there will be ongoing investment in the Galaxy underground and spending on Symes will increase as it moves to production. On the exploration front, we have increased our budget to $30 million for this financial year. Opportunities at Mt Magnet, Penny and the Rebecca/Roe project area stand out as delivering valuable resource ounce increases and ultimately bolstering reserves, while there is much potential yet to be unlocked within the broader exploration portfolio. We have also maintained our status as a prime mover in the consolidation of the West Australian gold industry, with the acquisitions of Breaker Resources and Musgrave Minerals, both now completed. Breaker was an all-scrip deal that delivered us an additional 1.7 million ounces in resources in the form of the Lake Roe Gold Project, as well as ~$75 million in cash held by the company on its balance sheet. Lake Roe is located 150km east of Kalgoorlie and within close proximity of the Rebecca Project, which we acquired through the takeover of Apollo Consolidated in 2021. Together, the two projects have an enhanced prospect of supporting a new processing hub in the region. We anticipate handing down the findings of a pre-feasibility study on a combined development in early 2024. The consideration for the Musgrave acquisition was primarily scrip supplemented by a modest cash component. In exchange, we secured the high-grade Cue deposits defined through outstanding work by Musgrave within a proverbial stone’s throw of our Checkers processing facility at Mt Magnet. As we stated when we launched the offer for Musgrave in July, one of our key strategic objectives is feeding our existing hubs at Mt Magnet and Edna May, and, while Mt Magnet has for a long time now had a solid pipeline of production opportunities in front of it, adding a high-grade, low-cost asset like the Cue Project was too good an opportunity to pass up. The use of scrip in the Breaker and Musgrave deals has been important in preserving balance sheet capacity to pursue another of our strategic objectives – acquiring a third processing hub. With cash and bullion of $272 million at the end of June, an undrawn $100 million debt facility at our disposal and the anticipation of strong cash build over the coming years, we believe we are well positioned. There is no doubt that our business development team is match-fit, having now completed seven company or project acquisitions in the past six years. But, as with all of those previous deals, we will maintain discipline and only move when the right opportunity presents and the right price can be agreed. I am proud of the culture we have built at Ramelius, which is centered around maintaining a “can-do” attitude and delivering on what we say we are going to do. I believe this held us in good stead through the difficulties the industry faced during COVID-19 and that it will continue to serve us well into the future. On that note, it is important that I express my thanks to the entire workforce, senior management, site-based staff, contractors and suppliers. I would also like to thank the Board for their support over the past 12 months. We are fortunate to have a very well-rounded group of directors setting the course for the company, led by Chair Bob Vassie. Finally, thank you for your support as shareholders. We are entering an exciting period for the company as Penny hits full capacity and I urge you to stay aboard for the next stage of the journey. Yours sincerely, Mark Zeptner Managing Director Ramelius Resources Ltd 9 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 REVIEW OF OPERATIONS Overview Mt Magnet Production Centre Edna May Production Centre Development and Exploration Projects 11 13 14 15 CONTINUED GROWTH REFLECTS OUR STRATEGY IN ACTION 10 Figure 1: Ramelius’ operating and development project locations RAMELIUS RESOURCES ANNUAL REPORT 2023OVERVIEW Ramelius is an established mid-tier ASX gold production and exploration company. Ramelius produced 240,996 ounces in the 2023 financial year at an AISC of A$1,895/oz. Both production and AISC were within the original guidance levels published in July 2022. Ramelius has reported underlying earnings before interest and tax1 (EBIT) of $111.8 million which is comparable to the prior year (2022: $109.8 million). Whilst the gold price was higher than last year, this did not translate to improved earnings due to lower gold production from lower grades at Mt Magnet and lower throughput at Edna May. The lower grades at Mt Magnet were due mainly to the completion of the high-grade Shannon and Vivien mines mid-year. Whilst the high-grade Penny underground will see an improvement in margins in the 2024 financial year the impact from Penny in the current year was relatively small due to the delays noted earlier. The statutory EBIT of $92.2 million was 267% up on the prior year mainly because of the Edna May impairment recognised in the prior year. Furthermore, the underlying Net Profit after Tax1 (NPAT) was $75.3 million which was up 3% on last year’s underlying NPAT of $73.0 million. In line with the improved gross cash margin (excluding non- cash items) (see Table 11 of the directors' report) the cash flows from operations have also reported an increase of 64% to $261.4 million (2022: $159.4 million). In addition to the operational performance, the cash flow was impacted by a different income tax profile for Ramelius, whereby in the prior year tax payments of $50.5 million were made, whist in the current year, a tax refund of $6.2 million was received. Further details on the financial performance of the Group for the 2023 financial year can be found in the financial review section of the Directors' report. Production guidance for the 2024 financial year has been set at 250,000 – 275,000 ounces at an AISC of A$1,550 – 1,750/oz with the production weighting expected to be in the second half of the year as higher-grade material will be sourced from Penny and the mining of the Symes open pit will be in full swing. The AISC will benefit from this increased grade (notably the increased contribution from Penny) and throughput increase from the introduction of Symes. Ounces sold for the year decreased 3% to 243,263 ounces at an average realised gold price of A$2,591/oz. Ounces sold were down on the prior year due to lower production. However, given the higher gold price in the year (from both forward sales and the spot market), the actual sales revenue increased 5% on the prior year. Despite a high cost profile in FY23 the operations continued to generate a strong AISC margin of A$696/oz, or 27%, which remains competitive with our peers. The 2024 and 2025 financial years are forecasted to have a notably lower AISC with the increased contribution from Penny ore. In conjunction with this, the higher current spot price and hedge book should see AISC margins of more than A$1,000/oz, or 40%, in the 2024 and 2025 financial years. Edna May Photo: Michael Lepre 1 Underlying EBIT & NPAT is a non-IFRS measure that have been adjusted for the impact of asset impairments, two STI payments recorded in the year as Ramelius transitioned to accruing for these in the year the performance is measured, fair value adjustments, and asset sales not in the ordinary course of business. Refer to Table 12 & Figure 10 in the Directors' report. 11 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 10 YEAR AISC MARGIN (Including Forecast for FY 2024 / 2025 Based On Mid Point of Guidance) GUIDANCE# AISC MARGIN.... 27% 41% 48% A$1,129/oz A$1,373/oz 37% 28% 28% 29% 31% 42% 42% e c n u o r e p $ A 3,000 2,800 2,600 2,400 2,200 2,000 1,800 1,600 1,400 1,200 1,000 2016 2017 2018 2019 2020 AISC 2016 2022 2023 2024(F)# 2025(F)# Gold Price Figure 2: AISC per ounce and realised gold price for 2016 to 2023 + guidance for FY 2024 / 2025 #. The AISC Guidance is based on the mid-point of the Guidance ranges, from RMS ASX Release “June 2023 Quarterly Activities Report”, 27 July 2023 for 2024(F)# and from RMS ASX Release “3 Year Production Outlook & Study Update”, 14 November 2022 for 2025(F)#. The gold price is based on the forward gold sales book as at 30 June 2023 and a spot price of A$2,880/oz. Table 2: Summary of Mining and Milling Operations for the 2023 Financial Year Operational Summary Unit Mt Magnet Edna May 2023 2022 Change Change % Open Pit Ore mined Grade Contained gold Underground Ore mined Grade Contained gold Total ore mined Mill Production Tonnes milled Grade Contained gold Recovery Recovered gold Gold poured Gold sold kt g/t Oz kt g/t Oz kt kt g/t Oz % Oz Oz Oz 1,238 0.99 39,368 730 4.11 96,465 1,968 1,844 2.28 135,073 95.5 128,988 127,943 1,874 2.07 3,112 1.64 3,596 1.66 (484) (0.02) 125,007 164,374 192,315 (27,941) 181 3.50 20,353 2,055 1,925 1.94 911 3.99 116,818 4,023 3,769 2.11 120,063 255,136 93.9 112,716 113,053 94.7 241,704 240,996 945 3.93 119,442 4,541 4,239 2.01 273,996 94.9 259,949 258,625 (34) 0.06 (2,624) (518) (470) 0.10 (18,860) (0.2) (18,245) (17,269) 128,992 114,271 243,263 251,355 (8,092) - 13 % - 1 % - 15 % - 4 % + 2 % - 2 % - 11 % - 11 % + 5 % - 7 % + 0 % - 7 % - 7 % - 3 % 12 RAMELIUS RESOURCES ANNUAL REPORT 2023 MT MAGNET PRODUCTION CENTRE The Mt Magnet production centre includes the multi pit / underground projects of the Mt Magnet Operation along with high-grade underground ore hauled from the Vivien and Penny Gold Mines. Gold production from the Mt Magnet production centre totalled 127,943 ounces for the year at an AISC of A$1,850/oz (2022: 126,511 ounces at an AISC of A$1,465/oz). MINING – MT MAGNET GOLD MINE Open pit operations at the Mt Magnet Gold Mine focussed on Eridanus and Orion in 2023. At Eridanus mining continued as planned with 788kt of ore mined at a grade of 1.05g/t for 26,515 ounces of contained gold. Mining of Eridanus has now progressed past the lower-grade portion of the ore body and accordingly grades are expected to increase in the 2024 financial year. The Orion pit provided a new source of oxide material for the mill during the year which enabled mill throughput rates at Mt Magnet to be increased. A stockpile of this softer oxide material was on hand at the end of the year for future use to maintain the optimal blend for the processing plant. There were three underground mines in operation at Mt Magnet during the 2023 financial year; Shannon, Hill 60, and Galaxy. The Shannon underground, which started as an open pit in the 2018 financial year, was completed in January 2023. Mining at Hill 60 continued steadily over the year with 425kt of ore mined at a grade of 2.71g/t for 37,071 ounces of contained gold. With the completion of Shannon, the focus moved to the development of the Galaxy underground mine where solid progress was made with modest tonnages throughout this development phase. Galaxy will provide a steady supply of underground ore at Mt Magnet in coming years. MINING – VIVIEN GOLD MINE After seven and a half years of mining, the last load of ore was trucked from Vivien to Mt Magnet in January 2023 with the mine placed into care and maintenance shortly thereafter. Vivien was acquired in October 2013 with an initial expected mine life of three years and an acquisition cost of $10 million. The Vivien Gold Mine produced 259,960 ounces of gold over its life generating just under $130 million with an IRR of 72%. After the completion of mining operations, many of the staff, including the Mine Manager, went on to Penny. Excellent production rates were seen across the year at Vivien with operations focussing on stoping only with no further development taking place in anticipation of the mines completion. MINING – PENNY GOLD MINE Development at Penny continued throughout the year with the completion of the initial development drives. Haulage commenced late in the Second Quarter using smaller double road trains as road upgrades were undertaken to allow the larger 105t capacity quad road trains. The upgrade works were completed in February 2023 with final approvals from Main Roads WA received in May 2023. An accelerated haulage campaign commenced shortly thereafter to target zero high-grade stockpiles at Penny by 30 June 2023. Despite a slower than expected initial mobilisation, Ramelius trucked nearly all available material to the mill, with only 4,279t at 4.55g/t remaining on the stockpiles at 30 June 2023 which was the lower-grade ore (mainly from the small Magenta open pit). For the financial year a total of 96kt at 10.52g/t was hauled to, and processed at, Mt Magnet. A processing recovery of 96.7% resulted in 31,471 ounces of gold production attributable to Penny. MILLING – MT MAGNET PRODUCTION CENTRE Table 3: Mt Magnet Milling for the 2023 Financial Year Mt Magnet mill Tonnes milled Grade Contained gold Recovery Recovered gold Gold poured Gold sold Unit kt g/t Oz % Oz Oz Oz 2023 1,844 2.28 135,073 95.5 128,988 127,943 128,992 2022 1,732 2.37 131,830 96.2 126,860 126,511 123,112 Change Change (%) 112 (0.09) 3,243 (0.7) 2,128 1,432 5,880 + 6 % - 4 % + 2 % - 1 % + 2 % + 1 % + 5 % Total tonnes milled at Mt Magnet increased 6% on the prior year to 1,844k tonnes with the introduction of softer oxide ore from Orion into the blend. Milled grades were down on the prior year due to lower grades from the open pits (mining through the lower-grade portion of the Eridanus ore body) and less tonnes from the Shannon underground mine with operations there completing in January 2023. Overall, the combination of higher tonnes at slightly lower grade resulted in an increase of 2,128 ounces (or 2%) in recovered gold for the year. Gold production from Mt Magnet (mid-point of guidance) is forecast to be 160,000 ounces in the 2024 financial year with an increased contribution from Penny, and higher grades from Eridanus. This represents a 25% increase on the 2023 financial year. In line with the increased grades and production, the AISC for Mt Magnet is forecasted at A$1,300/oz, a 30% decrease on the 2023 financial year. 13 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 EDNA MAY PRODUCTION CENTRE The Edna May production centre includes the Edna May underground mine and open pit ore trucked in from the Tampia and Marda Gold Mines. Ore will also be trucked in from the Symes Gold Mine in the 2024 financial quarter. Gold production from Edna May totalled 113,053 ounces for the year at an AISC of A$1,945 (2022: 132,114 ounces at an AISC of A$1,578/oz). Gold production decreased 14% on the prior year due to lower throughput (large historic low-grade stockpiles now depleted) and lower grades from Marda and Tampia. MINING – EDNA MAY GOLD MINE The Edna May underground was impacted by high water inflows from underground watercourses throughout the year, which saw the tonnes mined from the underground drop 15% from the prior year. Total ore mined was 181k tonnes at a grade of 3.50g/t for 20,353 ounces of contained gold. In mid-June 2023 a temporary escalation of water inflow, that was higher than the installed pumping capacity, led to higher water levels within the mine. Development works had taken place at these lower levels and at 30 June 2023 it was uncertain as to whether access to these lower levels, and the benefit from this development work undertaken, would be feasible. The lower levels of the underground mine are being monitored and if conditions permit, and access is economically feasible, development deeper into the mine will continue to the 840mRL and 820mRL and ore may be extracted from these levels. This water ingress event will not materially impact the production and cost guidance for the 2024 financial year. MINING – TAMPIA GOLD MINE Operations at Tampia exceeded expectations with a total of 1,592k tonnes mined at a grade of 2.09g/t for 106,739 ounces of contained gold. Mining operations were completed at Tampia in May 2023, slightly ahead of schedule, with the mining team and infrastructure at Tampia relocating to the Symes Gold Mine, which commenced in July 2023. Haulage capacity increased over the year as contractor availability (reduction in COVID-19 related absenteeism’s) improved. A total 1,021k tonnes were hauled to, and milled at, Edna May at a grade of 2.23g/t and recovery of 92.8% for 67,391 ounces of recovered gold. As at 30 June 2023, a stockpile of 1.2M tonnes at a grade of 1.47g/t was available for haulage to Edna May, which is expected to continue into the early parts of 2025 financial year. MINING – MARDA GOLD MINE The mining focus at Marda for the year was the completion of the Golden Orb pit and commencement of the Die Hardy pit. Mining at Marda for the year totalled 282k tonnes at a grade of 2.01g/t for 18,267 ounces of contained gold, mostly from Die Hardy. No Die Hardy ore was hauled to Edna May in the year as final road upgrades were completed and permitting obtained. Haulage from Marda focussed on existing stockpiles with 436k tonnes hauled and milled at Edna May at a grade of 1.66g/t and recovery of 95.7% for 22,298 ounces of recovered gold. This haulage represents a modest increase on the prior year, with most of the additional haulage capacity directed to the higher grade Tampia ore in the year. MILLING – EDNA MAY PRODUCTION CENTRE Table 4: Edna May Filling for the 2023 Financial Year Edna May Mill Tonnes milled Grade Contained gold Recovery Recovered gold Gold poured Gold sold Unit kt g/t Oz % Oz Oz Oz 2023 1,925 1.94 120,063 93.9 112,716 113,053 114,271 2022 2,507 1.76 142,166 93.6 133,089 132,114 128,243 Change (582) 0.18 (22,103) 0.3 (20,373) (19,061) (13,972) Change (%) - 23 % + 10 % - 16 % + 0 % - 15 % - 14 % - 11 % A total of 1,925k tonnes were processed at the Edna May mill during the year compared to 2,507k tonnes in the prior year representing a 23% decrease in throughput. This decrease was due to the depletion of the historic low-grade stockpiles at Edna May during the year, which was offset, in part, by increased haulage capacity from Tampia and Marda. The higher overall mill grade for the year was due to the historic low-grade stockpile feed being replaced, in part, with the higher-grade ore from Tampia and Marda. The overall result for the Edna May mill was a 15% reduction in recovered gold when compared to the prior year. Gold production from Edna May (mid-point of guidance) is forecast to be 102,500 ounces in the 2024 financial year, a 9% decrease on the 2023 financial year, which is attributable to lower grades from the stockpiled Tampia ore. In line with the lower gold production, the AISC is forecasted to increase to A$2,200 per an ounce for the 2024 financial year. Importantly, given a large portion of Edna May production in the 2024 financial year is sourced from the milling of existing ROM stockpiles at Tampia and Marda, the AISC includes the sunk mining costs in the carrying value of those stockpiles. Therefore, included in the Edna May AISC calculations is a non-cash component of approximately A$325-350/oz. 14 RAMELIUS RESOURCES ANNUAL REPORT 2023DEVELOPMENT AND EXPLORATION PROJECTS DEVELOPMENT PROJECTS Table 5: Key Ramelius Development P{rojects PROJECT Mt Magnet Galaxy Underground Mine Hill 50 Underground Edna May Symes Find COMMENTARY Ongoing mine rehabilitation has reached the fourth ore drive and the new Mars decline is developing further at depth. Initial power, pumping, and water supply infrastructure is in place with the first underground substation and permanent pump station installed. Underground diamond drilling has been carried out into the Mars orebody with encouraging results to date, indicating strong gold mineralisation within the banded iron formation. The Quarterly reports for the financial year provided details of these results. Preliminary work has been undertaken to examine the potential to target the Hill 50 resources with diamond drilling at depth. Other development targets at Mt Magnet, such as Bartus and Eridanus, will be prioritised ahead of this project in FY 2024. The most recently reported Mineral Resource (30 June 2022) for Hill 50 was 1.9Mt at 6.0g/t for 360,000 ounces. An RC infill drilling program was completed at Symes resulting in an updated Mineral Resource of 1.4Mt at 1.7g/t for 75k ounces of gold. A Pre-Feasibility Study (PFS) was completed for Symes in the year and the Board approved the commencement of mining. A mining contractor has been appointed and the mining teams mobilised to site. Site set up and earthmoving commenced in July 2023. The entire pit program has been grade control drilled in advance and, at the date of this report, ore haulage permitting was in place. 15 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 EXPLORATION PROJECTS Ramelius’ exploration activities focussed on the Mt Magnet and Rebecca Gold Project areas during the year. Exploration and resource definition drilling results have been detailed in the Quarterly reports released to the ASX. The table below summarises the key areas of interest in Ramelius’ exploration portfolio. Table 6: Key Ramelius exploration projects AREA OF INTEREST COMMENTARY Mt Magnet Region Target Generation Bartus Trend Target generation activities have been completed, focusing on the prospective Boogardie Dome region of Mt Magnet. Recent exploration success in the Bartus East area has highlighted the broader potential of the Bartus Trend for blind granodiorite intrusive mineralised hosts analogous to Bartus East. Exploration upside potential remains beneath the historic Bartus and Bartus South pits, and along strike of a north-easterly trending structural corridor favourable to emplacement of these intrusives. Results of the 3D passive seismic survey have demonstrated proof of concept by delineating areas of high velocity response beneath known large granodiorite intrusions and identifying areas of high velocity response representing previously un-identified intrusive bodies. The Bartus group of deposits are located within the Boogardie Basin domain of the Mt Magnet goldfield, 6.3km south of the Checkers processing plant. The deeper Bartus East deposit is a new discovery by the Ramelius exploration team and has no surface exposure. The host intrusive occurs as a NE striking, tabular, sub-vertical body, 250m long, 250m high and 20-40m wide, the top of which starts at 80-100m below surface. The deposit has been the focus of exploration drilling since late 2021 and in September 2022 an updated Mineral Resource was reported for the Bartus group at 4.2Mt at 1.7g/t for 230k ounces (up 858%) which included 2.3Mt and 2.1g/t for 150k ounces at Bartus East. Geotechnical, resource definition, and exploration diamond drilling are continuing at the Bartus mining area. Drilling is testing mineralised granodiorite intrusions beneath and adjacent to pre-existing pits at Bartus East, Bartus and Bartus South. Infill and deeper extensional drilling are focussing around a previously identified high-grade pod of mineralisation at depth. High-grade results at Bartus East are validating and increasing confidence in a previously identified high-grade core zone, which forms a strike limited pod within a broader weakly mineralised granodiorite intrusive. Mineralisation is characterised by stock working with quartz-tourmaline-pyrite veining accompanied by pervasive silica-sericite-albite-pyrite alteration in the host rock. Higher-grade zones typically comprise an increase in vein density and/or development of vein brecciation. Similar mineralised intrusives occur below the Bartus and Bartus South pits, and depth extensions of mineralisation in these pits is also being evaluated. Bartus East is a further demonstration that with continued exploration, the Mt Magnet field continues to deliver resource additions which can add life to the project. 16 RAMELIUS RESOURCES ANNUAL REPORT 2023AREA OF INTEREST COMMENTARY Rebecca Region Rebecca Gold Project Kirgella JV (Ramelius 75% earn in) Yindi Infill and extensional resource definition and exploration RC and diamond drilling progressed over the period, and have provided definition of mineralisation and lode geometry, and upgraded resource confidence. Exploration aircore drilling to test near-mine targets has commenced following earlier infrastructure sterilisation drilling that coincidently also covered several exploration targets. Earlier sterilisation work highlighted the T1 Prospect area situated between the Rebecca and Cleo deposits where broad zones of low-grade anomalism have been identified. Water exploration activities included a passive seismic survey to define palaeochannel morphology in the Rebecca area. The survey has been largely completed over the southern palaeochannel area and is now in progress over the north palaeochannel area. Results are indicating palaeochannel targets that will be the focus of future water exploration drilling. During the year a farm-in joint venture agreement was executed with private entity M61 Holdings Pty Ltd covering three exploration licences located to the east of the Rebecca Project. Ramelius can earn a 75% interest in the project over three years by expenditure of $2M. The tenement area captures an interpreted easterly splay off the prospective regional Laverton Tectonic Zone, and historic regional aircore drilling and field reconnaissance have identified mafic, banded iron formation (BIF), clastic sedimentary and intrusive lithologies indicative of a greenstone enclave within granitoid. An ultrafine soil geochemical survey has been completed over the predominantly shallow covered areas at the Kirgella JV area (RMS earning 75%). Some subtle anomalous gold and multi-element zones have been identified and review is continuing. In addition to multiple gold targets, review of data from previously completed aircore drilling in the Yindi tenement package located to the west of Rebecca has also identified rare earths anomalism associated with alkali granitoids and quartz syenite. 17 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 AREA OF INTEREST COMMENTARY Roe Region Bombora Manna Gold (Ramelius 100% gold rights) Edna May Region Mt Finnerty JV (Ramelius 75%) Operational Commentary Resource evaluation and drill planning has been completed, with the primary intention of advancing the underground resource. Drilling will commence early in the 2024 financial year. Fine fraction soil sampling is in progress on tenements located to the south of Bombora where Ramelius holds gold rights. Results to date have defined two broad low order anomalous areas covering strike extents of up to 3km. The anomalous areas are coincident with southerly extensions of the Bombora structural corridor. Operational Commentary The Mt Finnerty JV is located 200km northeast of Edna May. Drilling has targeted an area of geological complexity along a granite-greenstone contact where previous work has returned sporadic high-grade results. Mineralisation is hosted by narrow laminated veins containing galena-sphalerite-pyrite and rare visible gold. Drilling traverses to date have been oriented oblique to the northwest trending granite-greenstone contact. More recent structural data collected from diamond drilling suggests vein controls that are oblique to the contact with drilling oriented sub-optimal to this geometry. Regional deposit analogies with similar geology include high-grade tensional veins at Mt Dimer, Mt Palmer and Radio Hill. A change of drill orientation at Mt Finnerty will be considered for the next phase of work. During the year Ramelius reached a project milestone expenditure level of $2 million to earn a 75% interest in the tenement from Westar Resources Limited. 1818 Edna May Photo Competition Runner-Up: Simon Ghirardi RAMELIUS RESOURCES ANNUAL REPORT 2023RESOURCES AND RESERVES COMPANY SUMMARY MINERAL RESOURCES UP 23% Ramelius Resources Limited (ASX: RMS) (“Ramelius”, “the Company”) reported a 23% increase in Mineral Resources at 30 June 2023. Total Mineral Resources are estimated to be: • 160 Mt at 1.5 g/t Au for 7.6 Moz of gold (refer Table 7) Total Ore Reserves are estimated to be: • 18 Mt at 1.6 g/t Au for 930 koz of gold (refer Table 9) Acquisition of the Roe project delivered a significant increase to Mineral Resources and work is in progress to generate Ore Reserves for this project. Overall, Ore Reserves were lower year-on-year once mining depletion was accounted for, with conversion of Resources to Reserves yet to occur and therefore the focus for FY24 being the following projects (in Resource size order): • Roe (1.7Moz) and Rebecca (1.4Moz) - combined project with study update expected in early calendar 2024 • Penny (440koz) - Mineral Resource extensions were announced on 15 September 2023 based on recent 13,000m drilling program including those results received post 30 June 2023 (refer to page 25) • Bartus (202koz) - open pit and underground studies commenced The Board approved exploration budget for FY24 is $30M with focus areas including Mt Magnet, Penny and the Rebecca/Roe area. Historical Mineral Resource growth is shown in the table below. ) u A z o k ( s e c r u o s e R l a r e n M i 8,000 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0 2,200 1,300 1,200 1,400 1,200 1,100 4,300 4,900 953 762 1,262 1,448 2,700 2,119 3,800 3,000 172 2016 118 2017 256 2018 240 2019 380 2020 370 2021 610 2022 530 2023 Measured Indicated Inferred Figure 3: Ramelius Historical Mineral Resources 19 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 MINERAL RESOURCES Table 7: Mineral Resources MINERAL RESOURCES AS AT 30 JUNE 2023 - INCLUSIVE OF RESERVES Project Deposit Measured t g/t Indicated t g/t 170,000 1.7 9,200 320,000 1.6 17,000 130,000 1.8 7,400 610,000 1.7 33,000 Morning Star Bartus Group Boomer Britannia Well Brown Hill Bullocks Eastern Jaspilite Eclipse Eridanus Franks Tower Golden Stream Golden Treasure Milky Way Spearmont- Galtee Welcome - Baxter Open Pit deposits Galaxy UG Hill 50 Deeps St George Water Tank Hill Bartus East UG deposits ROM & LG stocks Total Mt Magnet Rebecca Duchess Duke Cleo Total Rebecca Bombora OP Bombora UG Crescent-Kopai Claypan Total Roe Edna May Edna May UG ROM & LG stocks Total Edna May Mt Magnet Rebecca Roe Edna May Symes Symes Find Marda Tampia Die Hardy ROM & LG stocks Total Marda ROM & LG stocks Total Tampia - - - - - - 150,000 - 850,000 - - - - - - - - - - - 2.2 - 1.3 - - - - - 1,200,000 - 560,000 380,000 - - 940,000 7,300,000 9,400,000 - - - - - - - - - - 720,000 130,000 30,000 870,000 370,000 - 380,000 380,000 1,800,000 1,800,000 1.5 - 7.6 3.7 - - 6.1 0.6 1.2 - - - - - - - - - - 1.1 5.0 1.0 1.7 1.3 - 1.4 1.4 1.2 1.2 - 1.9 1.2 1.8 2.0 1.6 3.3 2.8 2.2 1.3 1.0 2.9 1.3 1.1 - 1.5 2.1 5.0 3.0 3.8 2.2 2.3 - 1.7 1.5 0.9 1.1 1.1 1.3 1.5 2.9 - - 1.5 1.0 5.5 - 1.0 1.9 1.7 - oz - - - - - - 10,000 - 36,000 - - - - 4,900,000 410,000 1,200,000 180,000 1,100,000 200,000 120,000 170,000 13,000,000 2,200,000 150,000 540,000 820,000 - - 55,000 25,000,000 - 140,000 45,000 - - 180,000 140,000 6,500,000 580,000 180,000 200,000 2,300,000 9,800,000 - 380,000 35,000,000 17,000,000 7,300,000 2,000,000 730,000 27,000,000 15,000,000 710,000 - - 16,000,000 23,000,000 150,000 - 23,000,000 910,000 600,000 - - - - - - - - - - - 25,000 21,000 970 47,000 15,000 - 18,000 18,000 69,000 69,000 - Inferred Total Resource t g/t oz t g/t oz 4,300,000 420,000 790,000 - 490,000 40,000 130,000 41,000 3,900,000 700,000 67,000 360,000 1,600,000 580,000 1.5 1.2 1.0 - 1.2 2.5 2.5 2.1 1.1 1.2 1.2 1.1 1.1 2.6 210,000 16,000 26,000 - 19,000 3,000 11,000 3,000 140,000 26,000 2,700 13,000 57,000 9,200,000 820,000 2,000,000 180,000 1,600,000 240,000 400,000 210,000 18,000,000 2,900,000 220,000 900,000 2,400,000 48,000 580,000 1.7 1.2 1.5 2.1 1.5 3.1 2.5 2.2 1.3 1.0 2.4 1.2 1.1 2.6 510,000 32,000 94,000 12,000 78,000 24,000 32,000 15,000 730,000 97,000 17,000 36,000 86,000 48,000 oz 300,000 16,000 68,000 12,000 59,000 21,000 11,000 12,000 550,000 70,000 14,000 23,000 29,000 - 1,200,000 14,000,000 430,000 92,000 17,000 24,000 160,000 730,000 - 970,000 720,000 - - 160,000 1,800,000 - 1,900,000 15,000,000 820,000 220,000 73,000 26,000 1,100,000 710,000 66,000 - - 780,000 700,000 27,000 3,100,000 2,400,000 740,000 230,000 6,500,000 2,700,000 7,300,000 4,100,000 2,000,000 16,000,000 7,000,000 190,000 - - 730,000 7,200,000 56,000 33,000 - 120,000 - - - - - 1.3 2.2 5.5 - - 2.2 3.5 - 1.6 1.4 0.9 1.1 1.0 1.2 1.3 2.5 1.0 1.1 1.8 1.0 7.3 - 1.1 0.9 - - - - - 580,000 40,000,000 67,000 130,000 - - 11,000 210,000 - 7,400,000 1,900,000 560,000 200,000 2,500,000 13,000,000 7,300,000 780,000 60,000,000 140,000 72,000 25,000 7,700 240,000 110,000 590,000 130,000 69,000 910,000 220,000 45,000 - 20,000,000 9,700,000 2,700,000 960,000 33,000,000 18,000,000 8,000,000 4,100,000 2,000,000 32,000,000 30,000,000 470,000 30,000 260,000 31,000,000 3,500 1,400,000 - - - - - 600,000 380,000 980,000 1,800,000 1,800,000 1.4 2.1 6.0 3.5 3.8 2.2 2.8 0.6 1.6 1.5 0.9 1.1 1.1 1.3 1.4 2.6 1.0 1.1 1.6 1.0 6.1 1.0 1.0 1.7 1.7 1.4 1.6 1.2 1.2 1,800,000 500,000 360,000 62,000 24,000 170,000 1,100,000 140,000 3,100,000 960,000 290,000 98,000 34,000 1,400,000 820,000 660,000 130,000 69,000 1,700,000 940,000 92,000 970 1,000,000 75,000 33,000 18,000 51,000 69,000 69,000 600,000 1.7 33,000 - - - - - - Penny North & West - 350,000 20.0 220,000 81,000 11.0 29,000 430,000 18.0 250,000 Total Resource 13,000,000 1.3 530,000 100,000,000 1.5 4,900,000 45,000,000 1.5 2,200,000 160,000,000 1.5 7,600,000 Figures rounded to 2 significant figures. Rounding errors may occur. 20 RAMELIUS RESOURCES ANNUAL REPORT 2023MINERAL RESOURCE COMMENTARY Mt Magnet is comprised of numerous gold deposits contained within a contiguous tenement holding and located within an 8km radius of the Checkers processing facility. Current mining operations include the major Eridanus open pit and the Galaxy, St George, and Water Tank Hill underground mines. A large low-grade stockpile has been generated from mining at Eridanus. The Edna May mine was acquired in October 2017. It comprises of the large-scale Edna May granitoid hosted, stockwork deposit. Two high-grade, cross-cutting quartz lodes are being mined underground within the broader Edna May deposit. Marda, Symes, and Tampia form major ore sources for current mill feed. Marda mining operations commenced in late 2019. It consists of BIF hosted deposits being mined as open pits. The Die Hardy open pit is being mined currently. It is located 130km north of Southern Cross and ore is hauled and milled at Edna May. Tampia mining operations commenced in April 2021 and ceased in May 2023. The deposit is hosted within amphibolite facies mafic rocks, 12km SE of Narembeen in the WA wheatbelt. Gold is hosted within shallow dipping lode/shear zones and associated with arsenopyrite. Ore is hauled 140km to Edna May for milling. Large site stockpiles have been generated and will continue to feed the Edna May processing facility throughout the 2024 financial year. Symes Find is located 120km SSE of Edna May, also in the WA wheatbelt and consists of lateritic oxide and primary mineralisation hosted in mafic gneiss units comparable to Tampia. Construction of the mining offices and workshops began in the fourth quarter of 2023 financial year and mining commenced in June 2023. The Penny mine was acquired via the takeover of Spectrum Metals in early 2020. Both Penny West and Penny North are high-grade quartz-sulphide lodes. Penny West was discovered and mined by open pit in the early 1990’s and project development progressed under Ramelius with a pit access cutback, camp, workshop and offices completed in 2022. An underground decline into Penny North and six levels of ore development with four stopes were completed in the 2023 financial year. Ore is hauled 160km to Mt Magnet. All deposits have been depleted for mining during the 2023 financial year. Mining and changes to modelling and/or categorisation generally resulted in decreases for most active projects, with the exception of Rebecca and Penny. The large increase in resource was primarily due to the addition of the Roe project. See RMS ASX releases below for additional Mineral Resource reporting details: • ‘Ramelius Makes Recommended Takeover Offer for Breaker Resources’, 20 March 2023 • ‘June 2023 Quarterly Activities Report’, 27 July 2023 The Rebecca project was acquired via acquisition of Apollo Consolidated in 2021. The project contains the substantial Rebecca deposit, plus the smaller Duchess, Duke, and Cleo deposits and is located 150km east of Kalgoorlie. Mineralisation occurs in large shear lodes with associated disseminated pyrrhotite, pyrite and silicification, hosted within a gneissic granodiorite. The Roe project was acquired via acquisition of Breaker Resources in 2023. Resources at Roe include Cresent-Kopai, Claypan, and the extensive Bombora deposit which are located 50km southwest of the Rebecca project and 100km east of Kalgoorlie. Roe mineralisation occurs as disseminated gold within stockwork and quartz veins associated with cross cutting shear zones in Archean mafics and fractionated dolerite intrusives. The Bartus group of deposits are located within the Boogardie Basin domain of the Mt Magnet goldfield, 6.3km south of the Checkers processing plant. Mineralisation is hosted by sericite-silica-albite altered granodiorite intrusions with quartz-pyrite+/-tourmaline vein stockworks and accessory molybdenite. North Pit Pools - Tampia Photo: Mikayla Mullen 21 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 All resources are based on combinations of RC and diamond drillholes. Underground deposits may also utilise grade control and face sampling data. Drill sampling has been via riffle or cone splitters (RC) or by sawn half core and whole core. Assay is carried out by commercial laboratories and accompanied by appropriate QAQC samples. Generally, a substantial proportion of drill data is historic in nature or gathered by previous owners, however Ramelius has added significant further drilling for all deposits, especially those forming Ore Reserves. Mineralisation has been modelled via cross-sectional interpretations, using deposit appropriate lower cut-off grade shapes and geological interpretations. Geological understanding has formed the basis of all ore interpretations. Ore domain interpretations have then been wireframed using geological software, including Micromine, Leapfrog, and Surpac. Mineralisation has been grouped by domain where required and statistical analysis, top-cutting and estimation carried out using anisotropic search ellipses. Estimation uses Ordinary Kriging and/ or Inverse Distance methods. Modelling has been undertaken with recognition of the probable mining method and minimum mining widths and the resource classifications reflect drillhole age, spacing, data quality, geological and grade continuity. Density information for fresh rock is generally well established and new measurements have frequently been obtained. All deposits listed, except Rebecca and Roe, have had some degree of recent production or historic mining. Further details are available in prior RMS ASX Releases for individual projects. RESOURCE INVENTORY CHANGE 1,646 495 10 24 258 ) u A z o k ( s e c r u o s e R l a r e n M i 8,000 7,500 7,000 6,500 6.000 5,500 5,000 4,500 4,000 3,500 June 2022 Resource Mining Depletion Ore Stock Change Modelling and Categorisation Exploration, Resource and GC Drilling Project Acquisition June 2023 Resource Figure 4: Resource Inventory Change Referring to the above waterfall chart, mining depletion was significantly larger than production due to the removal of mineralised material below open pits no longer in production. This includes Tampia and Marda Central, and smaller underground remnants from Mt Magnet which are no longer part of Ramelius mine plans. The drilling related additions approximately equalled production and were due to significant increases to Bartus East, Symes, and Edna May Underground resources. The project acquisition increase primarily relates to the Roe project. 