ABN 42 000 837 472 T R O P E R L A U N N A 2 2 0 2 2022 Annual Report Front cover: ‘Reflection of Beauty’ by Seksan Saowarod at Chatree placed second in a DPIM photo competition called ‘Beautiful Mines All Over Thailand’ Main Image: ‘Earth-friendly Minerals’ by Anurak Rakkansin at Chatree was awarded an honourable mention in a DPIM photo competition called ‘Beautiful Mines All Over Thailand’ www.kingsgate.com.au 1 Contents T R O P E R L A U N N A 2 2 0 2 Contents Chairman’s Review ...................................................... 2 Auditor’s Independence Declaration ............................. 33 Operations Report Financial Statements Chatree Gold Mine ............................................................ Projects Report Nueva Esperanza .............................................................. 4 9 Exploration Report Exploration in Thailand ..................................................... 10 Ore Reserves and Mineral Resources .......................... 12 Competent Persons Statement .................................... 13 Exploration, Mining and Special Prospecting Licences ...................................... 14 Directors’ Report ........................................................... 20 Remuneration Report ......................................................... 27 Consolidated Statement of Profit or Loss and Other Comprehensive Income ........................... 34 Consolidated Statement of Financial Position ..................... 35 Consolidated Statement of Changes in Equity .................. 36 Consolidated Statement of Cash Flows ............................. 37 Notes to the Financial Statements ............................... 38 Directors’ Declaration .................................................. 68 Independent Auditor’s Report ........................................ 69 Shareholder Information ............................................... 75 Corporate Information ................................................... 76 2 Chairman’s Review Chairman’s Review As the world reels from the authoritarian bureaucratic overreach of the last couple of years and the new world alchemists search for many hues of hydrogen and multi-coloured steel, your Board has assiduously pursued an amicable settlement with the Kingdom of Thailand to counteract the illegal closure of the Chatree mine in 2016. www.kingsgate.com.au Although very slow, considerable progress has been made, especially in recent times, that should ensure that the mine should be able to be operating in the very near future. The refurbishment of the Plant #2 is progressing well with a large group of workers mobilised and working hard with the objective to have the plant operating hopefully before the end of the year. Exploration has continued over the past year on some of the granted exploration leases with some encouraging new results being examined that will be followed up in the coming year. We have always expected that the whole area has the potential to unearth new discoveries that should ensure the longevity of the area, both close to the current mine and further afield. As activity ratchets up there are still some areas in the current mining leases that will need to be more closely examined in order to exploit their real potential. The Chatree mine has been on care and mainte- nance now for nearly six years and by all reports it is a credit to our Thai staff that the condition of the plants is as good as it is. Because of COVID it was impossible for anyone from head office to visit the site for over two years and our small Thai workforce have managed to do a most commendable job. We have appointed an experienced General Manager, Operations, Wayne Schiller, to oversee the refurbishment and operating of the mine when it re-opens and are steadily appointing other experienced operators to various important positions. We have introduced a streamlined flat management structure to the group with three of the four management divisions being headed by three of our experi- enced senior Thai operatives. All are gearing up for the re-opening of operations. The decision was made some time ago to concentrate our efforts on the re-opening of the Chatree mine and that reluctantly we would endeavour to sell our other major asset, the Nueva Esperanza Silver/Gold Project in Chile. Despite a thwarted attempt earlier in the year, a number of parties have conducted due diligence over the project and there is still a strong expectation that a satisfactory conclusion may be able to be negotiated. Because of its very nature, environmental and local community involvement are very important to your Company. However, the latest corporate fad of ESG is little more than the latest in corporate virtue signalling that has the potential to be as dangerous as Human Resources departments and compliance departments in many industries have already been. The concept of ESG scores is so subjective as to be frivolous and meaningless. Yet this has not stopped a new industry quickly emerging with new found expertise in how to project a new found non- commercial reason to exist. Your Company is the classic example of how just having genuinely good corporate governance does not necessarily protect a company from the injustices of the real world. In the world of stakeholders some stakeholders are more equal than others, and once share- holders lose their pre-eminent position in the pecking order the whole free enterprise system is endangered. Strangely, rationality and logic appear to be in deficit in much of what is going on in the world today, especially in relation to the unattainable “net zero by 2050” cult. Not learning from the current experiences of Germany, much of the rest of Europe, the UK and even places like California at the present time and in the immediate future would seem to open up a new definition of insanity. But that appears to be what is happening in Australia. CR3 engineers machining replacement parts for Plant #2Key Akara personnel comprising the Community Relations, Regulatory Affairs, Science and Exploration teams gearing up for the refurbishment and reopening of the Chatree Gold Mine i w e v e R s ’ n a m r i a h C 3 Chairman’s Review Thanks must also go to my fellow Board members, our senior management and loyal members of staff who have stuck by us and enabled us to get to the position we are now in. For everybody’s sakes let’s hope that our assessment of the current situation is accurate and that we will have a profitable, efficient, operating mine producing returns for share- holders again soon. Perhaps things need to get much worse, with blackouts, brownouts, the eventual realisation of the trillions of dollars these policies will cost and the subsequent reduction of standards of living, for the general populace to revolt against what is being forced on them. That your Company’s travails over the last few years have been tragic, traumatic and terribly difficult goes without saying. Your Board salutes the exceptional support we have experienced from so many of our loyal shareholders over this time and we are confident that that support will be seen to be not misplaced in the very near future as we move towards the re-opening of the mine. Ross Smyth-Kirk OAM Executive Chairman Akara Resources continues to support a number of local education initiatives around the Chatree Gold Mine 4 Operations Report Operations Report Chatree Gold Mine Thailand Summary Akara Resources Public Company Limited (Akara), a subsidiary of Kingsgate, ceased operating the Chatree Gold Mine on 31 December 2016 in accordance with the closure order by the Thai Government. Chatree was placed on Care and Maintenance effective 1 January 2017. Chatree Closure Remedies Kingsgate has previously advised that it has been negotiating with the Thai Government in “good faith” in parallel to the Thailand-Australia Free Trade Agreement (TAFTA) decision to ensure that the Company has multiple options to restore the value of the Chatree Gold Mine for shareholders. Negotiations between the Company and the Royal Thai Government have entered the final stages. Kingsgate has been advised that the arbitral tribunal is now ready to issue the award after a lengthy period of deliberations. In this regard, Kingsgate and the Thai Government have jointly requested that the arbitral tribunal hold the award until 31 December 2022, to allow the parties adequate time to conclude their settlement negotiations. The TAFTA framework remaining in place for this further period is advantageous to the Company as it will provide Kingsgate, and may also provide potential financiers, with an added level of comfort to invest the necessary capital to restart the mine, and provide an opportunity to resolve a small number of outstanding non-operational matters. www.kingsgate.com.au Kingsgate received the Metallurgical Processing Licence (MPL) No. 1/2551 which commences from 19 January 2022, and it is in force for five years until 18 January 2027 (the maximum period permitted under Thai law). In addition, in January 2022, the four remaining mining leases (MLs) required to operate the Chatree Gold Mine were also approved. These leases comprise three Chatree South leases and the Quartz Lease, which has been pending approval since 2011 and is needed to fully optimise the A Pit. The MLs which are referenced as: 〉 〉 〉 〉 Mining Lease No: 26910/15365; Mining Lease No: 26911/15366; Mining Lease No: 26912/15367; and Mining Lease No: 25528/14714 are in force for a period of 10 years commencing 30 December 2021. 