22 RAMELIUS RESOURCES ANNUAL REPORT 2023 MINERAL RESOURCE DIAGRAMS Figure 5: Bartus East Long Section Figure 6: Roe – Bombora deposit cross-section June 2023 - drilling and lode interpretation 23 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 Figure 7: Rebecca deposit cross-section June 2023 - drilling and lode interpretation 2424 RAMELIUS RESOURCES ANNUAL REPORT 2023PENNY UPDATED MINERAL RESOURCE On 14 September 2023 Ramelius released the following commentary regarding its Penny Mineral Resource: Table 8 – Penny Mineral Resource Lode Penny North Penny West Total Measured g/t 24 - 24 tonnes 48,000 - 48,000 ounces 37,000 - 37,000 tonnes 190,000 110,000 310,000 Indicated g/t 30 7.9 22 ounces 190,000 29,000 220,000 tonnes 78,000 9,000 87,000 Inferred g/t 26 4.4 24 ounces 65,000 1,300 67,000 tonnes 320,000 120,000 440,000 Total g/t 28 7.6 22 ounces 290,000 30,000 320,000 Figures rounded to 2 significant digits. Rounding errors may occur. The Penny North and Penny West deposits have been the focus of exploration and resource definition drilling since April 2023. New drilling comprises of 44 underground diamond holes for approximately 15,300m. This drilling has been carried out orthogonally to strike direction utilising a diamond drill cuddy that was developed for this purpose. The recent drill results at both deposits and underground development of the lode at Penny North have indicated that the lodes are relatively thinner than the previous interpretations by up to 1m, but also significantly higher grade than previously estimated. This has resulted in an updated model that has reduced the overall tonnage slightly while significantly increasing the ounces contained within the estimation. Interpretation was carried out incorporating the results of the recent drilling with underground face data to produce an updated mineral resource estimate. The quartz vein mineralisation was domained as the primary host for mineralisation for both lodes. The hanging wall and footwall of the domains were snapped to the surveyed sample intervals and pickup of the veins within mining developments. Samples were grouped by domain, composited to 1m intervals, and gold was estimated using anisotropic searches and Ordinary Kriging. A topcut of 120g/t was utilised at just above the 96 percentile after interrogation of assay domain statistics for both lodes. Densities were applied by rock type and weathering. Block size is 5mE x 10mN x 5mRL with minimum sub-blocks of 0.5mE x 1mN x 0.5mRL. Resource categorisation was applied by using the underground development levels at Penny North to classify the Measured category while envelopes that reflected drill density, thus geological and grade continuity, were used for the Indicated and Inferred resources. The resource model is reported at a cut-off grade of >2.0g/t and has been depleted as of August 2023. Figure 8: Penny Updated Mineral Resource 25 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 Edna May Photo Competition Third Place: James Lee ORE RESERVES Table 9: Ore Reserves Project Mt Magnet Edna May Marda Tampia Symes Penny Mine Boomer Brown Hill Eridanus Golden Stream Morning Star Total Open Pit Hill 60 Galaxy Water Tank Hill Total Underground ROM & LG stocks Mt Magnet Total Edna May UG ROM & LG stocks Edna May Total Die Hardy ROM & LG stocks Total Marda ROM Stocks Total Tampia Symes Total Symes Penny Underground Total Penny ORE RESERVE STATEMENT AS AT 30 JUNE 2023 t - - - - - - - - - - 7,300,000 7,300,000 - 30,000 30,000 - 380,000 380,000 1,200,000 1,200,000 - - - - Proven g/t - - - - - - - - - - 0.6 0.6 - 1.0 1.0 - 1.4 1.4 1.5 1.5 - - - - 0.8 oz - - - - - - - - - - 140,000 140,000 - 970 970 - 18,000 18,000 56,000 56,000 - - - - 210,000 Probable g/t 1.9 1.6 1.4 2.6 1.4 1.5 3.1 2.4 2.9 2.5 - 1.9 3.3 - 3.3 1.7 - 1.7 - - 2.2 2.2 14 14 2.6 t 230,000 300,000 2,100,000 85,000 1,600,000 4,300,000 120,000 2,600,000 95,000 2,900,000 - 7,200,000 150,000 - 150,000 300,000 - 300,000 - - 530,000 530,000 480,000 480,000 8,600,000 oz 14,000 15,000 95,000 7,200 71,000 200,000 12,000 210,000 8,900 230,000 - 430,000 16,000 - 16,000 17,000 - 17,000 - - 37,000 37,000 210,000 210,000 710,000 t Total Reserve g/t 1.9 1.6 1.4 2.6 1.4 1.5 3.1 2.4 2.9 2.5 0.6 1.2 3.3 1.0 2.9 1.7 1.4 1.6 1.5 1.5 2.2 2.2 14 14 1.6 230,000 300,000 2,100,000 85,000 1,600,000 4,300,000 120,000 2,600,000 95,000 2,900,000 7,300,000 14,000,000 150,000 30,000 180,000 300,000 380,000 680,000 1,200,000 1,200,000 530,000 530,000 480,000 480,000 18,000,000 oz 14,000 15,000 95,000 7,200 71,000 200,000 12,000 210,000 8,900 230,000 140,000 570,000 16,000 970 17,000 17,000 18,000 34,000 56,000 56,000 37,000 37,000 210,000 210,000 930,000 Total Reserve 8,900,000 Figures rounded to 2 significant figures. Rounding errors may occur. ORE RESERVE COMMENTARY Pit Ore Reserves have been reported from Measured and Indicated Resources only. Current operations are the Eridanus, Brown Hill, Die Hardy and Symes open pits and the Penny, Edna May, Galaxy, Water Tank Hill / Hill 60 underground mines. All current pit and underground operations were depleted to 30 June 2023. All Ore Reserves have been generated from design studies using appropriate cost, geotechnical, slope angle, stope span, dilution, cut-off grade and recovery parameters. Ore Reserves are utilised in the current Mine Plan. Mining approvals are in place for all Ore Reserve-related projects. Penny underground mine design has incorporated approximately 20koz of Inferred Resource (at lower grade than the average ore reserve) mined coincidently whilst extracting the Indicated Resource. The mine plan is not dependent upon Inferred Resource for profitability. A maximum A$2,700/oz gold price has been used to estimate Ore Reserves and determine appropriate cut-offs. Mining, milling and additional overhead costs are based on currently contracted and budgeted operating costs. Mill recoveries for all ore types are based upon operating experience or metallurgical testwork. Stockpiles consist of ROM stocks and low-grade stocks mined under Ramelius’ ownership. 26 RAMELIUS RESOURCES ANNUAL REPORT 2023RESERVE INVENTORY CHANGE 212 40 43 1,200 1,000 800 600 400 200 0 ) u A z o k ( s e v r e s e R e r O June 2022 Reserve Mining Depletion Ore Stock Change Exploration, Resource and GC Addition June 2023 Reserve Figure 9: Reserve Inventory Change Mining depletion of the Ore Reserve for FY23 of 212koz is less than total mined ore in FY23 as a result of: • mining ore outside of Ore Reserves estimated at 30 June 2022 at Hill 60 Underground and Orion Open Pit • • FY23 depletion at Edna May Underground being partially offset by increased depth or resources and consequent depth of Ore Reserve design at Edna May grade control updates during FY23 mining of Tampia and Eridanus open pits identifying additional ore that was identified in the Ore Reserves estimated at 30 June 2022, within the same pit design The increase in ore stocks of 40koz reflects the build-up of stockpiles at Tampia and Eridanus because of mining ore faster than processing plant capacities allows treatment of this ore. The Ore Reserve addition of 43koz is primarily driven by the inclusion of reserves at Symes. FORWARD LOOKING STATEMENTS This report contains forward looking statements. The forward looking statements are based on current expectations, estimates, assumptions, forecasts and projections and the industry in which it operates as well as other factors that management believes to be relevant and reasonable in the circumstances at the date such statements are made, but which may prove to be incorrect. The forward looking statements relate to future matters and are subject to various inherent risks and uncertainties. Many known and unknown factors could cause actual events or results to differ materially from the estimated or anticipated events or results expressed or implied by any forward looking statements. Such factors include, among others, changes in market conditions, future prices of gold and exchange rate movements, the actual results of production, development and/or exploration activities, variations in grade or recovery rates, plant and/or equipment failure and the possibility of cost overruns. Neither Ramelius, its related bodies corporate nor any of their directors, officers, employees, agents or contractors makes any representation or warranty (either express or implied) as to the accuracy, correctness, completeness, adequacy, reliability or likelihood of fulfilment of any forward looking statement, or any events or results expressed or implied in any forward looking statement, except to the extent required by law. COMPETENT PERSONS The information in this report that relates to Mineral Resources and Ore Reserves is based on information compiled by Jake Ball (Mineral Resources) and Paul Hucker (Ore Reserves), who are Competent Persons and Members of The Australasian Institute of Mining and Metallurgy. Jake Ball and Paul Hucker are full-time employees of the company. Jake Ball and Paul Hucker have sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity being undertaken to qualify as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Jake Ball and Paul Hucker consent to the inclusion in this report of the matters based on their information in the form and context in which it appears. 27 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 SUSTAINABILITY AT RAMELIUS Ramelius has continued its participation in ESG benchmarking assessments undertaken by organisations such as S&P Corporate Sustainability Assessment and MSCI and through membership of leading industry bodies. Together with our commitments, partnerships and stakeholder feedback, these assessments and memberships allow us to track our ESG performance against relevant standards and peers to deliver continual improvement. SUSTAINABILITY PILLARS OUR BUSINESS • Economic performance • Regulatory and compliance • Organisational governance OUR PEOPLE • Health, safety, and wellbeing • Employment and contractors • Ethics and human rights • Talent attraction, development, and retention OUR COMMUNITIES OUR ENVIRONMENT • First Nations peoples • Greenhouse gas emissions and energy • Taxes, royalties, and supplier payments • Water and wastewater management • Community relations and investment • Biodiversity • Mine closure and rehabilitation • Waste and tailings management 28 RAMELIUS RESOURCES ANNUAL REPORT 202329 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T UNITED NATIONS (UN) SUSTAINABLE DEVELOPMENT GOALS Ramelius is focused on aligning environmental, social and governance policies and activities across our operations in accordance with the UN Sustainable Development Goals (SDGs). These are considered the blueprint to achieving a better and more sustainable future for all, and as such represent a major inspiration for the future prosperity of our stakeholders. We have chosen the 9 most relevant SDGs that align to our business strategy and stakeholder priorities. We utilise the relevant SDG icons to highlight where our activities contribute progress towards achieving the SDG goals and targets. In addition to the SDGs, Ramelius is pleased to confirm its participation in the United Nations Global Compact and its Ten Principles in the areas of human rights, labour, environment, and anti-corruption. We will continually improve the integration of the Global Compact and its principles into our business strategy, culture and daily operations, and report progress annually to the UN. Our FY 2023 Targets can be found in the 2022 Ramelius Sustainability Report. The FY 2023 Ramelius Sustainability Report will be released before 31 December 2023. RAMELIUS RESOURCES ANNUAL REPORT 2023 ANNUAL FINANCIAL REPORT 2023 For the year ended 30 June 2023 ABOUT RAMELIUS Ramelius Resources Limited (Ramelius) listed on the ASX in 2003 and is a well-established, mid-tier Australian gold mining company with operations in Western Australia. Ramelius has processing centres at Mt Magnet and Edna May and operates six gold mines. Ore from the Penny Gold Mine is hauled to, and processed at, Mt Magnet and ore from the Tampia, Marda, and Symes Gold Mines is hauled to, and processed at, Edna May. In addition to this Ramelius has exploration projects throughout Western Australia, notably the Rebecca and Roe Gold Projects located approximately 145km and 100km east of Kalgoorlie respectively. Ramelius produced 240,996 ounces of gold in the 2023 financial year at an All-in Sustaining Cost (AISC) of A$1,895 per ounce. Guidance for the 2024 financial year is for gold production of 250,000 to 275,000 ounces at an AISC of A$1,550 – 1,750 per ounce. Ramelius has approximately 300 employees and over 500 contractors working across its operating mines in Western Australia. ABOUT THIS REPORT This annual financial report is a summary of Ramelius and its subsidiary companies’ operations, financial performance, and positions as at, and for the year ended, 30 June 2023. In this report, references to ‘Ramelius’, ‘the Company’, ‘the Group’, ‘we’, ‘us’, and ‘our’ refer to Ramelius Resources Limited (ABN 51 001 717 540) and its controlled entities, unless otherwise stated. References in the report to a ‘year’ are to the financial year ended 30 June 2023 (the previous corresponding year is the financial year ended 30 June 2022) unless otherwise stated. All dollar figures are expressed in Australian dollars (AUD) unless otherwise stated. References to AASB refer to the Australian Accounting Standards Board and IFRS refers to the International Financial Reporting Standards. There are references to IFRS and non-IFRS financial information in this report. Non-IFRS financial measures are financial measures other than those defined or specified under any relevant accounting standard and may not be comparable with other companies’ information. Non-IFRS financial measures are used to enhance the information presented as well as the comparability of information between reporting periods. Non-IFRS financial information should be considered in addition to, and is not intended to be a substitute for, IFRS financial information and measures. Non-IFRS financial measures are not subject to audit or review. 3030 CONTENTS Directors’ Report Directors Company Secretary Principal Activities Key Highlights for the Year Dividends Events Since the End of the Financial Year Operations Review Financial Review Development and Exploration Projects Investor Relations Material Business Risks Environmental Regulation Information on Directors Meetings of Directors Remuneration Report Shares Under Option Insurance of Officers and Indemnities Proceedings on Behalf of the Company Non-Audit Services Auditor Independence Rounding of Amounts Auditor’s Independence Declaration Financial Statements Financial Statements Notes to the Financial Statements Signed Reports Directors’ Declaration Independent Auditor’s Report to the Members 31 31 31 31 31 31 31 32 32 37 37 37 40 42 44 45 62 62 63 63 63 63 64 65 66 70 109 109 110 RAMELIUS RESOURCES ANNUAL REPORT 2023DIRECTORS’ REPORT Your Directors present their report on the consolidated entity consisting of Ramelius Resources Limited and the entities it controlled at the end of, or during, the year ended 30 June 2023. DIRECTORS The following persons were Directors of Ramelius Resources Limited at the date of this report: Bob Vassie Mark Zeptner David Southam All Directors served on the Board for the period 1 July 2022 to 30 June 2023, except for Colin Moorhead, who was appointed as a Director of the Company on 1 December 2022. Natalia Streltsova Fiona Murdoch Colin Moorhead The qualifications, experience, special responsibilities, and other details of the Directors in office as at the date of the report appear on pages 42 to 43 of this report. COMPANY SECRETARY The Company Secretary is Richard Jones. Mr Jones has over 20 years’ experience as a corporate commercial lawyer in both private and in-house capacities and across various industries. He has also served as Company Secretary for ASX listed and unlisted companies in the mining sector. PRINCIPAL ACTIVITIES The principal activities of the Group during the year were mine operations (including the production and sale of gold), mine development, and exploration and evaluation activities. There were no significant changes to those activities during the year. KEY HIGHLIGHTS FOR THE YEAR Key highlights are included on pages 2 and 3 of this report. DIVIDENDS Dividends Recommended But Not Yet Paid Since the end of the 2023 financial year the Directors have recommended the payment of a fully franked final dividend of 2.0 cents per ordinary share. The fully franked final dividend will have a record date of 15 September 2023 and a payment date of 12 October 2023. This dividend will be eligible for participation in the Ramelius Dividend Reinvestment Plan. The reinvestment price is based on a 2.5% discount to the 10-day volume weighted average price after the date of election. The financial effect of this final dividend has not been brought to account in the financial statements for the year ended 30 June 2023 but will be recognised in subsequent financial reports. Table 10: Dividends paid during the 2023 financial year Final ordinary dividend for the 2022 financial year of 1.0 cent (2022: 2.5 cents) per fully paid share paid on 11 October 2022 2023 $M 8.7 2022 $M 20.4 EVENTS SINCE THE END OF THE FINANCIAL YEAR Off-Market Takeover Offer for Musgrave Minerals Ltd, Owner of the Cue Gold Project On 3 July 2023 Ramelius announced a recommended off-market takeover offer (the Offer) for Musgrave Minerals Limited (Musgrave). Under the offer, Musgrave shareholders are to receive one Ramelius Share for every 4.21 Musgrave Shares held plus an additional $0.04 in cash per Musgrave Share held. The primary asset of Musgrave is the Cue Gold Project (Cue). The Cue Gold Project, which is located 40km north of the town of Mount Magnet in WA, has a Mineral Resource of 12.3Mt at 2.30g/t for 927k ounces of contained gold.# If the acquisition is successful Cue will be integrated into the Mt Magnet operations hub. The offer was subject to limited conditions including: • 50.1% minimum acceptance threshold; • No material changes or prescribed occurrences; • No adverse regulatory events affecting the Offer or Musgrave or its assets; and • Other customary conditions for a transaction of this type. #Refer to ASX announcement on 3 July 2023, “Ramelius Makes Recommended Takeover Offer for Musgrave Minerals Ltd, Secures 12.13% in Pre-Bid Acceptances". 3131 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Under the takeover offer the maximum number of Ramelius Shares to be issued to Musgrave Share and Option holders is 146,355,808, whilst the maximum cash consideration payable to Musgrave shareholders is $23.6 million. At the date of this report Ramelius had received acceptances representing 47.36% of Musgrave Shares. There were no other matters or circumstances that have arisen since 30 June 2023 that have, or may, significantly affect the Group’s operations, results, or state of affairs, or may do so in the future. OPERATIONS REVIEW The Operations Review is included on pages 10 to 14 of this report. FINANCIAL REVIEW OVERVIEW The financial performance for the 2023 financial year was generated from revenue of $631.3 million on the sale of 243,263 ounces of gold from the combined processing centres at Mt Magnet and Edna May. The 2023 financial performance also included the impact of events not in the ordinary course of business, which included the pre-tax, non-cash impairment of the Edna May underground mine of $6.9 million (post-tax of $4.8 million). Table 12 in this report reconciles the statutory earnings to the underlying earnings, which has been adjusted for this, and other items. The table below shows the financial performance of the Group for the 2023 financial year. Table 11: Group Financial Performance for the 2023 Financial Year Financial performance Revenue Cash costs of sales1 Gross margin excluding ‘non-cash’ items Depreciation and amortisation Inventory movements Gross profit Impairment of mine development and PP&E Impairment of exploration and evaluation assets Gain on sale of non-core assets Corporate expenses and other amounts Earnings before interest and tax (EBIT) Net finance costs Profit / (loss) before income tax Income tax expense Net profit / (loss) after tax (NPAT) Mt Magnet $M Edna May $M Corp and other $M 337.3 (164.6) 172.7 (109.5) (0.1) 63.1 - - - - 63.1 - 63.1 - 63.1 294.0 (184.8) 109.2 (54.3) 18.3 73.2 (6.9) - - - 66.3 - 66.3 - 66.3 - - - - - - - (10.2) - (27.0) (37.2) (1.9) (39.1) (28.7) (67.8) 1 Cash cost of sales exclude depreciation and amortisation and inventory movements. 2023 $M 631.3 (349.4) 281.9 (163.8) 18.2 136.3 (6.9) (10.2) - (27.0) 92.2 (1.9) 90.3 (28.7) 61.6 2022 $M 603.9 (387.7) 216.2 (182.4) 96.5 130.3 (94.5) (16.7) 30.3 (24.3) 25.1 (2.6) 22.5 (10.1) 12.4 Change $M Change % 27.4 38.3 65.7 18.6 (78.3) 6.0 87.6 6.5 (30.3) (2.7) 67.1 0.7 67.8 (18.6) 49.2 +5% -10% +30% -10% -81% +5% -93% -39% -100% +11% +267% -27% +301% +184% +397% PROFIT The Group reported an EBIT of $92.2 million and NPAT of $61.6 million for the financial year ended 30 June 2023. This is a 267% and 397% increase from the prior year respectively (2022: EBIT $25.1 million and NPAT of $12.4 million). As outlined at Table 12 and Figure 10 on page 33, when normalising for the effects of impairment charges the underlying NPAT was $75.3 million (2022: $73.0 million) and the underlying earnings before interest, tax, depreciation, and amortisation (EBITDA) was $276.3 million (2022: $292.8 million). Gold sales were up on the 2022 financial year due to the higher realised gold price in the year and improved mill throughput at Mt Magnet. These positive impacts were offset in part by lower gold production from Edna May due to lower throughput (exhaustion of historic low-grade stockpiles). The Mt Magnet operations reported a gross profit of $63.1 million, an 11% decrease from the prior year (2022: $70.7 million). This was due to lower grades in the year and the completion of the higher grade Vivien and Shannon mines mid-year. Whilst the gross profit was positively impacted by the introduction of high-grade ore from Penny in the latter part of the financial year and a higher realised gold price, earnings were impacted by lower grades from Mt Magnet mines. At Edna May, a gross profit of $73.2 million was reported representing a 23% increase on the prior year (2022: $59.6 million) despite lower grades individually from each operation. This increase was driven by the higher realised gold price and lower depreciation and amortisation charge (due to prior year impairment charges). Also impacting the earnings for the year was the accrual of short-term incentive (STI) payments relating to the 2023 financial year. Historically the STI payments were assessed after the release of the financial statements and accordingly the financial results did not include any accrual for STI payments. The measurement of the STI payments has been brought forward based on specific feedback received by the Company. As such the 2023 income statement abnormally includes an STI payment for FY 2022 (not accrued in prior year) and for FY 2023. The FY 2022 payment has been added back when calculating the underlying earnings (see Table 12 and Figure 10 on page 33) to remove the impact of this double up. 32 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Table 12: Reconciliation of Statutory NPAT to Underlying NPAT, EBIT, and EBITDA. Underlying result reconciliation ($M) Statutory NPAT Tax Interest income Finance costs EBIT EBIT margin (%) Depreciation and amortisation EBITDA EBITDA margin (%) Add: Impairment charges – Edna May Impairment charges – Exploration FY 2022 STI payment not accrued Less: Fair value adjustments1 Tax adjustments: Tax effect of adjustments Underlying result Underlying margin (%) NPAT 61.6 n/a n/a n/a n/a n/a n/a n/a 6.9 10.2 3.7 (1.2) (5.9) 75.3 12% 2023 EBIT 61.6 28.7 (3.9) 5.8 92.2 15% n/a n/a 6.9 10.2 3.7 EBITDA 61.6 28.7 (3.9) 5.8 n/a n/a 164.5 256.7 41% 6.9 10.2 3.7 (1.2) (1.2) n/a 111.8 18% n/a 276.3 44% 1 Fair value adjustments relate to non-cash changes in the fair value of deferred consideration and investments measured at fair value through profit and loss. Statutory EBITDA to Underlying NPAT m $ A 350.0 300.0 250.0 200.0 150.0 100.0 50.0 0 10.2 3.7 6.9 1.2 276.3 256.7 164.5 111.8 1.9 28.7 5.9 75.3 Statutory EBITDA Add back: Exploration impairment charges Less: FY2022 STI Payment not accrued Depreciation and amoritisation Net finance costs Tax effect of underlying adjustments Add back: Edna May impairment charges Fair value adjustments Underlying EBITDA Underlying EBIT Statutory tax expense Underlying NPAT Figure 10: Statutory EBITDA to Underlying NPAT 33 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Revenue Revenue for the year increased by 5% to $631.3 million compared to $603.9 million for the prior year. This was due to an 8% increase in the realised gold price (2023: A$2,591/oz / 2022: A$2,399/oz) with both an increase in forward prices achieved and the AUD spot price. This was offset, in part, by a 3% decrease in gold ounces sold (2023: 243,263oz / 2022: 251,3550oz). The total gold sold of 243,263 ounces included deliveries into the opening hedge book of 108,000 ounces at a realised gold price of A$2,446/oz and the remaining spot / short-term contract sales of 135,263 ounces at a realised gold price of A$2,707/oz. At 30 June 2023 the Group’s hedge book totalled 211,000 ounces at an average price of A$2,772/oz, representing an 8% increase in ounces committed and 10% increase in the average price (2022: 196,000 ounces at A$2,512/oz). EBIT – Mt Magnet In the 2023 financial year Mt Magnet was impacted by lower grades from open pit mines (Eridanus mining through a lower-grade section of the ore body) and the completion of mining at the higher-grade ore sources of Vivien and Shannon (both January 2023). The introduction of commercial levels of ore from Penny late in 2023 financial year mitigated the impact of the above. The EBIT for Mt Magnet of $63.1 million (2022: $70.7 million) was down 11% on the prior year. The total operating cost per tonne for the Mt Magnet mine (excluding Penny and Vivien) was 5% higher than the prior year which is due to continued cost pressures within the sector and mining more ore at depth. With the introduction of commercial levels of production from Penny, the total cost per tonne for the MMG CGU increased 14% on the prior year. The ore from Penny is of a much higher grade than other Mt Magnet sources but does have a higher cost per tonne. A significant portion of the Penny cost per tonne is depreciation and amortisation of the existing mine development asset, which includes the initial acquisition cost of Spectrum Metals Limited, the prior owner of the Penny project. With the lower milled grades, the cost per ounce at Mt Magnet increased $298 to $2,125 for the 2023 financial year. The EBIT margin per ounce of A$484 (2022: $571) was somewhat protected by the higher realised gold price. The outlook for Mt Magnet remains very positive with increased ore from Penny (full year of haulage in the 2024 financial year) and improving grades from Eridanus with the lower-grade section of the ore body now largely behind us. EBIT – Edna May The Edna May underlying EBIT, before any impairment charges, for the year was $73.2 million which represented a 23% increase from the prior year (2022: $59.6 million) and resulted from lower depreciation and amortisation charges (due to the impairment charge recorded in the prior year). Furthermore, in the 2023 financial year there was a significant improvement in the haulage capacity at Edna May which increased 27% on the prior year and made up 75% of the ore feed for the hub (2022: 46%). During the year the historic low-grade stockpiles at Edna May were depleted which meant mill throughput was limited to underground ore production and satellite ore haulage capacity. The resultant throughput was 23% down, albeit at a higher grade, due to the removal of the historic low-grade stockpiles from the ore blend. The operating cost per tonne increased 16% for the year despite the lower depreciation and amortisation charges, due to increased ore haulage and the absence of the “free carry” historic Edna May low-grade stockpiles. However, with the higher mill grade, the cost per ounce was marginally lower at $1,932 (2022: $1,939). The higher realised gold price for the year saw the EBIT margin per ounce at Edna May increase to $638 (2022: $460). Impairment – Edna May In mid-June 2023 a temporary escalation of water inflow, that was higher than the installed pumping capacity, led to higher water levels within the mine. Development works had taken place at these lower levels and at 30 June 2023 it was uncertain as to whether access to these lower levels, and the benefit from this development work undertaken, would be feasible. Accordingly, at 30 June 2023, an asset level impairment of $6.9 million has been recognised for the Edna May underground mine. The lower levels of the underground mine are being monitored and if conditions permit, and access is economically feasible, development deeper into the mine will continue to the 840mRL and 820mRL and ore may be extracted from these levels. This water ingress event will not materially impact the production and cost guidance for the 2024 financial year. It is important to note this is an asset level impairment triggered by a specific event impacting the Edna May underground mine and associated infrastructure. A full review of potential impairment indicators for the Edna May Cash Generating Unit (CGU) was undertaken as at 30 June 2023, as required by accounting guidance, and it was concluded that there were no potential indicators of impairment at the CGU level for Edna May. Corporate and Other Costs Corporate and other costs increased 17% on the prior year due to the accrual of the 2023 STI payment, an increased focus on ESG matters across the industry, and higher share based payment costs (non-cash) due to the Service Rights issued to employees during the year. Offsetting this was a lower fair value expense on deferred consideration and investments of $0.5 million (2022: $3.8 million). Excluding these non-cash fair value amounts and the share based payments expense, corporate and other expenses equated to $89 per ounce sold which is slightly higher than the prior year (2022: $72 per ounce sold). Other Income Other income for the year included $1.7 million for the fair value gain on deferred consideration which, in the prior year, was an expense (recognised in Other Expenses). The fair value gain is the result of ounces being removed from the Edna May underground production profile as a result of the recent water ingress event. The prior year amount included the $30.3 million consideration received on the termination of a Lithium Royalty over Liontown Resources Limited’s (LTR) Kathleen Valley Lithium Project. 34 RAMELIUS RESOURCES ANNUAL REPORT 2023DIRECTORS’ REPORT (continued) Income Tax The effective tax rate for the Group for the year ended 30 June 2023 was 32%, compared to 45% for the prior year. The prior year effective tax rate was higher due to the disproportionate impact of certain non-deductible expenses on the lower accounting profit before tax. The effective tax rate in the current year of 32% is slightly higher than the statutory 30% rate due to certain non-deductible expenses such as share based payments. As at 30 June 2023 Ramelius had both an outstanding current tax liability due to the ATO (Breaker) and a tax refund due to the Company (Ramelius). The current tax liability of $6.0 million relates to the 2023 income tax return for Breaker, which is in the process of being finalised. This outstanding tax liability was known at the time of the acquisition. The 2022 and 2023 income tax returns for Breaker are in the process of being finalised. In addition to this, Ramelius separately had a tax refund due of $7.4 million relating to the 2023 income tax return for the Ramelius Tax Consolidated Group, which at 29 June 2023, excluded Breaker. As the above tax liability relates to Breaker before it formed part of the Ramelius Tax Consolidated Group it cannot be offset by the tax refund due to Ramelius and must be settled separately. Accordingly, the payable and receivable are shown separately on the balance sheet as at 30 June 2023. The income tax expense, along with any deferred tax liabilities is discussed further in Note 3 to the financial statements. BALANCE SHEET The net assets of the Group increased 30% to $940.3 million over the year (2022: $720.9 million), mainly as a result of the NPAT for the year and the acquisition of Breaker Resources NL. Current Assets Current assets increased from the prior year by $109.9 million to $401.9 million. The increase was mainly due to the improved cash balance (due to operating cash flows for the year and cash acquired as part of the Breaker transaction). Inventories did increase over the year however most of this increase was in non-current stockpiles. The current inventory balance remains high at $137.2 million (2022: $133.6 million) and contains approximately 91,000 ounces (2022: 79,000 ounces) for future, short-term cashflow realisation. As at 30 June 2023 a refund for the 2023 income tax year of $7.4 million is due to Ramelius. All other current assets are largely the in line with last year. Current Liabilities Current liabilities decreased by $17.7 million to $108.8 million over the prior year. Trade creditors and accruals were lower with the completion of mining activities at Vivien and Tampia, along with the open pit mining contractor change at Mt Magnet in early June 2023 (minimal open pit mining activities at Mt Magnet in June 2023). Trade payables include an accrual of $4.3 million for the stamp duty on the Breaker acquisition (Roe Gold Project). The net current asset position increased to $293.1 million from $165.6 million in the prior year, mainly due to the increased cash position and lower trade and other payables. Balance sheet liquidity at Ramelius remains very healthy with cash and gold of $272.1 million (cash of $251.0 million and gold with a value of $21.1 million based on year-end spot prices). In addition to this, Ramelius has access to a $100 million revolving corporate facility (discussed further below). Non-Current Assets The balance of non-current assets at 30 June 2023 totalled $770.0 million, which is $110.2 million higher than 30 June 2022. The increase came largely from the acquisition of the Roe Gold Project, development of Penny and Galaxy underground mines, and classification of $80.5 million of stockpiles as non-current. Non-Current Liabilities Non-current liabilities increased $18.4 million to $122.8 million and is mainly made up of restoration provisions and deferred tax liabilities. Deferred tax liabilities have increased in line with the capitalisation of deferred mining costs in the year. 35 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) CASH FLOW Cash provided by operating activities of $261.4 million was up 64%, or $101.7 million, on the prior year. This increase is attributable to improved cash flow from operations and the change in income tax payments of Ramelius. In the prior year, tax payments of $50.5 million were made whilst in the current year, a tax refund of $6.2 million was received. A further tax refund of $7.4 million is receivable as at 30 June 2023. Ramelius expects to return to a tax payable position in the 2024 financial year. Total cash used in investing activities was $120.8 million which is $72.3 million less than the prior year primarily due to cash being acquired on the acquisition of Breaker Resources NL, as opposed to a cash payment on the acquisition of Apollo Resources Limited in the prior year. This was offset by increased spend on development assets (Penny, Galaxy, Mt Magnet open pits, Die Hardy) and the one-off royalty sale in the prior year. A total of $189.4 million was reinvested into the business, including: • Payments for the development of open pit and underground mines of $154.3 million; • Payments for property, plant and equipment, at both existing and new sites, of $13.7 million; and • Payments for tenements and exploration of $21.4 million. Cash used in investing activities also included the payment of $8.0 million in stamp duty relating to the 2022 acquisition of Apollo Consolidated Limited (Rebecca Gold Project). This was the first and final stamp duty payment on the acquisition. A total of $37.4 million was used by financing activities in the year, predominantly relating to lease payments and dividends paid to shareholders. The underlying cashflow of the business, which includes lease repayments, was $33.0 million (2022: $36.2 million). Movement in Cash 223.3 Underlying cashflow of $33.0m 189.4 0.9 180.8 7.2 6.5 147.8 75.1 6.2 8.0 2.4 251.0 m $ A 500.0 450.0 400.0 350.0 300.0 250.0 200.0 150.0 100.0 50.0 0 Opening Cash Capital, exploration mine development Opening cash+ underlying cashflow Dividends Apollo stamp duty Tax Operating cash flows (increase payments) Other Sale of investments Breaker Resources (cash acquired)# Contingent consideration Closing cash # Shown here is the gross cash acquired on the acquisition of Breaker Resources NL. In the cash flow statement, the net cash acquired figure is shown which includes $0.9 million in acquisition related costs paid. Figure 11: Movement in Cash for the 2023 Financial Year Cash and gold at 30 June 2023 totalled $272.1 million (2022: $172.9 million) comprising cash and cash equivalents of $251.0 million (2022: $147.8 million) and gold on hand of 7,344 ounces (2022: 9,611 ounces). Using a spot price of A$2,880/oz the gold on hand had a value of $21.1 million (2022: $25.1 million at a spot price of A$2,617/oz). 