5 Operations Report t r o p e R s n o i t a r e p O A Scoping Study has been prepared by an international engineering firm which focussed on the option of refurbishing and recommis- sioning Plant #2 as a priority. This option initially processes ore from the Quartz Lease and low-grade stockpiles followed by the refurbishment of Plant #1, to bring Chatree back up to its full operational capacity of 5.0 to 5.5 million tonnes per annum. Estimates from the study indicate that Plant #2 could be operating within four to six months from commencement of refurbishment. Refurbishment could be completed before the end of this calendar year with the plant commis- sioned and operational soon after. Following finalisation of the Scoping Study, CR3 (formerly CR Asia), a leading energy engineering solutions company, was appointed to refurbish and restart Chatree. CR3 has over 30 years’ experience in providing energy engineering solutions to customers in mining, energy production, chemical processing, power, and other asset-intensive industries. Since 1991, CR3 has supported owners and operators of these plants and facilities with a comprehensive portfolio of industrial maintenance, plant revamp and shutdown services. CR3 has provided significant engineering, refurbishment, and modification projects for clients in Asia, and has long-term relationships with several mining customers. CR3 has mobilised to the Chatree site following finalisation of a detailed scope of work and execution of a formal Contract of Works. In addition, Perth based Como Engineers, a highly credentialed engineering services company was appointed in July 2022, to help Kingsgate project manage CR3’s refurbishment and restart of Chatree. Refurbishment works by Akara’s onsite personnel on Plant #2 including the grinding circuit, cyanide reduction unit, water systems and power supply is well underway. Other key work streams that are underway in parallel with the refurbishment of Plant #2 include: 〉 a restatement of the Chatree Ore Reserve which saw a 46% increase to 1.3 million ounces of gold; 〉 〉 〉 the appointment of PMR, a Thai based precious metals refinery for the processing of doré from Chatree; the appointment of Wayne Schiller, a highly experienced mining operations professional to work with CR3 and Como Engineers to restart Chatree and manage gold operations going forward; the appointment of AMC, an internationally recognised mining consultancy to assist in the preparation of a revised “Life of Mine Plan” based on the upgraded Chatree Ore Reserves of 1.3 million ounces of gold; and 〉 the finalisation of recruitment of other key technical staff required to operate Chatree. In May 2022, a secured Bridge Facility of US$15 million was negotiated with Taurus Mining Finance Fund No.2 L.P. (Taurus). The Bridge Facility is available to finance general working capital for the Group, costs associated with the recommissioning of the Chatree Project including long lead items required for refurbishment of the Plant, costs associated with the recruitment of senior expatriate technical site personnel, and Chatree regional exploration programs. CR3 undertaking refurbishment works on Plant #2 6 Operations Report Community relations Chatree is located about 280 kilometres north of Bangkok in lower northern Thailand. The MLs for Chatree lie on the provincial border between Phichit Province to the west and Phetchabun Province to the east. The northernmost ML of Chatree runs adjacent to Phitsanulok Province. The Chatree Community comprises many small villages surrounding Chatree with a total population of about 18,500 people residing in over 6,800 households. It is a rural community in which the main source of income is derived from agriculture, with rice, corn, cassava and sugarcane cultivation being the principal activity. Chatree redux – moving forward as one with the community Kingsgate believes that with Akara we have established an excellent Community Relations and Development (CRD) program in Thailand. However, it is important to learn from the lessons of the past leading up to Chatree’s closure, and understand the need to be more proactive in identifying and addressing emerging issues within the broader community so the Company can maintain its social licence to operate. The main strategy to achieve this objective with the reopening of Chatree involves investing additional resources into our CRD program to allow for closer engagement with all stakeholders, help build enduring relationships with local and central government officials and enhance external communication channels. Akara enjoys strong community support Akara already enjoys strong support from villagers surrounding the mine. The Department of Primary Industries and Mines conducted five surveys of a randomly chosen sample of villagers around Chatree between 2015 and 2021 and found that most (about 90 per cent) support its reopening. This strong support can also be seen through the activities of the Gold Mine Lovers Club (GMLC), which represents the interests of former employees and contractors, small business owners and local residents. GMLC members gave up their time to show support for the reopening of Chatree by participating in a number of public gatherings this financial year. Chatree will reduce social and economic disadvantage The provinces in which Chatree is located are subject to relative social and economic disad- vantage compared with other parts of Thailand. In 2020, the United Nations human achievement index, which covers development indicators such as health, education, employment and income, ranked the provinces of Phetchabun (61), Phichit (48) and Phitsanulok (55) all in the lower half of Thailand’s 77 provinces. In addition, the two main subdistricts in which Chatree is located, Khao Chet Luk and Thai Dong, have relatively low average annual household incomes at both the provincial and national level. The average annual household income in Khao Chet Luk Subdistrict is 197,000 Thai baht (Phichit Province: 266,000 Thai baht) and in Thai Dong Subdistrict is 250,000 Thai baht (Phetchabun Province: 314,000 Thai baht). This is substantially lower than the national average annual household income of 328,000 Thai baht and is roughly half that of more developed parts of Thailand such as in Bangkok and adjacent provinces where the average is 469,000 Thai baht. Akara has a policy of employing at least 90 per cent of the workforce from the local area and, when Chatree was previously operating, the average monthly salary of employees of Akara was well above the average national household income. Akara has also committed to using local suppliers, where possible, to maximise the economic and social benefits to the area of our operations. For these reasons, Kingsgate expects Chatree will once again play a major role in reducing social and economic disadvantage in the area and help to reinvigorate the local economy that was damaged by the premature closure of Chatree. Broad and ongoing community engagement Akara has a dedicated CRD Team whose goal is to improve Akara’s communications with the community and better understand the differing community needs through community engagement. The CRD Team has helped Akara identify areas of improvement and has worked across the business to ensure every Akara staff member has a role in building strong community relations. www.kingsgate.com.au 7 Operations Report t r o p e R s n o i t a r e p O This financial year Akara engaged across the entire spectrum of the Chatree Community, including with local government officials, community leaders, public institutions (such as schools, hospitals and temples), local media, small business owners and ordinary residents. Akara also made a number of donations to support cultural, religious, sporting, health, employment and educational initiatives across the Chatree Community totalling up to 1.1 million Thai baht. Much of the focus of Akara’s community engagement in the recent past has been on 29 villages within the five kilometre radius of the plants due to the minimal staffing levels maintained during Chatree’s closure. However, Akara intends to expand its community engagement footprint to include additional villages surrounding the project boundary and in Special Prospecting Licence (SPL) areas. We hope to build a broader base of support in the Chatree Community and SPL communities as we gradually expand our footprint. Open House is all about transparency Kingsgate knows transparency is important to reassure the general public that Chatree is a safe mine that operates to the highest environmental, health and safety standards. The Open House strategy involves inviting ordinary people to visit the mine site, whether it be through school or university excursions or other activities held on site, to provide this reassurance. Open House case study On 27 August 2022, Akara hosted on site part of a sporting event called Cycle, Run and Tour the Giant Krajiaw Flower to promote tourism to Phichit. Apart from encouraging staff to sweat it out in a fun run, Akara seized this oppor- tunity to showcase Chatree as part of the 21 km cycle, including a 2 km cycle along the lush green path towards the northern part of A Pit. The 120 cyclists not only took back with them the uniquely beautiful pictures to share with their families and friends, especially via their social media accounts, but they also learned that Chatree is a safe and sustainable mine. The brief exchange of information between Akara staff and the cyclists provided a better insight into how the mine could become an exciting tourist attraction with the potential to provide another source of income to the community in the future that will continue beyond the life of the mine. Growing social media presence Social media is a major source of information for not only people in these communities but also across Thailand more broadly. As such, Akara established the Akara Friends of the Community Facebook page to provide updates to the community and promote the CRD program. The page also allows members of the public to engage directly with Akara via Facebook Messenger. Akara intends to enhance our communication capabilities by growing this channel and expanding into other social medial platforms and communication apps such as Line . Akara is also looking to make our social media presence more engaging through the use of fun and informative videos and reports. Akara has already achieved excellent results so far with the ‘reach’ of our community Facebook page increasing by 64 per cent since the beginning of the financial year. Akara donating water bottles to local officials stationed at a road safety checkpoint during this year’s Songkran Festival 8 Operations Report Four Pillar Development Strategy Akara’s CRD program is built on the Four Pillar Development Strategy (Development Strategy). The Development Strategy was designed with local community groups to provide a structured, meaningful and consistent approach to community activities. It addresses the following four pillars: 3 Good Health & Wellbeing The supply of medical provisions, development of village health volunteers and community health services Examples: 〉 COVID-19 put significant stress on the regional health system. In response to this clear community need Akara donated hospital beds, bedding, N95 masks and PPE this financial year to local hospitals and COVID-19 screening stations in the area. 4 Water for Life Clean water for the community, village water supplies, collaborative management of agricultural water supplies and united against drought Examples: 〉 Every month a team of Akara technicians check the PH, conductivity, hardness and turbidity of water supplies in the villages surrounding Chatree. 〉 Local water supply systems were upgraded to meet the increasing water use needs. Some of the works included installing solar power to reduce power costs and support Thailand’s Green Economy plan along with the installation of new water pumps, rust filters and piping. 1 Sustainable Community Supporting sustainable careers and environmental activities, local employment and the effective use of land surrounding the mine Examples: 〉 Akara along with community members helped plant seedlings in the Thap Khlo and Wang Pong districts for public amenity and as a source of food for the community. 〉 Akara also supported supplementary income ventures for women in the community such as small-scale food production and sewing, by donating equipment and providing the necessary training and marketing support. 2 Educational Opportunities The development of students, teachers and administrators as well as educational institutions Examples: 〉 Akara has funded an English program in several local schools through the local development fund and participated in English camps. 