36 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) FINANCIAL RISK MANAGEMENT Ramelius held forward gold sales contracts at 30 June 2023 totalling 211,000 ounces of gold at an average price of A$2,772 per ounce over a period to December 2025. This compared to forward gold sales contracts at 30 June 2022 totalling 196,000 ounces of gold at an average price of A$2,512 per ounce over a period to November 2024. As part of its risk management program, Ramelius, for the first time, has fixed the diesel price for a small portion of expected usage over the next 18 months. In total, and as at 30 June 2023, 10.2 million litres have been hedged at an average price of $0.91/L (pricing excludes freight and fuel taxes) out to December 2024. The Syndicated Facility Agreement (SFA) is with Commonwealth Bank of Australia, BNP Paribas (Australia branch) and National Australia Bank Limited. The SFA facility limit includes a revolving corporate facility of $100 million plus a $2.5 million bank guarantee facility. The primary use of the facilities is for general corporate purposes. The facilities have a term of two-years (expiring 31 March 2024) with the option to extend by a further year on the basis that certain market standard conditions are met. The $100 million corporate facility is currently undrawn, and the Company remains debt free. DEVELOPMENT AND EXPLORATION PROJECTS See pages 15 to 18 of the Review of Operations INVESTOR RELATIONS During the year, the Company presented at several conferences (both in person and virtually) and conducted road shows to existing and prospective investors, analysts and stockbrokers. These included: • Noosa Mining Conference – July 2022; • Diggers and Dealers – August 2022; • Denver Gold Forum – September 2022; • Euroz Hartleys Gold Day – October 2022; • Macquarie WA Forum – November 2022; • RIU Conference – February 2023; • BMO Global Metals – February 2023; • Ord Minnett East Coast Mining Conference – March 2023; • Shaw and Partners Gold Day – May 2023; and • Various virtual investor presentations. Each presentation that contained new content was released to the ASX and was made available on both the ASX (www.asx.com.au) and the Ramelius Resources website (www.rameliusresources.com.au). MATERIAL BUSINESS RISKS The material business risks for the Group include: • Fluctuations in the Gold Price and Australian Dollar The financial results and position of the Group are reported in Australian dollars. Gold is sold throughout the world based principally on the USD price. Accordingly, the Group’s revenues are linked to both the USD spot gold price and AUD/USD exchange rate. Volatility in the gold price creates revenue uncertainty and requires careful management to ensure that operating cash margins are maintained should there be a sustained fall in the AUD spot gold price. The Group uses AUD gold forward contracts, within certain Board approved limits, to manage exposure to fluctuations in the AUD gold price. Declining gold prices can also impact operations by requiring a reassessment of the feasibility of mine plans and certain projects and initiatives. The development of new ore bodies, commencement and timing of open pit cutbacks, commencement of development projects and the ongoing commitment to exploration projects can all potentially be impacted by a decline in the prevailing gold price. Even if a project is ultimately determined to be economically viable, the need to conduct such a reassessment could potentially cause substantial delays and/or may interrupt operations, which may have a material adverse effect on Ramelius’ results of operations and financial condition. • Hedging Risk Ramelius has hedging agreements in place for the forward sale of fixed quantities of gold production from its operations. There is a risk that Ramelius may not be able to deliver the amount of gold required under its hedging arrangements if, for example, there is a production shortage. In this event, Ramelius’ financial performance may be adversely affected. Under the hedging agreements, rising gold prices could result in part of Ramelius’ gold production being sold at less than the prevailing spot price at the time of sale. 37 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Ramelius also has a small number of hedging agreements in place for fixed quantities of diesel over the next 18 months. These hedging arrangements are financially settled monthly based on the price fixed in the hedging agreement and actual floating diesel price for the month being settled. There is a risk that Ramelius may not physically use the diesel being hedged. In this event, Ramelius’ financial performance may be adversely affected. Under the hedging agreements, falling diesel prices could result in part of Ramelius’ diesel usage being purchased at prices higher than the prevailing diesel price in the month of usage. • Government Regulation The Group’s mining, processing, development and exploration activities are subject to various laws and statutory regulations governing prospecting, development, production, taxes, royalty payments, labour standards and occupational health, mine safety, toxic substances, land use, water use, communications, native title and cultural heritage, and land access. No assurance can be given that new laws, rules and regulations will not be enacted or that existing laws, rules and regulations will not be applied in a manner which could have an adverse effect on the Group’s financial position and results of operations. Any such amendments to current laws, regulations and permits governing operations and activities of mining and exploration, or more stringent implementation thereof, could have a material adverse impact on the Group. To the extent such approvals are required and not retained or obtained in a timely manner or at all, Ramelius may be curtailed or prohibited from continuing or proceeding with production and exploration. • Landholder Access and Native Title The grant and exercise of rights under mining tenements can be affected by the type of underlying land ownership (for example, whether private (freehold) land or subject to a pastoral lease) and the nature of any improvements or other activities being conducted on that land. In addition, some of Ramelius’ tenements are located within areas that are the subject of claims or applications for native title determination. The Native Title Act 1993 (Cth) and related State native title legislation and aboriginal heritage legislation may affect the ability to obtain access to certain exploration areas or to obtain mining production titles. While access issues are faced by many mining companies and are a common aspect of mining project development, the ability to negotiate satisfactory commercial arrangements with landowners, farmers, occupiers and native title groups is important. Ramelius may be required to pay land compensation to landowners and others who have an interest in the area covered by mining tenements. The ability to resolve compensation issues and compensation costs involved may have an impact on the timing of access to land and, as such, the future development and financial performance of operations. The degree to which this may impact on activities will depend on a number of factors, including the status of particular tenements and their locations. At this stage, Ramelius is not able to quantify the impact, if any, of such matters on its operations. • Operating Risks and Hazards The Group’s mining operations, consisting of open pit and underground mines, involve a degree of risk. The Group’s operations are subject to all the hazards and risks normally encountered in the exploration, development and production of gold. Processing operations are subject to hazards such as equipment failure, toxic chemical leakage, loss of power, fast moving heavy equipment, failure of tailings disposal pipelines and retaining dams around tailings containment areas, rain and seismic events which may result in environmental pollution and consequent liability. The impact of these events could lead to disruptions in production and scheduling, increased costs and loss of facilities, which may have a material adverse impact on the Group’s results of operations, financial condition, license to operate and prospects. These risks are managed by a structured operations risk management framework, experienced employees and contractors and formalised procedures. Ramelius also has in place a comprehensive insurance program with a panel of experienced industry supportive underwriters. • Geological and Geotechnical Conditions There is a risk that unforeseen geological and geotechnical difficulties may be encountered when developing and mining Ore Reserves, such as unusual or unexpected geological conditions, pit wall failures, rock bursts, seismicity and cave-ins. In any of these events, a loss of revenue may be caused due to the lower than expected production and/or higher than anticipated operation and maintenance costs and/or on-going unplanned capital expenditure in order to meet production targets. • Production, Cost and Capital Estimates The ability of Ramelius to achieve production targets or meet operating and capital expenditure estimates on a timely basis cannot be assured. The assets of the Combined Entity, as any others, are subject to uncertainty with ore tonnes, grade, metallurgical recovery, geotechnical conditions, operational environment, funding for development, regulatory changes, accidents and other unforeseen circumstances such as unplanned mechanical failure of plant or equipment. Ramelius prepares estimates of future production, cash costs and capital costs of production for its operations. No assurance can be given that such estimates will be achieved. Failure to achieve production or cost estimates or material increases in costs (particularly in the current business environment with its associated inflationary and supply pressures and resultant costs impact) could have an adverse impact on Ramelius’ future cash flows, profitability, results of operations and financial condition. Costs of production may also be affected by a variety of factors, including: changing waste-to-ore ratios, ore grade, metallurgy, labour costs, cost of commodities, general inflationary pressures and currency exchange rates. Ramelius is exposed to increased supply and cost pressures impacting on the economy generally and the resources sector in particular. Production cost increases could result in Ramelius not realising its operational or development plans or in such plans costing more than expected or taking longer to realise than expected. Any of these outcomes could have an adverse effect on Ramelius’ financial and operational performance. 38 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) • Exploration and Development Risk The ability to sustain or increase the current level of production in the longer term is in part dependent on the success of the Group’s exploration activities and development projects, and the expansion of existing mining operations. Ramelius must continually replace Ore Reserves and Mineral Resources depleted by production to maintain production levels over the long term. Ore Reserves and Mineral Resources can be replaced by expanding known ore bodies, locating new deposits or making acquisitions. The exploration for, and development of, mineral deposits is highly speculative in nature and involves significant risks that even a combination of careful evaluation, experience and knowledge may not eliminate. While the discovery of an ore body may result in substantial rewards, few properties that are explored subsequently have economic deposits of gold identified, and even fewer are ultimately developed into producing mines. Major expenses may be required to locate and establish mineral reserves, to establish rights to mine the ground, to receive all necessary operating permits, to develop metallurgical processes and to construct mining and processing facilities at a particular site. Also, if a discovery is made, it may take several years from the initial phases of drilling until production is possible. There is a risk that depletion of Ore Reserves and Mineral Resources will not be offset by discoveries or acquisitions or that divestitures of assets will lead to a lower reserve base. The Ore Reserve and Mineral Resource base of Ramelius may decline if Ore Reserves and Mineral Resources are mined without adequate replacement and Ramelius may not be able to sustain production beyond the current mine lives, based on current production rates. • Ore Reserves and Mineral Resources The Group’s estimates of Mineral Resources and Ore Reserves are based on different levels of geological confidence and different degrees of technical and economic evaluation, and no assurance can be given that anticipated tonnages and grades will be achieved, that the indicated level of recovery will be realised or that Ore Reserves could be mined or processed profitably. The quality of any Mineral Resources and Ore Reserves estimate is a function of the quantity of available technical data and of the assumptions used in engineering and geological interpretation and modifying factors affecting economic extraction. Such estimates are compiled by experienced and appropriately qualified personnel and subsequently reported by Competent Persons under the JORC Code. Fluctuation in gold prices, key input costs to production, as well as the results of additional drilling, and the evaluation of reconciled production and processing data subsequent to any estimate may require revision of such estimates. Actual mineralisation of ore bodies may be different from those predicted, and any material variation in the estimated Ore Reserves, including metallurgy, grade, dilution, ore loss, or stripping ratio at the Group’s properties may affect the economic viability of its properties, and this may have a material adverse impact on the Group’s results of operations, financial condition and prospects. There is also a risk that depletion of reserves will not be offset by discoveries or acquisitions, or that divestitures of assets will lead to a lower reserve base. The reserve base of the Group may decline if reserves are mined without adequate replacement and the Group may not be able to sustain production beyond current mine lives, based on current production rates. • Agreements with Third Parties Ramelius is, and will, be subject to various contracts and agreements with third parties. Ramelius’ operating model is to engage third parties (contractors) for open pit and underground mining, ore haulage, and drill and blast services. There is a risk of financial failure or default by a counterparty to these arrangements. Any breach or failure may lead to penalties or termination of the relevant contract. In addition, Ramelius’ interest in the relevant subject matter may be jeopardised. • Weather and Climate Change Some of Ramelius’ sites and operations may from time to time be subject to severe storms and high rainfall leading to flooding and associated damage which may result in delays to or loss of production. Ramelius acknowledges that climate change effects have the potential to impact our business. The highest priority climate related risks include reduced water availability, extreme weather events, changes to legislation and regulation, reputational risk, and technological and market changes. The Group is committed to understanding and proactively managing the impact of climate related risks to our business. This includes integrating climate related risks, as well as energy considerations, into our strategic planning and decision making. Further details regarding Ramelius’ assessment of environment, climate change and weather risks and its efforts pursuant to the Task Force on Climate-Related Financial Disclosures framework are outlined in its 2022 Sustainability Report. • Environmental Risks Mining and exploration have inherent risks and liabilities associated with safety and damage to the environment, including the disposal of waste products occurring as a result of mineral exploration and production, giving rise to potentially substantial costs for environmental rehabilitation, damage control and losses. Ramelius is subject to environmental laws and regulations in connection with its operations and could be subject to liability due to risks inherent in its activities, including unforeseen circumstances. In particular, the disposal of mining and process waste and mine water discharge are under constant legislative scrutiny and regulation. Approvals are required for land clearing and ground disturbing activities. Delays in obtaining such approvals could result in the delay to Ramelius’ anticipated mining or exploration activities. • Loss of Key Personnel Ramelius’ success depends on the competencies of its directors, senior management, and operational personnel. The loss of one or more of the directors or senior management could have an adverse effect on Ramelius’ business, financial position, and results of operations. The resulting impact from such an event would depend on the timing and quality of any replacement. In the current tight Western Australian labour market operational personal, both staff and contractors, are in high demand. Whilst Ramelius endeavours to be an employer of choice there is elevated turnover in the industry that may impact the business depending on the timing and quality of replacement operation personnel in current vacant positions. 39 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) • Community Relations Ramelius has an established community relations function, both at a corporate level and at each of the operations. Ramelius has developed a community engagement framework, including a set of principles, policies and procedures designed to provide a structured and consistent approach to community activities across its sites whilst recognising that, fundamentally, community relations is about people connecting with people. Ramelius recognises that a failure to appropriately manage local community stakeholder expectations may lead to dissatisfactions which have the potential to disrupt production and exploration activities. • COVID-19 Ramelius’ performance may be adversely affected in the short to medium term by any uncertainty caused by COVID-19. Any governmental or industry measures taken in response to COVID-19 may adversely impact the Group’s operations and are likely to be beyond the control of Ramelius. The Directors continue to monitor the situation and have considered the impact of COVID-19 on Ramelius’ business and financial performance, including the potential impact of COVID-19 on the Group. The situation in Western Australia is currently under control with Government restriction largely removed. However, the situation is continually evolving, and the consequences are therefore inevitably uncertain. Ramelius continues to operate under any protocols developed internally and as prescribed by State and Federal health authorities to minimise risks to our people and communities and ensure we continue to safely produce gold. All Ramelius mine operations are located within Western Australia which has enabled the Group to have a dynamic, rapid, and consistent approach to the management of the COVID-19 virus. • Acquisitions Ramelius regularly identifies and assesses potential opportunities for acquisitions and growth initiatives where it considers the opportunities may create shareholder value and it will continue to do so. While Ramelius intends to undertake appropriate due diligence to properly assess such opportunities and initiatives, benefits expected from investments, acquisitions or growth opportunities may take longer than expected to be achieved, or not be achieved at all, which may have a material impact on the value of Ramelius. In the ordinary course of business, Ramelius similarly evaluates various strategic options to maximise value creation for shareholders, including in relation to its existing businesses and assets. • Litigation Risks Ramelius is exposed to possible litigation risks including contractual disputes, occupational health and safety claims and employee claims. Further, Ramelius may be involved in disputes with other parties in the future which may result in litigation. Any such claim or dispute if proven, may impact adversely on Ramelius’ operations, financial performance and financial position. Ramelius is not currently engaged in any litigation. • Risk of Conflict Conflict events including, but not limited to, significant riots or acts of terrorism, invasion, hostilities (whether war be declared or not), or war may adversely affect the operating and financial performance of Ramelius. Escalation of the current conflict in Ukraine may increase market volatility generally and/or volatility in global commodity prices generally. • Cyber Security and IT Ramelius relies on IT infrastructure and systems and the efficient and uninterrupted operation of core technologies. Ramelius’ core technologies and other systems and operations could be exposed to damage or interruption from system failures, computer viruses, cyber-attacks, power or telecommunication provider’s failure or human error. These events may cause one or more of Ramelius’ core systems to become unavailable. Any interruptions to these operations would impact Ramelius’ ability to operate and could result in business interruption and loss of revenue and could therefore adversely affect Ramelius’ operating and financial performance. • Economic Conditions Factors such as (but not limited to) political movements, stock market trends, interest rates, inflation levels, commodity prices, foreign exchange rates, industrial disruption, environmental impacts, international competition, taxation changes and legislative or regulatory changes, may all have an adverse impact on Ramelius’ operating costs, profit margins and share price. These factors are beyond the control of Ramelius and Ramelius cannot, to any degree of certainty, predict how they will impact on Ramelius. Prolonged deterioration in general economic conditions could potentially have an adverse impact on Ramelius and its operations. ENVIRONMENTAL REGULATION REGULATIONS The operations of the Group in Australia are subject to environmental regulations under both Commonwealth and State legislation. In the mining industry, many activities are regulated by environmental laws as they may have the potential to cause harm and/or otherwise impact upon the environment. Therefore, the Group conducts its operations under the environmental legislative framework to carry out associated mining activities and operate facilities to process mined resources. Importantly, all environmental approvals across the Group are managed in accordance with Part V of the Environmental Protection Act 1986 and therefore, there are no ministerial statements required. The Group’s licences, permits and approvals are such that they are subject to audits both internally and externally by the various regulatory authorities. These audits provide the Group with valuable information in regard to compliance with statutory requirements, environmental performance and opportunities to further improve systems and processes, which ultimately assist the business in minimising environmental risk. 40 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) REPORTING Due to the various permits, licences and approvals the Group holds, annual environmental reporting (for a twelve-month period) is an approval condition. The Group did not experience any reportable environmental incidents for the reporting year 2022-2023. Table 13: Relevant statutory requirements for environmental management Agency Relevant Legislation Reporting Requirement Department of Water and Environmental Regulation (DWER) Environmental Protection Act 1986 (WA) Contaminated Sites Act 2003 (WA) Rights in Water and Irrigation Act 1914 (WA) Department of Mines, Industry Regulation and Safety (DMIRS) Mining Act 1978 (WA) Mining Rehabilitation Fund Act 2012 (WA) Department of Biodiversity, Conservation and Attractions (DBCA) Department of Climate Change, Energy, the Environmental and Water (DCCEEW) (Cth) Clean Energy Regulator (Cth) Biodiversity Conservation Act 2016 (WA) Environmental Protection and Biodiversity Conservation Act 1999 (Cth) National Greenhouse and Energy Reporting Act 2007 (Cth) Prescribed Premises Licence • Annual Environmental Report • Annual Audit Compliance Report Groundwater Abstraction Licence • Annual Groundwater Monitoring Summary • Operating Strategy Tenement Conditions Native Vegetation Clearing Report Annual Environmental Report Mining Rehabilitation Fund Levy Annual Monitoring Report National Pollutant Inventory Annual Compliance Report National Greenhouse and Energy Reporting Scheme (NGERS) • Annual submission SUSTAINABILITY The Group is committed to sustainability and works closely with the regulatory authorities to minimise the environmental impact and achieve sustainable operations. Continuous improvement processes are implemented to improve the operation and environmental performance. The Group seeks to build relationships with all stakeholders to ensure that their views and concerns are taken into account in regard to decisions made about the operations, to achieve mutually beneficial outcomes. This includes current operations, future planning and post closure activities. Environmental, Social, and Corporate Governance (ESG) performance is critical to maintaining our licences to operate, which in turn is fundamental to our financial performance. Details of the Group’s environmental and social performance are set out in the annual Sustainability Report and details of the Group’s governance framework and compliance are set out in the annual Corporate Governance Statement, both available at rameliusresources.com.au. 41 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) INFORMATION ON DIRECTORS The following information is current as at the date of this report. Bob Vassie Non-Executive Independent Chair Mark Zeptner Managing Director and Chief Executive Officer FAusIMM GAICD B.MinTech (Hons) Mining BEng (Hons) Mining MAusIMM MAICD David Southam Non-Executive Independent Director B.Comm CPA MAICD Experience Mr Vassie is a Mining Engineer with more than 35 years’ multi commodity and international experience. Mr Vassie spent 18 years with Rio Tinto in global mining and resource development executive roles followed by MD and CEO positions in Ivanhoe Australia and St Barbara Ltd with a focus on executive leadership, resource development and business development including M&A. Mr Vassie served as a board member for the Minerals Council of Australia from 2014 to 2020 where he chaired the MCA Gold Forum. Interest in Shares and Options 152,500 Ordinary Shares Special Responsibilities Chair of the Board Member of Audit Committee Member of Nomination and Remuneration Committee Member of Risk and Sustainability Committee Directorships held in other listed entities in the last three years Non-Executive Director Aurelia Metals Limited Previously Managing Director of St Barbara Limited (resigned 2 February 2020) Experience Mr Zeptner has more than 30 years’ industry experience including senior operational and management positions with WMC and Gold Fields Limited at their major gold and nickel assets in Australia and offshore. He joined Ramelius Resources Limited on 1 March 2012 as the Chief Operating Officer, was appointed Chief Executive Officer on 11 June 2014 and Managing Director effective 1 July 2015. Interest in Shares and Options 4,583,587 Ordinary Shares 124,387 Performance Rights over Ordinary Shares which vested after 30 June 2023 and expire on 1 July 2030. 442,528 Performance Rights over Ordinary Shares vesting on 1 July 2024 and expiring on 1 July 2031. 859,902 Performance Rights over Ordinary Shares vesting on 1 July 2025 and expiring on 1 July 2032. Special Responsibilities Chief Executive Officer Directorships held in other listed entities in the last three years None. Experience Mr Southam is a Certified Practicing Accountant with more than 30 years’ experience in accounting, capital markets and finance across the resources and industrial sectors. Mr Southam has been intimately involved in several large project financings in multiple jurisdictions and has completed significant capital market and M&A transactions. Interest in Shares and Options 20,528 Ordinary Shares Special Responsibilities Chair of Audit Committee Member of Nomination and Remuneration Committee Directorships held in other listed entities in the last three years Managing Director of Cygnus Metals Limited (Non-Executive Director from 1 November 2022 and Managing Director from 13 February 2023) Previously Managing Director of Mincor Resources NL (resigned 12 August 2022) 42 RAMELIUS RESOURCES ANNUAL REPORT 2023DIRECTORS’ REPORT (continued) Natalia Streltsova Non-Executive Independent Director Fiona Murdoch Non-Executive Independent Director Colin Moorhead Non-Executive Independent Director MSc PhD (Chem Eng) GAICD LLB (Hons) MBA GAICD BSc (Hons) FAusIMM GAICD Experience Dr Streltsova is a PhD qualified Chemical Engineer with more than 25 years’ minerals industry experience, including over 10 years in senior technical and corporate roles with mining majors – WMC, BHP and Vale. She has a strong background in mineral processing and metallurgy with specific expertise in gold and base metals. Dr Streltsova has considerable international experience covering project development and acquisitions in Africa, North and South America, and Central Asia. Interest in Shares and Options 62,000 Ordinary Shares Special Responsibilities Chair of Risk and Sustainability Committee Directorships held in other listed entities in the last three years Non-Executive Director of Neometals Limited Non-Executive Chair Australian Potash Limited Non-Executive Director of Centaurus Metals Limited Previously Non-Executive Director of Western Areas Limited (resigned 20 June 2022) Experience Ms Murdoch is a Lawyer and senior executive leader with over 30 years of commercial and operational experience in the resources and infrastructure sectors including with MIM Holdings, Xstrata Queensland and the AMCI Group. Ms Murdoch has extensive domestic and international experience with major projects and operations in Western Australia, Northern Territory and Queensland, and in the United Kingdom, Germany, South America, Dominican Republic, Papua New Guinea and the Philippines. Interest in Shares and Options 64,500 Ordinary Shares Special Responsibilities Chair of Nomination and Remuneration Committee Member of Risk and Sustainability Committee (resigned from Committee on 1 July 2023) Member of Audit Committee Directorships held in other listed entities in the last three years Non-Executive Director NRW Holdings Ltd Non-Executive Director Metro Mining Limited Previously Non-Executive Director of KGL Resources Limited (resigned 15 October 2021) Experience Mr Moorhead is a Geologist and very experienced resources executive having spent 28 years with Newcrest Mining, including eight years on the executive committee responsible for global exploration and resource development. Following this, he joined PT Merdeka Copper Gold Tbk as CEO, leading the very successful development of the Tujuh Bukit gold mine in Indonesia. He went on to become an Executive Director and later Non-Executive Director until June 2020. Mr Moorhead was appointed Non-Executive Director in December 2022. Interest in Shares and Options Nil Special Responsibilities None Appointed member of Risk and Sustainability Committee on 1 July 2023 Directorships held in other listed entities in the last three years Executive Chairman of Sihayo Gold Limited Executive Chairman of Xanadu Mines Limited Non-Executive Director of Aeris Resources Limited Non-Executive Director of Coda Minerals Limited 43 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) MEETINGS OF DIRECTORS The number of meetings of the Company’s Board of Directors and each Board Committee held during the year ended 30 June 2023, and number of meetings attended by each Director were: Table 14: Director Attendance at Board and Committee Meeting for the 2023 Financial Year Director Bob Vassie Mark Zeptner David Southam Natalia Streltsova Fiona Murdoch Colin Moorhead Meetings of Committees Full Meetings of Directors1 Audit Committee Nomination and Remuneration Committee Risk and Sustainability Committee A 17 16 17 15 17 9 B 17 17 17 17 17 11 A 3 - 3 - 3 - B 3 - 3 - 3 - A 5 - 4 - 5 - B 5 - 5 - 5 - A 5 - - 5 5 - B 5 - - 5 5 - A = Number of meetings attended; B = Number of meetings held during the time the Director held office or was a member of the Committee during the year. 1 The number of meetings of Directors includes 8 meetings which were called at short notice. Penny Pit Photo: Mikayla Ginbey 44 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) REMUNERATION REPORT (AUDITED) The Directors present the Ramelius Resources Limited 2023 Remuneration Report, outlining key aspects of our remuneration policy and framework, and the remuneration awarded during the year. This Remuneration Report is prepared in accordance with the requirements of the Corporations Act 2001 (the Act) and its regulations. In the interest of ease of access to information and transparency this remuneration report includes both voluntary and statutory disclosures. 9. Executive KMP remuneration summary (statutory disclosure) 10. Executive KMP share ownership 11. Executive KMP Performance and Service Rights held 12. Executive service agreements Non-Executive Director Remuneration 13. Non-Executive Directors 13.1 Overview of Non-Executive Director remuneration policy and arrangements 13.2 Non-Executive Director fees and other benefits 13.3 Non-Executive Director remuneration 13.4 Non-Executive Director share ownership Other Remuneration Information 14. Further information on remuneration 14.1 Share trading restrictions 14.2 Other transactions and balances with key management personnel 58 59 59 60 60 60 61 61 62 62 62 62 15. Independent audit of remuneration report 62 CONTENTS Background and Governance 1. 2023 Key Management Personnel 2. Five-year historical financial performance 3. Remuneration governance 3.1 Determination of remuneration of Non-Executive Directors 3.2 Use of remuneration consultants Executive Remuneration 4. Executive KMP remuneration framework and link to performance 5. Executive KMP remuneration mix 6. Fixed annual remuneration 7. Short-term at-risk remuneration 7.1 FY 2022 short-term at-risk incentive (STI) (recognised and paid in FY 2023) 7.2 FY 2023 short-term at-risk incentive (STI) (to be paid after 30 June 2023) 8. Long-term at-risk remuneration 8.1 FY 2020 – 2022 LTI Plan (Performance Rights granted in FY 2020 vested during FY 2023) 8.2 FY 2021 – 2023 LTI Plan (Performance Rights granted in FY 2021 unvested at 30 June 2023) 8.3 FY 2022 – 2024 LTI Plan (Performance Rights granted in FY 2022 unvested at 30 June 2023) 8.4 FY 2023 – 2025 LTI Plan (Performance Rights granted in FY 2023 unvested at 30 June 2023) 8.5 Service Rights granted in FY 2023 unvested at 30 June 2023 8.6 Summary of Performance and Service Rights on issue at 30 June 2023 46 46 46 47 47 47 49 50 50 50 52 53 54 55 55 56 56 57 45 O O V V E E R R V V I I E E W W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 1. 2023 KEY MANAGEMENT PERSONNEL The Ramelius key management personnel (KMP) includes the Directors of Ramelius Resources Limited and the Executive KMP. An Executive KMP is defined as a person having authority and responsibility for planning, directing, and controlling the major activities of the Group, directly or indirectly, and whom is a direct report to the Managing Director / Chief Executive Officer. The KMP for the 2023 financial year are as follows: Current Non-Executive Directors Bob Vassie David Southam Natalia Streltsova Fiona Murdoch Colin Moorhead Former Non-Executive Director Michael Bohm Current Executive KMP Mark Zeptner, Managing Director / Chief Executive Officer Duncan Coutts, Chief Operating Officer Tim Manners, Chief Financial Officer Richard Jones, Co Sec and EGM Legal / HR / Risk / Sustainability Peter Ruzicka, Executive General Manager – Exploration These Directors were members of the Board of Ramelius Resources Limited throughout the whole of the 2023 financial year. Joined the Board of Ramelius Resources Limited on 1 December 2022. Retired from the Board of Ramelius Resources Limited on 31 May 2022. These Executive KMP held their positions throughout the whole of the 2023 financial year. 2. FIVE-YEAR HISTORICAL FINANCIAL PERFORMANCE In addition to strengthening the balance sheet over the 2023 financial year Ramelius has delivered a solid set of financial results. Table 15: Key Financial Achievements and Shareholder Return for the 2019 to 2023 Financial Year Gold sold Average realised gold price Net profit after tax (NPAT) Underlying NPAT1 Dividend Share price 30 June Basic earnings per share Underlying basic earnings per share2 Unit koz A$/oz $M $M cps $ cents cents 2019 203 $1,726 21.8 22.4 1.0 0.73 3.74 3.83 2020 228 $2,014 113.4 106.8 2.0 1.99 16.43 15.48 2021 277 $2,282 126.8 120.9 2.5 1.70 15.64 14.91 2022 251 $2,399 12.4 73.0 1.0 0.87 1.47 8.63 2023 241 $2,591 61.6 75.3 2.0 1.27 6.95 8.49 1 This is considered a Non-IFRS measure. The adjustments to underlying NPAT CGU, asset, and exploration impairment charges, fair value adjustments on deferred consideration and investments, and one off asset sales. Refer to table 12 in the Directors Report which sets out the adjustments to underlying NPAT for the 2023 financial year. 2 Underlying basic earnings per share is derived from the Underlying NPAT discussed above. 3. REMUNERATION GOVERNANCE The Board is responsible for setting remuneration policy and determining Non-Executive Director, Executive Director, and Executive KMP remuneration. The Board also ensures that the remuneration framework is aligned with the Group’s strategic and business objectives, the creation of shareholder value, and remains fair and competitive. In addition, the Board is responsible for approving the remuneration of, and overseeing the performance review, of the Managing Director, for approving the remuneration of the other Executive KMP, and approving all targets and performance conditions set under the Executive KMP variable (otherwise known as ‘at-risk’) remuneration framework. The Board delegates responsibility to the Nomination and Remuneration Committee (NRC) for reviewing and making recommendations to the Board on these matters. The NRC calculates the achievement of performance conditions, including to decrease or increase at-risk remuneration outcomes. The NRC may exercise these powers when approving at-risk remuneration award outcomes to ensure that they are fair and reasonable and may use this discretion to decrease or increase the outcome as it considers appropriate. Whilst the NRC takes on the responsibility of this role the ultimate approval and accountability lies with the Board. The NRC comprises Non-Executive Directors Fiona Murdoch (Chair), Bob Vassie, and David Southam. The Committee meets several times a year as required to review and make recommendations to the Board in accordance with the Nomination and Remuneration Committee Charter (the NRC Charter) to ensure that Executive KMP remuneration remains aligned to the remuneration framework. A copy of the NRC Charter is available under Corporate Governance section of the Group’s website at http://www.rameliusresources.com.au. 46 RAMELIUS RESOURCES ANNUAL REPORT 2023DIRECTORS’ REPORT (continued) The NRC makes recommendations to the Board regarding all aspects of Executive KMP remuneration. This includes making recommendations in relation to the targets (including threshold and stretch performance targets) to be included in the assessment of any at-risk remuneration. The Managing Director provides updates and makes recommendations to the NRC on these matters in relation to his direct reports throughout the year but is not involved in making recommendations in relation to his own remuneration. To inform the Board and NRC, and to assist with their decision-making processes, additional information and data is sought from management and remuneration consultants, as required. Of the total valid available votes lodged on its Remuneration Report for the 2022 financial year, Ramelius received a ‘FOR’ vote of 98.65%. Specific feedback was received during the 2023 financial year regarding Ramelius’ practice of assessing cash at-risk remuneration after the preparation and audit of the annual financial report each year. Based on this feedback Ramelius has now brought the review of at-risk payments by the NRC forward so that it can be included in this Remuneration Report and the 2023 Annual Financial Report. Accordingly, the 2023 Remuneration Report will show two cash at-risk remuneration amounts, one paid in the 2023 financial year relating to the 2022 financial year performance, and one accrued relating to the performance in the 2023 financial year, that will be paid after 30 June 2023. The Remuneration Report also now discloses the long-term incentives (LTIs) that have been issued that have an impact on the remuneration disclosed for the 2023 financial year, namely, those Performance and Service Rights granted in the 2020 – 2023 financial years. This will be the only year where two amounts are shown; going forward only the one amount, being that accrued that relates to the financial year in question, will be shown in the Remuneration Report. This is a transition in reporting only and there has been only one at-risk remuneration cash payment made in the 2023 financial year. 3.1 DETERMINATION OF REMUNERATION OF NON-EXECUTIVE DIRECTORS The Board is responsible for assessing Non-Executive Director fees, assisted by the NRC. In setting the Non-Executive Director fees, including committee fees, the Board considers other Australian ASX companies of a comparable size and complexity. In the event of any proposed increase in fees, including committee fees, an external remuneration consultant may be engaged. The NRC and Board consider this benchmarking and any external remuneration consultant opinion, along with other factors such as the reasonableness of any change to the fees in the context of the external environment and any regulatory changes impacting Board accountability, before proposing any increase in fees. See section 13 of this report for further information on Non-Executive Director remuneration. 3.2 USE OF REMUNERATION CONSULTANTS No remuneration recommendations as defined in section 9B of the Corporations Act 2001 were obtained during the financial year ended 30 June 2023. 4. EXECUTIVE KMP REMUNERATION FRAMEWORK AND LINK TO PERFORMANCE The primary objective of Ramelius is to create shareholder value. The guiding remuneration principles aim to attract, motivate, and retain a skilled executive team focusing on performance and behaviours consistent with this objective, as well as with the Ramelius Essentials and the Group’s overall strategic priorities. The remuneration framework is based on several factors including the experience and performance of the individual in meeting key objectives of Ramelius. Key Remuneration Practices Structured to have a suitable mix of fixed and at-risk performance related components 1 Attract, incentivise, and maintain key talent with competitive and reasonable remuneration packages 2 Align with the Group’s strategic priorities and creation of shareholder value 3 Align management performance and shareholder interests through share and performance rights interest 4 Distinctly demonstrate a link between performance and remuneration 5 6 Acceptable to shareholders Transparent and fit for purpose 7 Benchmarked annually against similar organisations both within the industry and of comparable market size to ensure conformity with market practices 8 Reflect individual roles, levels or seniority and responsibility that key personnel hold 9 10 Ramelius’ strong ‘one team’ focus is reflected in Group wide performance measures 11 Structured to take account of prevailing economic conditions 47 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Ramelius’ remuneration framework combines elements of fixed remuneration and at-risk remuneration, comprising short and long-term incentive plans as detailed below. Incentive plans are regularly reviewed to ensure continued alignment with financial and strategic objectives. Table 16: Elements of Executive KMP Remuneration Fixed Annual Remuneration (FAR) Short-Term At-Risk Incentive (STI) Long-Term At-Risk Incentive (LTI) Award Cash salary, superannuation, and direct costs of any employee benefits. Cash – Executive KMP can earn a cash- based incentive by achieving specific performance measures. Rights – Executive KMP can participate in an equity-based incentive through the award of Performance Rights. Performance Period Duration of employment. Structure Fixed. One-year performance period beginning 1 July and ending 30 June the following year. If an Executive KMP commences part way through the performance period, their STI is prorated. The STI award is calculated as a percentage of the Executive KMP’s FAR (refer to section 5 of this Remuneration Report). Purpose Approach Attract, engage and retain a high performing workforce to ensure the Group delivers on its strategic objectives. Fixed remuneration is reviewed annually through a process that considers market conditions, individual performance, and the overall performance of the Group. Industry remuneration surveys and data are utilised to assist in this process. Key Terms Not applicable. Reward Executive KMP for achievement of a Group wide selection of structured key performance measures which are considered important for the Group’s growth and profitability and are core drivers of short-term performance. Annual STI performance objectives and measures are set, and if achieved, a cash payment made. Awards up to the maximum amount payable can be achieved when performance is superior reflecting the achievement of Stretch objectives. The Annual STI performance remuneration is weighted 100% towards Group wide performance metrics reflecting the ‘one team’ approach at Ramelius. Continued Employment. Participants must remain employed by the Group throughout the performance period, up to, and including the payment date. The normal performance period being one-year. There are several modifiers considered by the Board which may result in a downward reduction in the STI. Three-year performance period beginning 1 July in the year of award up to vesting date. The number of Performance Rights granted under the LTI award is based on a maximum percentage of the Executive KMP’s FAR and is dependent upon the individual’s skill, responsibilities, and ability to influence financial or other key objectives (refer to section 5 of this Remuneration Report). The number of Performance Rights granted is calculated by dividing the LTI remuneration dollar by the 5-day Volume Weighted Average Price (VWAP) of Ramelius shares up to and including the start date of the performance period. Align Executive KMP remuneration with the creation of shareholder value over the long term. Annual LTI objectives are set for Executive KMP based on long-term value creation for shareholders. Rights which vest following the achievement of the objectives are converted to shares on the vesting date. Any Performance Rights that do not vest will lapse after testing. There is no re-testing of Performance Rights. Performance Rights have a $nil exercise price. Continued Employment. Participants must remain employed by the Group throughout the performance period, up to and including the vesting date for LTI awards to vest. The normal performance period being three years. Where an Executive KMP ceases to be an employee of the Group, any unvested Performance Rights will lapse on the date of cessation of employment, except in limited circumstances that are approved by the Board on a case by case basis. Other Benefits Malus or Clawback provisions Board Discretion The Group allows an Executive KMP to salary sacrifice certain items such as superannuation and motor vehicles (on a total cost basis). Not applicable. In the event of fraud, dishonesty, gross misconduct or a material misstatement of the financial statements, the Board may make a determination that could include not conferring the amount of an STI otherwise payable, cancelling unvested rights, and the forfeiture of shares allocated on vesting of rights that are at the relevant time unexercised, to ensure Executives do not obtain an unfair benefit. The Board has the discretion to adjust the STI payment or the LTI Performance Rights awarded. At the 2022 AGM, shareholders approved the Ramelius Performance Plan which included the ability for the Company to award Service Rights to Executive KMP (excluding the Managing Director). In addition to the FAR, STI, and LTI noted above Executive KMP (excluding the Managing Director) were issued Service Rights during the 2023 financial year – Refer to Section 8.5 of this Remuneration Report for further information. 48 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 5. EXECUTIVE KMP REMUNERATION MIX The tables below provides information on the remuneration packages of Executive KMP, including the maximum at-risk percentages for both the STI and LTI. Information is provided for the 2022 and 2023 financial year incentives. Table 17: Executive FAR and Maximum At-Risk Payments for the 2022 Financial Year FY 2022 / Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Peter Ruzicka Maximum at-risk FAR1 770,000 550,000 456,500 354,750 302,500 STI2 75.0% 60.0% 60.0% 60.0% 60.0% LTI3 100% 50% 50% 50% 50% 1 Fixed annual remuneration (salary and superannuation) for the 2022 financial year. 2 STI payment for FY 2022 performance which was assessed and paid in the 2023 financial year (no amount recognised in the 2022 financial report). 3 LTI Performance Rights granted in the 2022 financial year with the measurement period commencing on 1 July 2021. Three year measurement period ends 30 June 2024 with vesting assessed shortly thereafter. Table 18: Executive FAR and Maximum At-Risk Payments for the 2023 Financial Year FY 2023 / Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Peter Ruzicka Maximum at-risk FAR1 808,308 580,125 481,504 381,308 324,538 STI2 75.0% 60.0% 60.0% 60.0% 60.0% LTI3 100% 50% 50% 50% 50% Service Rights4 n/a5 33% 33% 33% 33% 1 Fixed annual remuneration (salary and superannuation) for the 2023 financial year. 2 STI payment for FY 2023 performance which will has been assessed and will be paid in the 2024 financial year (amount recognised in the 2023 financial report). 3 LTI Performance Rights granted in the 2023 financial year with the measurement period commencing on 1 July 2022. Three year measurement period ends 30 June 2025 with vesting assessed shortly thereafter. 4 Service Rights granted in the 2023 financial year vesting 1 July 2024. Refer to Section 8.5 of this Remuneration Report. 5 The Managing Director was not eligible for the grant of Service Rights. Information regarding the actual STI earned for the 2022 and 2023 financial years by the Executive KMP is shown in Section 7 of this Remuneration Report, for the actual LTIs vested in the year refer to Section 8. The charts below show each component of the remuneration framework for the Managing Director / Chief Executive Officer and other Executive KMP as a percentage of the total remuneration for the 2023 financial year. The at-risk cash remuneration incudes amounts paid in the 2023 financial year for the 2022 financial year performance and an accrued amount for the 2023 financial year performance to be paid in the 2024 financial year. Managing Director / Chief Executive Officer Fixed Annual Remuneration (for FY2023 only) 33.7% At-Risk Remuneration - Cash-Foregone# At-Risk Remuneration At-Risk Remuneration - Cash# At-Risk Remuneration - Performance Rights 32.9% 33.3% 18.1% 15.2% Figure 12: Managing Director / Chief Executive Officer Remuneration Mix for the 2023 Financial Year # The at-risk cash remuneration foregone and paid relates to both the 2022 and 2023 STI payments which were paid or accrued in the year as this is the first year Ramelius has transitioned to accruing STI payments (see Section 3 of this Remuneration Report). Accordingly, these components will show as a disproportionately large component on the Managing Director / Chief Executive Officer total remuneration for this year only. 49 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Other Executive KMP #The at-risk cash remuneration foregone and paid relates to both the 2022 and 2023 STI payments which were paid or accrued in the year as this is the first year Ramelius has transitioned to accruing STI payments (see Section 3 of this Remuneration Report). Accordingly, these components will show as a disproportionately large component on the other Executive KMP total remuneration for this year only. Fixed Annual Remuneration (for FY2023 only) 39.5% At-Risk Remuneration - Cash-Foregone# At-Risk Remuneration At-Risk Remuneration - Cash# At-Risk Remuneration - Performance and Service Rights 30.8% 29.8% 17.9% 11.9% Figure 13: Other Executive KMP Remuneration Mix for the 2023 Financial Year The following sections 6 – 9 of this Report provide information regarding the components of the Executive KMP remuneration. 6. FIXED ANNUAL REMUNERATION The fixed annual remuneration (FAR) comprises an employee’s cash salary, superannuation, and direct costs of any employee benefits (such as car parking) and includes any fringe benefits tax charges related to these benefits. The Group allows an Executive KMP to salary sacrifice certain items such as superannuation and motor vehicles (on a total cost basis). Table 36 in section 9 below (statutory remuneration table) shows the FAR paid to Executive KMP in FY 2023 and FY 2022. See section 12 for the FAR payable to Executive KMP in FY 2024. FY 2022 SHORT-TERM AT-RISK INCENTIVE (STI) (RECOGNISED AND PAID IN FY 2023) 7. SHORT-TERM AT-RISK REMUNERATION 7.1 The at-risk award was finalised following a review of the financial results, operations and safety, changes to the Mine Plan, and the annual Resources and Reserves Statement by the NRC. This occurred late in the First Quarter of FY 2023 and was paid early in the Second Quarter of FY 2023. Therefore, no amount was provided for or recognised in the 2022 Annual Financial Report and Remuneration Report as the review by the NRC was yet to take place at the time of those reports. As mentioned, going forward reporting on at-risk incentive remuneration such as the STI will be detailed in the Remuneration Report for the financial year to which it relates. Given the importance of, and focus on, safety within the Group a Safety KPI was introduced to the performance metrics for the FY 2022 STI. Table 19: FY 2022 STI Plan Executive KMP Key Components and Operation Plan Name FY 2022 STI Plan Participants Performance Period Award Value Testing Date Other Terms and Conditions Performance Measures All employees. Non-Executive Directors cannot participate. One-year performance period beginning 1 July 2021 and ending 30 June 2022. Award value is equal to a percentage of the Executive KMP’s FAR as shown in table 17 in section 5 of this Remuneration Report. The FY 2022 STI award review occurred in the First Quarter of FY 2023 and was paid early in the Second Quarter of FY 2023. Going forward STI awards are determined in line with the approval of the Financial Statements for the end of the performance period, being 30 June 2022. For any at-risk payment to paid two ‘gates’ must be passed, these are: • No loss of life at any project site; and • No serious environmental, heritage, or community related breach. The performance measures considered in the determination of the FY 2022 STI remuneration are detailed below. The FY 2022 STI performance remuneration is weighted 100% towards Group wide performance metrics reflecting the ‘one team’ approach at Ramelius. The performance is measured relative to the Budget with Threshold, Target and Stretch cases considered. Safety – The Total Reportable Injury Frequency Rate (TRIFR) measures the rate of restricted work injuries (RWIs) and lost time injuries (LTIs) that occur per million hours worked. Safety is key to our licence to operate and our operational performance. Gold production is directly linked to the financial returns we generate for our shareholders. All-in sustaining cost (AISC) is an industry accepted measure of how much each ounce of gold costs to produce. Disciplined cost control and efficient use of capital is critical to maintaining control over costs. Net Profit After Tax (NPAT) is a measure of the financial returns we generate for our shareholders. Growth addition to our Mine Plan is vital to the continued operational and financial performance of our business including discovery, Reserve additions, and mergers and acquisitions. 50 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Table 20: FY 2022 Annual KPI Performance Annual KPI1 Safety (TRIFR) Gold Production AISC NPAT Growth MD / CEO Exec KMP Performance Measures Weighting 20% 15% 15% 25% 25% 20% 15 – 20% 15 – 20% 15 – 20% 20 – 35% Threshold 92.5% 100% 100% 110% Replacement Target 85% 102.5% 95% 120% 1 Year Stretch 70% 107.5% 90% 130% 2 Years Performance Outcome Target Not Achieved Target (Discretion) Not Achieved T/hold (Discretion) 1 The performance measure percentages for threshold, target and stretch categories in the table above are relative to the Board approved budgets or Mine Plan. The factors influencing the Board’s exercise of discretion are detailed below. The discretion resulted in an increase of the FY 2022 STI measurement outcome, from 12.2% to 20.5% (from 13.8% to 23.8% for the Managing Director). Table 21: Details on Discretion Applied to FY 2022 Performance Measures Performance Measure Growth AISC Discretion Applied No new Mine Plan was published in the 2022 financial year due primarily to the volatile cost environment precluding the finalisation of a new Mine Plan containing reliable future costs. Despite this the updated Mineral Resources and Ore Reserves Statement, which provided an alternative indication of growth in ounces, over the 2022 financial year, increased 15% with the inclusion of the Rebecca Gold Project following the successful takeover of Apollo Consolidated Limited. In addition, Ore Reserves were maintained at 1.1Moz as a result of the Company replacing production during the year. This equated to the Threshold KPI performance measure of Ore Reserve depletion replacement. At the time the FY 2022 Budget and performance measures were approved, the Board was aware that COVID-19 would have an impact, however given the extent of those impacts was uncertain, the FY 2022 Budget was not adjusted and was a ‘business as usual’ budget. The actual AISC outcome for FY 2022 was A$1,523/oz which fell within the market Guidance AISC. The Board also considered a normalised AISC taking into account the significant cost increases experienced and outside of the control of management, such as labour, fuel, steel and reagents which resulted in the normalised AISC achieving the Target KPI performance measure. Table 22: Outcome for the FY 2022 short-term at-risk remuneration, paid in October 2022 Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Peter Ruzicka Maximum At-Risk Payment1 At-Risk Payment Awarded1 At-Risk Payment Foregone1 % 75.0% 60.0% 60.0% 60.0% 60.0% $ 638,138 364,650 302,660 235,199 200,558 % 23.8% 20.0% 21.0% 20.0% 21.0% $ 202,077 121,550 105,931 78,400 70,195 % 51.2% 40.0% 39.0% 40.0% 39.0% $ 436,061 243,100 196,729 156,799 130,363 1 Amounts disclosed above include superannuation attributable to the at-risk payment. 51 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 7.2 FY 2023 SHORT-TERM AT-RISK INCENTIVE (STI) (TO BE PAID AFTER 30 JUNE 2023) In the 2023 financial year, ESG related actions and targets were reflected within the remuneration framework for the Executive KMP. Ramelius is committed to understanding and responsibly managing the ways our operations impact the communities and environments in which we operate and therefore the ESG targets were incorporated to ensure this is at the forefront of our mindset. The safety and ESG related goals and targets for FY 2023 account for 30% of the total short-term at-risk remuneration assessment criteria for 2023. Table 23: FY 2023 STI Plan Executive KMP Key Components and Pperation Performance Measure Participants Performance Period Award Value Testing Date Other Terms and Conditions Performance Measures Discretion Applied All employees. Non-Executive Directors cannot participate. One-year performance period beginning 1 July 2022 and ending 30 June 2023. Award value is equal to a percentage of the Executive KMP’s FAR as shown in table 18 in section 5 of this Remuneration Report. Incentive payments are determined in line with the approval of the Financial Statements for the end of the performance period, being 30 June 2023. For any at-risk payment to paid two “gates” must be passed, these are: • No loss of life at any project site; and • No serious environmental, heritage, or community related breach. The performance measures considered in the determination of the FY 2023 STI remuneration are detailed below. The FY 2023 STI performance remuneration is weighted 100% towards Group wide performance metrics reflecting the ‘one team’ approach at Ramelius. The performance is measured relative to the Budget with Threshold, Target and Stretch cases considered. Sustainability Safety ESG The Total Reportable Injury Frequency Rate (TRIFR) measures the rate of restricted work injuries (RWIs) and lost time injuries (LTIs) that occur per million hours worked. Safety is key to our licence to operate and our operational performance. Environment, Safety, and Governance (ESG) targets and actions. Ramelius strives to be a good corporate citizen and support the communities in which we operate. Doing so supports our current and future licence to operate which impacts the operational performance of our business. Production Gold Production Gold production is directly linked to the financial returns we generate for our shareholders. Financial AISC All-in sustaining cost (AISC) is an industry accepted measure of how much each ounce of gold costs to produce. Disciplined cost control and efficient use of capital is critical to maintaining control over costs. NPAT Net Profit After Tax (NPAT) is a measure of the financial returns we generate for our shareholders Growth Discovery/ Reserve addition Discovery / Reserve addition to our Mine Plan is vital to the continued operational and financial performance of our business including discovery, Reserve additions, and mergers and acquisitions. Table 24: Outcome for the FY 2023 Short-Term At-Risk Remuneration, to be Paid in FY 2024 Performance Measures Annual KPI1 Weighting Threshold Sustainability Production Financial Growth Safety (TRIFR) ESG Gold production AISC NPAT Discovery / Reserve addition 20% 10% 20% 20% 10% 20% 92.5% 50% 100% 100% 110% Replacement Target 85% 70% 102.5% 95% 120% 1 Year Stretch Performance Outcome 70% 90% 107.5% 90% 130% 2 Years Threshold Target / Stretch2 Not achieved Threshold Stretch Threshold (discretion) 1 The performance measure percentages for threshold, target and stretch categories in the table above are relative to the Board approved budgets or Mine Plan. 2 Actual performance achieved was between the Target and Stretch measures. The outcome for this KPI has been pro-rated based on the actual performance achieved. 52 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) The factors influencing the Board’s exercise of discretion are detailed below. The discretion resulted in a modest increase of the FY 2023 STI measurement outcome, from 19.33% to 23.33% (from 26.67% to 32.92% for the Managing Director). Table 25: Details on Discretion Applied to FY 2023 Performance Measures Performance Measure Growth Discretion Applied The Board exercised its discretion to award the minimum of Threshold for this performance measure after considering the following: • whilst an annual long-term Mine Plan was not produced during the 2023 financial year, Ramelius had successfully completed the takeover of Breaker Resources NL which included the Roe Gold Project that resulted in an increase to the Mineral Resource of 1.7M ounces to the Mineral Resources#; and • the Company had made the decision in FY 2023 to defer updating long-term Mine Plan given the time needed to consolidate the Rebecca and Roe projects. # See ASX announcement “Ramelius Makes Recommended Takeover Offer for Breaker Resources” dated 20 March 2023. Table 26: Outcome for the FY 2023 Short-Term At-Risk Remuneration, to be paid in September 2023 Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Peter Ruzicka Maximum at-risk payment1 At-risk payment awarded1 At-risk payment foregone1 % 75.0% 60.0% 60.0% 60.0% 60.0% $ 672,916 388,363 320,681 253,951 216,143 % 29.2% 23.3% 23.3% 23.3% 23.3% $ 263,309 151,547 126,005 100,053 85,350 % 45.8% 36.7% 36.7% 36.7% 36.7% $ 409,607 234,816 194,677 153,898 130,793 1 Amounts disclosed above include superannuation attributable to the at-risk payment. 8. LONG-TERM AT-RISK REMUNERATION Under the Ramelius Performance Plan, annual grants of Performance Rights are made to Executives to align remuneration with the creation of shareholder value over the long-term. The long-term incentives (LTI) are designed to focus Executives on delivering long-term shareholder returns. Performance Rights (being entitlements to shares in Ramelius subject to satisfaction of vesting conditions) issued to executives as long-term incentives are determined by the Board in accordance with the terms and conditions of the plan. The plan provides selected executives the opportunity to participate in the equity of Ramelius through the issue of rights as a long-term incentive that is aligned to the long-term interests of shareholders. Key features of all Performance Rights discussed below are as follows: • Some Performance Rights, typically half, vest depending on total shareholder returns (TSR) measured against a benchmark peer group. Table 27: Proportion of Executive Rights that Vest Relative to per TSR Relative TSR Proportion Vested Below the 50th percentile At the 50th percentile Between the 50th and 75th percentile At and above the 75th percentile 0% 50% Pro-rata between 50% and 100% 100% • • The other Performance Rights granted will vest if the Ramelius TSR over the measurement period is greater than 15% compounded annual growth. The peer group that the LTI is measured against varies year on year. The NRC may recommend to the Board to either include or exclude gold mining organisations available on this list to reflect changes in the industry. 53 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Table 28: Relevant Peer Group for Each Issue of Performance Rights Financial Year Issued Company Gascoyne Resources Limited Saracen Mineral Holdings Limited Pantoro Limited Regis Resources Limited Silver Lake Resources Limited Westgold Resources Limited St Barbara Limited Gold Road Resources Limited Millennium Minerals Limited Dacian Gold Limited Blackham Resources Limited Northern Star Resources Limited Resolute Mining Limited Evolution Mining Limited IGO Limited Perseus Mining Limited De Grey Mining Limited Bellevue Gold Limited Red 5 Limited Capricorn Metals Limited Aurelia Metals Limited OceanaGold Corporation Alkane Resources Limited ASX Code GCY SAR PNR RRL SLR WGX SBM GOR MOY DCN BLK NST RSG EVN IGO PRU DEG BGL RED CMM AMI OGC ALK 2020 3 3 3 3 3 3 3 3 3 3 3 3 3 3 7 7 7 7 7 7 7 7 7 2021 7 3 3 3 3 3 3 3 7 3 7 3 3 3 3 3 3 3 3 3 3 7 7 2022 7 3 3 3 3 3 3 3 7 3 7 3 3 3 3 3 3 3 3 3 3 7 7 2023 7 7 3 3 3 3 3 3 7 7 7 7 3 3 7 3 3 3 3 3 3 3 3 3 Indicates peer included in comparison group for that year. 7 Iindicates peer excluded from comparison group for that year. 8.1 FY 2020 – 2022 LTI PLAN (PERFORMANCE RIGHTS GRANTED IN FY 2020 VESTED DURING FY 2023) The key features of the Performance Rights issued in the 2020 financial year are as follows: • Performance Rights were granted on 9 October 2019 (22 November 2019 for Mark Zeptner). • • • • Performance Rights were measured for vesting during the 2023 financial year. The three-year performance period is from 1 July 2019 to 30 June 2022 and relates to Group performance (measurement period). Under the Ramelius Performance Plan, the number of Rights granted to executives ranges up to 40% (60% for the Managing Director / Chief Executive Officer) of the executive’s FAR. Of the FY 2020 Performance Rights that Mark Zeptner held at the start of the 2023 financial year, 214,894 Performance Rights (or 33%) vest if the Ramelius TSR over the measurement period is greater than 15% compounded annual growth. For Executive KMP (and the remaining 429,789 Performance Rights (or 67%) held by Mark Zeptner will vest depending on the TSR measured against the benchmark peer group. Table 29: LTI Outcome for the Performance Rights Issued in FY 2020 Measured for Vesting in FY 2023 Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Performance Rights Awarded Total Performance Achieved (%) Performance Rights vested Performance Rights lapsed 644,683 247,294 212,382 160,014 67% 100% 100% 100% 429,789 247,294 212,382 160,014 214,894 - - - 54 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 8.2 FY 2021 – 2023 LTI PLAN (PERFORMANCE RIGHTS GRANTED IN FY 2021 UNVESTED AT 30 JUNE 2023) The key features of the Performance Rights issued in the 2021 financial year are as follows: • Performance Rights were granted on 1 October 2020 (26 November 2020 for Mark Zeptner). • • • Performance Rights were measured for vesting during the 2024 financial year. The three-year performance period is from 1 July 2020 to 30 June 2023 and relates to Group performance (measurement period). Under the Ramelius Performance Plan, the number of Rights granted to executives ranges up to 40% (100% for the Managing Director / Chief Executive Officer) of the executive’s FAR. Half of Performance Rights granted will vest if the Ramelius TSR over the measurement period is greater than 15% compounded annual growth. • The remaining half of the Performance Rights issued will vest depending on TSR measured against a benchmark peer group. Table 30: FY 2021 Performance Rights on Issue at 30 June 2023 Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Performance Rights Awarded Lapsed (%) 355,392 102,451 86,275 64,706 0% 0% 0% 0% Table 31: LTI Outcome for the Performance Rights Issued in FY 2021 Were Measured for Vesting After the 2023 Financial Year (Assessed on 19 July 2023) Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Performance Rights Awarded Total Performance Achieved (%) Performance Rights Vested Performance Rights Lapsed 355,392 102,451 86,275 64,706 35% 35% 35% 35% 124,387 35,858 30,196 22,647 231,005 66,593 56,079 42,059 8.3 FY 2022 – 2024 LTI PLAN (PERFORMANCE RIGHTS GRANTED IN FY 2022 UNVESTED AT 30 JUNE 2023) The key features of the Performance Rights issued in the 2022 financial year are as follows: • Performance Rights were granted on 15 September 2021 (25 November 2021 for Mark Zeptner). • • • Performance Rights were measured for vesting during the 2025 financial year. The three-year performance period is from 1 July 2021 to 30 June 2024 and relates to Group performance (measurement period). Under the Ramelius Performance Plan, the number of Rights granted to executives ranges up to 40% (100% for the Managing Director / Chief Executive Officer) of the executive’s FAR. Half of Performance Rights granted will vest if the Ramelius TSR over the measurement period is greater than 15% compounded annual growth. • The remaining half of the Performance Rights issued will vest depending on TSR measured against a benchmark peer group. Table 32: FY 2022 Performance Rights on Issue at 30 June 2023 Which Remain Unvested at the Date of this Report Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Peter Ruzicka Performance Rights Awarded Lapsed (%) 442,528 158,046 131,178 101,940 86,925 0% 0% 0% 0% 0% 55 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 8.4 FY 2023 – 2025 LTI PLAN (PERFORMANCE RIGHTS GRANTED IN FY 2023 UNVESTED AT 30 JUNE 2023) The key features of the Performance Rights issued in the 2023 financial year are as follows: • Performance Rights were granted on 8 September 2022 (24 November 2022 for Mark Zeptner) • Performance Rights were measured for vesting during the 2026 financial year. The three-year performance period is from 1 July 2022 to 30 June 2025 and relates to Group performance (measurement period). • Under the Ramelius Performance Plan, the number of Rights granted to executives ranges up to 50% (100% for the Managing Director / Chief Executive Officer) of the executive’s FAR. • Half of performance rights granted will vest if the Ramelius TSR over the measurement period is greater than 5% compounded annual growth. • The remaining half of the Performance Rights issued will vest depending on TSR measured against a benchmark peer group. Table 33: FY 2023 Performance Rights on Issue at 30 June 2023 Which Remain Unvested at the Date of This Report Name Mark Zeptner Duncan Coutts Tim Manners Richard Jones Peter Ruzicka Performance Rights Awarded Lapsed (%) 859,902 311,237 258,779 205,483 175,286 0% 0% 0% 0% 0% SERVICE RIGHTS GRANTED IN FY 2023 UNVESTED AT 30 JUNE 2023 8.5 During the 2023 financial year Ramelius issued Service Rights across the Group to motivate employees to remain in the employment of Ramelius considering the extremely difficult labour market environment within Western Australia in the 2022 calendar year. Employee retention in this labour market is key to the success of Ramelius as high employee turnover can negatively impact safety, production, and costs. The approach was adopted to minimise the cost of new hires and to limit the poaching of Ramelius employees within the industry after consultation with third party consultants. As part of this approach Service Rights were issued to Executive KMP, excluding the Managing Director. Under the Ramelius Performance Plan, the number of Rights granted to Executive KMP was 33% of the executive’s FAR. The number of Rights granted was calculated by dividing the LTI remuneration dollar amount by the volume weighted average price of Ramelius shares traded on the Australian Securities Exchange during the 5-trading day period prior to 30 September 2022, being $0.94 per Ramelius share. The Service Rights were issued on 1 December 2022 and were subject to a 24 month performance period, commencing on 1 July 2022. The performance criteria for these Service Rights is that the Executive KMP must remain in the employment of Ramelius for the full two-year period. The performance period ends on 30 June 2024. Table 34: FY 2023 Service Rights on Issue at 30 June 2023 Which Remain Unvested at the Date of This Report Name Tim Manners Duncan Coutts Richard Jones Peter Ruzicka Service Rights Awarded Lapsed (%) 170,794 205,416 135,619 115,689 0% 0% 0% 0% 56 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) SUMMARY OF PERFORMANCE AND SERVICE RIGHTS ON ISSUE AT 30 JUNE 2023 8.6 The terms and conditions of Performance and Service Rights on issue, including the impact on current and future in the current remuneration are as follows (the below table is for all Rights on issue, not just those applicable to Executive KMP): Table 35: Terms and Conditions of Performance and Service Rights on issue at 30 June 2023 Vesting Date Expiry Date Vested Value1 Grant Date 23 Nov 2016 23 Nov 2016 23 Nov 2016 1 Jul 2017 5 Sep 2018 29 Nov 2018 9 Oct 2019 1 Oct 2020 1 Oct 2020 26 Nov 2020 26 Nov 2020 15 Sep 2021 15 Sep 2021 26 Nov 2021 26 Nov 2021 8 Sep 2022 8 Sep 2022 26 Nov 2022 26 Nov 2022 1 Jul 2017 1 Jul 2018 1 Jul 2019 1 Jul 2020 1 Jul 2021 1 Jul 2021 1 Jul 2022 1 Jul 2023 1 Jul 2023 1 Jul 2023 1 Jul 2023 1 Jul 2024 1 Jul 2024 1 Jul 2024 1 Jul 2024 1 Jul 2025 1 Jul 2025 1 Jul 2025 1 Jul 2025 1 Jul 2024 1 Jul 2025 1 Jul 2026 1 Jul 2027 1 Jul 2028 1 Jul 2028 1 Jul 2029 1 Jul 2030 1 Jul 2030 1 Jul 2030 1 Jul 2030 1 Jul 2031 1 Jul 2031 1 Jul 2031 1 Jul 2031 1 Jul 2032 1 Jul 2032 1 Jul 2032 1 Jul 2032 Sub-Total Performance Rights 1 Dec 2022 1 Dec 2022 31 Dec 2023 30 Jun 2024 31 Dec 2025 30 Jun 2026 Sub-Total Service Rights Total (All Rights) 1 This is the value of each Performance or Service right on the Grant Date. 2 Expense is the expense for the 2023 financial year. 3 Value to be expensed is the value of the Rights that will be expensed in future reporting periods. Yes Yes Yes Yes Yes Yes Yes No No No No No No No No No No No No No No $0.33 $0.32 $0.37 $0.33 $0.39 $0.27 $1.22 $1.31 $1.81 $0.94 $1.42 $0.67 $0.95 $0.83 $0.96 $0.22 $0.26 $0.39 $0.35 $0.91 $0.90 Expense2 - - - - - - - 107,847 162,865 64,865 97,538 111,075 158,157 68,537 79,738 81,579 95,237 41,974 37,169 1,106,581 4,604,375 589,105 5,193,480 6,300,061 Value to be Expensed3 - - - - - - - - - - - 155,313 221,147 68,537 79,738 253,223 295,619 125,922 111,508 1,311,007 5,113,650 1,124,810 6,238,460 7,549,467 Rights on Issue 101,138 129,593 161,819 772,933 746,399 189,655 1,319,783 362,451 362,451 177,696 177,696 592,073 592,073 221,264 221,264 1,514,946 1,514,946 429,951 429,951 10,018,082 10,738,150 1,904,350 12,642,500 22,660,582 57 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) l a t o T ) $ ( e c i v r e S I T L 3 s t h g i R ) $ ( d e t a l e R . f r e P ) $ ( % 7 9 4 . % 3 7 4 . % 3 4 4 . % 6 4 3 . % 6 4 4 . % 8 5 3 . % 5 1 4 . % 2 6 3 . % 1 0 4 . % 8 9 . % 3 5 4 . % 5 7 3 . , 3 1 6 1 2 7 1 , , 8 0 2 3 7 4 1 , , 2 4 4 3 5 0 1 , 2 2 5 0 8 8 , 9 3 0 2 8 8 , 4 9 0 4 3 7 , 0 3 5 2 3 7 , 7 0 9 9 9 5 , 3 7 3 6 7 5 , 1 8 6 0 5 3 , , 7 9 9 5 6 9 4 , , 2 1 4 8 3 0 4 , - a / n 1 5 1 8 5 4 , a / n . f r e P I T L 3 s t h g i R 0 2 8 9 8 3 , I T S 3 2 Y F , 5 4 d e u r c c A , 9 0 3 3 6 2 h s a C I T S 2 2 Y F , , 5 4 1 t n e m y a P , 7 7 0 2 0 2 0 5 2 9 3 2 , 2 1 1 8 6 , 0 8 2 5 2 1 , 7 4 5 1 5 1 , 0 5 5 1 2 1 , - 5 3 3 2 7 1 , a / n 0 0 0 2 3 1 , 2 3 6 6 5 , 7 1 7 4 0 1 , , 5 0 0 6 2 1 1 3 9 5 0 1 , - - 8 6 9 4 4 , - 0 6 3 8 3 , 9 5 9 6 4 1 , 0 6 3 0 8 , 7 8 8 4 3 1 , 9 5 2 7 3 , 0 6 7 0 2 , a / n 3 5 0 0 0 1 , a / n a / n 0 5 3 5 8 , 0 0 5 5 1 1 , 0 0 4 8 7 , 0 0 5 2 8 , 5 9 1 0 7 , 0 5 7 3 1 , - r e p u S n o i t a u n n A 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 0 0 5 7 2 , 2 7 0 8 0 2 , 6 3 4 7 3 7 , , 4 6 2 6 2 7 3 5 1 8 7 5 , , 0 0 5 7 3 1 - 2 9 0 3 3 9 , a / n 0 0 0 3 8 5 , 0 0 5 7 3 1 , e v a e L n o i s i v o r P 2 t m v m ) 2 8 9 ( 3 3 4 1 5 , ) 6 7 4 1 6 ( , 8 9 3 9 1 , 4 8 5 6 4 3 8 , 5 7 7 0 4 , 1 8 9 0 2 , 4 0 0 4 1 , 8 0 9 6 , 0 2 3 5 4 , 1 5 6 4 5 , r e h t O 1 s t fi e n e B 1 y r a l a S h s a C r a e Y 6 6 6 6 , 9 8 7 6 , 6 6 6 6 , 9 8 7 6 , 6 6 6 6 , 9 8 7 6 , 6 6 6 6 , 9 8 7 6 , 6 6 6 6 , 3 8 7 6 , 0 3 3 3 3 , 9 1 9 3 3 , 8 0 8 0 8 7 , 0 0 5 2 4 7 , 3 6 2 4 1 6 , 0 0 5 2 2 5 , 4 0 0 4 5 4 , 0 0 0 9 2 4 , 8 0 8 3 5 3 , 0 5 2 7 2 3 , 9 3 0 7 9 2 , 0 0 0 5 7 2 , , 2 2 9 9 9 4 2 , , 0 5 2 6 9 2 2 , 3 2 0 2 2 2 0 2 3 2 0 2 2 2 0 2 3 2 0 2 2 2 0 2 3 2 0 2 2 2 0 2 3 2 0 2 2 2 0 2 3 2 0 2 2 2 0 2 I N O T A R E N U M E R E L B A R A V I ) $ ( I N O T A R E N U M E R D E X I F i f e h C d n a r o t c e r i i D g n g a n a M r e c ffi O g n i t a r e p O i f e h C s t t u o C n a c n u D r e c ffi O e v i t u c e x E s r e n n a M m T i r e c ffi o l i a c n a n F i i f e h C / R H / l a g e L M G E d n a c e S o C s e n o J d r a h c i R l e o R d n a e m a N r e n t p e Z k r a M . s d r a d n a t s y t i l i i b a n a t s u S / k s i R – r e g a n a M l a r e n e G e v i t u c e x E a k c i z u R r e t e P n o i t a r o p x E l l a t o T e h t g n i r u d d e u r c c a n a h t e v a e l e r o m n e k a t s a h P M K e v i t u c e x E n a e r e h w e v i t a g e n e b y a m y e h T . s n o i s i v o r p d e t a i c o s s a e h t n i s t n e m e v o m e h t t n e s e r p e r n m u o c l s i h t n i d e s o l c s i d s t n u o m a e h T . 