〉 Akara also embraced its role in the community as an Earth Sciences educator, inviting professors, teachers and students to Chatree to inspect rock samples and learn about mining processes and protecting the environment. www.kingsgate.com.au Community infrastructure projects to build local capacity Akara has helped to deliver many important community infrastructure projects to the Chatree Community through the operation of Chatree. These projects build capacity and improve the quality of life of people in the Chatree Community in a way that lasts long after Chatree’s eventual closure. All of the projects, which were carefully selected through local government and community consultation, aim to support sustainable community development. This financial year Akara worked with local government officials and community leaders to deliver a number of community projects using outstanding funds in the Local Development Fund accrued under the previous MPL. Expenditure totalled 13.8 million Thai baht, with the fund being exhausted in November 2021. The community infrastructure projects delivered this financial year included, among others, reinforced concrete slabs for drying agricultural produce, concrete roads, a portable rice sorter, water supply systems and solar panels. 9 Projects Report t r o p e R s t c e o r P j On 14 October 2021, Kingsgate announced that a Binding Agreement for the sale of Nueva Esperanza to TSX listed TDG Gold Corp (TDG) was signed. Kingsgate was subsequently advised by TDG that they were unable to proceed with the acquisition of the Nueva Esperanza Project in Chile, citing recent drilling successes at their Toodoggone Production Corridor. TDG indicated their intention was to focus efforts on building that resource. (Please see TSXV: TDG release dated 18 January 2022). Kingsgate had however, received payment from TDG of the non-refundable deposit of C$1,500,000 as specified under the terms of the deal. Since TDG gave notice of its intention not to proceed, Kingsgate has been approached by additional parties that have expressed an interest in acquiring the project. These expres- sions of interest are currently being followed up with several parties close to completing their due diligence. In the meantime, expenditure on the project has been reduced accordingly. work that saw Kingsgate working closely with environmental consultants, local indigenous communities and the Chilean Government. In addition, Kingsgate finalised an agreement with Anglo American to defer fees for both the water rights and project royalty payments until 2025. Projects Report Nueva Esperanza Gold/Silver Chile Summary Nueva Esperanza is a feasibility-stage devel- opment project with a resource base (inclusive of ore reserves) of approximately 0.49 million ounces gold and 83.4 million ounces of silver (See ASX: KCN released titled “Kingsgate Mineral Resources and Ore Reserves 2016” dated 7 October 2016). In July 2020, Kingsgate advised that its 100% owned Laguna Resources Chile entity has been granted an Environmental Impact Assessment (RCA-64/20) approval for the Nueva Esperanza Gold/Silver Project (See ASX: KCN release titled “Nueva Esperanza Project – EIA Approved”). This approval will enable the development of the project (subject to compliance with local mining laws/regulations) and follows a public consultation period that resulted in no objec- tions being lodged against the project and is the successful culmination of 18 months of detailed 10 Exploration Report Exploration Report Exploration in Thailand Exploration activities at Akara Resources recommenced when the 44 Phetchabun SPLs were granted in 2020, which is part of the Loei-Phetchabun volcanic belt, and hosts many known gold deposits including the Chatree Gold Mine. In late 2020, geological mapping, rock-soil sampling, ground geophysics (magnetic and 2D/3D induced polarisation-IP surveys), Air Core drilling and Analytical Spectral Device-ASD all restarted. Ground geophysic surveys have identified anomalous areas consistent with geochemistry results in many areas beside the newly uncovered six prospective areas named B-Extension, Nok Kaeo, Singto, Sua Dao, Mangkorn and Chang Puek which are located within 30 km from the Chatree Gold Mine. These prospects revealed several styles of mineralisation such as epithermal quartz Au-Ag vein/breccia, high-grade Au quartz-sulphide vein, Fe-skarn, Cu-Au Porphyry and disseminated Au in silicified limestone. The first phase Reverse Circulation and diamond drilling is planned for combined depth of 3,200 m, starting in September 2022 in some of the highly prospective areas that might become “stand-alone” gold operations and also nearby ore feeds for Chatree. www.kingsgate.com.au Priority regional prospect summary Nok Kaeo Nok Kaeo is located 12 km NE of Chatree Gold mine. Mineralisation is varied from quartz- sulphide to classic Au-Ag colloform banded quartz-calcite-chlorite vein, hosted in silicified andesitic tuff and andesite. Gold mineralisation is widespread and scatted in area of 9 x 4 km2. Rock chip assay results yielded up to 24.8 g/t Au with 22.5 ppm Ag. B-Extension B-Extension is situated 3 km east of Chatree Gold mine. Mineralisation is in the form of stockwork and breccia quartz-carbonate vein hosted in sedimentary rock sequences similar with Chatree and B vein style. Significant rock assay results yielded 4.06 g/t Au with 27 ppm Ag. Sua Dao Sua Dao is located 16 km SE of the Chatree Gold Mine. It is a quartz-sulphide (pyrite-chalcopyrite- galena) vein mineralisation style hosted in clastic sedimentary rock and limestone. The quartz-sulphide veins are 1–5 m wide and traceable for at least 900 m trending NNW. Vein assay results yielded 42.1 g/t Au with 84 ppm Ag. There is potential for bonanza grade at depth and potential to have a significant impact on the Chatree Gold Mine. Singto Singto is located 16 km east of Chatree Gold Mine. Mineralisation is associated with a porphyry intrusion coincident with 2 x 2.5 km2 potassium high from airborne radiometric survey. RAB drilling revealed phyllic alteration and B-vein style with anomalous Cu and Au. Fe-skarn and quartz-sulphide vein occurred at the eastern and northern edge with rock chip assays up to 3.58 g/t Au with 0.14% Cu. Mangkorn Mangkorn is located 20 km SE of Chatree Gold Mine. Mineralisation is a replacement style characterised by silicified limestone extending over 2 km which is coincident with anomalous areas from 2D & 3D induced polarisation surveys. Rock assay results are generally in range of 0.3–1.5 g/t Au with maximum of 17.8 g/t Au with 20 ppm Ag. Chang Puek Chang Puek is located 23 km south of Chatree Gold Mine. Gold mineralisation is associated with quartz stockwork veining hosted in silicified rhyolitic tuff and sediments. The gold mineralisation can be traced for 2.5 km along NE strike and is moderately to steeply west dipping which is coincident with Airborne radiometric- potassium and highly similar to the Chatree Gold Mine. Rock assay result is generally in range of 1–3 g/t Au with maximum of 75.0 g/t Au with 28 ppm Ag. www.kingsgate.com.auQuartz vein, Nok Kaeo 11 Exploration Report t r o p e R n o i t a r o p x E l Quartz vein, Chang Puek 10 year SummaryQuartz vein, B-ExtensionQuartz-sulphide vein, Sua DaoSilicified/brecciated limestone, MongkornPhyllic alteration and B-vein style, Singto 12 Ore Reserves and Mineral Resources Ore Reserves and Mineral Resources Ore Reserve Classification Tonnes (Million) Total Proved and Probable Ore Reserves Mineral Resources (inclusive of Ore Reserves) Resource Classification Tonnes (Million) as at 30 June 2022 Ore Reserves Source Chatree Nueva Esperanza Total Proved Probable Total Proved Probable Total Proved Probable Measured Indicated Inferred Total Measured Indicated Inferred Total Measured Indicated Inferred Source Chatree Nueva Esperanza Total Total Measured, Indicated and Inferred Resources www.kingsgate.com.au 31 21 52 – 17 17 31 38 69 73.2 49.8 40.6 163.6 1.6 27.2 10.6 39.4 74.8 77.0 51.2 203.0 Grade Contained Metal Silver (g/t) 7.6 7.1 7.4 – 87 87 7.6 42.8 27 Gold (M oz) 0.85 0.44 1.30 – 0.30 0.30 0.85 0.72 1.6 Grade Contained Metal Silver (g/t) 6.2 5.6 4.5 5.6 93.0 73.0 43.0 66.0 8.1 29.4 12.5 17.3 Gold (M oz) 1.63 1.02 0.77 3.42 0.0005 0.40 0.09 0.49 1.63 1.42 0.86 3.91 Silver (M oz) 7.5 4.7 12.2 – 47.8 47.8 3.4 52.3 58.7 Silver (M oz) 14.6 8.9 5.9 29.4 4.8 63.8 14.8 83.4 19.4 72.7 20.7 112.8 Gold (g/t) 0.85 0.67 0.78 – 0.50 0.50 0.85 0.59 0.71 Gold (g/t) 0.69 0.64 0.59 0.65 0.01 0.46 0.30 0.39 0.68 0.58 0.53 0.60 www.kingsgate.com.au 13 Ore Reserves and Mineral Resources Notes to the Ore Reserves and Mineral Resources 1. Rounding errors are apparent. 2. 3. 4. Chatree metallurgical recoveries: 83.3% Au and 38.7% Ag based on metallurgical test work and plant performance. Chatree Mineral Resources are reported at cut-off of 0.30 g/t Au. Chatree Ore Reserves were estimated using a projected gold price of US$1,700/oz and silver price of US$22/oz and are reported at a cut-off grade of 0.35 g/t Au. 5. Nueva Esperanza metallurgical recoveries: 80% Au and 84% Ag estimated from test work by Kingsgate. 6. Nueva Esperanza Mineral Resource cut off is 0.5g/t gold equivalent, based on long term historical prices of US$1,200/oz for gold and US$19.00 for silver and combined life of mine average metallurgical recoveries of 80% Au and 84% Ag estimated from test work by Kingsgate giving the following formula: AuEq (g/t) = Au (g/t) + Ag (g/t) ÷ 60. It is Kingsgate’s opinion that all elements included in the metal equivalents calculation have a reasonable potential to be recovered and sold. 7. Nueva Esperanza Ore Reserves are based on a floating cut-off grade method. In this method each Resource block is subjected to a series of estimates to generate revenue and cost fields that are used to determine a breakeven cut-off grade. s e c r u o s e R d n a s e v r e s e R Competent Persons Statement Information relating to Chatree Mineral Resource estimates is extracted from the ASX: KCN announcement Kingsgate Mineral Resources and Ore Reserves 2017 released 5 October 2017 and is available to view on www.kingsgate.com.au. Information relating to Chatree Ore Reserve estimates is extracted from the ASX: KCN announcement Kingsgate announces 46% increase in Chatree Ore Reserve released 18 May 2022 and is available to view on www.kingsgate.com.au. Information relating to Nueva Esperanza Mineral Resource estimates is extracted from the ASX: KCN announcement Nueva Esperanza Mineral Resource Update released 14 April 2016 and is available to view on www.kingsgate.com.au. Information relating to Nueva Esperanza Ore Reserve estimates is extracted from the ASX: KCN announcement Nueva Esperanza Pre-Feasibility Study Confirms Kingsgate Growth Strategy released 14 April 2016 and is available to view on www.kingsgate.com.au. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements describing Mineral Resources and Ore Reserves referenced above, and that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcement. The information in this report that relates to the Chatree Mineral Resources is based on information compiled by Ron James, who is a consultant geologist to the Kingsgate Group. Ron James is a member of The Australasian Institute of Mining and Metallurgy and qualifies as a Competent Person. Mr James has sufficient experience that is relevant to the style of mineralisation and type of deposit under consid- eration, 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 Mineral Resources and Ore Reserves. Mr James has consented to the public reporting of these statements and the inclusion of the material in the form and context in which it appears. The information in this report that relates to the Chatree Ore Reserve estimates is based on information compiled by Glen Williamson who is a member of the Australasian Institute of Mining and Metallurgy. Mr Williamson is a full time employee of AMC Consultants Pty Ltd and has sufficient relevant experience in the style of mineralisation and type of deposit under consideration to qualify as a Competent Person as defined in the 2012 Edition of the Australasian Code for Reporting of Mineral Resources and Ore Reserves. Mr Williamson has consented to the public reporting of these statements and the inclusion of the material in the form and context in which it appears. Mr Williamson has no potential for conflict of interest in relation to this report to Kingsgate Consolidated Limited. 14 Exploration, Mining and Special Prospecting Licences Exploration, Mining and Special Prospecting Licences held by Kingsgate and/or its subsidiaries as at 30 June 2022 Chatree, Thailand Mining Leases, Mining Lease Applications and Special Prospecting Licence applications for Akara Resources Public Company Limited as at June 2022. Mining licences No. ML/MLA Province Issue Date Expiry Date Rai Application Date 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 26917/15804 26922/15805 26921/15806 26920/15807 26923/15808 32529/15809 32530/15810 32531/15811 32532/15812 ML 25528/14714 ML 26910/15365 ML 26911/15366 ML 26912/15367 MLA 4/2562 (25618/15368) MLA 6/2556 MLA 1/2559 MLA 2/2559 MPL 1/2551 Phichit Phichit Phichit Phichit Phichit Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phichit Phichit Phichit Phetchabun Phetchabun Phichit Phichit 21/7/2008 21/7/2008 21/7/2008 21/7/2008 21/7/2008 21/7/2008 21/7/2008 21/7/2008 21/7/2008 30/12/2021 30/12/2021 30/12/2021 30/12/2021 19/6/2000 – – – 20/7/2028 20/7/2028 20/7/2028 20/7/2028 20/7/2028 20/7/2028 20/7/2028 20/7/2028 20/7/2028 29/12/2031 29/12/2031 29/12/2031 29/12/2031 18/6/2020 – – – Phichit/Phetchabun 19/1/2022 18/1/2027 252-3-06 283-1-65 275-2-54 293-2-02 204-1-26 283-1-49 299-1-60 279-1-79 294-1-28 93-1-77 297-0-84 275-1-81 294-0-37 299-1-92 58-0-0 194-2-36 51-0-28 – – – – – – – – – – 20/1/2011 13/12/2019 13/12/2019 13/12/2019 11/12/2019 16/7/2013 25/3/2016 25/3/2016 – www.kingsgate.com.au Exploration, Mining and Special Prospecting Licences 15 i i d n a g n n M n o i t a r o p x E , l i s e c n e c L g n i t c e p s o r P l i a c e p S continuedu June Quarter Review Kilometres Chatree Gold Mine, Thailand New MPL, MLS and SPLs Granted as at June 2022 16 Exploration, Mining and Special Prospecting Licences Special prospecting licence applications Province Area (Rai) No. Chantaburi Chantaburi Chantaburi Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Lop Buri Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit Phichit 9,320 5,360 9,290 9,923 9,967 10,000 8,504 10,000 6,711 9,597 9,255 9,347 9,426 9,493 10,000 7,948 10,000 10,000 10,000 10,000 9,812 10,000 10,000 10,000 9,850 9,375 9,440 9,900 8,725 10,000 10,000 10,000 10,000 10,000 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 App No 13/2554 14/2554 15/2554 16/2554 1/2550 2/2550 10/2554 11/2554 12/2554 13/2554 14/2554 15/2554 16/2554 17/2554 18/2554 19/2554 20/2554 21/2554 22/2554 23/2554 24/2554 25/2554 26/2554 27/2554 1/2549 4/2554 5/2554 6/2554 7/2554 8/2554 9/2554 10/2554 Province Area (Rai) Phichit Phichit Phichit Phichit Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Phitsanulok Rayong Saraburi Saraburi Saraburi Saraburi Saraburi Saraburi Saraburi Total (Rai): Total (Km2): 9,500 10,000 9,500 9,760 130 1,050 2,170 8,695 1,300 9,868 9,909 8,973 10,000 9,460 10,000 9,635 10,000 10,000 10,000 10,000 4,072 3,869 9,393 8,700 7,300 9,381 9,500 9,460 7,106 9,656 9,921 10,000 579,551 927.28 No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 App No 6/2555 8/2549 9/2549 2/2550 3/2550 4/2550 5/2550 6/2550 7/2550 8/2550 9/2550 10/2550 11/2550 12/2550 13/2550 14/2550 15/2550 16/2550 1/2551 1/2549 1/2550 2/2550 3/2550 4/2550 3/2554 4/2554 5/2554 6/2554 7/2554 8/2554 9/2554 10/2554 11/2554 12/2554 www.kingsgate.com.au i i d n a g n n M n o i t a r o p x E , l i s e c n e c L g n i t c e p s o r P l i a c e p S Exploration, Mining and Special Prospecting Licences 17 Special prospecting licences No. ML/MLA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 3/2563 4/2563 5/2563 6/2563 7/2563 8/2563 9/2563 10/2563 11/2563 12/2563 13/2563 14/2563 15/2563 16/2563 17/2563 18/2563 19/2563 20/2563 21/2563 22/2563 23/2563 24/2563 25/2563 26/2563 27/2563 28/2563 29/2563 30/2563 31/2563 32/2563 33/2563 34/2563 35/2563 36/2563 37/2563 38/2563 39/2563 40/2563 41/2563 42/2563 43/2563 44/2563 45/2563 46/2563 Province Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Phetchabun Issue Date 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 26/10/2563 Expiry Date 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 25/10/2568 Rai 9,375 9,672 9,107 7,382 9,798 9,501 10,000 10,000 10,000 10,000 9,009 9,997 9,716 9,858 9,599 8,916 9,069 9,375 10,000 10,000 10,000 9,976 10,000 10,000 6,238 9,375 8,125 10,000 8,750 9,588 8,709 10,000 8,750 9,005 2,112 9,352 9,604 10,000 10,000 10,000 8,900 7,985 9,350 1,034 Total (Rai): Total (Km2): 397,227 635.5632 continuedu 18 Exploration, Mining and Special Prospecting Licences Nueva Esperanza, Chile Tenements for Laguna Resources Chile Limitada, (a wholly owned subsidiary of Kingsgate Consolidated Limited) as at June 2022. Nueva Esperanza Project ID 1 2 3 4 5 6 7 8 9 10 11 12 13 14 ID File Name Owner Area (Ha) Observation 03102-1192-3 03102-1151-6 03102-3646-2 03102-1193-1 03102-2897-7 03102-2894-K 03102-2895-8 03102-2896-6 03102-1169-5 03102-1296-2 03102-2998-9 03102-2999-7 03102-2318-2 03102-1152-4 CANARIAS 1/414 FLOR 1/20 NEGRA 1/1003 PASCUA 1/328 PASCUA I 1/20 PASCUA II 1/30 PASCUA III 1/30 PASCUA IV 1/20 PEÑA 1/181 ROBINSON 1/14 REEMPLAZO A 1/10 REEMPLAZO B 1/5 NEGRA 1/1003 NEGRA 1/1003 LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC 1066 100 4545 1131 200 300 300 200 905 94 10 5 100 370 9326 Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Tenements in progress no measure ID 15 16 3 4 ID File V-2513-2019 V-2571-2019 V-2512-2019 V-2570-2019 Name GATON 1B CRISTAL 54B GASTON 1 1/40 CRISTAL 54A 1/40 Owner Area (Ha) Observation LRC LRC LRC LRC 200 200 200 200 In Progress In Progress In Progress In Progress www.kingsgate.com.au Exploration, Mining and Special Prospecting Licences 19 Nueva Esperanza Project ID 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 ID File Name Owner Area (Ha) Observation 03201C776-3 03201C777-1 03201C778-K 03201C779-8 03201C780-1 03201C781-K 03201C782-8 03201C783-6 03201C784-4 03201C785-2 03201C786-0 03201C787-9 03201C788-7 03201C790-9 03201C791-7 S/R S/R S/R S/R S/R S/R S/R PACITA 1A 1/40 PACITA 2A 1/40 PACITA 3A 1/40 PACITA 4A 1/40 PACITA 5A 1/40 PACITA 6A 1/40 PACITA 7A 1/40 PACITA 8A 1/40 PACITA 9A 1/40 PACITA 10A 1/40 PACITA 11A 1/40 PACITA 12A 1/40 PACITA 13A 1/40 PACITA 14A 1/40 PACITA 16A 1/40 PACITA 17A 1/40 PACITA 6C PACITA 19C PACITA 20C PACITA 21C PACITA 22C PACITA 23C PACITA 24C LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC LRC 200 200 200 200 200 100 200 200 200 200 200 200 200 100 144 80 200 200 300 200 200 200 200 Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted Constituted i i d n a g n n M n o i t a r o p x E , l i s e c n e c L g n i t c e p s o r P l i a c e p S 20 Directors’ Report Your Directors’ present their report on the Group consisting of Kingsgate Consolidated Limited and the entities it controlled at the end of, or during the year ended 30 June 2022. Directors The following persons were Directors of Kingsgate Consolidated Limited during the year ended 30 June 2022 and up to the date of this report: 〉 Ross Smyth-Kirk 〉 Peter Alexander 〉 Peter Warren Executive Chairman Non-Executive Director Non-Executive Director Principal activities The principal activities of Kingsgate Consolidated Limited (“Kingsgate” or the “Company”) during the year were the progression of its claim with respect to the arbitral proceedings against the Kingdom of Thailand under the Thailand-Australia Free Trade Agreement. This is in conjunction with Kingsgate continuing its rehabilitation obligations and maintaining and keeping the project in good standing. In addition, following in January 2022 the approval of the Metallurgical Processing Licence and the 4 remaining mining leases (“MLs”) required to operate the Chatree Gold Mine a Scoping Study on the refurbishment and restart of the operation was undertaken. Work also continued on a process to unlock the value of the Nueva Esperanza Gold/Silver Project (“Nueva Esperanza”) in Chile. Dividends 〉 No final dividend was declared for the year ended 30 June 2021 (30 June 2020: nil). 〉 No interim dividend was declared for the year ended 30 June 2022 (30 June 2021: nil). Review of operations and results Operational Performance Kingsgate is a gold and silver mining, development and exploration company based in Sydney, Australia. Kingsgate owns the Chatree Gold Mine (“Chatree”) in Thailand. In addition, the Company has an advanced development project, Nueva Esperanza, in the highly prospective Maricunga Gold/Silver Belt in Chile. Chatree Akara Resources Public Company Limited (“Akara”), a subsidiary of Kingsgate, ceased operating the Chatree Gold Mine on 31 December 2016 in accordance with the closure order by the Thai Government. Chatree was placed on Care and Maintenance effective 1 January 2017. Kingsgate has previously advised that it has been negotiating with the Thai Government in “good faith” in parallel to the Thailand-Australia Free Trade Agreement (“TAFTA”) decision to ensure that the Company has multiple options to restore the value of the Chatree Gold Mine for shareholders. Negotiations between the Company and the Royal Thai Government have entered the final stages. Kingsgate has been advised that the arbitral tribunal is now ready to issue the award after a lengthy period of deliberations. In this regard, Kingsgate and the Thai Government have jointly requested that the arbitral tribunal hold the award until 31 December 2022, to allow the parties adequate time to conclude their settlement negotiations. The TAFTA framework remaining in place for this further period is advantageous to the Company as it will provide Kingsgate and may also provide potential financiers with an added level of comfort to invest the necessary capital to restart the mine and provide an opportunity to