8 m e t I ) 1 ( . 3 0 3 M 2 . n o i t a u g e R l s n o i t a r o p r o C r e p s a s t fi e n e b m r e t - g n o l r e h t O P. M K e v i t u c e x E o t d e d i v o r p s t fi e n e b i g n k r a p r a c e s i r p m o c s t fi e n e b r e h t O . 6 m e t I ) 1 ( 3 0 3 M 2 . . n o i t a u g e R l s n o i t a r o p r o C r e p s a s t fi e n e b m r e t - t r o h S 1 2 e h t t a l d e t a u c l a c e u a v l r i a f e h t s t n e s e r p e r d n a s d r a d n a t s g n i t n u o c c a l e b a c i l p p a h t i w e c n a d r o c c a n i i d e n m r e t e d s a w d n a h s a c - n o n s i e v o b a n w o h s d e t n a r g s t h g R i f o e u a v l r i a f e h T . l e n n o s r e p t n e m e g a n a m y e k o t d e u s s i s e r a h s y r a n d r o i r e v o s t h g i r o t e t a e r l s t h g R i e r a h S 3 . i d a p s e v i t n e c n i m r e t - t r o h s e h t n o n o i t a m r o f n i r e h t r u f r o f t r o p e r n o i t a r e n u m e r s i h t f o 7 n o i t c e s o t r e f e R 4 . d e u s s i e r e w s e r a h s n e h w t o n d n a d e t n a r g e r e w s t h g R i e m i t . n o i t a n m r e t i n o s t n e m e l t i t n e r o f t u o i d a p n e e b s a h r o , s t n e m e l t i t n e e v a e l d e u r c c a t u o d e h s a c s a h , r a e y n o i t a r e n u m e R e h t n i n w o h s e b l l i w , n o i t s e u q n i r a e y l a i c n a n fi e h t o t s e t a e r l t a h t d e u r c c a t a h t i g n e b , t n u o m a e n o e h t y l n o d r a w r o f g n o g i ; I T S e h t r o f n w o h s e r a s t n u o m a o w t e r e h w r a e y y l n o e h t e b l l i w s i h T . r a e y l a i c n a n fi 3 2 0 2 e h t n i i d a p t o n s a w d e u r c c a I T S 3 2 Y F e h T 5 . 2 2 0 2 r e b o t c O n i i d a p s a w h c i h w ” t n e m y a P h s a C I T S 2 2 Y F “ e h t i g n e b r a e y l a i c n a n fi 3 2 0 2 e h t n i e d a m t n e m y a p h s a c n o i t a r e n u m e r k s i r - t a e n o y l n o n e e b s a h e r e h t d n a y l n o g n i t r o p e r n i n o i t i s n a r t a s i s i h T . t r o p e R g n i t n u o c c a e h t f o s t n e m e r i u q e r e h t h t i w e c n a d r o c c a n i d e r u s a e m r a e y l a i c n a n fi s u o i v e r p d n a t n e r r u c e h t r o f P M K e v i t u c e x E s ’ p u o r G e h t r o f d e s i n g o c e r e s n e p x e n o i t a r e n u m e r e h t f o s l i a t e D : 6 3 l e b a T I ) E R U S O L C S D Y R O T U T A T S ( Y R A M M U S N O T A R E N U M E R P M K E V T U C E X E I I . 9 58 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 10. EXECUTIVE KMP SHARE OWNERSHIP Table 37: Number of Shares Held Directly, Indirectly, or Beneficially by the Current Executive KMP (including their related parties) Name Mark Zeptner Duncan Coutts Tim Manners1 Richard Jones Peter Ruzicka Balance at Start of Year 2,762,500 381,705 - - - 1 The share price on the date of exercise was $0.73 Received During Year on Exercising of Performance Rights 1,821,087 - 212,382 - - Sold During Year Balance at End of Year - (381,705) (212,382) - - 4,583,587 - - - - 11. EXECUTIVE KMP PERFORMANCE AND SERVICE RIGHTS HELD Table 38: Number of Performance Rights Held by the Current Executive KMP Balance at the End of the Year Value to Vest1 Vested Unvested $ Name Grant Year Mark Zeptner 2017 2019 2020 2021 2022 2023 Duncan Coutts 2020 2021 2022 2023 Tim Manners 2020 2021 2022 2023 Peter Ruzicka 2022 2023 Richard Jones 2020 2021 2022 2023 Balance at Start of Year Granted During the Year Vested Number Number % 500,000 568,956 967,025 355,392 442,528 - 247,294 102,451 158,046 - 212,382 86,275 131,178 - 86,925 - 160,014 64,706 101,940 - - - - - - 859,902 - - - 311,237 - - - 258,779 - 175,286 - - - 205,483 - - 429,789 - - - 247,294 - - - 212,382 - - - - - 160,014 - - - - - 67% - - - 100% - - - 100% - - - - - 100% - - - Exercised Number (500,000) (568,956) (752,131) - - - - - - - - - - - - - 247,294 - - - (212,382) - - - - - - - - - - - - - - - 160,014 - - - - - - 355,392 442,528 859,902 - 102,451 158,046 311,237 - 86,275 131,178 258,779 86,925 175,286 - 64,706 101,940 205,483 - - - - 148,274 237,430 - - 45,294 52,617 - - 37,594 43,749 24,912 29,634 - - 29,215 34,739 1 The maximum value of the Performance Rights yet to vest has been determined as the amount of the grant date fair value of the Rights that is yet to be expensed. 59 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Table 39: Number of Service Rights Held by the Current Executive KMP Name Grant Year Duncan Coutts 2023 Tim Manners 2023 Peter Ruzicka 2023 Richard Jones 2023 Balance at Start of Year Granted During The Year Vested Number Number % Exercised Number Balance at the End of the Year Value to vest1 Vested Unvested $ - - - - 205,416 170,794 115,689 135,619 - - - - - - - - - - - - - - - - 205,416 116,763 170,794 97,083 115,689 65,760 135,619 77,089 1The maximum value of the Service Rights yet to vest has been determined as the amount of the grant date fair value of the Rights that is yet to be expensed. 2The Managing Director was not eligible for the grant of Service Rights during the 2023 financial year. 12. EXECUTIVE SERVICE AGREEMENTS Remuneration and other terms of employment for Executives are formalised in service agreements. The service agreements specify the components of remuneration, benefits and notice periods. Participation in short-term and long-term incentives are at the discretion of the Board. Other major provisions of the agreements relating to remuneration are set out below. Contracts with Executives may be terminated early by either party as detailed below. Table 40: Terms of Employment for Executive KMP Name and Position Mark Zeptner3 Managing Director / Chief Executive Officer Duncan Coutts Chief Operating Officer Tim Manners Chief Financial Officer Richard Jones Co Sec & EGM Legal / HR / Risk / Sustainability Peter Ruzicka Executive General Manager – Exploration Term of Agreement On-going, no fixed term. On-going, no fixed term. On-going, no fixed term. On-going, no fixed term. On-going, no fixed term. 20241 20231 Company / Employee Notice Period Termination Benefit2 852,563 808,308 6 / 3 months 6 months base salary 611,888 580,125 6 / 3 months 6 months base salary 507,867 481,504 6 / 3 months 6 months base salary 402,185 381,308 6 / 3 months 6 months base salary 342,307 324,538 3 / 3 months 3 months base salary 1Fixed annual remuneration (salary + superannuation) for the financial year noted. 2Termination benefits are payable on early termination by the company, other than for gross misconduct, unless otherwise indicated. 3In certain circumstances, but always subject to the Corporations Act 2001 and ASX Listing Rules, the termination benefit may be 12 months base salary. 13. NON-EXECUTIVE DIRECTORS 13.1 OVERVIEW OF NON-EXECUTIVE DIRECTOR REMUNERATION POLICY AND ARRANGEMENTS There were no changes to the Non-Executive Director remuneration for the 2023 financial year apart from statutory increases to superannuation rates. Non-Executive Director fees are determined using the following guidelines. Fees are: • Determined by the nature of the role, responsibility and time commitment necessary to perform required duties; • Not performance or incentive based but are fixed amounts; and • Determined by the desire to attract a group of individuals with pertinent knowledge and experience. In accordance with the Company’s Constitution, the total amount of remuneration of Non-Executive Directors is within the aggregate limit of $1,000,000 per annum as approved by shareholders at the 2021 Annual General Meeting. 60 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) Non-Executive Directors may apportion any amount up to this maximum level amongst the Non-Executive Directors as determined by the Board. Remuneration consists of Non-Executive Director fees, committee fees and superannuation contributions. Non-Executive Directors are also entitled to be paid reasonable travelling, accommodation and other expenses incurred in performing their duties as Directors. Non-Executive Directors do not participate in any performance-based pay including plans designed for the remuneration of an Executives, share rights or at-risk STI payments and are not provided with retirement benefits other than salary sacrifice and superannuation. All Non-Executive Directors enter into a service agreement with the Company in the form of a letter of appointment. The letter summarises the Board policies and terms, including remuneration, relevant to the office of Director. 13.2 NON-EXECUTIVE DIRECTOR FEES AND OTHER BENEFITS Table 41: Details of Remuneration Fees Paid for the Board and Each Committee for the 2023 and 2022 Financial Years Board and Committee Fees (Excluding Superannuation) Board Fees Chair – Bob Vassie Members – all Non-Executive Directors1 Committee Fees Audit Committee Chair – David Southam Members – Bob Vassie, Fiona Murdoch2 Risk and Sustainability Committee Chair – Natalia Streltsova Members – Bob Vassie, Fiona Murdoch2 Nomination and Remuneration Committee Chair – Fiona Murdoch2 Members – Bob Vassie, David Southam 2023 190,000 115,000 15,455 9,091 15,455 9,091 15,455 9,091 2022 190,000 115,000 15,455 9,091 15,455 9,091 15,455 9,091 1Colin Moorhead joined the Board on 1 December 2022. 2On 1 July 2023 Fiona Murdoch resigned from the Risk and Sustainability Committee and was replaced by Colin Moorhead. 13.3 NON-EXECUTIVE DIRECTOR REMUNERATION Table 42: Remuneration Fees Paid to Non-Executive Directors Name and Role Non-Executive Directors Bob Vassie Non-Executive Chair David Southam Non-Executive Director Natalia Streltsova1 Non-Executive Director Fiona Murdoch2 Non-Executive Director Colin Moorhead3 Non-Executive Director Former Non-Executive Directors Michael Bohm4 Non-Executive Director Total Year Base Fee Audit Committee Fees Risk and Sustainability Nomination and Remuneration Super- annuation 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 190,000 190,000 115,000 115,000 115,000 115,000 115,000 67,083 67,083 - - 105,417 602,083 592,500 9,091 9,091 15,455 15,455 - 4,545 9,091 4,545 - - - - 33,637 33,636 9,091 9,091 - - 15,455 15,455 9,091 5,545 - - - 8,333 33,637 38,424 9,091 9,091 9,091 9,091 - - 15,455 1,286 - - - 14,167 33,637 33,635 22,814 21,727 14,652 13,954 13,697 13,500 15,606 7,746 7,044 - - 12,792 73,813 69,719 Total 240,087 239,000 154,198 153,500 144,152 148,500 164,243 85,205 74,127 - - 140,709 776,807 766,914 1 Natalia Streltsova resigned from the Audit Committee on 1 January 2022. 2 Fiona Murdoch was appointed as a Non-Executive Director on 1 December 2021 and joined the Audit Committee and Risk and Sustainability Committee on 1 January 2022. Fiona Murdoch was appointed Chair of the Nomination and Remuneration Committee on 1 June 2022. 3 Colin Moorhead was appointed as a Non-Executive Director on 1 December 2022. From 1 July 2023 Colin Moorhead will become a member of the Risk and Sustainability Committee. 4 Michael Bohm retired as a Non-Executive Director on 31 May 2022. 61 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) 13.4 NON-EXECUTIVE DIRECTOR SHARE OWNERSHIP Table 43: Details of Non-Executive Director Share Ownership Name Bob Vassie David Southam Natalia Streltsova Fiona Murdoch Colin Moorhead Balance at Start of Year Acquired During Year Sold During Year Balance at End of Year 80,000 20,217 12,000 34,500 - 72,500 311 50,000 30,000 - - - - - - 152,500 20,528 62,000 64,500 - 14. FURTHER INFORMATION ON REMUNERATION 14.1 SHARE TRADING RESTRICTIONS The trading of shares is subject to, and conditional upon, compliance with the Company’s Securities Trading Policy. The Policy is enforced through a system that includes a requirement that Executives confirm compliance with the policy and provide confirmation of dealings in Ramelius securities. The ability for an Executive to deal with an option or a right is restricted by the terms of issue and the plan rules which do not allow dealings in any unvested security. The Securities Trading Policy specifically prohibits an Executive from entering into transactions that limit the economic risk of participating in unvested entitlements such as equity-based remuneration plans. The Securities Trading Policy can be viewed on the Company’s website. 14.2 OTHER TRANSACTIONS AND BALANCES WITH KEY MANAGEMENT PERSONNEL There were no loans made to key management personnel or their personally related parties during the current or prior financial year. There were no other transactions with key management personnel. INDEPENDENT AUDIT OF REMUNERATION REPORT 15. The remuneration report has been audited by Deloitte Touche Tohmatsu (Deloitte). Please see page 110 of this financial report for Deloitte’s report on the remuneration report. Remuneration Report Ends. SHARES UNDER OPTION UNISSUED ORDINARY SHARES No unissued ordinary Shares of Ramelius Resources Limited are under option at the date of this report. INSURANCE OF OFFICERS AND INDEMNITIES INDEMNIFICATION Ramelius is required to indemnify its Directors and Officers against any liabilities incurred by the Directors and Officers that may arise from their position as Directors and Officers of Ramelius and its controlled entities. No costs were incurred during the year pursuant to this indemnity. Ramelius has entered into deeds of indemnity with each Director whereby, to the extent permitted by the Corporations Act 2001, Ramelius agreed to indemnify each Director against all loss and liability incurred as an officer of the company, including all liability in defending any relevant proceedings. Ramelius has agreed to indemnify its auditors, Deloitte, to the extent permitted by law, against any claim by a third party arising from Ramelius’ breach of their agreement. The indemnity stipulates that Ramelius will meet the full amount of any such liabilities including a reasonable amount of legal costs. INSURANCE PREMIUMS Since the end of the previous year Ramelius has paid insurance premiums in respect of Directors’ and Officers’ liability and legal expenses insurance contracts. The terms of the policies prohibit disclosure of details of the amount of the insurance cover, the nature thereof and the premium paid. 62 RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) PROCEEDINGS ON BEHALF OF THE COMPANY No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of Ramelius or to intervene in any proceedings to which Ramelius is a party, for the purpose of taking responsibility on behalf of Ramelius for all or part of those proceedings. There were no such proceedings brought or interventions on behalf of Ramelius with leave from the Court under section 237 of the Corporations Act 2001. NON-AUDIT SERVICES The Company may decide to engage the auditor (Deloitte Touche Tohmatsu) on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Company and/or the Group are important. Prior to the provision of any non-audit services the Board of Directors considers the position and, in accordance with advice received from the Audit Committee, ensures that it is satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. On 1 July 2023 a Non-Assurance Services Procedure was implemented to comply with APES 10 Code of Ethics for Professional Accountants. This procedure formalises the process that must be undertaken when and if the auditor is engage on any non-assurance related work. During the year NIL was paid for non-audit related services provided by the auditor of the parent entity, its related practices and non-related audit firms (2022: $68,000). Further details of the amounts paid or payable to the auditor for audit and non-audit services during the year are disclosed in Note 29 of the financial statements. AUDITOR INDEPENDENCE A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 64. ROUNDING OF AMOUNTS The Company is of the kind referred to in ASIC Legislative Instrument 2016/191 relating to the ‘rounding off’ of amounts in the financial statements. Amounts in the financial statements have been rounded off in accordance with the instrument to the nearest thousand dollars, or in certain cases, to the nearest dollar. This report is made in accordance with a resolution of Directors. Bob Vassie Chair Perth 28 August 2023 63 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 DIRECTORS’ REPORT (continued) AUDITOR’S INDEPENDENCE DECLARATION 64 RAMELIUS RESOURCES ANNUAL REPORT 2023RAMELIUS RESOURCES ANNUAL REPORT 2023 65 FINANCIAL REPORT CONTENTS Financial Statements Income Statement and Statement of Comprehensive Income Balance Sheet Statement of Changes in Equity Statement of Cash Flows Notes to the Financial Statements Directors’ Declaration Independent Auditor’s Report to the Members 66 67 68 69 70 109 110 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T INCOME STATEMENT For the year ended 30 June 2023 Revenue Cost of sales Gross profit Other expenses Impairment of mine development and PP&E Impairment of exploration and evaluation assets Other income Interest income Finance costs Profit before income tax Income tax expense Profit for the year Earnings per share Basic earnings per share Diluted earnings per share Note 1 2 2 8,9 10 1 2 3 17 17 2023 $’000 631,339 (494,946) 136,393 (28,906) (6,908) (10,205) 1,860 3,939 (5,873) 90,300 (28,739) 61,561 Cents 6.95 6.81 2022 $’000 603,891 (473,625) 130,266 (24,618) (94,500) (16,673) 30,678 501 (3,129) 22,525 (10,123) 12,402 Cents 1.47 1.45 STATEMENT OF COMPREHENSIVE INCOME For the year ended 30 June 2023 Profit for the year Other comprehensive income, net of tax: Items that may be reclassified to profit or loss: Exchange differences on translation of foreign operations Items that may not be reclassified to profit or loss: Change in fair value of investments Other comprehensive income for the year Note 16 16 2023 $’000 61,561 2022 $’000 12,402 (125) (159) 4,406 4,281 434 275 Total comprehensive income for the year 65,842 12,677 66 RAMELIUS RESOURCES ANNUAL REPORT 2023BALANCE SHEET As at 30 June 2023 Current assets Cash and cash equivalents Trade and other receivables Tax receivable Inventories Other assets Total current assets Non-current assets Other assets Inventories Investments Property, plant and equipment Mine development Exploration and evaluation assets Total non-current assets Total assets Current liabilities Trade and other payables Financial instruments at fair value through profit or loss Lease liabilities Deferred consideration Tax payable Provisions Current liabilities Non-current liabilities Lease liabilities Deferred consideration Deferred tax liabilities Provisions Total non-current liabilities Total liabilities Net assets Equity Share capital Reserves Retained earnings Total equity Note 4 3 5 6 5 7 8 9 10 11 12 13 3 14 12 13 3 14 15 16 2023 $’000 250,958 2,694 7,433 137,164 3,669 401,918 961 80,493 2,737 78,633 295,253 311,891 769,968 2022 $’000 147,781 1,920 5,245 133,587 3,519 292,052 552 66,052 5,576 101,962 268,999 216,615 659,756 1,171,886 951,808 69,595 590 17,970 1,958 5,970 12,707 108,790 10,468 921 67,787 43,668 122,844 82,315 - 25,687 3,793 - 14,673 126,468 25,128 3,840 30,864 44,641 104,473 231,634 230,941 940,252 720,867 627,421 (27,413) 340,244 940,252 465,184 (26,034) 281,717 720,867 67 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 STATEMENT OF CHANGES IN EQUITY For the year ended 30 June 2023 Balance at 1 July 2021 Profit for the year Other comprehensive gain Total comprehensive income Transactions with owners in their capacity as owners: Payment of dividends Share based payments Shares issued for the acquisition of Apollo Balance at 30 June 2022 Share capital $’000 379,391 Share based payment reserve $’000 4,232 Other reserves $’000 (37,509) - - - - 570 85,223 465,184 - - - - 1,788 - 6,020 - 275 275 - - 5,180 (32,054) Retained profits $’000 289,667 12,402 - 12,402 (20,352) - - 281,717 Total equity $’000 635,781 12,402 275 12,677 (20,352) 2,358 90,403 720,867 Balance at 1 July 2022 465,184 6,020 (32,054) 281,717 720,867 - - - - - - 6,300 (1,870) - 4,281 4,281 61,561 - 61,561 61,561 4,281 65,842 (5,663) 5,663 - - - - - (8,697) (7,219) - - - - 1,000 6,300 - 153,462 940,252 - (4,427) 10,450 (37,863) 340,244 Profit for the year Other comprehensive gain Total comprehensive income Transfer of gain on disposal of equity investments at fair value through other comprehensive income to retained earnings Transactions with owners in their capacity as owners: Payment of dividends Shares issued on settlement of deferred consideration Share based payments Shares issued on the exercise of performance rights Shares issued for the acquisition of Breaker Resources NL (Note 15, 16 and 20) Balance at 30 June 2023 Refer to Note 16 for details on reserves. - - - - 1,478 1,000 - 1,870 157,889 627,421 68 RAMELIUS RESOURCES ANNUAL REPORT 2023STATEMENT OF CASH FLOWS For the year ended 30 June 2023 Cash flows from operating activities Receipts from operations Payments to suppliers and employees Interest received Income tax refunded / (paid) Net cash provided by operating activities Cash flows from investing activities Payments for property, plant and equipment Payments for mine development Proceeds from sale of property, plant and equipment Proceeds from the sale of non-core projects and royalties Net cash acquired on the acquisition of Breaker Resources NL Payments for the acquisition of Apollo Consolidated Limited Payments for investments Proceeds from the sale of investments Payments for mining tenements and exploration Payments for deferred consideration Payments for site rehabilitation Net cash used in investing activities Cash flows from financing activities Commitment fees and other finance cost Payment of principal elements and interest for leases Dividends paid Net cash used in financing activities Note 4 1 20 13 14 12 19 2023 $’000 630,810 (378,780) 3,102 6,244 261,376 (13,654) (154,266) 8 - 74,227 (8,033) - 6,502 (21,440) (2,388) (1,740) (120,784) (1,428) (28,768) (7,219) (37,415) 2022 $’000 604,152 (394,719) 523 (50,523) 159,433 (23,670) (94,266) 114 30,250 - (70,846) (318) - (27,944) (5,486) (674) (192,840) (1,425) (25,537) (20,352) (47,314) Net increase / (decrease) in cash and cash equivalents 103,177 (80,721) Cash and cash equivalents at the beginning of the financial year 147,781 228,502 Cash and cash equivalents at the end of the financial year 4 250,958 147,781 69 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 CONTENTS OF THE NOTES TO THE FINANCIAL STATEMENTS Notes to the Financial Statements About this Report Segment Information Group Performance Note 1: Revenue Note 2: Expenses Note 3: Income Tax Expense Group Balance Sheet Note 4: Cash and Cash Equivalents Note 5: Inventories Note 6: Other Assets Note 7: Investments Note 8: Property, Plant and Equipment Note 9: Mine Development 71 71 72 75 75 75 76 79 79 80 81 81 82 84 Note 10: Exploration and Evaluation Assets 85 Group Information Note 20: Asset Acquisition Note 21: Interests in Other Entities Note 22: Parent Entity Information Note 23: Deed of Cross Guarantee Note 24: Related Party Transactions Unrecognised Items Note 25: Contingent Liabilities Note 26: Commitments Other Information Note 27: Events Occurring after the Reporting Period Note 28: Share Based Payments Note 29: Remuneration of Auditors Note 30: Accounting Policies 98 98 99 100 102 104 104 104 104 105 105 105 108 108 Note 11: Trade and Other Payables Note 12: Lease Liabilities Note 13: Deferred Consideration Note 14: Provisions Capital Note 15: Share Capital Note 16: Reserves Note 17: Earnings Per Share Risk Note 18: Financial Instruments and Financial Risk Management Note 19: Capital Risk Management 87 87 90 90 92 92 92 93 94 94 97 70 RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: ABOUT THIS REPORT Ramelius is a for profit company limited by shares incorporated and domiciled in Australia whose shares are publicly listed on the Australian Securities Exchange Limited (ASX). The nature of the operations and principal activities of Ramelius and its controlled entities are described in the segment information. The consolidated general purpose financial report of the Group for the year ended 30 June 2023 was authorised for issue in accordance with a resolution of the Directors on 28 August 2023. The Directors have the power to amend and reissue the financial report. The financial report is a general purpose financial report which: • • • • • has been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standard Board (AASB) and the Corporations Act 2001. The consolidated financial statements of the Group also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB); has been prepared under the historical cost convention except for equity investments, which have been measured at fair value through profit and loss (FVPL) or fair value through other comprehensive income (FVOCI); has been presented in Australian dollars and rounded to the nearest $1,000 unless otherwise stated, in accordance with ASIC Legislative Instrument (Rounding in Financial / Directors' Reports) Instrument 2016/191; adopts all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant to the Group and effective for reporting periods beginning on or before 1 July 2022. Refer to Note 30 for further details; does not early adopt Accounting Standards and Interpretations that have been issued or amended but are not yet effective. Refer to Note 30 for further details. Key Judgements, Estimates and Assumptions In the process of applying the Group’s accounting policies, management has made a number of judgements and applied estimates of future events. Judgements and estimates which are material to the financial report are found in the following notes: Page 78 83, 85 & 87 83 & 85 85 85 85 86 89 91 91 Note 3 Note 8, 9 & 10 Note 8 & 9 Note 9 Note 9 Note 9 Note 10 Note 12 Note 14 Note 14 Recovery of deferred tax assets Impairment of assets Depreciation and amortisation Production stripping Deferred mining expenditure Ore Reserves Exploration and evaluation expenditure Leases Provision for restoration and rehabilitation Provision for long service leave Principles of Consolidation The consolidated financial statements comprise the financial statements of the parent entity, Ramelius Resources Limited, and its controlled entities. A list of controlled entities is contained in Note 21 to the consolidated financial statements. All controlled entities have a 30 June financial year end. In preparing the consolidated financial statements, all inter-company balances and transactions, income and expenses and profits and losses resulting from intra-group transactions have been eliminated. Subsidiaries are consolidated from the date on which control is obtained to the date on which control is disposed. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. Foreign Currency The functional currencies of overseas subsidiaries are listed in Note 21. As at the reporting date, the assets and liabilities of overseas subsidiaries are translated into Australian dollars at the rate of exchange ruling at the balance sheet date and the income statements are translated at the average exchange rates for the year. The exchange differences arising on the translation are taken directly to a separate component of equity. Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the balance sheet date. Exchange differences arising from the application of these procedures are taken to the income statement, with the exception of differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity, which are taken directly to equity until the disposal of the net investment and are then recognised in the income statement. Tax charges and credits attributable to exchange differences on those borrowings are also recognised in equity. Other Accounting Policies Significant and other accounting policies that summarise the measurement basis used and are relevant to an understanding of the financial statements are provided throughout the notes to the financial statements. 71 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: SEGMENT INFORMATION The Notes to the Financial Statements The notes include information which is required to understand the financial statements and is material and relevant to the operations, financial position and performance of the Group. Information is considered material and relevant if, for example: • • • • the amount in question is significant because of its size or nature; it is important for understanding the results of the Group; it helps to explain the impact of significant changes in the Group’s business – for example acquisition and impairment write downs; or it relates to an aspect of the Group’s operations that is important to its future performance. The notes are organised into the following sections: • • • • • • • Group Performance: provides a breakdown of the individual line items in the income statement that the Directors consider most relevant and summarises the accounting policies, judgements and estimates relevant to understanding these line items; Group Balance Sheet: provides a breakdown of the individual line items in the balance sheet that the Directors consider most relevant and summarises the accounting policies, judgements and estimates relevant to understanding these line items; Capital: provides information about the capital management practices of the Group and shareholder returns for the year; Risk: discusses the Group’s exposure to various financial risks, explains how these affect the Group’s financial position and performance and what the Group does to manage these risks; Group Information: explains aspects of the Group structure and how changes have affected the financial position and performance of the Group, as well as disclosing related party transactions and balances; Unrecognised Items: provides information about items that are not recognised in the financial statements but could potentially have a significant impact on the Group’s financial position and performance; Other Information: provides information on items which require disclosure to comply with Australian Accounting Standards and other regulatory pronouncements. However, these are not considered critical in understanding the financial performance or position of the Group. Significant Items in the Current Reporting Period The financial position and performance of the Group was particularly affected by the following events and transactions during the reporting period: • The acquisition of Breaker Resources NL (Roe Gold Project) which was completed in June 2023 (see Note 20). This resulted in an increase in exploration and evaluation assets (Note 10) For a detailed discussion about the Group’s performance and financial position please refer to our operating and financial review on pages 10 to 14 and 32 to 37. SEGMENT INFORMATION Description of Segments and Principal Activities Management has determined the operating segments based on internal reports about components of the Group that are regularly reviewed by the Chief Operating Decision Maker (CODM), being the Managing Director / Chief Executive Officer, to make strategic decisions. The Group has identified three reportable segments of its business: • Mt Magnet: mining and processing of gold from the Mount Magnet region including the Vivien and Penny Gold Mines. • Edna May: mining and processing of gold from the Edna May region including the Marda, Tampia, and Symes Gold Mines. • Exploration: exploration and evaluation of gold mineralisation, notably the Rebecca and Roe projects. The CODM monitors performance in these areas separately. Unless stated otherwise, all amounts reported to the CODM are determined in accordance with accounting policies that are consistent to those adopted in the annual financial statements of the Group. Operating segment performance details for financial years 2023 and 2022 are set out below: 72 RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: NOTES TO THE FINANCIAL STATEMENTS SEGMENT INFORMATION Segment Results 2023 Segment results Segment revenue Cost of production Depreciation and amortisation Movement in inventory Deferred mining costs Gross margin Exploration and evaluation costs and impairments Impairment of mine development and PPE Segment margin Interest income Other income Finance costs Other expenses Profit before income tax Total segment assets Total segment liabilities 2022 Segment results Segment revenue Cost of production Depreciation and amortisation Movement in inventory Deferred mining costs Gross margin Exploration and evaluation costs and impairments Impairment of mine development and PPE Segment margin Interest income Other income Finance costs Other expenses Profit before income tax Total segment assets Total segment liabilities Mt Magnet $’000 Edna May $’000 Exploration $’000 Total $’000 337,280 (269,759) (109,493) (102) 105,201 63,127 - - 63,127 294,059 (227,940) (54,309) 18,343 43,113 73,266 - (6,908) 66,358 - - - - - - (10,205) - (10,205) 459,055 87,871 135,143 59,573 312,653 2,827 631,339 (497,699) (163,802) 18,241 148,314 136,393 (10,205) (6,908) 119,280 3,939 1,860 (5,873) (28,906) 90,300 906,851 150,271 Mt Magnet $’000 Edna May $’000 Exploration $’000 Total $’000 295,609 (241,908) (80,101) 51,080 45,971 70,651 - - 70,651 308,282 (227,727) (102,294) 45,405 35,949 59,615 - (94,500) (34,885) - - - - - - (16,971) - (16,971) 447,401 101,271 125,190 82,244 217,149 13,413 603,891 (469,635) (182,395) 96,485 81,920 130,266 (16,971) (94,500) 18,795 501 30,678 (3,129) (24,320) 22,525 789,740 196,928 73 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: SEGMENT INFORMATION Segment Gross Margin Reconciliation Segment margin reconciles to profit before income tax for the year ended 30 June 2023 and 30 June 2022 as follows: Segment margin Other income Interest income Depreciation and amortisation Employee benefit expense Equity settled share based payments Exploration and evaluation costs Fair value gains loss on deferred consideration at FVPL Foreign exchange gain / (loss) Fair value movements in Investments at FVPL Change in fair value of Financial Instruments at FVPL Gain on sale of non-core projects and royalties Finance costs Other expenses Profit before income tax Segment Assets Operating segment assets are reconciled to total assets as follows: Segment assets Unallocated assets: Cash and cash equivalents Tax receivable Other current assets Other non-current assets Investments at FVOCI Property, plant and equipment Total assets as per the balance sheet Segment Liabilities Operating segment liabilities are reconciled to total liabilities as follows: Segment liabilities Unallocated liabilities: Trade and other payables Current tax liabilities Current provisions Current lease liabilities Non-current lease liabilities Non-current provisions Deferred tax liabilities Total liabilities as per the balance sheet 2023 $’000 119,280 3 3,939 (693) (12,416) (6,300) (461) 1,710 119 (495) (722) 28 (5,873) (7,819) 90,300 2022 $’000 18,795 63 501 (639) (10,779) (2,358) - (2,166) 365 (1,670) - 30,250 (3,129) (6,708) 22,525 906,851 789,740 250,958 7,433 2,963 12 2,737 932 1,171,886 147,781 5,245 2,095 13 5,576 1,358 951,808 150,271 196,928 5,951 5,970 961 243 261 190 67,787 231,634 1,456 - 974 208 458 53 30,864 230,941 Major Customers Ramelius sells its gold production to either The Perth Mint or delivers it into forward gold contracts Segments Assets by Geographical Location There are no non-current assets situated outside the geographic region of Australia. 74 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP PERFORMANCE NOTE 1: REVENUE The Group derives the following types of revenue: Revenue Gold sales Silver sales Other revenue Total revenue Other income Gain on sale of non-core projects and royalties Gain on disposal of property, plant and equipment Foreign exchange gains Change in fair value of Edna May deferred consideration Total other income Note 13 2023 $’000 630,274 929 136 631,339 28 3 119 1,710 1,860 2022 $’000 602,915 644 332 603,891 30,250 63 365 - 30,678 Recognising Revenue from Major Business Activities Revenue (general) Revenue is recognised when a performance obligation is satisfied at the amount of the transaction price that is allocated to that performance obligation. The transaction price is the amount of consideration to which an entity expects to be entitled to in exchange for transferring the promised goods or services to a customer. Revenue from the sale of goods or rendering of a service is recognised upon delivery of the goods or service to customers as this corresponds to the transfer of control of the goods and the cessation of all involvement with those goods. All revenue is stated net of goods and services tax (GST). Gold Bullion and Silver Sales The Group generates revenue from the sale of gold and silver bullion. The Group delivers dore bars to refiners, who convert the product into investment grade bullion for a fee, which is subsequently sold either to the refinery or third parties (financial institutions). Revenue from the sale of these goods is recognised when control over the inventory has been transferred to the customer. Control is generally considered to have passed when: • physical possession and inventory risk is transferred (including via a third-party transport provider arranged by the refinery): • payment terms for the sale of goods can be clearly identified through the sale of metal credits received or receivable for the transfer of control of the asset; • the Group can determine with sufficient accuracy the metal content of the goods delivered; and • the refiner has no practical ability to reject the product where it is within contractually specified limits. NOTE 2: EXPENSES Profit before tax includes the following expenses whose disclosure is relevant in explaining the performance of the Group: Cost of sales Mining and milling production costs Employee benefits expense Royalties Depreciation and amortisation Inventory movements Total cost of sales Note 5 2023 $’000 279,514 49,985 19,886 163,802 (18,241) 494,946 2022 $’000 319,566 45,236 22,913 182,395 (96,485) 473,625 75 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP PERFORMANCE Other Expenses Employee benefit expense Equity settled share based payments Other expenses Change in fair value of financial instruments at FVPL Fair value losses on investments at FVPL Change in fair value of Edna May deferred consideration Depreciation and amortisation Exploration and evaluation costs Total other expenses Finance costs Provisions: unwinding of discount Deferred consideration: unwinding of discount Interest on leases Commitment fees and other finance costs Total finance costs Note 28 7 13 14 13 12 2023 $’000 12,416 6,300 7,819 722 495 - 693 461 28,906 1,924 344 2,177 1,428 5,873 2022 $’000 10,779 2,358 6,708 - 1,670 2,166 639 298 24,618 739 482 1,434 474 3,129 Recognising Expenses from Major Business Activities Depreciation and Amortisation Refer to Notes 8 and 9 for details on depreciation and amortisation. Impairment Impairment expenses are recognised to the extent that the carrying amounts of assets exceed their recoverable amounts. Refer to Notes 8, 9, and 10 for further details on impairment. Employee Benefits Expense The Group’s accounting policy for liabilities associated with employee benefits is set out in Note 14. The policy relating to share-based payments is set out in Note 28. NOTE 3: INCOME TAX EXPENSE This note provides an analysis of the Group’s income tax expense, shows what amounts are recognised directly in equity and how the tax expense is affected by non-assessable and non-deductible items. It also explains significant estimates made in relation to the Groups tax position. The components of tax expense comprise: Current tax Deferred tax Income tax expense Recognition of income tax expense to prima facie tax payable: Accounting profit before tax Income tax expense calculated at 30% Tax effects of amounts which are not deductible/(taxable) in calculating taxable income: Share based payments Prior year adjustment Impairments and other Tax losses utilised in current year previously not brought to account Tax losses brought to account Income tax expense Applicable effective tax rate 76 2023 $’000 (8,432) 37,171 28,739 90,300 27,090 1,890 (5) 344 - (580) 28,739 32% 2022 $’000 14,862 (4,739) 10,123 22,525 6,758 708 71 3,841 (1,173) (82) 10,123 45% RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP PERFORMANCE Deferred Tax Movement 30 June 2023 Deferred tax liability (DTL) Exploration and evaluation Mine development Inventory – consumables Total DTL Deferred tax asset (DTA) Inventory – deferred mining costs Inventory – stock Property, plant and equipment Provisions Leases (see Note 12) Investments at FVOCI Tax losses Other Total DTA Net deferred tax liability # 1 July 2022 $’000 Transfers $’000 Other comprehensive income $’000 Income statement $’000 30 June 2023 $’000 14,901 35,279 1,448 51,628 196 (269) 1,238 16,266 259 (248) 2,257 1,065 20,764 (30,864) (1,669) 1,669 (110) (110) (196) 269 - - - - - 396 469 579 - - - - - - - - - 248 - - 248 248 9,203 26,553 (437) 35,319 - - (2,348) (38) 105 - 173 (323) (2,431) (37,750) 22,435 63,501 901 86,837 - - (1,110) 16,228 364 - 2,430 1,138 19,050 (67,787) # Deferred tax assets and liabilities have been offset for presentation on the balance sheet pursuant to set off provisions 30 June 2022 Deferred tax liability (DTL) Exploration and evaluation Mine development Inventory – consumables Investments at FVPL Total DTL Deferred tax asset (DTA) Inventory – deferred mining costs Inventory – stock Property, plant and equipment Provisions Leases (see Note 13) Investments at FVOCI Tax losses Other Total DTA Net deferred tax liability# 1 July 2021 $’000 Other comprehensive income $000 Income statement $’000 30 June 2022 $’000 9,376 46,864 1,236 683 58,159 1,044 265 338 15,923 81 (62) 3,492 1,661 22,742 (35,417) - - - - - - - - - - (186) - - (186) (186) 5,525 (11,585) 212 (683) (6,531) (848) (534) 900 343 178 - (1,235) (596) (1,792) 4,739 14,901 35,279 1,448 - 51,628 196 (269) 1,238 16,266 259 (248) 2,257 1,065 20,764 (30,864) # Deferred tax assets and liabilities have been offset for presentation on the balance sheet pursuant to set off provisions 77 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP PERFORMANCE 2023 2022 Gross Net (30%) Gross Net (30%) Tax losses Unused tax losses: for which a deferred asset has been recognised for which no deferred asset has been recognised Total potential unused tax losses 8,096 16,191 24,287 2,429 4,857 7,286 7,522 21,862 29,384 2,257 6,558 8,815 Ramelius has unused tax losses at 30 June 2023 that have come about from acquisitions in prior years. The total unused tax losses for which a deferred tax asset has been recognised at 30 June 2023 were $8,096,000 (with a tax benefit of $2,429,000) made up of Apollo Consolidated Limited ($541,000 (tax benefit of $163,000)) and Explaurum Operations Pty Limited ($7,555,000 (tax benefit of $2,266,000)). A deferred tax asset has been recognised for these unused tax losses. No tax losses, for which a deferred tax asset has been recognised, were recouped in the year as Ramelius has a tax loss position for the 2023 financial year. The utilisation of tax losses depends upon the generation of future taxable profits. Ramelius believes tax losses to be recoverable based on current taxable income projections, which are underpinned by life of mine models. Utilisation is also subject to relevant tax legislation associated with recoupment. The unused tax losses for which no deferred tax asset has been recognised relates to capital losses. During the year $5,663,000 (tax benefit of $1,699,000) of carried forward capital losses were recognised to offset the capital gain made on the disposal of investments during the year. Key Judgement, Estimates and assumptions: Recovery of Deferred Tax Assets Judgement is required to determine whether deferred tax assets are recognised in the balance sheet. Deferred tax assets, including those arising from unused tax losses, require management to assess the likelihood that the Group will generate sufficient taxable earnings in the future periods in order to recognise and utilise those deferred tax assets. Judgement is also required in respect of the expected manner of recovery of the value of an asset or liability (which will then impact the quantum of the deferred tax assets or deferred tax liabilities recognised) and the application of existing laws in each jurisdiction. Estimates of future taxable income are based on forecast cash flows from operations and existing tax laws in each jurisdiction. These assessments require the use of estimates and assumptions such as exchange rates, commodity prices, the timing of production profiles, and operating performance over the life of the assets. To the extent that cash flows and taxable income differ significantly from estimates, the ability of the Group to realise the net deferred tax assets reported at the reporting date could be impacted. Additionally, future changes in tax laws in the jurisdictions in which the Group operates could limit the ability of the Group to obtain tax deductions and recover/utilise deferred tax assets in future periods. Recognition and Measurement of Income Tax Current Income Tax Current income tax expense charged to the income statement is the tax payable on taxable income calculated using applicable income tax rates that have been enacted, or substantially enacted by the reporting date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretations. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority. Deferred Taxes Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses. Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed for accounting purposes, but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss. Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised, or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the way management expects to recover or settle the carrying amount of the related asset or liability. Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profits will be available against which the benefits of the deferred tax asset can be utilised. The amount of benefits brought to account or which may be realised in the future is based on the assumption that no adverse change will occur in income tax legislation and the anticipation that the Group will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law. 78 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Tax Consolidated Group Ramelius Resources Limited and its wholly owned Australian subsidiaries have formed an income Tax Consolidated Group under tax consolidation legislation. Each entity in the Group recognises its own current and deferred tax assets and liabilities. Such taxes are measured using the ‘stand-alone taxpayer’ approach to allocation. Current tax liabilities (assets) and deferred tax assets arising from unused tax losses and tax credits in the subsidiaries are immediately transferred to the head entity. The Tax Consolidated Group has entered into a tax funding arrangement whereby each Company in the Group contributes to the income tax payable by the Group in proportion to their contribution to the Group’s taxable income. Differences between the amounts of net tax assets and liabilities derecognised and the net amounts recognised pursuant to the funding arrangement are recognised as either a contribution by, or distribution to the head entity. Breaker Resources NL (Breaker), and its controlled entities, entered the Ramelius tax consolidated Group on 29 June 2023. Current Tax payable (Breaker) As at 30 June 2023 Ramelius had outstanding current tax liability due to the ATO. The current tax liability of $5,970,000 relates to the 2023 income tax return for Breaker which is in the process of being finalised. This outstanding tax liability was known at the time of the acquisition. The 2022 and 2023 income tax returns for Breaker are in the process of being finalised. Claiming the Loss Carry Back Tax Offset The Company intends to apply the tax loss carry back rules for the 2023 financial year. It is estimated this will result in a cash refund due to Ramelius of $7,433,000, which has been recognised as a current receivable on the balance sheet as at 30 June 2023. The expected cash refund is subject to the ATO assessing the Company’s 2023 income tax return, which is expected to be lodged in the Second Quarter of the 2024 financial year. NOTE 4: CASH AND CASH EQUIVALENTS Cash and cash equivalents Cash at bank and in hand Deposits at call Total cash and cash equivalents Reconciliation of net profit after tax to net cash flows from operations Net profit Non-cash items Equity settled share based payments Depreciation and amortisation Write off and impairment of exploration assets Impairment of mine development and property, plant and equipment Discount unwind on provisions Discount unwind on deferred consideration Change in fair value of deferred consideration Net exchange differences Fair value loss on investments at FVPL Fair value loss on financial assets at FVPL Items presented as investing or financing activities Gain on sale of non-core projects and royalties Other (Increase) / decrease in assets Prepayments Trade and other receivables Inventories Financial assets at FVPL Deferred tax assets Increase / (decrease) in liabilities Trade and other payables Current tax receivable Provisions Deferred tax liabilities Net cash provided by operating activities Note 28 8,9 14 13 13 7 1 2023 $’000 140,221 110,737 250,958 2022 $’000 147,751 30 147,781 61,561 12,402 6,300 164,495 10,205 6,908 1,924 344 (1,710) (119) 495 722 (28) 3,603 (65) (272) (18,018) 590 24,348 (9,540) (2,188) (505) 12,327 261,377 2,358 183,034 16,971 94,500 739 482 2,166 (365) 1,670 - (30,250) 1,845 (1,087) (71) (98,826) - - 12,572 (35,587) 1,247 (4,367) 159,433 79 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Recognition and Measurement Cash and Cash Equivalents Cash and cash equivalents in the balance sheet comprise cash at bank, demand deposits held with banks, other short-term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in values. For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above. Risk Exposure The Group’s exposure to interest rate risk is discussed in Note 18. In relation to cash and cash equivalents only, the maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of cash and cash equivalents disclosed above. Net Cash Reconciliation This section sets out an analysis of net cash and the movements in the net cash for each of the financial years presented. Net cash Cash and cash equivalents Borrowings – leases repayable within one-year Borrowings – leases repayable after one-year Net cash Net cash Balance at 1 July 2021 Cash flows Lease additions (including interest) Balance at 30 June 2022 Cash flows Lease additions (including interest) Balance at 30 June 2023 NOTE 5: INVENTORIES Current Ore stockpiles Gold in circuit Gold bullion, nuggets and doré Consumables and supplies Total current inventories Non-current Ore stockpiles Total non-current inventories Leases $’000 (26,037) 25,537 (50,315) (50,815) 28,768 (6,391) (28,456) 2023 $’000 250,958 (17,970) (10,468) 222,520 Cash $’000 228,502 (80,721) - 147,781 103,177 - 250,958 2023 $’000 94,407 11,074 15,563 16,120 137,164 80,493 80,493 2022 $’000 147,781 (25,687) (25,128) 96,966 Net Cash $’000 202,465 (55,184) (50,315) 96,966 131,945 (6,391) 222,520 2022 $’000 93,302 7,582 16,361 16,342 133,587 66,052 66,052 Inventory Expense The carrying value of net realisable value provision is $31,661,000 (2022: $30,140,000), with write-downs through the cost of sales amounting to $1,521,000 (2022: $28,360,000). These were recognised as an expense during the year ended 30 June 2023 and are included in the cost of sales in the Income Statement. The write-down to the net realisable value relates to stockpiles at Eridanus, Tampia, and Marda which have a grade lower than that processed due to the priority treatment of higher-grade ore. Non-Current Inventory Ore stockpiles not expected to be processed in the twelve months after the reporting date are classified as non-current inventory. There is a reasonable expectation that the processing of these stockpiles will have a future economic benefit to the Group and accordingly the value of these stockpiles is the lower of cost and net realisable value. The net realisable value of non-current inventory is determined by reference to consensus gold prices, exchange rates, inflation and relevant discount rates and includes the use of estimates and judgements. 80 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET The non-current ore stockpiles represent the stockpiles held at Eridanus, Marda and Tampia that are not expected to be processed in the twelve months following reporting date. The determination of the current and non-current portion of the ore stockpiles includes the use of estimates and judgements about when ore stockpile drawdowns for processing will occur and are based on current forecasts and mine plans. Recognition and Measurement Inventories Ore stockpiles, gold in circuit and poured gold bars (bullion and doré) are physically measured, or estimated, and valued at the lower of cost and net realisable value. Cost represents the weighted average cost and includes direct costs and an appropriate allocation of fixed and variable production overhead costs, including depreciation and amortisation. Consumables and stores are valued on a weighted average cost basis and at the lower of cost and net realisable value. Costs of purchased inventory are determined after deducting any applicable rebates and discounts. A periodic review is undertaken to establish the extent of any surplus or obsolete items and where necessary a provision is made. Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion of sale. Ore stockpiles represents stockpiled ore that has been mined or otherwise acquired and is available for further processing. If there is significant uncertainty as to whether the stockpiled ore will be processed, it is expensed. Where future processing of ore can be predicted with confidence (e.g., it exceeds the mine cut-off grade), it is valued at the lower of cost and net realisable value. Ramelius believes processing ore stockpiles may have a future economic benefit to the Group and accordingly ore is valued at lower of cost and net realisable value. NOTE 6: OTHER ASSETS Current Prepayments Total other current assets 2023 $’000 3,669 3,669 2022 $’000 3,519 3,519 NOTE 7: INVESTMENTS Listed investment financial assets are measured at fair value and depending on their nature classified as either fair value through profit and loss or fair value through other comprehensive income. Investments at fair value through profit and loss Investments at fair value through other comprehensive income Total investments Gain or loss recognised before income tax: Loss recognised through profit and loss Gains recognised in other comprehensive income 1,623 1,114 2,737 (495) 4,406 3,967 1,609 5,576 (1,670) 434 Investments at Fair Value Through Profit and Loss An investment is classified at fair value through profit and loss if it is classified as held for trading or is designated as such on initial recognition. Investments are designated at fair value through the profit and loss if Ramelius manages such investments and makes purchase and sale decisions based on their fair value in accordance with the risk management or investment strategy. Attributable transaction costs are recognised in the profit and loss as incurred. Investments at Fair Value Through Other Comprehensive Incomes An investment at fair value through other comprehensive income comprises equity securities that are not held for trading, and which the Group has irrevocably elected at initial recognition to recognise in this category. These are strategic investments and Ramelius considered this classification to be more relevant. Investments are classified as Level 1 in the fair value hierarchy. 81 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET NOTE 8: PROPERTY, PLANT AND EQUIPMENT 2023 As at 1 July 2022 Cost Accumulated depreciation Net book amount Year ended 30 June 2023 Opening net book amount Additions on the acquisition of subsidiary Additions Disposals Transfers Depreciation charge Impairment Closing net book amount As at 30 June 2023 Cost Accumulated depreciation Net book amount 2022 As at 1 July 2021 Cost Accumulated depreciation Net book amount Year ended 30 June 2022 Opening net book amount Transfers to mine development Additions Disposals Transfers Depreciation charge Impairment Closing net book amount As at 30 June 2022 Cost Accumulated depreciation Net book amount Land and buildings $’000 16,874 (6,434) 10,440 10,440 - - - - (3,417) - 7,023 16,874 (9,851) 7,023 Plant and equipment $’000 150,280 (115,966) 34,314 34,314 277 4,562 (311) 8,795 (10,488) - 37,149 185,161 (148,012) 37,149 Assets under construction $’000 Right of use assets $’000 7,259 - 7,259 7,259 - 9,092 - (8,795) - (319) 7,237 7,237 - 7,237 109,605 (59,656) 49,949 49,949 - 4,214 - - (26,939) - 27,224 113,819 (86,595) 27,224 Land and buildings $’000 Plant and equipment $’000 Assets under construction $’000 Right of use assets $’000 17,943 (2,936) 15,007 15,007 - - - - (3,501) (1,066) 10,440 16,874 (6,434) 10,440 137,292 (97,962) 39,330 39,330 - 13,061 (50) 19,823 (18,587) (19,263) 34,314 150,280 (115,966) 34,314 20,073 - 20,073 20,073 (217) 10,608 - (19,823) - (3,382) 7,259 7,259 - 7,259 60,724 (34,957) 25,767 25,767 - 48,880 - - (24,698) - 49,949 109,605 (59,656) 49,949 Total $’000 284,018 (182,056) 101,962 101,962 277 17,868 (311) - (40,844) (319) 78,633 323,091 (244,458) 78,633 Total $’000 236,032 (135,855) 100,177 100,177 (217) 72,549 (50) - (46,786) (23,711) 101,962 284,018 (182,056) 101,962 Depreciation Items of plant and equipment are depreciated on a straight line basis over their estimated useful lives, the duration of which reflects the useful lives depending on the nature of the asset. The Group uses the straight line method when depreciating property, plant and equipment, resulting in estimated useful lives for each class of depreciable assets as follows: Class of fixed asset Land and buildings Motor vehicles Computers and communication equipment Furniture and equipment Plant and equipment Useful life 1 - 40 years 2 - 12 years 2 - 10 years 1 - 20 years 1 – 30 years 82 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Key judgement, estimates and assumptions: Depreciation The estimations of useful lives, residual value and depreciation methods require management judgement and are reviewed biannually for all major items of plant and equipment. If they need to be modified, the change is accounted for prospectively from the date of reassessment until the end of the revised useful life (for both the current and future years). Derecognition An item of property, plant and equipment is derecognised when it is sold or otherwise disposed of, or when its use is expected to bring no future economic benefits. Gains and losses on derecognising assets are determined by comparing proceeds with the carrying amount. These gains and losses are included in the income statement. Recognition and Measurement of Property, Plant and Equipment Cost Each class of plant and equipment is carried at cost or fair value as indicated less, where applicable, any accumulated depreciation and impairment losses. Property, plant and equipment are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Major spares purchased specifically for particular plant are capitalised and depreciated on the same basis as the plant to which they relate when in use. Assets are depreciated or amortised from the date they are installed and are ready for use, or in respect of internally constructed assets, from the time the asset is completed and deemed ready for use. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the Income Statement during the financial period in which they are incurred. Impairment In mid-June 2023 a temporary escalation of water inflow, that was higher than the installed pumping capacity, led to higher water within the mine. Development works, including the installation of pumping infrastructure, had taken place at these lower levels and at 30 June 2023 it was uncertain as to whether access to these lower levels, and the benefit from this development work undertaken and infrastructure installed, would be feasible. Accordingly, at 30 June 2023, asset level impairment of $6,908,000 has been booked for the Edna May underground mine. This impairment included $319,000 for pumping infrastructure (items of property, plant and equipment) and mine development of $6,589,000 (items of mine development, not recognised as property, plant and equipment – see Note 9). The lower levels of the underground mine are being monitored and if conditions permit, and access is economically feasible, development deeper into the mine will continue to the 840mRL and 820mRL and ore may be extracted from these levels. This water ingress event will not materially impact the production and cost guidance for the 2024 financial year. It is important to note this is an asset level impairment triggered by a specific event impacting the Edna May underground mine development. A full review of potential impairment indicators for the Edna May and Mt Magnet CGUs was undertaken as at 30 June 2023, as required by accounting guidance, and it was concluded that there were no potential indicators of impairment at the CGU level for Edna May and Mt Magnet. Key Judgement, Estimates and Assumptions: Impairment of Assets The Group assesses each Cash Generating Unit (CGU) at least annually, to determine whether there is any indication of impairment or reversal of a prior impairment. Where an indicator of impairment or reversal exists, a formal estimate of the recoverable amount is made, which is deemed as being the higher of the fair value less costs to sell and value in use. These assessments require the use of estimates and assumptions such as ore reserves, future production, commodity prices, discount rates, exchange rates, operating costs, sustaining capital costs, any future development cost necessary to produce the reserves (including the magnitude and timing of cash flows) and operating performance. Some of the factors considered in management’s assessment as to whether there existed any indicators of impairment at the CGUs included strong operational and financial performance of the CGUs, the extension of mine life across all CGUs, positive gold price environment against budget, and acquisitions complementing the existing CGUs of the Group. 83 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET NOTE 9: MINE DEVELOPMENT Mine development Less: accumulated amortisation and impairment Net book amount Mine development Opening net book amount Additions Impairment loss Restoration and rehabilitation adjustment Transfer from property, plant and equipment Transfer from exploration and evaluation asset Amortisation Closing net book amount Note 14 8 10 2023 $’000 991,835 (696,582) 295,253 268,999 154,266 (6,589) (3,334) - 5,562 (123,651) 295,253 2022 $’000 841,930 (572,931) 268,999 375,338 94,181 (70,789) 6,300 217 - (136,248) 268,999 Impairment A specific water inflow event at the Edna May underground mine in mid-June 2023 resulted in the impairment, at the asset level, of mine development assets. For the year this totalled $6,589,000 in mine development impairment charges. See Note 8 for further details. Recognition and Measurement Mine development Development assets represent expenditure in respect of exploration, evaluation, feasibility and development incurred by or on behalf of the Group, including overburden removal and construction costs, previously accumulated and carried forward in relation to areas of interest in which mining has now commenced. Such expenditure comprises net direct costs and an appropriate allocation of directly related overhead expenditure. All expenditure incurred prior to commencement of production from each development property is carried forward to the extent to which recoupment out of future revenue from the sale of production, or from the sale of the property, is reasonably assured. When further development expenditure is incurred in respect of a mine property after commencement of production, such expenditure is carried forward as part of the cost of the mine property only when future economic benefits are reasonably assured, otherwise the expenditure is classified as part of the cost of production and expensed as incurred. Such capitalised development expenditure is added to the total carrying value of development assets being amortised. Deferred Mining Expenditure – Pre-Production Mine Development Pre-production mining costs incurred by the Group in relation to accessing recoverable reserves are carried forward as part of ‘development assets’ when future economic benefits are established, otherwise such expenditure is expensed as part of the cost of production. Deferred Stripping Costs Mining costs incurred during the production stage of operations are deferred, this is generally the case where there are fluctuations in deferred mining costs over the life of the mine, and the effect is material. The amount of mining costs deferred is based on the ratio obtained by dividing the volume of waste material moved by the volume of ore mined. Mining costs incurred in the period are deferred to the extent that the current period waste to ore ratio exceeds the life of mine waste to ore (life of mine) ratio. The life of mine ratio is based on economically recoverable reserves of the operation. In the production stage of some operations, further developments of the mine require a phase of unusually high overburden removal activity that is similar in nature to pre-production mine development. The costs of such unusually high overburden removal activity are deferred and charged against reported profits in subsequent periods on a unit of production basis. The accounting treatment is consistent with that of overburden removal costs incurred during the development phase of a mine before production commences. Deferred mining costs that relate to the production phase of the operation are carried forward as part of ‘development assets’. The amortisation of deferred mining costs is included in site operating costs. 84 RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Key Judgement, Estimates and Assumptions: Production Stripping The life of mine ratio is a function of an individual mine’s design and therefore changes to that design will generally result in changes to the ratio. Changes in other technical or economic parameters that impact reserves will also have an impact on the life of mine ratio even if they do not affect the mine’s design. Changes to the life of mine ratio are accounted for prospectively. Deferred Mining Expenditure The Group defers mining costs incurred during the production stage of its operations. Changes in an individual mine’s design will generally result in changes to the life of mine waste to ore (life of mine) ratio. Changes in other technical and economic parameters that impact reserves will also have an impact on the life of mine ratio even if they do not affect the mine’s design. Changes to the life of mine ratio are accounted for prospectively. Ore Reserves The Group estimates Ore Reserves and mineral resources each year based on information compiled by Competent Persons as defined in accordance with the Australian code for reporting Exploration Results, Mineral Resources and Ore Reserves 2012 (‘JORC code’). Estimated quantities of economically recoverable reserves are based upon interpretations of geological models and require assumptions to be made including estimates of short and long-term commodity prices, exchange rates, future operating performance, and capital requirements. Changes in reported reserve estimates can impact the carrying value of plant and equipment and development, provision for restoration and rehabilitation obligations as well as the amount of depreciation and amortisation. Amortisation and Impairment The Group uses the unit of production basis when depreciating / amortising mine specific assets which results in a depreciation / amortisation charge proportional to the depletion of the anticipated remaining life of mine production. Economic life, which is assessed annually, has due regard to both its physical life limitations and to present assessments of economically recoverable reserves of the mine property. These calculations require the use of estimates and assumptions. Development assets are amortised based on the unit of production method which results in an amortisation charge proportional to the depletion of the estimated recoverable reserves. Where there is a change in the reserves the amortisation rate is adjusted prospectively in the reporting period in which the change occurs. The net carrying values of development expenditure carried forward are reviewed half yearly by Directors to determine whether there is any indication of impairment, refer to Note 8 for further information. Impairment of Gold Mine assets Estimates of future USD gold prices are based on the Group’s best estimate of future market prices with reference to consensus views of external market analyst forecasts. Future gold prices are reviewed at least annually. Forecast of the AUD/USD exchange rate are based on the Group’s best estimate with reference to external market data and forward values, including analysis of broker and consensus estimates. The future gold price also considers the hedge book volume and contracted price at reporting date. NOTE 10: EXPLORATION AND EVALUATION ASSETS Note 2023 $’000 2022 $’000 Exploration and evaluation 311,891 216,615 Exploration and evaluation asset reconciliation Opening net book amount Additions on the acquisition of subsidiary Additions Impairment loss Transfer to development asset Closing net book amount 20 9 216,615 89,603 21,440 (10,205) (5,562) 311,891 31,253 174,303 27,732 (16,673) - 216,615 Transfer to Development Assets A total of $5,562,000 was transferred from exploration and evaluation assets during the 2023 year (2022: nil), relating to the Symes Gold Mine. 85 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Recognition and Measurement Exploration and Evaluation Exploration and evaluation costs related to areas of interest are capitalised and carried forward to the extent that: (a) Rights to tenure of the area of interest are current; and (b) (i) Costs are expected to be recouped through successful development and exploitation of the area of interest or alternatively by sale; or (ii) Where activities in the area of interest have not yet reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, active and significant operations in, or in relation to, the areas are continuing. Such expenditure consists of an accumulation of acquisition costs and direct net exploration and evaluation costs incurred by or on behalf of the Group, together with an appropriate portion of directly related overhead expenditure. Deferre Feasibility Feasibility expenditure represents costs related to the preparation and completion of feasibility studies to enable a development decision to be made in relation to an area of interest and is capitalised as incurred. When production commences, relevant past exploration, evaluation and feasibility expenditure in respect of an area of interest that has been capitalised is transferred to mine development where it is amortised over the life of the area of interest to which it relates on a unit of production basis. When an area of interest is abandoned, or the Directors decide it is not commercial, any accumulated costs in respect of that area are written off in the year the decision is made. Each area of interest is reviewed at the end of each reporting period and accumulated costs written off to the extent they are not expected to be recoverable in the future. Mineral Rights Mineral rights comprise identifiable exploration and evaluation assets, mineral resources and ore reserves, which are acquired as part of a business combination or a joint venture and are recognised at fair value at date of acquisition. Mineral rights are attributable to specific areas of interest and are classified within exploration and evaluation assets. Mineral rights attributable to each area of interest are amortised when commercial production commences on a unit of production basis over the estimated economic reserve of the mine to which the rights related. Key Judgement, Estimates and Assumptions: Exploration, Evaluation and Deferred Easibility Expenditure Judgement is required to determine whether future economic benefits are likely, from either exploitation or sale, or whether activities have not reached a stage that permits a reasonable assessment of existence of reserves. In addition to these judgements, the Group has to make certain estimates and assumptions. The determination of JORC resources is itself an estimation process that involves varying degrees of uncertainty depending on how the resources are classified (i.e. measured, indicated or inferred). The estimates directly impact when the Group capitalises exploration and evaluation expenditure. The capitalisation policy requires management to make certain estimates and assumptions as to future events and circumstances, in particular, the assessment of whether economic quantities of reserves will be found. Any such estimates and assumptions may change as new information becomes available. The recoverable amount of capitalised expenditure relating to undeveloped mining projects can be particularly sensitive to variations in key estimates and assumptions. If variation in key estimates or assumptions has a negative impact on recoverable amount it could result in a requirement for impairment. Impairment Indicators of Impairment The carrying amounts of the Group’s exploration and evaluation assets are reviewed at each reporting date, to determine whether any of the following indicators of impairment exists: • tenure over the tenement area has expired during the period or will expire in the near future, and is not expected to be renewed; or • substantive expenditure on further exploration for, and evaluation of, mineral resources in the specific area is not budgeted or planned; or • • exploration for, and evaluation of, resources in the specific area have not led to the discovery of commercially viable quantities of resources, and the Group has decided to discontinue activities in the specific area; or sufficient data exists to indicate that, although a development is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development or from sale. As a result an exploration loss of $10,205,000 was recognised during the year. 86 RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Key Judgement, Estimates and Assumptions: Impairment Impairment of specific exploration and evaluation assets during the year have occurred where Directors have concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation. At each reporting date the Group undertakes an assessment of the carrying amount of its exploration and evaluation assets. During the year indicators of impairment were identified on certain exploration and evaluation assets in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources. As a result of this review, an impairment loss of $10,205,000 (2022: $16,673,000) has been recognised in relation to areas of interest where the Directors have concluded that capitalised expenditure is unlikely to be recovered by sale or future exploitation. NOTE 11: TRADE AND OTHER PAYABLES Trade payables Other payables and accruals Total trade and other payables 2023 $’000 24,015 45,580 69,595 2022 $’000 23,346 58,969 82,315 Recognition an Measurement Trade and Other Payables Liabilities for trade and other payables are initially recorded at the fair value of the consideration to be paid in the future for goods and services received, whether or not billed to the Group, and then subsequently at amortised cost. Trade payables are unsecured and are usually paid within 30 days from the end of the month of invoice. The carrying amounts of trade and other payables are assumed to be the same as their fair values, due to their short-term nature. Risk Exposure The Group’s exposure to cash flow risk is discussed in Note 18. NOTE 12: LEASE LIABILITIES Current Non-current Total lease liability Set out below are the carrying amounts of lease liabilities and the movements during the year: Opening lease liability Additions Interest expense (Note 2) Payments Closing lease liability Maturity analysis: Year 1 Year 2 Year 3 Year 4 Gross lease liability Less future interest charges Total lease liability 2023 $’000 17,970 10,468 28,438 50,815 4,214 2,177 (28,768) 28,438 19,178 9,424 765 733 30,100 (1,662) 28,438 2022 $’000 25,687 25,128 50,815 26,037 48,881 1,434 (25,537) 50,815 27,802 17,703 8,631 - 54,136 (3,321) 50,815 Right of Use Assets The Group has lease contracts for various items of mining equipment, power infrastructure, motor vehicles and buildings used in its operations. These leases generally have lease terms between two and three years. The Group’s obligations under its leases are secured by the lessor’s title to the leased assets. Generally, the Group is restricted from assigning and subleasing the leased assets. 