resolve a small number of outstanding non-operational matters. With the future operating certainty and exploration upside that could flow from the settlement negotiations, a successful restart of the Chatree Gold Mine combined with the sustained rise in both the gold and silver prices and the relative accessibility of stockpiled ore at Chatree could give Kingsgate significant optionality with the asset and a path forward which may include continuing operations, selling the asset or listing Akara on the Thai Stock Exchange. In November 2020, Akara was issued 44 special mineral prospecting licences (SPLs) over 397,226 rais of land in Chon Daen and Wang Pong Districts, in the Phetchabun Province. The term of the SPLs is for a period of five years until October 2025. The issuance of these SPLs are subject to all relevant Thai mining laws including obtaining permission from landholders and providing environmental bonding to cover any reclamation works. It is not a licence to conduct mining activities. In January 2022, Kingsgate received the Metallurgical Processing Licence (“MPL”) No. 1/2551 which commences from 19 January 2022, and it is in force for five years until 18 January 2027 (the maximum period permitted under Thai law). In addition, in January 2022, the four remaining mining leases (“MLs”) required to operate the Chatree Gold Mine were also approved. These leases comprise three Chatree South leases and the Quartz Lease, which has been pending approval since 2011 and is needed to fully optimise the A Pit. The MLs which are referenced as: 〉 Mining Lease No.: 26910/15365; 〉 Mining Lease No.: 26911/15366; 〉 Mining Lease No.: 26912/15367; and 〉 Mining Lease No.: 25528/14714, are in force for a period of 10 years commencing 30 December 2021. Directors’ Reportwww.kingsgate.com.au 21 A Scoping Study has been prepared by an international engineering firm which focussed on the option of firstly refurbishing and recommissioning Plant #2 as a priority. This option initially processes ore from the Quartz Lease and low-grade stockpiles followed by the refurbishment of Plant #1, to bring Chatree back up to its full operational capacity of 5.0 to 5.5 million tonnes per annum. Estimates from the study indicate that Plant #2 could be operating within four to six months from commencement of refurbishment. Refurbishment could be completed by the end of this calendar year with the plant commissioned and operational during the first quarter of Calendar Year 2023. Following finalisation of the Scoping Study, CR3 (formerly CR Asia), a leading energy engineering solutions company, was appointed to refurbish and restart Chatree. CR3 has over 30 years’ experience in providing energy engineering solutions to customers in mining, energy production, chemical processing, power, and other asset-intensive industries. Since 1991, CR3 has supported owners and operators of these plants and facilities with a comprehensive portfolio of industrial maintenance, plant revamp, and shutdown services. CR3 has provided significant engineering, refurbishment, and modification projects for clients in Asia, and has long-term relationships with several mining customers. CR3 mobilised to the Chatree site following finalisation of a detailed scope of work and execution of a formal Contract of Works. In addition, Perth based Como Engineers, a highly credentialed engineering services company was appointed in July 2022 to help Kingsgate project manage CR3’s refurbishment and restart of Chatree. Refurbishment works by Akara’s onsite personnel on Plant #2 including the grinding circuit, cyanide reduction unit, water systems and power supply is well underway. Other key work streams that are underway in parallel with the refurbishment of Plant #2 include: 〉 〉 〉 〉 a restatement of the Chatree Ore Reserve which saw a 46% increase to 1.3 million ounces of gold; the appointment of PMR, a Thai based precious metals refinery for the processing of doré from Chatree; the appointment of Wayne Schiller, a highly experienced mining operations professional to work with CR3 and Como Engineers to restart Chatree and manage gold operations going forward; the appointment of AMC, an internationally recognised mining consultancy to assist in the preparation of a revised “Life of Mine Plan” based on the upgraded Chatree Ore Reserves of 1.3 million ounces of gold; and 〉 the finalisation of recruitment of other key technical staff required to operate Chatree. In May 2022 a secured Bridge Facility of US$15 million was negotiated with Taurus Mining Finance Fund No.2 L.P. (Taurus). The Bridge Facility is available to finance general working capital for the Group, costs associated with the recommissioning of the Chatree Project including long lead items required for refur- bishment of the Plant, costs associated with the recruitment of senior expatriate technical site personnel, and Chatree regional exploration programs. Nueva Esperanza Nueva Esperanza is a feasibility-stage devel- opment project with a resource base (inclusive of ore reserves) of approximately 0.49 million ounces gold and 83.4 million ounces of silver (See ASX: KCN released titled “Kingsgate Mineral Resources and Ore Reserves 2016” dated 7 October 2016). In July 2020, Kingsgate advised that its 100% owned Laguna Resources Chile entity (“LRC”) has been granted an Environmental Impact Assessment (“RCA-64/20”) approval for the Nueva Esperanza Gold/Silver Project (See ASX: KCN released titled “Nueva Esperanza Project – EIA Approved”). This approval will enable the development of the project (subject to compliance with local mining laws/regulations) and follows a public consultation period that resulted in no objections being lodged against the project and is the successful culmination of 18 months of detailed work that saw Kingsgate working closely with environmental consultants, local indigenous communities and the Chilean Government. In addition, in the prior year Kingsgate finalised an agreement with Anglo American that will see a deferral of fees for both the water rights and project royalty payments until 2025. These factors combined, with the recent rise in commodity prices which has seen renewed interest in the project, has afforded Kingsgate the opportunity and time to carefully consider its options with respect to Nueva Esperanza. Kingsgate has made all non-essential staff redundant to reduce ongoing holding costs of the project. On 14 October 2021, Kingsgate announced that a Binding Agreement (“Agreement”) for the sale of Nueva Esperanza to TSX listed TDG Gold Corp (“TDG”) was signed. Kingsgate was subse- quently advised by TDG that they were unable to proceed with the acquisition of the Nueva Esperanza Project in Chile, citing recent drilling successes at their Toodoggone Production Corridor. TDG indicated their intention was to focus efforts on building that resource. (Please see TSXV: TDG release dated 18 January 2022). Kingsgate had however received the payment from TDG of the non-refundable deposit of C$1,500,000. Since TDG gave notice of its intention not to proceed, Kingsgate has been approached by additional parties that have expressed an interest in acquiring the project. These expres- sions of interest are currently being followed up. In the meantime, expenditure on the project has been reduced accordingly. continuedu Directors’ ReportDirectors' Report 22 Financing At the end of June 2022, Kingsgate’s Group Cash totalled $7.4 million with a further $10.9 million available in unused financing facilities. This does not include $905,000 of refundable bank guarantees relating to rehabilitation obligation in respect of the 44 SPLs granted to Akara Resources during the year. In May 2022 a secured Bridge Facility of US$15 million was negotiated with Taurus Mining Finance Fund No.2 L.P. (Taurus). The Bridge Facility will be available to finance general working capital for the Group, costs associated with the recommissioning of the Chatree Project including long lead items required for refurbishment of the Plant, costs associated with the recruitment of senior expatriate technical site personnel, and Chatree regional exploration programs. The Bridge Facility is provided subject to security over interests and shares held in Kingsgate’s subsidiaries. The first tranche of US$7,500,000 was drawn on 11 May 2022. The second tranche of US$7,500,000 (A$10,883,000) was undrawn as at 30 June 2022 and subsequently drawn on 22 July 2022. Terms of the Bridge Facility include annual interest rate of 9% paid quarterly in arrears, arranging fee of 2% and a commitment fee of 2% on the undrawn amount with the facility to be repaid the earlier of 12 months from the date of the Bridge Facility Agreement or refinancing. The repayment of the loan is also required out of the net proceeds received by the Group from the sale of the Nueva Esperanza Project. Financial results Net (loss)/profit after tax ($’000) EBITDA ($’000) Dividends paid (Cash & DRP) ($’000) Share price 30 June ($) Basic (loss)/earnings per share (Cents) Diluted (loss)/earnings per share (Cents) Issue of options to Taurus Under the terms of the Bridge Facility, 2,500,000 options were issued to Taurus and have the following conditions attached to them: 〉 each option will entitle the holder to subscribe for one ordinary share of the Company; 〉 options are granted for no consideration; and 〉 options granted under the plan carry no dividend or voting rights. Proceeds received from the exercise of the options must be used to repay the Bridge Facility provided by Taurus. Set out below are summaries of options granted to Taurus: Grant date Expiry date Exercise price ($) Balance at the start of year (Number) Granted during year (Number) Exercised during year (Number) Balance end of year (Number) Vested and exercisable at end of year (Number) 13 May 2022 12 May 2027 $2.00 – 2,500,000 – 2,500,000 2,500,000 The options will expire at the end of its vesting periods. Fair value of options granted The fair value at grant date of the options is determined using the Black-Scholes option pricing model which incorporates the following inputs: Term Exercise price ($) Underlying share price at the date of grant Expected share price volatility over the term of the options Risk free rate for the term of the options (based on Government bond rate) 5 years $2.00 $1.385 65% 3% The assessed fair value of the share options issued was $0.6678 resulting in a value of $1,669,000. The Company is also considering a potential Project Facility of US$30 million with Taurus. It is intended, if the Project Facility is available it will be used to finance the Group’s capital expenditures for the development and recom- missioning of Plant #1 and Group working capital requirements. In order to give Shareholders the option of maintaining all or part of their shareholding, or selling all or part of their shareholding, the Company implemented an on-market buy-back program of up to 50% of its shares. The total cost of the buy-back during the year amounted to $435,000, including transaction cost of $2,000 (see Note 16). 2022 (12,420) (10,406) - 1.33 (5.61) (5.61) 2021 (8,877) (7,415) - 0.84 (4.00) (4.00) 2020 (24,244) (22,782) - 0.40 (10.84) (10.84) 2019 8,375 15,958 - 0.26 3.70 3.70 2018 (76,722) (71,706) - 0.28 (34.26) (34.26) Directors’ Reportwww.kingsgate.com.au 23 Going Concern and Material Uncertainty The financial statements have been prepared on a going concern basis, which indicates conti- nuity of business activities and the realisation of assets and settlement of liabilities in the normal course of business. At 30 June 2022, the Group had $7,424,000 of available cash, was in a net current liability position of $10,183,000 and net liabilities position of $7,894,000 and has no cash generating operations. The net liability position of the Group is largely as a consequence of impairing the assets of the Chatree Gold Mine due to the closure of mine. Prior to the closure, the mine was profitable. The Directors are of the view that the mine will return to profitability based on expected operating parameters including sustained gold price following the refurbishment of the mine and the recommencement of operations. In May 2022 a secured Bridge Facility of US$15,000,000 ($21,766,000) was negotiated with Taurus Mining Finance Fund No.2 L.P. (Taurus). The first tranche of US$7,500,000 ($10,883,000) was drawn on 11 May 2022, and the second tranche of US$7,500,000 ($10,883,000) was drawn on 22 July 2022. This Facility is due for payment the earlier of 12 months from the date of the Bridge Facility Agreement or refinancing. The Group currently does not have sufficient cash available to fully repay the Bridge Facility provided by Taurus or complete the Chatree Plant #2 refurbishment. To ensure the continued viability of the Group and its ability to continue as a going concern and meet its debts and commitments as they fall due and to ensure that adequate funding is available to complete the Chatree Plant #2 refurbishment and restart of the Chatree operations the Group is dependent on being successful in: 1. an equity raising; and/or 2. deferring some payments to cover short term cash requirements by deferring if necessary the Chatree Plant #2 refurbishment schedule and managing the balances owed to creditors; and/or 3. negotiating and implementing additional financing facilities; and 4. subsequently re-opening the Chatree Gold Mine and generating sufficient positive cash flows. If the Group is not successful with the above, to support its future cash flows, the Group is dependent on (i) a positive ruling in favour of Kingsgate for compensation under the Thailand- Australia Free Trade Agreement (“TAFTA”) with the Tribunal Ruling scheduled for 31 December 2022, and/or (ii) the sale of the Nueva Esperanza Project for which a provisional offer has been received. These matters are further discussed below. As a result of these matters, there is a material uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business. However, the Directors believe that a combination of these matters will be implemented and, accordingly, have prepared the financial report on a going concern basis. No adjustments have therefore been made to the financial report relating to the recoverability and classification of the asset carrying amounts or the amounts and classification of liabilities that might be necessary should the Group not continue as a going concern. The attached financial report for the year ended 30 June 2022 contains an independent auditor’s report which includes an emphasis of matter paragraph in regard to the existence of a material uncertainty that may cast significant doubt about the Group’s ability to continue as a going concern. For further information, refer to Note 1 (a) to the financial report. Chatree Closure Remedies The arbitral hearings under the TAFTA took place in Singapore in February 2020. The Group has been advised that the arbitral tribunal is now ready to issue the award after a lengthy period of deliberations. The Group and the Thai Government have jointly requested that the arbitral tribunal holds the award until 31 December 2022, to allow the parties a short extension to conclude their settlement negotiations. The Group has been negotiating with the Thai Government with a view to a settlement that could lead to a successful restart of the Chatree Gold Mine and provide the Group with significant optionality with the asset which may include continuing operations, selling the asset or listing Akara on the Thai Stock Exchange. Nueva Esperanza Sale On 14 October 2021, Kingsgate announced that a Binding Agreement (“Agreement”) for the sale of Nueva Esperanza to TSX listed TDG Gold Corp (“TDG”) was signed. Kingsgate was subsequently advised by TDG that they were unable to proceed with the acquisition of the Nueva Esperanza Project in Chile. Since TDG gave notice of its intention not to proceed, Kingsgate has been approached by additional parties that have expressed an interest in acquiring the project. These expres- sions of interest are currently being followed up. In the meantime, expenditure on the project has been reduced accordingly. Material Business Risks The material business risks that may have an impact on the operating and financial prospects of the Group are: Mineral resources and ore reserves Ore reserves and mineral resources are estimates. These estimates are substantially based on interpretations of geological data obtained from drill holes and other sampling techniques. Actual mineralisation or geological conditions may be different from those predicted and as a consequence there is a risk that any part, or all of the mineral resources, will not be converted into reserves. Market price fluctuations of gold and silver as well as increased production and capital costs, may render ore reserves unprofitable to develop at a particular site for periods of time. Mining risks and insurance risks These risks and hazards could result in significant costs or delays that could have a material adverse impact on the Group’s financial performance and position. The Group maintains insurance to cover some of these risks and hazards at levels that are believed to be appropriate for the circumstances surrounding each identified risk. However, there remains the possibility that the level of insurance may not provide sufficient coverage for losses related to specific loss events. Reliance on contractors Some aspects of Kingsgate’s activities are conducted by contractors. As a result, the Group’s business performance is impacted upon by the availability and performance of contractors and the associated risks. continuedu Directors’ ReportDirectors' Report 24 Maintaining title The Group’s activities are subject to obtaining and maintaining the necessary titles, authorisa- tions, permits and licences, and associated land access arrangements with the local community, which authorise those activities under the relevant law (“Authorisations”). There can be no guarantee that the Group will be able to successfully obtain and maintain relevant Authorisations to support its activities, or that renewal of existing Authorisations will be granted in a timely manner or on terms acceptable to the Group. Authorisations held by or granted to the Group may also be subject to challenge by third parties which, if successful, could impact on Kingsgate’s exploration, development and/or mining activities. Political, economic, social and security risks Kingsgate’s activities are subject to the political, economic, social and other risks and uncertainties in the jurisdictions in which those activities are undertaken. As evidenced by the decision by the Thai Government that the Chatree Gold Mine must cease operation by 31 December 2016, there can be no certainty as to what changes, if any, will be made to relevant laws in the jurisdictions where the Company has current interests, or other jurisdictions where the Company may have interest in the future, or the impact that relevant changes may have on Kingsgate’s ability to own and operate its mining and related interests and to otherwise conduct its business in those jurisdictions. Environmental, health and safety regulations The Group’s activities are subject to extensive laws and regulations. Delays in obtaining, or failure to obtain government permits and approvals may adversely affect the Group. Measures have been implemented in line with COVID-19 guidelines. There has been no direct adverse impact on the Group from COVID-19. Community relations The Group has established community relations functions that have developed a community engagement framework, including a set of principles, policies and procedures designed to provide a structured and consistent approach to community activities. A failure to appropriately manage local community stakeholder expectations may lead to disruptions in the Group’s activities. Risk management The Group manage the risks listed in the previous page, and other day-to-day risks through an established management framework. The Group has policies in place to manage risk in the areas of health and safety, environment and equal employment opportunity. Management and the Board regularly review the risk portfolio of the business and the effectiveness of the Group’s management of those risks. Significant change in the state of affairs There were no significant changes in the state of affairs of the Group that occurred during the financial year not otherwise disclosed in this report or the consolidated financial statements. Matters subsequent to the end of the financial year No matter or circumstance has arisen since 30 June 2022 that has significantly affected, or may significantly affect: 〉 〉 〉 the Group’s operations in future financial periods; the results of those operations in future financial periods; or the Group’s state of affairs in future financial periods. Likely developments and expected results Kingsgate continues to prosecute its claim under the Thailand-Australia Free Trade Agreement (“TAFTA”) as it remains committed to negotiations with the Thai Government for both restitution of the Chatree Gold Mine and associated compensation. On 2 November 2017, Kingsgate commenced arbitral proceedings against the Kingdom of Thailand under TAFTA, in order to recover the substantial losses that it has suffered, and continues to suffer, as a result of the unlawful expropriation of the Chatree Mine by the Thai Government. The arbitral hearings took place between 3 to 12 February 2020, in Singapore, and have been completed in full. Negotiations between the Company and the Royal Thai Government are now entering the final stage. Kingsgate has also been advised that the arbitral tribunal is now ready to issue the award after a lengthy period of deliberations. In this regard, Kingsgate and the Thai Government have jointly requested that the arbitral tribunal hold the award until 31 December 2022, to allow the parties a short extension to conclude their settlement negotiations. The TAFTA framework remaining in place for this further period is advantageous to the Company as it will provide Kingsgate and potential financiers with an added level of comfort to invest the necessary capital to restart the