87 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET The Group also has certain leases of assets with lease terms of twelve months or less and leases of storage containers and equipment for which the assets are of low value. The Group applies the short-term lease and lease of low value assets recognition exemptions for these leases. Set out below are the carrying amounts of right of use assets recognised and the movements during the period (as shown in property, plant and equipment): 2023 As at 1 July 2022 Additions Depreciation charge As at 30 June 2023 2022 As at 1 July 2021 Additions Depreciation charge As at 30 June 2022 Land and buildings $’000 Plant and equipment $’000 665 48 (224) 489 47,872 4,106 (25,565) 26,413 Land and buildings $’000 Plant and equipment $’000 183 709 (227) 665 23,326 47,734 (23,188) 47,872 Impact on the Income Statement The following amounts are recognised in the income statement: Impact on Income Statement The application of AASB 16 has resulted in the following amounts being recorded in the income statement: Depreciation of right of use asset Interest expense Income tax benefit Total amount recorded in the income statement resulting from AASB 16 Note 2 3 Vehicles $’000 1,412 60 (1,150) 322 Vehicles $’000 2,258 437 (1,283) 1,412 2023 $’000 26,939 2,177 (105) 29,011 Total $’000 49,949 4,214 (26,939) 27,224 Total $’000 25,767 48,880 (24,698) 49,949 2022 $’000 24,698 1,434 (178) 25,954 Payments of $1,503,000 (2022: $1,187,000) for short-term leases (lease terms of 12 months or less) were expensed in the income statement for the year ended 30 June 2023. Leases When a contract is entered into the Group assesses whether the contract contains a lease. A lease arises when the Group has the right to direct the use of an identified asset which is not substitutable and to obtain substantially all economic benefits from the use of the assets throughout the period of use. The Group separates the lease and non-lease components of the contract and accounts for these separately. The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low value assets. The Group recognises lease liabilities to make lease payments and right of use assets representing the right to use the underlying assets. Right of Use Assets The Group recognises right of use assets at the commencement date of the lease (i.e., the date when the underlying asset is available for use). Right of use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right of use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date plus any make good obligations. Right of use assets are depreciated using the straight line method over the shorter of their useful life and the lease term as follows: • Mining equipment • Motor vehicles • Buildings 1 to 5 years 1 to 3 years 2 years Periodic adjustments are made for any remeasurement of the lease liabilities and for impairment losses, assessed in accordance with the Group’s impairment policies. 88 RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Lease Liabilities Lease liabilities are initially measured as the present value of future minimum lease payments, discounted using the Group’s incremental borrowing rate if the rate explicit in the lease cannot be readily measured at amortised cost using the effective interest rate over the lease term. Minimum lease payments are fixed payments or index based variable payments incorporating the Group’s expectations of extension options and do not include non-lease component of a contract. Variable lease payments that do not depend on an index or a rate are recognised as expenses in the period in which the event or condition that triggers the payment occurs. The lease liability is remeasured when there are changes in the future lease payments arising from a change in rates, index, or lease terms from exercising an extension or termination options. A corresponding adjustment is made to the carrying amount of the lease assets, with any excess recognised in the income statement. Short Term Leases and Leases of Low-Value Assets The Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of twelve months or less from the commencement date and do not contain a purchase option). It also applies the lease of low value assets recognition exemption to leases of plant and equipment that are of low value. Lease payments on short-term leases and leases of low value assets are recognised as expense as they are incurred. Key Judgements, Estimates and Assumptions: Identification of Non-Lease Components In addition to containing a lease, the Group’s mining services contracts involves the provision of additional services, including personnel cost, low value materials, drilling, hauling related activities and other items. These are non-lease components, and the Group has elected to separate these from the lease components. Judgement is required to identify each of the lease and non-lease components. The consideration in the contract is then allocated between the lease and non-lease components on a relative stand-alone price basis. This requires the Group to estimate stand-alone prices for each lease and non-lease component based on quoted prices within the contract. Identifying in Substance Fixed rates Versus Variable Lease Payments The lease payments used to calculate the lease related balances under AASB 16 include fixed payments, in substance fixed payments and variable payments based on an index or rate. Variable payments not based on an index or rate are excluded from the measurement of lease liabilities and related assets. For the Group’s mining services contracts, in addition to the fixed payments, there are payments that are variable payments because the contract terms require payment based on a rate per hour. In terms of AASB 16, the Group uses judgement to determine that no minimum hours or volumes within the contract are a fixed minimum that results in an amount payable that is unavoidable. Therefore, the Group has had to apply judgement to determine that there are no in substance fixed payments included in the lease payments used to calculate the lease related balances. Payments identified as variable not based on an index or rate, are excluded from recognition and measurement of the lease related balances. Estimating the Incremental Borrowing Rate The Group cannot readily determine the interest rate implicit in its leases. Therefore, it uses the relevant incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right of use asset in a similar economic environment. The IBR, therefore, reflects what the Group would have to pay, which requires estimation when no observable rates are available and to make adjustments to reflect the terms and conditions of the lease. The Group estimates the IBR using observable inputs (such as market interest rates) when available and considered certain contract and entity specific judgements estimates (such as the lease term and credit rating). The IBR range used by the Group was between 2.74% and 7.52%. 89 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET NOTE 13: DEFERRED CONSIDERATION Current Edna May deferred consideration Tenement acquisition deferred consideration Total current deferred consideration Non-current Edna May deferred consideration Tenement acquisition deferred consideration Total non-current deferred consideration Movements Opening book amount Additions on the acquisition of subsidiary Payments1 Unwinding of discount rate Change in fair value of deferred consideration Total deferred consideration Note 2 1 2023 $’000 1,958 - 1,958 - 921 921 7,633 - (3,388) 344 (1,710) 2,879 1 Payments for deferred consideration (Level 3 in the fair value hierarchy) comprised of $2,388,000 in cash and $1,000,000 (or 952,381 shares) settled with the issue of Ramelius shares (refer Note 15). NOTE 14: PROVISIONS Current Employee benefits Rehabilitation and restoration costs Total current provisions Non-current Employee benefits Rehabilitation and restoration costs Total non-current provisions Rehabilitation and restoration costs Opening book amount Revision of provision during the year1 Expenditure on rehabilitation and restoration Discount unwind Total provision for rehabilitation and restoration Note 2 2023 $’000 8,454 4,253 12,707 717 42,951 43,668 49,686 (2,666) (1,740) 1,924 47,204 2022 $’000 2,814 979 3,793 2,922 918 3,840 8,539 1,932 (5,486) 482 2,166 7,633 2022 $’000 9,084 5,589 14,673 544 44,097 44,641 43,321 6,300 (674) 739 49,686 1The revision of provision for the year consisted of $3,334,000 capitalised to mine development assets and $668,000 expensed to the income statement. Revision of Rehabilitation and Restoration Provision Represents amendments to future restoration and rehabilitation liabilities resulting from changes to the approved mine plan in the financial year, initial recognition of new rehabilitation provisions as well as a change in provision assumptions. Key provision assumption changes include reassessment of costs and timing of expenditure. Recognition and Measurement Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. 90 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP BALANCE SHEET Employee Benefits – Wages, Salaries, Salary At Risk, Annual Leave and Sick Leave Liabilities arising in respect of wages and salaries, at-risk payments, annual leave and any other employee benefits expected to be wholly settled within twelve months of the reporting date are measured at their nominal amounts based on remuneration rates which are expected to be paid when the liabilities are settled. These amounts are recognised in ‘trade and other payables’ (for amounts other than annual leave and at-risk payments) and ‘current provisions’ (for annual leave and at-risk payments) in respect of employee services up to the reporting date. Costs incurred in relation to non-accumulating sick leave are recognised when the leave is taken and are measured at the rate paid or payable. Long Service Leave The liability for long service leave is measured at the present value of the estimated future cash outflows to be made by the Group resulting from employees’ services provided up to the reporting date. Liability for long service leave benefits not expected to be settled within twelve months are discounted using the rates attaching to high quality corporate bonds at the reporting date, which most closely match the terms of maturity of the related liability. In determining the liability for these long-term employee benefits, consideration has been given to expected future increases in wage and salary rates, the Group’s experience with staff departures and periods of service. Related on costs have also been included in the liability. The obligations are presented current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur. Defined Contribution Superannuation Plans Contributions to defined contribution superannuation plans are expensed when incurred. Provision for Restoration and Rehabilitation Estimated costs of decommissioning and removing an asset and restoring the site are included in the cost of the asset as at the date the obligation first arises and to the extent that it is first recognised as a provision. The Group records the present value of the estimated cost of constructive and legal obligations to restore operating locations in the period in which the obligation is incurred. The nature of decommissioning activities includes dismantling and removing structures, rehabilitating mine sites, dismantling operating facilities, closure of plant and waste sites and restoration, reclamation and revegetation of affected areas. Typically, the obligation arises when the asset is installed, or the environment is disturbed at the development location. When the liability is initially recorded, the present value of the estimated cost is capitalised by increasing the carrying amount of the related mining assets. Over time, the discounted liability is increased for the change in the present value based on the discount rates that reflect the current market assessments and the risks specific to the liability. Additional disturbances or changes in decommissioning costs will be recognised as additions or changes to the corresponding asset and rehabilitation liability when incurred. The unwind effect of discounting the provision is recorded as a finance cost in the Income Statement and the carrying amount capitalised as a part of mining assets is amortised on a unit of production basis. Costs incurred that relate to an existing condition caused by past operations, but do not have future economic benefits, are expensed as incurred. Key Judgement, Estimates and Assumptions Provision for Restoration and Rehabilitation The Group assesses its mine restoration and rehabilitation provision biannually in accordance with the accounting policy. Significant judgement is required in determining the provision for restoration and rehabilitation as there are many transactions and other factors that will affect the ultimate liability payable to rehabilitate and restore the mine sites. The estimate of future costs therefore requires management to make assessment of the future restoration and rehabilitation date, future environmental legislation, changes in regulations, price increases, changes in discount rates, the extent of restoration activities and future removal and rehabilitation technologies. When these factors change or become known in the future, such differences will impact the restoration and rehabilitation provision in the period in which they change or become known. At each reporting date the rehabilitation and restoration provision is remeasured to reflect any of these changes. Provision for Long Service Leave Management judgement is required in determining the following key assumptions used in the calculation of long service leave at balance sheet date: • Future increase in salaries and wages; • • Future on cost rates; and Future probability of employee departures and period of service. 91 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: CAPITAL NOTE 15: SHARE CAPITAL Ordinary shares Share capital at 30 June 2021 Shares issued from exercise of performance rights Shares issued as part of the acquisition of Apollo Consolidated1 At 30 June 2022 Shares issued from exercise of performance rights Shares issued as part of the acquisition of Breaker Resources NL1 Shares issued under the dividend reinvestment program Shares issued for settlement of deferred consideration At 30 June 2023 Note Number of shares $’000 814,017,266 379,391 1,517,471 51,850,372 867,385,109 2,637,718 118,049,507 2,273,463 952,381 991,298,178 570 85,223 465,184 1,870 157,889 1,478 1,000 627,421 20 19 13 1Represents the value of shares at the date of issue. Details of the acquisition are disclosed in Note 20 below. Recognition and Measurement Share Capital Ordinary share capital is classified as equity and is recognised at fair value of the consideration received by the Group. Any transaction costs arising on the issue of ordinary shares and the associated tax are recognised directly in equity as a reduction of the share proceeds received. Ordinary Shares Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’ meetings other than voting exclusions as required by the Corporations Act 2001. In the event of winding up of the company, ordinary shareholders rank after all creditors and are fully entitled to any proceeds of liquidation. These shares have no par value. Rights Over Shares Refer Note 28 for further information on rights, including details of any rights issued, exercised and lapsed during the financial year and rights over shares outstanding at financial year end. NOTE 16: RESERVES Reserves At 1 July 2022 Share based payments expense (Note 28) Performance rights exercised (Note 15) Shares issued on the acquisition of Breaker Resources NL (Note 20) Other comprehensive income: Change in fair value of investments Translation of foreign operation Other comprehensive income Transfer to retained earnings Share based payments $’000 Investments at FVOCI $’000 NCI acquisition $’000 Foreign currency translation $’000 6,020 6,300 (1,870) - - - - - 581 (33,215) (54) - - - 4,406 - 4,406 (5,663) - - (4,427) - - - - - - - - (125) (125) - Other $’000 634 Total $’000 (26,034) - - - - - - - 6,300 (1,870) (4,427) 4,406 (125) 4,281 (5,663) At 30 June 2023 10,450 (676) (37,642) (179) 634 (27,413) 92 RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: CAPITAL Share Based Payment Reserve Share based payments reserve records items recognised as expenses on valuation of employees share options and rights. Investments at FVOCI The Group has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income (OCI). These changes are accumulated within the FVOCI reserve within equity. The Group transfers amounts from this reserve to retained earnings when the relevant equity securities are disposed. Non-Controlling Interest (NCI) Acquisition Reserve When the proportion of equity held by non-controlling interests changes, Ramelius adjusts the carrying amounts of the controlling and non-controlling interests to reflect changes in the relative interests in the acquiree. NCI acquisition reserve represents accumulated differences between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid, which is attributed to the owners of the parent. This reserve relates to the acquisitions of Spectrum Metals Limited, Explaurum Limited, Apollo Consolidated Limited and Breaker Resources NL. Foreign Currency Translation Reserve Foreign currency translation reserve comprises all foreign exchange difference arising from the translation of the financial statements of foreign operations where their functional currency is different to the presentation currency of the reporting entity. NOTE 17: EARNINGS PER SHARE Basic earnings per share Basic earnings per share attributable to the ordinary equity holders of the Company Diluted earnings per share Diluted earnings per share attributable to the ordinary equity holders of the Company 2023 Cents 2022 Cents 6.95 6.81 1.47 1.45 Weighted average number of shares used as the denominator Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share Adjustments for calculation of diluted earnings per share: Share rights and options Weighted average number of ordinary shares used as the denominator in calculating diluted earnings per share 886,131,291 846,499,406 17,733,605 9,798,361 903,864,896 856,297,767 Calculation of Earnings Per Share Basic earnings per share is calculated by dividing: • • the profit attributable to owners of the Company, adjusted to exclude costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year. Diluted earnings per share adjusts the figures used in determining basic earnings per share to take into account the: • • after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares, weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares. Earnings Used in the Calculation of Earnings Per Share Both the basic and diluted earnings per share have been calculated using the profit after tax as the numerator. Classification of Securities All ordinary shares have been included in basic earnings per share. Classification of Securities as Potential Ordinary Shares Rights to shares granted to executives and senior managers are included in the calculation of diluted earnings per share and assume all outstanding rights will vest. Rights are included in the calculation of diluted earnings per share to the extent they are dilutive. Rights are not included in basic earnings per share. 93 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: RISK NOTE 18: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT The Directors are responsible for monitoring and managing financial risk exposures of the Group. The Group holds the following financial assets and liabilities: Financial assets Cash at bank Term deposits Trade and other receivables Tax receivable Other security bonds and deposits Investments Total financial assets Financial liabilities Trade and other payables Financial instruments at fair value through profit and loss Lease liabilities Deferred consideration Total financial liabilities 2023 $’000 140,221 110,737 2,694 7,433 961 2,737 264,783 69,593 590 28,438 2,879 101,500 2022 $’000 147,751 30 1,920 5,245 552 5,576 161,074 82,315 - 50,815 7,633 140,763 Recognition and Measurement Initial recognition and measurement Financial instruments, other than trade debtors, are initially measured at fair value plus, in the case of a financial instrument not at fair value through profit or loss, transaction costs. For financial instruments classified as at fair value through profit or loss, transaction costs are expensed in the income statement immediately. Trade debtors are initially measured at transaction price. Financial Assets at Fair Value Through Profit or Loss Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the income statement. Classification and Subsequent Measurement Financial instruments are subsequently measured at fair value through profit or loss, fair value through other comprehensive income or, amortised cost using the effective interest rate method. Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Quoted prices in an active market are used to determine fair value where possible. Amortised Cost Financial assets are categorised at amortised cost if they are held within a business model whose objective is to hold the assets in order to collect contractual cashflows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. These financial assets are subsequently measured at amortised cost using the effective interest rate method. Financial Liabilities Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at amortised cost using the effective interest rate method. Fair Value Through Other Comprehensive Income (FVOCI) On initial recognition, the Group can elect to irrevocably classify its equity investments as equity instruments designated at fair value through OCI if they meet the definition of equity in AASB 132. For these financial assets, gains and losses are never recycled to the income statement. Dividends from these assets are recognised as other income in the income statement when the right of payment has been established, except to the extent that the proceeds are a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment. 94 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: RISK Fair Value Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models. Expected Credit Losses The Group recognises allowances for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate where applicable. For trade receivables the Group applies a simplified approach in calculating ECLs in which it recognises a loss allowance based on lifetime ECLs at each reporting date using a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. Management of Financial Risk The Group’s management of financial risk is aimed at ensuring cash flows are sufficient to: • Withstand significant changes in cash flow at risk scenarios and meet all financial commitments as and when they fall due; and • Maintain the capacity to fund future project development, exploration and acquisition strategies. The Group continually monitors and tests its forecast financial position against these criteria. The Group is exposed to the following financial risks: liquidity risk, credit risk and market risk (including foreign exchange risk, commodity price risk and interest rate risk). Liquidity Risk The Group manages liquidity risk by monitoring immediate and forecasted cash requirements and ensures adequate cash reserves are maintained to pay debts as and when due. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. At the end of the financial year the Group held short-term on demand cash balances of $140,221,000 (2022: $147,751,000) that is available for managing liquidity risk. In addition to this, short-term deposits at call totalled $110,737,000 (2022: $30,000). Management monitors rolling forecasts of the Group’s available cash reserve on the basis of expected cash flows to manage any potential future liquidity risks. Maturities of financial liabilities The tables below analyse the Group’s financial liabilities into relevant groupings based on their contractual maturities. The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within twelve months equal their carrying balances as the impact of discounting is not significant. Maturities of financial liabilities As at 30 June 2023 Trade and other payables Financial instruments at FVPL Lease liabilities Deferred consideration Total non-derivatives As at 30 June 2022 Trade and other payables Lease liabilities Deferred consideration Total non-derivatives Less than 6 months $’000 6 – 12 months $’000 Between 1 and 2 years $’000 Between 2 and 5 years $’000 Total contractual cash flows $’000 Carrying amount of liabilities $’000 69,595 245 10,462 1,462 81,764 82,315 15,825 1,829 99,969 - 245 8,715 554 9,514 - 11,978 2,317 14,295 - 100 9,424 1,000 10,524 - 17,703 2,204 19,907 - - 1,499 - 1,499 - 8,631 1,787 10,418 69,595 590 30,100 3,016 103,301 82,315 54,137 8,137 144,588 69,595 590 28,438 2,879 101,502 82,315 50,815 7,633 140,763 Credit Risk Exposures Credit risk represents the loss that would be recognised if counterparties failed to perform as contracted. The Group’s credit risk arises from cash and cash equivalents as well as gold sales, financial and other smaller counterparties. The Group has adopted the policy of trading with recognised creditworthy counterparties as a means of mitigating the risk of loss from financial defaults. Cash is deposited only with institutions with a reputable credit rating. The Group does not have any other significant credit risk exposure to a single counterparty or any group of counterparties having similar characteristics. 95 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: RISK In determining the recoverability of Trade and other receivables, the Group applied a simplified approach in calculating ECLs in which it recognises a loss allowance based on lifetime ECLs at each reporting date and where necessary an impairment loss is recognised in profit or loss. The Group does not have any impaired Trade and other receivables as at 30 June 2023 (2022: nil). No allowance for ECLs has been recognised in profit or loss for the year as the duration of associated exposures is short and/or the probability of default over the life of these receivables is negligible. Market Risk Foreign Currency Risk The Group undertakes transactions impacted by foreign currencies; hence exposures to exchange rate fluctuations arise. The majority of the Group’s revenue is affected by movements in USD:AUD exchange rate that impacts on the Australian gold price whereas the majority of costs (including capital expenditure) are in Australian dollars. The Group considers the effects of foreign currency risk on its financial position and financial performance and assesses its option to hedge based on current economic conditions and available market data. Commodity Price Risk The Group’s revenue is exposed to commodity price fluctuations, in particular to gold prices. Price risk relates to the risk that the fair value of future cash flows of gold sales will fluctuate because of changes in market prices largely due to demand and supply factors for commodities and gold price commodity speculation. The Group is exposed to commodity price risk due to the sale of gold on physical delivery at prices determined by markets at the time of sale. The Group’s expenses are exposed to commodity price fluctuations, in particular to diesel prices. Price risk relates to the risk that diesel prices will fluctuate largely due to demand and supply factors for commodities and diesel price commodity speculation. The Group is exposed to commodity price risk due to the use of diesel in mining and milling activities at prices determined by markets at the time of sale. The Group manages commodity price risk as follows: Forward Sales Contracts Gold price risk is managed through the use of forward sales contracts which effectively fix the Australian Dollar gold price and thus provide cash flow certainty. These contracts are accounted for as sale contracts with revenue recognised once gold has been physically delivered into the contract. The physical gold delivery contracts are considered a contract to sell a non-financial item and therefore do not fall within the scope of AASB 9 Financial Instruments. At 30 June 2023, the Group had 211,000 ounces in forward sales contracts at an average price of A$2,772. Refer to Note 26 for further details. Diesel price risk is managed through the use of forward contracts which effectively fix the Australian Dollar diesel price for an agreed volume and thus limiting the exposure for the agreed volumes to fluctuating diesel prices. These contracts are accounted for as Financial Instruments, which are financially settled monthly based on the price fixed in the forward contract and actual floating price for the month being settled. At 30 June 2023, the Group had 10.2m litres in forward sales contracts at an average price of A$0.91/L. Put Options Gold price risk may be managed with the use of hedging strategies through the purchase of gold put options to establish gold ‘floor prices’ in Australian dollars over the Group’s gold production; however, this is generally at levels lower than current market prices. These put options enable Ramelius to retain full exposure to current, and any future rises in the gold price while providing protection to a fall in the gold price below the strike price. Gold put options are marked to market at fair value through the income statement. Gold prices, cash flows and economic conditions are constantly monitored to determine whether to implement a hedging program. Gold Price Sensitivity Analysis The Group has performed a sensitivity analysis relating to its exposure to gold price risk at reporting date. This sensitivity analysis demonstrates the effect on the current year results and equity. Based on gold sales of 135,263oz (243,263oz less deliveries into the opening hedge book of 108,000oz) in 2023 and 110,855oz (251,355oz less forward sales of 140,500oz) in 2022, if gold price in Australian dollars had changed by + / - A$100, with all other variables remaining constant, the estimated realised impact on pre-tax profit (loss) and equity would have been as follows: Impact on pre-tax profit Increase in gold price by A$100 Decrease in gold price by A$100 Impact on equity Increase in gold price by A$100 Decrease in gold price by A$100 96 2023 $’000 13,526 (13,526) 13,526 (13,526) 2022 $’000 11,086 (11,086) 11,086 (11,086) RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: RISK Fair Value Measurement The financial assets and liabilities of the Group are recognised on the balance sheet at their fair value in accordance with the Group’s accounting policies. Measurement of fair value is grouped into levels based on the degree to which fair value is observable in accordance with AASB 7 Financial Instruments: Disclosure. • • • Level 1 – fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 – fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). Level 3 – fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs). Fair Value Measurement of Financial Instruments Derivative financial assets are measured at fair value using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. The valuations would be recognised as a Level 2 in the fair value hierarchy as they have been derived using inputs from a variety of market data. Investments in listed equity instruments are measured at fair value using the closing price on the reporting date as listed on the Australian Securities Exchange Limited (ASX). Investments in listed equity instruments are recognised as a Level 1 in the fair value hierarchy as defined under AASB 7 Financial Instruments: Disclosures. The carrying amounts of trade receivables and payables are assumed to approximate their fair values due to their short-term nature. NOTE 19: CAPITAL RISK MANAGEMENT Risk Management The Group’s objectives when managing capital are to: • Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and • Maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, or issue new shares. Loan covenants Under the terms of the Syndicated Facility Agreement (SFA) the Group is required to comply with financial and non-financial covenants. The Group has complied with these covenants throughout the financial year. Dividends Ordinary Shares Final ordinary dividend for the 2022 financial year of 1.0 cents (2021: 2.5 cent) per fully paid share paid on 11 October 2022 Total dividends paid 2023 $’000 8,697 8,697 2022 $’000 20,352 20,352 The dividend for the 2022 financial year was settled by cash of $7,219,000 and the issue of 2,273,463 Ramelius shares with the value of $1,478,000 as part of the dividend reinvestment plan. Franked dividends Franking credits available for subsequent reporting periods based on a tax rate of 30% 62,257 74,288 The above represents the balance of the franking account as at the end of the reporting period, adjusted for: • • Franking credits / debits that will arise from payment of any current tax liability / current tax asset, and Franking debits that will arise from the payment of dividends recognised as a liability at the reporting date. 97 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP INFORMATION NOTE 20: ASSET ACQUISITION Roe Gold Project (Breaker Resources NL) The Roe Gold Project (Roe) is the primary asset of Breaker Resources NL (Breaker) which was acquired during the financial year. The Roe Gold Project is located 100km east of Kalgoorlie in Australia’s premier gold province at the southern end of the Keith-Kilkenny Tectonic Zone. The Roe Gold Project has a Mineral Resource of 32Mt @ 1.6g/t for 1.7 million ounces of contained gold. On 20 March 2023, Ramelius announced a recommended off-market takeover offer for Breaker. Under the offer, Breaker shareholders were to receive 1 Ramelius Share for every 2.82 Breaker Shares held. Control was obtained on 1 May 2023 with Ramelius holding a relevant interest in Breaker of 50.99%, or 168,482,992 Breaker Shares. The compulsory acquisition process commenced on 22 May 2023 with Ramelius obtaining 100% control on 29 June 2023. A total of 118,049,507 Ramelius Shares were issued to Breaker shareholders as part of the takeover. Acquisition costs totalled $5,173,000 million of which $4,326,000 relates to stamp duty on the transaction which remains payable at 30 June 2023. The total purchase consideration paid as at 30 June 2023 is detailed in the table below. The Group has determined that the transaction does not constitute a business combination in accordance with AASB 3 Business Combinations. The acquisition of the net assets meets the definition of, and has been accounted for, as an asset acquisition. When an asset acquisition does not constitute a business combination, the assets and liabilities are assigned a carrying amount based on their relative fair values in an asset purchase transaction and no deferred tax will arise in relation to the acquired assets and assumed liabilities as the initial recognition exemption for deferred tax under AASB 112 Income Taxes is applied. No goodwill arises on the acquisition and transactions costs of the acquisition are included in the capitalised cost of the asset. Details of the purchase consideration and the net assets acquired are as follows: Purchase consideration Cash paid Ordinary shares issued (118,049,507) NCI reserve Acquisition costs Total purchase consideration $’000 66 157,889 (4,427) 5,503 159,031 The fair value of the shares issued to Breaker shareholders is the Ramelius share price on 1 May 2023 (the date on which control was obtained) of $1.30 per share. The value of the shares recorded in the Share Capital of Ramelius is the $1.30 up to the date of control and then the Ramelius share price of the date of issue for shares issued after the control date. The difference between this share price and that at the date of control has been recorded in the NCI acquisition reserve (see Note 16). Net assets acquired Cash and cash equivalents Trade and other receivables Property, plant and equipment Exploration and evaluation assets Trade and other payables Tax payable Net identifiable assets acquired Net cash inflow on the acquisition of subsidiary Cash consideration Acquisition costs Less: acquisition costs provided for but not paid Less: cash balance acquired Net inflow of cash – investing activities $’000 75,470 159 277 89,603 (508) (5,970) 159,031 $’000 (66) (5,173) 4,326 75,140 74,227 98 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP INFORMATION NOTE 21: INTERESTS IN OTHER ENTITIES Controlled Eentities The Group’s principal subsidiaries at 30 June 2023 are set out below. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held by the Group. The country of incorporation or registration is also their principal place of business. Name of Entity Parent entity Ramelius Resources Limited Subsidiaries of Ramelius Resources Limited Mt Magnet Gold Pty Limited RMSXG Pty Limited Ramelius USA Corporation Ramelius Operations Pty Limited Explaurum Limited Ramelius Kalgoorlie Pty Ltd Subsidiaries of Mt Magnet Gold Pty Limited Spectrum Metals Limited Subsidiaries of Spectrum Metals Limited Penny Operations Pty Limited Subsidiaries of Ramelius Operations Pty Limited Edna May Operations Pty Limited Marda Operations Pty Limited Subsidiaries of Explaurum Limited Tampia Operations Pty Limited Ninghan Exploration Pty Limited Subsidiaries of Ramelius Kalgoorlie Pty Ltd Apollo Consolidated Limited Breaker Resources NL Subsidiaries of Apollo Consolidated Limited AC Minerals Pty Ltd Aspire Minerals Pty Ltd AC28 Pty Ltd Subsidiaries of Aspire Mineral Pty Ltd Mount Fouimba Resources Côte d’lvoire S.A. Subsidiaries of AC28 Pty Ltd Apollo Guinea SARLU Subsidiaries of Breaker Resources NL Breaker Resources Lithium Pty Ltd Lake Roe Gold Mining Pty Ltd Country of incorporation Functional currency Percentage owned 2023 % Percentage owned 2022 % Australia Australian dollars n/a n/a Australia Australia USA Australia Australia Australia Australian dollars Australian dollars US dollars Australian dollars Australian dollars Australian dollars 100 100 100 100 100 100 100 100 100 100 100 100 Australia Australian dollars 100 100 Australia Australian dollars 100 100 Australia Australia Australia Australia Australia Australia Australia Australia Australia Australian dollars Australian dollars Australian dollars Australian dollars Australian dollars Australian dollars Australian dollars Australian dollars Australian dollars 100 100 100 100 100 100 100 100 100 100 100 100 100 100 - 100 100 100 Côte d’lvoire West African frank 100 100 Guinea Guinean franc 100 100 Australia Australia Australian dollars Australian dollars 100 100 - - The parent entity and all subsidiaries of Ramelius, except for Ramelius USA Corporation (including all of its subsidiaries) and African incorporated subsidiaries of Apollo Consolidated Limited form part of the Closed Group. 99 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP INFORMATION Joint Operations The Group has the following direct interests in unincorporated joint operations at 30 June 2023 and 30 June 2022: Joint operation project Nulla South Gibb Rock Parker Dome Mt Finnerty Jupiter Kirgella Louisa Joint operation partner Chalice Gold Mines Limited Chalice Gold Mines Limited Unlisted entity Rouge Resources1 Kinetic Gold2 Unlisted entity IGO Newsearch Pty Ltd (previously Independence Newsearch Pty Ltd)3 * Ramelius earning in ^ Ramelius farming out 1. Rouge Resources is a subsidiary of Westar Resources Limited 2. Kinetic Gold is a subsidiary of Renaissance Gold Inc. 3. IGO Newsearch Pty Ltd is a subsidiary of IGO Limited Principal activity Gold Gold Gold Gold Gold Gold Nickel, Platinum Group Elements (PGE) and Base Metals Interest (%) 2023 75% - - 75% 0% 75%* 25%^ 2022 75% 0%* 0%* 0%* 0% 0% - The share of assets in unincorporated joint operations is as follows: Non-current assets Exploration and evaluation assets 2023 $’000 4,049 2022 $’000 1,150 Recognition and Measurement Under AASB 11 Joint Arrangements investments in joint arrangements are classified as either joint operations or joint ventures. The classification depends on the contractual rights and obligations of each investor as well as the legal form of the joint arrangement. In making this assessment Ramelius considers its rights and obligations arising under the arrangement. Ramelius has exploration related joint arrangements which are considered joint operations. Ramelius recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its share of any jointly held or incurred assets, liabilities, revenues and expenses. These have been incorporated in the financial statements under the appropriate headings. NOTE 22: PARENT ENTITY INFORMATION The financial information of the parent entity, Ramelius Resources Limited, has been prepared on the same basis as the consolidated financial statements, other than investments in controlled entities which were carried at cost less impairment. Summary financial information Financial statement for the parent entity shows the following aggregate amounts: Current assets Total assets Current liabilities Total liabilities Net assets Equity Share capital Reserves Share based payment reserve Other reserves Retained losses Total equity Income statement Profit/(Loss) after income tax Total comprehensive income/loss 100 2023 $’000 2022 $’000 185,817 695,949 (6,016) (6,305) 689,644 137,089 549,555 (9,220) (9,635) 539,920 627,421 465,184 10,317 (678) 52,584 689,644 (15,685) (15,685) 5,887 579 68,270 539,920 (18,634) (18,634) RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP INFORMATION Minimum Exploration and Evaluation Commitments In order to maintain current rights of tenure to exploration tenements, Ramelius is required to perform minimum exploration work to meet minimum expenditure requirements. These obligations are subject to renegotiation and may be farmed out or relinquished. These obligations are not provided for in the parent entity financial statements. Within one-year Later than one-year but not later than five years Later than five years Total minimum exploration and evaluation commitments 2023 $’000 370 1,374 799 2,543 2022 $’000 412 1,641 1,155 3,208 Contingent Liabilities The Directors are of the opinion that the recognition of a provision is not required in respect of the following matters, as it is not probable that a future sacrifice of economic benefits will be required, or the amount is not capable of reliable measurement. Bank Guarantees Ramelius has negotiated a number of bank guarantees in favour of various government authorities and service providers. The total nominal amount of these guarantees at the reporting date is $81,940 (2022: $104,102). These bank guarantees are fully secured by cash on term deposit. Guarantees in Relation to Debts of Subsidiaries In December 2011, Ramelius Resources Limited, RMSXG Pty Ltd and Mt Magnet Gold Pty Ltd (the Closed Group) entered into a Deed of Cross Guarantee. In March 2018 Edna May Operations Pty Ltd and Ramelius Operations Pty Ltd joined the Closed Group by entering the Deed of Cross Guarantee by way of an Assumption Deed. In April 2019 Explaurum Ltd, Tampia Operations Pty Ltd and Ninghan Exploration Pty Ltd joined the Closed Group by entering the Deed of Cross Guarantee by way of an Assumption Deed. In March 2021, Spectrum Metals Ltd and Penny Operations Pty Ltd joined the Closed Group by entering the Deed of Cross Guarantee by way of assumption Deed. In May 2022, Ramelius Kalgoorlie Pty Ltd, Apollo Consolidated Ltd, AC Minerals Pty Ltd, Aspire Minerals Pty, and AC 28 Pty Ltd joined the Closed Group by entering the Deed of Cross Guarantee by way of assumption Deed. In June 2023 Breaker Resources NL, Breaker Lithium Pty Ltd and Lake Roe Gold Mining Pty Ltd joined the Closed Group by entering the Deed of Cross Guarantee by way of assumption Deed. The effect of the Deed is that Ramelius has guaranteed to pay any deficiency in the event of winding up of the abovementioned subsidiaries under certain provisions of the Corporations Act 2001. The subsidiaries have also given a similar guarantee in the event that Ramelius is wound up. 101 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: GROUP INFORMATION NOTE 23: DEED OF CROSS GUARANTEE Pursuant to ASIC Instrument 2016/785, wholly owned controlled entities Mt Magnet Gold Pty Ltd, RMSXG Pty Ltd, Ramelius Operations Pty Ltd, Edna May Operations Pty Ltd, Marda Operations Pty Ltd, Explaurum Ltd, Tampia Operations Pty Ltd, Ninghan Exploration Pty Ltd, Spectrum Metals Ltd, Penny Operations Pty Ltd, Ramelius Kalgoorlie Pty Ltd, Apollo Consolidated Limited, AC Minerals Pty Ltd, Aspire Minerals Pty Ltd, AC 28 Pty Ltd, Breaker Resources NL, Breaker Lithium Pty Ltd and Lake Roe Gold Mining Pty Ltd are relieved from the Corporations Act 2001 requirements for preparation, audit and lodgement of its financial reports and Director’s Report. It is a condition of the Class Order that the Company and each of its eligible controlled entities enter into a Deed of Cross Guarantee. A Consolidated Statement of Comprehensive Income and Consolidated Balance sheet comprising the Closed Group which are parties to the Deed of Cross Guarantee, after eliminating all transactions between parties to the Deed is set out below. Statement of comprehensive income Sales revenue Cost of sales Gross profit Other expenses Impairment of exploration and evaluation assets Impairment of mine development and property, plant and equipment Other income Interest income Finance costs Profit before income tax Income tax expense Profit for the year Other comprehensive income Net change in fair value of investments Other comprehensive income for the year 2023 $’000 631,339 (494,946) 136,393 (28,865) (10,205) (6,908) 1,860 3,939 (5,873) 90,341 (28,739) 61,602 2022 $’000 603,891 (473,625) 130,266 (24,565) (16,673) (94,500) 30,678 501 (3,129) 22,578 (10,123) 12,455 4,406 4,406 435 435 Total comprehensive income for the year 66,008 12,890 102 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: GROUP INFORMATION Balance sheet Current assets Cash and cash equivalents Trade and other receivables Tax receivable Inventories Other assets Total current assets Non-current assets Other receivables Inventories Other assets Investments Property, plant and equipment Mine development Exploration and evaluation assets Total non-current assets Total assets Current liabilities Trade and other payables Financial assets at FVPL Lease liability Deferred consideration Tax payable Provisions Current liabilities Non-current liabilities Lease liability Deferred consideration Deferred tax liabilities Provisions Total non-current liabilities Total liabilities Net assets Equity Share capital Reserves Retained earnings Total equity 2023 $’000 250,958 2,694 7,433 137,164 3,669 401,918 - 80,493 961 2,737 78,633 295,253 311,891 769,968 2022 $’000 147,781 1,920 5,245 133,587 3,519 292,052 1,963 66,052 552 5,576 101,962 268,999 216,615 661,719 1,171,886 953,771 69,595 590 17,970 1,958 5,970 12,707 108,790 10,468 921 67,787 43,668 122,844 82,315 - 25,687 3,793 - 14,673 126,468 25,128 3,840 30,864 44,641 104,473 231,634 230,941 940,252 722,830 627,421 (27,234) 340,065 940,252 465,184 (25,982) 283,628 722,830 103 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: UNRECOGNISED ITEMS NOTE 24: RELATED PARTY TRANSACTIONS Transactions with related parties are on normal commercial terms and at conditions no more favourable than those available to other parties unless otherwise stated. Key management personnel compensation Short-term employee benefits1 Post-employment benefits Other long-term benefits Share based payments Total key management personnel compensation 1Short-term benefits as per Corporations Regulation 2M.3.03(1) Item 6. Detailed remuneration disclosures are provided in the Remuneration Report. Subsidiaries Interests in subsidiaries are set out in Note 21. 2023 $’000 4,540,661 211,314 45,320 945,508 5,742,803 2022 $’000 3,621,991 208,383 54,651 933,092 4,818,117 Transactions with Other Related Parties There were no other transactions with related parties during the year. There were no amounts receivable from or payable to Directors and their related entities at reporting date. NOTE 25: CONTINGENT LIABILITIES The Directors are of the opinion that the recognition of a provision is not required in respect of the following matters, as it is not probable that a future sacrifice of economic benefits will be required, or the amount is not capable of reliable measurement. Bank Guarantees The Group has negotiated a number of bank guarantees in favour of various government authorities and service providers. The total nominal amount of these guarantees at the reporting date is $81,940 (2022: $104,102). These bank guarantees are fully secured by cash on term deposit. NOTE 26: COMMITMENTS Gold Delivery Commitments Forward sale contracts are accounted for as sale contracts with revenue recognised once gold has been physically delivered. The physical gold delivery contracts are considered own use contracts and therefore do not fall within the scope of AASB 9 Financial Instruments: Recognition and Measurement. As a result, no derivatives are required to be recognised. Forward gold sale contract delivery commitments are shown below: Gold for Physical Delivery Oz Contracted Sales Price A$/oz Committed Gold Sales Value $’000 114,000 97,000 211,000 108,000 88,000 196,000 $2,646 $2,921 $2,772 $2,446 $2,593 $2,512 301,612 283,361 584,973 264,207 228,214 492,421 Gold Delivery Commitments As at 30 June 2023 Within one-year Between one and five years Total As at 30 June 2022 Within one-year Between one and five years Total 104 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION Capital Expenditure Commitments Capital expenditure contracted but not provided for in the financial statements: Within one-year 2023 $’000 3,832 2022 $’000 3,287 Minimum Exploration and Evaluation commitments In order to maintain current rights of tenure to exploration tenements, the Group is required to perform minimum exploration work to meet minimum expenditure requirements. These obligations are subject to renegotiation and may be farmed out or relinquished. These obligations are not provided for in the financial statements. Within one-year Between one and five years Due later than five years Total minimum exploration and evaluation commitments 2023 $’000 6,714 19,667 21,535 47,916 2022 $’000 5,852 17,257 17,059 40,168 NOTE 27: EVENTS OCCURRING AFTER THE REPORTING PERIOD Acquisition of the Cue Gold Project (Musgrave Minerals Limited) On 3 July 2023 Ramelius announced a recommended off-market takeover offer (the Offer) for Musgrave Minerals Limited (Musgrave). Under the offer, Musgrave shareholders are to receive 1 Ramelius Share for every 4.21 Musgrave Shares held plus an additional $0.04 in cash per Musgrave Share held. The primary asset of Musgrave is the Cue Gold Project (Cue). The Cue Gold Project, which is located 40km north of the town of Mount Magnet in WA, has a Mineral Resource of 12.3Mt at 2.30g/t for 927k ounces of contained gold. If the acquisition is successful Cue will be integrated into the Mt Magnet operations hub. The offer was not subject to any further due diligence and was only subject to limited conditions including: • • • • 50.1% minimum acceptance threshold; No material changes or prescribed occurrences; No adverse regulatory events affecting the Offer or Musgrave or its assets; and Other customary conditions for a transaction of this type. Under the takeover offer the maximum number of Ramelius Shares to be issued to Musgrave Share and Option holders is 146,355,808 whilst the maximum cash consideration payable to Musgrave shareholder is $23.6 million. At the date of this report Ramelius had received acceptances representing 47.36% of Musgrave Shares. There were no matters or circumstances that have arisen since 30 June 2023 that have significantly affected, or may significantly affect: (a) The Group’s operations in future financial years, (b) The results of operations in future financial years, or (c) The Group’s state of affairs in future financial years. NOTE 28: SHARE BASED PAYMENTS Performance Rights Under the Ramelius Performance Plan eligible employees are granted performance rights (each being an entitlement to an ordinary fully paid share) subject to the satisfaction of vesting conditions and on the terms and conditions as determined by the Board. Performance rights are issued for no consideration and have a nil exercise price. From 1 July 2021, there are two equally weighted performance hurdles, relative total shareholder returns (TSR) measured against a benchmark peer group and 15% absolute TSR. Prior to 1 July 2021, the only performance hurdle was relative TSR. Once vested, performance rights remain exercisable for a period of seven years. Performance rights issued under the plan carry no voting or dividend rights. 105 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION Service Rights During the 2023 financial year Ramelius issued Service Rights across the Group to motivate employees to remain in the employment of Ramelius considering the extremely difficult labour market environment within Western Australia in the 2022 calendar year. As part of this approach Service Rights were issued to all employees (who were employed at 1 July 2022 or entered into an employment agreement with Ramelius before 31 December 2022) excluding the Managing Director and Non-Executive Directors. Under the Ramelius Performance Plan, the number of Rights granted to employees ranged between 25 - 33% of the employee’s Fixed Annual Remuneration (FAR), depending on their organisational level. The number of Rights granted was calculated by dividing the employees FAR by the volume weighted average price of Ramelius shares traded on the Australian Securities Exchange during the 5-trading day period prior to 30 September 2022, being $0.94 per Ramelius share. The Service Rights were issued on 1 December 2022 and were subject to a performance period ranging between 18 and 24 months, commencing on 1 July 2022. The performance criteria for these Service Rights is that the employee must remain in the employment of Ramelius for the full performance period. The performance periods end on 31 December 2023 and 30 June 2024. The table set out below summarises the performance and service rights (collectively incentive rights) granted: As at 1 July Incentive rights granted Incentive rights forfeited Incentive rights exercised As at 30 June Vested and exercisable at 30 June 2023 Service Rights - 13,682,577 (1,040,077) - 12,642,500 nil 2023 Performance Rights 9,733,070 4,496,951 (1,574,224) (2,637,718) 10,018,079 3,421,320 2022 Performance Rights 9,410,411 2,152,869 (312,739) (1,517,471) 9,733,070 3,606,628 The fair value at grant date is independently determined using a Monte Carlo Simulations pricing model that takes into account the exercise price, the term of the performance right, the share price at grant date, expected price volatility of the underlying share and the risk free rate for the term of the performance right. The expected price volatility is based on historic volatility (based on the remaining life of the performance right). Model inputs for performance rights granted during the year are as follows: Metric Exercise price Grant date Life Share price at grant date Expected price volatility Risk free rate Performance Rights Granted Service Rghts Granted 8 Sep 2022 $nil 8 Sep 2022 2.8 years $0.71 50% 3.57% 26 Nov 2022 $nil 26 Nov 2022 2.6 years $0.87 55% 3.34% 1 Dec 2022 $nil 1 Dec 2022 1.5 – 2 years $0.92 55% 3.14% 106 RAMELIUS RESOURCES ANNUAL REPORT 2023NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION Performance and service rights outstanding at the end of the year have the following expiry date: Grant Date 23 November 2016 23 November 2016 23 November 2016 22 December 2016 1 July 2017 5 September 2018 29 November 2018 9 October 2019 22 November 2019 22 November 2019 1 October 2020 1 October 2020 26 November 2020 26 November 2020 15 September 2021 15 September 2021 26 November 2021 26 November 2021 8 September 2022 8 September 2022 26 November 2022 26 November 2022 Sub-total Performance rights 1 December 2022 1 December 2022 Sub-total service rights Total Expiry Date 1 July 2024 1 July 2025 1 July 2026 11 June 2026 1 July 2027 1 July 2028 1 July 2028 1 July 2029 1 July 2027 1 July 2029 1 July 2030 1 July 2030 1 July 2030 1 July 2030 1 July 2031 1 July 2031 1 July 2031 1 July 2031 1 July 2032 1 July 2032 1 July 2032 1 July 2032 31 December 2025 30 June 2026 2023 Rights on Issue 101,138 129,593 161,819 - 772,933 746,399 189,655 1,319,783 - - 362,451 362,451 177,696 177,696 592,073 592,073 221,264 221,264 1,514,946 1,514,946 429,951 429,951 10,018,082 10,738,150 1,904,350 12,642,500 22,660,582 2022 Rights on Issue 21,914 129,593 241,043 500,000 772,933 746,399 872,404 2,022,621 322,342 644,683 475,439 475,439 177,696 177,696 855,171 855,171 221,264 221,264 - - - - 9,733,072 - - - 9,733,072 Weighted average remaining contractual life of performance rights outstanding at the end of the year Weighted average remaining contractual life of service rights outstanding at the end of the year 7.21 years 6.90 years 2.58 years n/a Expenses Arising from Share Based Payment Transactions Total expenses arising from share based payment transactions recognised during the period as part of employee benefits expense were as follows: Performance rights Service rights Total share based payment expense 2023 $’000 1,107 5,193 6,300 2022 $’000 2,358 - 2,358 Recognition and Measurement The Group provides benefits to employees (including the Managing Director / Chief Executive Officer) in the form of share based compensation, whereby employees render services in exchange for shares or options and / or rights over shares (equity settled transactions). The cost of these equity settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The Group issues share based remuneration in accordance with the employee share acquisition plan, the performance plan or as approved by the Board on the next page. 107 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION (i) Performance plan The Group has a Performance Plan where key management personnel may be provided with rights to shares in Ramelius. Fair values of rights issued are recognised as an employee benefits expense over the relevant service period, with a corresponding increase in equity. Fair value of rights are measured at effective grant date and recognised over the vesting period during which key management personnel become entitled to the rights. There are a number of different methodologies that are appropriate to use in valuing rights. Fair value of rights granted is measured using the most appropriate method in the circumstances, taking into consideration the terms and conditions upon which the rights were issued. (i) Other Long-Term Incentives The Board may at its discretion provide share rights either to recruit or as a long-term retention incentive to key executives and employees. The fair value of options and/or rights granted is recognised as an employee benefits expense with a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the options and/or rights granted, which includes any market performance conditions and the impact of any non-vesting conditions but excludes the impact of any service and non-market performance vesting conditions. Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the number of options and/or rights that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity. Upon exercise of the rights, the balance of the share based payments reserve relating to those rights remains in the share based payments reserve until it is transferred to retained earnings. NOTE 29: REMUNERATION OF AUDITORS During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its related practices and non-related audit firms: Audit or review of financial reports of the Group Other assurance services Consulting services Total remuneration of Deloitte Touche Tohmatsu 2023 $’000 271,750 - - 271,750 2022 $’000 196,700 43,000 25,000 264,700 NOTE 30: ACCOUNTING POLICIES New Standards and Interpretations Not Yet Adopted The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for an accounting period that begins on or after 1 July 2022. Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2023 reporting periods and have not been early adopted by the Group. The Group has assessed that these new standards and interpretations will not have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions. 108 RAMELIUS RESOURCES ANNUAL REPORT 2023DIRECTORS’ DECLARATION In the Directors’ Opinion: (a) the financial statements and notes set out on pages 65 to 108 are in accordance with the Corporations Act 2001, including: (i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements, and (ii) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2023 and of its performance for the financial year ended on that date, and (b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable, and (c) at the date of this declaration, there are reasonable grounds to believe that the members of the extended Closed Group identified in Note 23 will be able to meet any obligations or liabilities to which they are, or may become, subject by virtue of the deed of cross guarantee described in Note 23. The ‘About this report’ section of the notes to the financial statements confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board. The Directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Directors. Bob Vassie Chair Perth 28 August 2023 109 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 INDEPENDENT AUDITOR’S REPORT to the Members of Ramelius Resources Limited Deloitte Touche Tohmatsu ABN 74 490 121 060 Tower 2 Brookfield Place 123 St Georges Terrace Perth WA 6000 GPO Box A46 Perth WA 6837 Australia Tel: +61 8 9365 7000 Fax: +61 8 9365 7001 www.deloitte.com.au IInnddeeppeennddeenntt AAuuddiittoorr’’ss RReeppoorrtt ttoo tthhee mmeemmbbeerrss ooff RRaammeelliiuuss RReessoouurrcceess LLiimmiitteedd RReeppoorrtt oonn tthhee AAuuddiitt ooff tthhee FFiinnaanncciiaall RReeppoorrtt Opinion We have audited the financial report of Ramelius Resources Limited (the “Company”) and its subsidiaries (the “Group”) which comprises the balance sheet as at 30 June 2023, the income statement, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information, and the directors’ declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: • Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its financial performance for the year then ended; and • Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report for the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Asia Pacific Limited and the Deloitte organisation. 110 RAMELIUS RESOURCES ANNUAL REPORT 2023 INDEPENDENT AUDITOR’S REPORT to the Members of Ramelius Resources Limited KKeeyy AAuuddiitt MMaatttteerr HHooww tthhee ssccooppee ooff oouurr aauuddiitt rreessppoonnddeedd ttoo tthhee KKeeyy AAuuddiitt MMaatttteerr AAccqquuiissiittiioonn ooff BBrreeaakkeerr RReessoouurrcceess NNLL On 1 May 2023, the Group gained over 50% ownership interest in Breaker Resources NL (Breaker), which was considered to have given the Group control. The compulsory acquisition process commenced on 22 May 2023, with 100% control being obtained on 29 June 2023. The acquisition, which was accounted for as an asset acquisition, completed for a total consideration of $159.0 million as disclosed in Note 20. Accounting for this acquisition requires judgement in relation to number of areas, including but not limited to: • • • determining if the transaction constitutes a business combination or an asset acquisition; determining the fair value of consideration paid; and determining the appropriate accounting for the acquisition of the non-controlling interest subsequent to the date control was obtained. This is a key audit matter due to the significance of the acquisition and impact on the Group’s balance sheet. Our procedures included, but were not limited to: • • • • • • • • obtaining an understanding of the key controls management has in place with respect to the accounting for the transaction; assessing the nature of the transaction with regards to the requirements of AASB 3 Business Combinations to conclude on the appropriateness of the acquisition being accounted for as an asset acquisition, as opposed to a business combination; assessing the appropriateness of the acquisition date, being the date that Ramelius obtained control over Breaker Resources NL; reading the relevant bidder’s statement to identify all components of consideration; assessing the determination of the fair value of the total consideration paid and relative fair value of assets acquired and liabilities assumed, including assessing the valuation and accounting treatment of the acquisition of the non-controlling interests subsequent to the date of control; completing audit procedures to support the accuracy and completeness of the assets acquired and liabilities assumed at control date; in conjunction with our tax experts, assessing the reasonableness of the tax liabilities assumed on acquisition; and testing the mathematical accuracy of the calculations prepared by management. We also assessed the appropriateness of the disclosures included in Note 20 to the financial statements. AAccccoouunnttiinngg ffoorr mmiinnee ddeevveellooppmmeenntt At 30 June 2023, the carrying value of mine development assets amounts to $295.3 million as disclosed in Note 9. During the year the Group incurred $154.3 million of capital expenditure related to mine development assets, and recognised related amortisation expenses of $123.7 million. In respect of the allocation of mining costs our procedures included, but were not limited to: • obtaining an understanding of the key controls management has in place in relation to the capitalisation of both underground and open pit mining costs and the production of physical mining data; 111 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 INDEPENDENT AUDITOR’S REPORT to the Members of Ramelius Resources Limited The accounting for both underground and open pit operations includes a number of estimates and judgements, including: • • • the allocation of mining costs between operating and capital expenditure; the deferral and subsequent amortisation of stripping costs; and the determination of the units of production used to amortise development assets, including determining the ore reserves over which mine development assets are amortised. For underground operations, a key driver of the allocation of costs between operating and capital expenditure is the physical mining data associated with the different underground mining activities including the development of declines, lateral and vertical development, as well as non-sustaining capital costs. The allocation of costs for open pit operations is based on the ratio between actual ore and waste mined, compared with the ratio of expected ore and waste mined over the life of the respective open pit. • • on a sample basis, testing the mining costs through agreeing to source data; and assessing the completeness of mining costs. In respect of the allocation of mining costs for underground operations, our procedures included, but were not limited to: • • assessing the allocation of costs between operating and capital expenditure based on the nature of the underlying activity; and recalculating the allocation based on the underlying physical data. In respect to the deferred stripping costs our procedures included, but were not limited to: • • • assessing the accounting policy against the appropriate accounting standards, including AASB 102 Inventories and AASB Interpretation 20 Stripping Costs in the Production Phase of a Surface Mine; assessing the accuracy of the actual stripping ratios by agreeing key inputs to production reports and stockpile surveys; and assessing the completeness and accuracy of costs associated with stripping activities. In respect of the Group’s unit of production amortisation calculations our procedures included, but were not limited to: • • • obtaining an understanding of the key controls management has in place in relation to the calculation of the unit of production amortisation rate; testing the mathematical accuracy of the rates applied; and agreeing the inputs to source documentation, including: ▪ ▪ ▪ agreeing the allocation of contained ounces to the specific mine development assets; comparing the contained ounces to the applicable reserves statement; and on a sample basis, agreeing the underlying physical data to external documentation. We also assessed the appropriateness of the disclosures included in Note 9 to the financial statements. 112 RAMELIUS RESOURCES ANNUAL REPORT 2023 INDEPENDENT AUDITOR’S REPORT to the Members of Ramelius Resources Limited IInnvveennttoorryy vvaalluuaattiioonn aanndd ccllaassssiiffiiccaattiioonn At 30 June 2023, the Group held inventories of $217.7 million, of which $174.9 million related to ore stockpiles, which were recorded at the lower of cost and net realisable value as disclosed in Note 5. The Group assesses whether net realisable value adjustments are required to be recognised and as a result recorded an additional net realisable value write down expense of $1.5 million during the year (2022: $28.4 million expense), which increased the valuation allowance to $31.7 million. The assessment of the valuation and classification of ore stockpiles includes a number of estimates and judgements. These include, but are not limited to: • • • • the determination of tonnes on hand at year end; the allocation of mining and processing costs; the estimation of actual grades and forecast recovery rates; and the estimation of costs to sell; and the expected consumption pattern of the ore stock on hand. Other Information Our procedures included, but were not limited to: • • • • • • obtaining an understanding of the key controls management has in place with respect to the valuation and classification of ore stocks on hand; attending inventory stock-takes and observing the drone surveys completed; reconciling the results of the drone surveys to management’s inventory models; assessing the completeness and accuracy of costs allocated to inventories based on the stage of production; assessing the inputs and estimates used in estimating net realisable values; and assessing classification of inventories recorded as current and non-current by comparing budgeted milled tonnes against the tonnes of ore stockpiles We also assessed the appropriateness of the disclosures included in Note 5 to the financial statements. The directors are responsible for the other information. The other information comprises the Directors’ report, which we obtained prior to the date of this auditor’s report, and also includes the following information which will be included in the Group’s annual report but does not include the financial report and our auditor’s report thereon: Key Operational Highlights for the Year, Key Financial Highlights for the Year, Chair’s Report, Managing Director’s Report, Review of Operations, Resources and Reserves and Sustainability Report, which is expected to be made available to us after that date. Our opinion on the financial report does not cover the other information and we do not and will not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report, 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. When we read the Key Operational Highlights for the Year, Key Financial Highlights for the Year, Chair’s Report, Managing Director’s Report, Review of Operations, Resources and Reserves and Sustainability Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to the directors and use our professional judgement to determine the appropriate action. Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control 113 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 INDEPENDENT AUDITOR’S REPORT to the Members of Ramelius Resources Limited as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group 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 to cease operations, or has no realistic alternative but to do so. Auditor’s Responsibilities for the Audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is 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 the Australian Auditing Standards 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 this financial report. As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure, and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation. • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision, and performance of the Group’s audit. We remain solely responsible for our audit opinion. We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these 114 RAMELIUS RESOURCES ANNUAL REPORT 2023 INDEPENDENT AUDITOR’S REPORT to the Members of Ramelius Resources Limited matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. RReeppoorrtt oonn tthhee RReemmuunneerraattiioonn RReeppoorrtt Opinion on the Remuneration Report We have audited the Remuneration Report included in pages 45 to 62 of the Directors’ Report for the year ended 30 June 2023. In our opinion, the Remuneration Report of Ramelius Resources Limited, for the year ended 30 June 2023, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. DDEELLOOIITTTTEE TTOOUUCCHHEE TTOOHHMMAATTSSUU DDaavviidd NNeewwmmaann Partner Chartered Accountants Perth, 28 August 2023 115 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 SHAREHOLDER INFORMATION VOTING RIGHTS Fully Paid Ordinary Shares Other than voting exclusions required by the Corporations Act 2001 and subject to any rights or restrictions attached to any class of shares, at a meeting of members, on a show of hands, each member presents (in person, by proxy, attorney or representative) has one vote and on a poll, each member present (in person, by proxy, attorney or representative) has one vote for each fully paid share they hold. Options and Performance Rights There are no options on issue by the Company. Details of performance rights on issue by the Company as at 10 October 2023 are as follows: Number of Performance Rights Exercise Price 101,138 129,593 161,819 722,933 936,054 1,319,783 1,388,427 1,626,673 3,889,793 nil nil nil nil nil nil nil nil nil Expiry Date 01/07/2024# 01/07/2025# 01/07/2026# 01/07/2027# 01/07/2028# 01/07/2029# 01/07/2030# 01/07/2031* 01/07/2027* Performance rights holders will be entitled on payment of the exercise price shown above to be allotted one fully paid ordinary share in the Company for each performance right exercised. # These performance rights are exercisable in whole or in part at any time until the expiry date. Any performance right now exercised before expiry will lapse. * These performance rights are subject to vesting conditions and once vested are exercisable in whole or in part at any time until the expiry date. Any vested performance rights not exercised before expiry will lapse. UNQUOTED AND RESTRICTED EQUITY SHARES Fully Paid Ordinary Shares There are no unpaid restricted fully paid shares on issue. Performance Rights There are no options on issue. Details of performance rights on issue as at 10 October 2023 which are unquoted restricted securities held by employees as long-term incentives are as follows: Range 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 Over Rounding Total Total Holders Units 3,519 5,360 2,343 3,859 558 1,777,588 14,655,779 17,971,337 117,393,923 968,010,945 15,639 1,119,809,572 % Units 0.16 1.31 1.60 10.48 86.44 0.01 100.00 Unmarketable Parcels Minimum $ 500.00 parcel at $1.4950 per unit Minimum Parcel Size 335 Holders 1,101 Units 122,581 116 RAMELIUS RESOURCES ANNUAL REPORT 2023 SHAREHOLDER INFORMATION TOP HOLDERS (UNGROUPED) AS OF 4 OCTOBER 2023 issued as at 10 October 2023 which are unquoted restricted securities held by employees as long-term incentives are as follows: Name HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED CITICORP NOMINEES PTY LIMITED J P MORGAN NOMINEES AUSTRALIA PTY LIMITED BNP PARIBAS NOMS PTY LTD NATIONAL NOMINEES LIMITED STRAMIG HOLDINGS PTY LTD BNP PARIBAS NOMINEES PTY LTD BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM Rank 1 2 3 4 5 6 7 8 9 WEST TRADE ENTERPRISES PTY LTD 10 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 11 MR RICHARD ARTHUR LOCKWOOD 12 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 13 WESTMINEX PTY LTD 14 MR MARK WILLIAM ZEPTNER 15 MR HENDRICUS PETRUS INDRISIE 16 17 18 19 MR KENNETH JOSEPH HALL 20 PATINA RESOURCES PTY LTD CITICORP NOMINEES PTY LIMITED SOUTHERN CROSS CAPITAL PTY LTD BRAZIL FARMING PTY LTD Totals: Top 20 holders of ORDINARY FULLY PAID SHARES (Total) Total Remaining Holders Balance Units 371,474,559 155,077,366 134,982,568 42,010,757 39,971,879 9,650,000 7,455,800 5,953,037 5,485,000 5,044,284 4,796,913 3,632,689 3,562,946 3,445,474 3,000,000 2,965,947 2,555,000 2,000,000 2,000,000 2,000,000 807,064,219 312,715,157 % Units 33.17 13.85 12.05 3.75 3.57 0.86 0.67 0.53 0.49 0.45 0.43 0.32 0.32 0.31 0.27 0.26 0.23 0.18 0.18 0.18 72.07 27.93 117 O V E R V I E W R E V I E W O F O P E R A T O N S I R E S O U R C E S A N D R E S E R V E S S U S T A N A B I I L I T Y R E P O R T F I N A N C I A L R E P O R T RAMELIUS RESOURCES ANNUAL REPORT 2023 Penny at sunset Photo: Perry Kasper www.rameliusresources.com.au 

Continue reading text version or see original annual report in PDF format above