mine and provide an opportunity to resolve a small number of outstanding non-operational matters. In January 2022, Kingsgate received the Metallurgical Processing Licence (“MPL”) No. 1/2551 which commences from 19 January 2022, and it is in force for five years until 18 January 2027 (the maximum period permitted under Thai law). In addition, in January 2022, the four remaining mining leases (“MLs”) required to operate the Chatree Gold Mine were also approved. These leases comprise three Chatree South leases and the Quartz Lease, which has been pending approval since 2011 and is needed to fully optimise the A Pit. Directors’ Reportwww.kingsgate.com.au 25 Estimates from the study indicate that Plant #2 could be operating within four to six months from commencement of refurbishment. Refurbishment could be completed by the end of this calendar year with the plant commissioned and operational during the first quarter of Calendar Year 2023. Following finalisation of the Scoping Study, CR3 (formerly CR Asia), a leading energy engineering solutions company, was appointed to refurbish and restart Chatree. CR3 has over 30 years’ experience in providing energy engineering solutions to customers in mining, energy production, chemical processing, power, and other asset-intensive industries. Since 1991, CR3 has supported owners and operators of these plants and facilities with a comprehensive portfolio of industrial maintenance, plant revamp, and shutdown services. CR3 has provided significant engineering, refurbishment, and modification projects for clients in Asia, and has long-term relationships with several mining customers. CR3 mobilised to the Chatree site following finalisation of a detailed scope of work and execution of a formal Contract of Works. In addition, Perth based Como Engineers, a highly credentialed engineering services company was appointed in July 2022 to help Kingsgate project manage the refurbishment and restart of Chatree. Refurbishment works by Akara’s onsite personnel on Plant #2 including the grinding circuit, cyanide reduction unit, water systems and power supply is well underway. Environmental laws The Group is subject to various environmental laws in respect to its activities in Thailand and Chile. For the year ended 30 June 2022, the Group has operated within all applicable environmental laws and regulations. The MLs which are referenced as: 〉 Mining Lease No.: 26910/15365; 〉 Mining Lease No.: 26911/15366; 〉 Mining Lease No.: 26912/15367; and 〉 Mining Lease No.: 25528/14714, are in force for a period of 10 years commencing 30 December 2021. A Scoping Study has been prepared by an international engineering firm which focussed on the option of initially refurbishing and recommis- sioning Plant #2 as a priority. This option initially processes ore from the Quartz Lease and low-grade stockpiles to generate sufficient cash flow to fund the refurbishment of Plant #1, and to bring Chatree back up to its full operational capacity of 5 to 5.5 million tonnes per annum. Based on these parameters and on the current in situ reserve of 1.3 million ounces of gold (see ASX Release of 18 May 2022 titled “Kingsgate announces 46% increase in Chatree Ore Reserve”) an independent Life of Mine Plan (“LOM”) is being prepared. Initial results indicate the potential of a mine life of 8-10 years producing over 1 million ounces of gold. Directors’ meetings The number of meetings of the Company’s Board of Directors and of each Board Committee held during the year ended 30 June 2022, and the number of meetings attended by each Director were: Directors Ross Smyth-Kirk Peter Alexander Peter Warren Board Meetings A 11 11 11 B 11 11 11 Meetings of Committees Audit Nomination Remuneration A 2 2 2 B 2 2 2 A 1 1 1 B 1 1 1 A 1 1 1 B 1 1 1 A B Number of meetings attended. Number of meetings held during the time the Director held office or was a member of the committee during the year. Directors’ ReportDirectors' Report 26 Information on Directors Ross Smyth-Kirk OAM B Com, CPA, F Fin Executive Chairman Ross Smyth-Kirk was a founding Director of the former leading investment management company, Clayton Robard Management Limited and has had extensive experience over a number of years in investment management including a close involvement with the minerals and mining sectors. He has been a Director of a number of companies over the past 42 years in Australia and the United Kingdom. Mr Smyth-Kirk is a former Chairman of the Australian Jockey Club Limited. He is Chairman of Kingsgate’s wholly owned subsidiary, Akara Resources Public Company Limited. Responsibilities Chairman of the Board, member of the Audit Committee, Chairman of the Nomination and Remuneration Committees. Peter Alexander Ass. Appl. Geol Peter Warren B Com, CPA Non-Executive Director Peter Alexander has had 49 years’ experience in the Australian and offshore mining and exploration industry. He was Managing Director of Dominion Mining Limited for 10 years prior to his retirement in January 2008. Mr Alexander was appointed a Non-Executive Director of Dominion Mining Limited in February 2008 and resigned on 21 February 2011. Mr Alexander was a Non-Executive Director of ASX listed Doray Minerals Limited prior to the merger with Silver Lake Resources where he served as a Non-Executive Director until mid-August 2021. He has previously been Non-Executive Chairman of Doray Minerals Limited and ASX listed Caravel Minerals. Responsibilities Member of the Audit, Nomination and Remuneration Committees. Non-Executive Director Peter Warren was Chief Financial Officer and Company Secretary of Kingsgate Consolidated Limited for six years up until his retirement in 2011. He is a CPA of over 47 years standing, with an extensive involvement in the resources industry. He was Company Secretary and Chief Financial Officer for Equatorial Mining Limited and of the Australian subsidiaries of the Swiss based Alusuisse Group and has held various financial and accounting positions for Peabody Resources and Hamersley Iron. Mr Warren is a Director of Kingsgate’s wholly owned subsidiary, Akara Resources Public Company Limited. Responsibilities Chairman of the Audit Committee and member of the Nomination and Remuneration Committees. Information on Company Secretary Ross Coyle BA, FCPA, FGIA Paul Mason BE, CA, AGIA Company Secretary (resigned 27 June 2022) Ross Coyle is a CPA with over 40 years’ experience in the resources sector. He joined Kingsgate in March 2011 and was reappointed on a contractual and temporary basis as Company Secretary on 24 December 2018, having previously served in this office from September 2011 to November 2014 and December 2015 to August 2018. Company Secretary (appointed 27 June 2022) Paul was previously the Company Secretary of Kingsgate from 2014 to 2015, following which he was appointed as Commercial Manager at the Group’s Chatree Gold Mine, a position he held until the closure of the mine in January 2017. He is a Chartered Accountant, and an Associate Member of the Governance Institute of Australia. Paul has over 25 years of experience in the resources industry in company secretarial and finance roles. Directors’ Reportwww.kingsgate.com.au 27 Remuneration Report Introduction This Remuneration Report forms part of the Directors’ Report. It outlines the Remuneration Policy and framework applied by the Company as well as details of the remuneration paid to Key Management Personnel (“KMP”). KMP are defined as those persons having the authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including Directors and Executive Management. The information provided in this report has been prepared in accordance with s300A and audited as required by section 308 (3c) of the Corporations Act 2001. The objective of the Company’s remuneration philosophy is to ensure that Directors and execu- tives are remunerated fairly and responsibly at a level that is competitive, reasonable and appropriate, in order to attract and retain suitably skilled and experienced people. Remuneration Policy The Remuneration Policy remains unchanged from last financial year. The Remuneration Policy has been designed to align the interests of shareholders, Directors, and employees. This is achieved by setting a framework to: 〉 help ensure an applicable balance of fixed and at-risk remuneration, with the at-risk component linking incentive and performance measures to both Group and individual performance; 〉 provide an appropriate reward for Directors and Executive Management to manage and lead the business successfully and to drive strong, long-term growth in line with the Company’s strategy and business objectives; 〉 〉 encourage executives to strive for superior performance; facilitate transparency and fairness in executive remuneration policy and practices; 〉 be competitive and cost effective in the current employment market; and 〉 contribute to appropriate attraction and retention strategies for Directors and executives. In consultation with external remuneration consultants, the Group has structured an executive remuneration framework that is market competitive and aligned with to the business strategy of the organisation. The framework is intended to provide a mix of fixed and variable remuneration, with a blend of short and long-term incentives as appropriate. As executives gain seniority within the Group, the balance of this mix shifts to a higher proportion of “at risk” rewards. Remuneration Governance Role of the Remuneration Committee The Remuneration Committee is a committee of the Board and has responsibility for setting policy for determining the nature and amount of emoluments of Board members and executives. The Committee makes recommendations to the Board concerning: 〉 Non-Executive Director fees; 〉 remuneration level of Executive Directors and other KMP; 〉 〉 〉 the executive remuneration framework and operation of the incentive plan; key performance indicators and performance hurdles for the executive team; and the engagement of specialist external consultants to design or validate method- ology used by the Company to remunerate Directors and employees. In forming its recommendations the Committee takes into consideration the Group’s stage of development, remuneration in the industry and performance. The Corporate Governance Statement provides further information on the role of this committee. Remuneration consultants The Group engages the services of independent and specialist remuneration consultants from time to time. Under the Corporations Act 2001, remuneration consultants must be engaged by the Non-Executive Directors and reporting of any remuneration recommendations must be made directly to the Remuneration Committee. The Remuneration Committee engaged the services of Godfrey Remuneration Group Pty Ltd in the 2013/2014 financial year to review its remuneration practice revisions and to provide further validation in respect of both the executive short-term and long-term incentive plan design methodology and standards. These recommendations covered the remuneration of the Group’s Non-Executive Directors and KMP. Godfrey Remuneration Group Pty Ltd confirmed that the recommendations from that review were made free from undue influence by members of the Group’s KMP. The following arrangements were implemented by the Remuneration Committee to ensure that the remuneration recommendations were free from undue influence: 〉 Godfrey Remuneration Group Pty Ltd was engaged by, and reported directly to, the Chair of the Remuneration Committee. The agreement for the provision of remuneration consulting services was executed by the Chair of the Remuneration Committee under delegated authority on behalf of the Board; and 〉 any remuneration recommendations by Godfrey Remuneration Group Pty Ltd were made directly to the Chair of the Remuneration Committee. As a consequence, the Board is satisfied that the recommendations contained in the report were made free from undue influence from any members of the Group’s KMP at the time this review was completed. Executive Director and Key Management Personnel Remuneration The executive pay and reward framework is comprised of three components: 〉 〉 〉 fixed remuneration including superannuation; short-term performance incentives; and long-term incentives through participation in the Kingsgate Employee Share Option Plan (“ESOP”). Fixed remuneration Total fixed remuneration (“TFR”) is structured as a total employment cost package, including base pay and superannuation. Base pay may be delivered as a mix of cash, statutory and salary sacrificed superannuation, and prescribed non-financial benefits at the executive’s discretion. Executives are offered a competitive base pay. Base pay for executives is reviewed annually to ensure their pay is competitive with the market. An executive’s pay is also reviewed on promotion. The Group has an Executive Chairman, but does not have a Chief Executive Officer or other Key Management Personnel. continuedu Directors’ ReportDirectors' Report 28 The following summarises the performance of the Group over the last five years: Revenue (‘000s) Net (loss)/profit after income tax (‘000s) EBITDA (‘000s) Share price at year end ($/share) Dividends paid (cent/share) KMP short term employee benefits (‘000s) * see page 31 for table outlining the short term employee benefits. 2022 2021 2020 2019 2018 – (12,420) (10,406) 1.33 Nil *555 12,339 (8,877) (7,415) 0.84 Nil *559 – (24,244) (22,782) 0.40 Nil *328 – 8,375 15,958 0.26 Nil 901 – (76,722) (71,706) 0.28 Nil 1,604 Short-Term Incentives Linking current financial year earnings of executives to their performance and the performance of the Group is the key objective of our Short-Term Incentive (“STI”) Plan. The Remuneration Committee set key performance measures and indicators for the individual executives on an annual basis that reinforce the Group’s business plan and targets for the year. The Board has discretion to issue cash bonuses to employees for individual performance outside the STI Plan. The structure of the STI Plan remains unchanged since 30 June 2016 and its key features are outlined in the table below: What is the STI Plan and who participates? The STI Plan is a potential annual reward for eligible Executive Key Management Personnel for achievement of predetermined individual Key Performance Indicators (“KPIs”) aligned to the achievement of business objectives for the assessment period (financial year commencing 1 July). How much can the executives earn under the STI Plan? Is there Board discretion in the payment of an STI benefit? Threshold – represents the minimum acceptable level of performance that needs to be achieved before any Individual Award would be payable in relation to that Performance Measure. Managing Director/CEO – up to 15% of TFR. COO & CFO – up to 12.5% of TFR. Other KMP – up to 10% of TFR. Target – represents a challenging but achievable level of performance relative to past and otherwise expected achievements. It will normally be the budget level for financial and other quantitative performance objectives. Managing Director/CEO – up to 30% of TFR. COO & CFO – up to 25% of TFR. Other KMP – up to 20% of TFR. Stretch (Maximum) – represents a clearly outstanding level of performance which is evident to all as a very high level of achievement. Managing Director/CEO – up to 60% of TFR. COO & CFO – up to 50% of TFR. Other KMP – up to 40% of TFR. (TFR – Total Fixed Remuneration) Yes, the plan provides for Board discretion in the approval of STI outcomes. What are the performance conditions? For KMP between 70–80% of potential STI weighting (dependent upon role) is assessed against specific predetermined KPIs by role with 20–30% being based on company performance indicators. How are performance targets set and assessed? Individual performance targets are set by the identification of key achievements required by role in order to meet business objectives determined for the upcoming assessment period in advance. The criteria for KMP are recommended by the Managing Director/CEO for sign off by the Remuneration Committee and in the case of the Managing Director/CEO, are recommended by the Chairman by sign off by the Remuneration Committee. The relative achievement at the end of the financial period is determined by the above authorities with final sign off by the Remuneration Committee after confirmation of financial results and individual/company performance against established criteria. The Remuneration Committee is responsible for assessing whether the KPIs are met. To assist in this assessment, the Committee receives detailed reports on performance from management which are verified by independent remuneration consultants if required. The Committee has the discretion to adjust STIs in light of unexpected or unintended circumstances. How is the STI delivered? STIs are paid in cash after the conclusion of the assessment period and confirmation of financial results/individual performance and subject to tax in accordance with prevailing Australian taxation laws. The STIs are then in effect paid and expensed in the financial year subsequent to the measurement year. What happens in the event of cessation of employment? Executives are required to be employed for the full 12 months of the assessment period before they are eligible to be considered to receive benefits from the STI Plan. Directors’ Reportwww.kingsgate.com.au 29 Long-Term Incentives The objectives of the LTI Plan are to retain key executives and to align an at-risk component of certain executives’ remuneration with shareholder returns. The previously operating Kingsgate Long-Term Incentive (“LTI”) plan, also referred to as the Executive Rights Plan, has been terminated. All outstanding Performance Rights and Deferred Rights vested on 1 July 2016 and the Performance Rights subsequently lapsed. The Executive Rights Plan was replaced by the Kingsgate Employee Share Option Plan (“ESOP”). The rules and terms and conditions of the ESOP have been independently reviewed. Under the terms of the ESOP long-term incentives can be provided to certain employees through the issue of options to acquire Kingsgate shares. Options are issued to employees to provide incentives for employees to deliver long-term shareholder returns. No executive was the recipient of options during the 2022 financial year. Key features of the ESOP LTI Plan are outlined in the following table: What is the LTI Plan and who participates? Kingsgate executives and other eligible employees can be granted options to acquire Kingsgate Consolidated Limited fully paid shares. In granting the options the Board takes into account such matters as the position of the eligible person, the role they play in the Company, their current level of fixed remuneration, the nature of the terms of employment and the contribution they make to the Group. What are the perfor- mance and vesting conditions? The period over which the options vest is at the discretion of the Board though in general it is 1–3 years. The executive and eligible employee must still be employed by the Company at vesting date. Is there a cost to participate? The options may at the discretion of the Board be issued for nil consideration and are granted in accordance with performance guidelines established by the Remuneration Committee and approved by the Board. What happens in the event of bonus shares, rights issues or other capital reconstructions? If between the grant date and the date of conversion of options into shares there are bonus shares, rights issues or other capital reconstructions that affect the value of Kingsgate Consolidated shares, the Board may, subject to the ASX Listing Rules make adjustments to the number of rights and/or the vesting entitlements to ensure that holders of rights are neither advantaged or disadvantaged by those changes. Directors and Key Management Personnel The named persons held their current positions for the whole of the year and up to the date of this report. Chairman Ross Smyth-Kirk Executive Chairman Non-Executive Directors Peter Alexander Peter Warren Non-Executive Director Non-Executive Director Changes since the end of the reporting period There were no changes to Directors and Key Management Personnel since the end of the reporting period. continuedu Directors’ ReportDirectors' Report 30 Contract terms of the Executive Directors and Key Management Personnel Remuneration and other key terms of employment for the senior executives are summarised in the following table. Name Term of agreement Fixed annual remuneration including superannuation Notice period by Executive Notice period by the Company2 Ross Smyth-Kirk Open FY 20221 $317,568 FY 20211 $157,680 3N/A 3N/A 1 2 3 Amount shown are annual salaries as at year end or date ceased employment with the Group. Notice period by the Company in respect of benefits payable in the event of an early termination only. Temporary role as Executive Chairman. Role reverts to Non-Executive Chairman at the discretion of the Board. Fixed annual remuneration, inclusive of the required superannuation contribution amount is reviewed annually by the Board following the end of the financial year. Non-Executive Directors Fees Non-Executive Directors are paid fixed fees for their services to the Company plus statutory superannuation contributions the Company is required by law to make on their behalf. Those fees are inclusive of any salary-sacrificed contribution to superannuation that a Non-Executive Director wishes to make. The level of Non-Executive Directors fees is set so as to attract the best candidates for the Board while maintaining a level commensurate with boards of similar size and type. The Board may also seek the advice of independent remuneration consultants, including survey data, to ensure Non-Executive Directors’ fees and payments are consistent with the current market. Non-Executive Directors’ base fees inclusive of committee membership but not including statutory superannuation are outlined as follows. Note that from the period 1 October 2013, all Non-Executive Directors fees were voluntarily reduced by 10% and this reduction is still in place as at the date of this report. Non-Executive Directors remuneration excluding superannuation 1 On an annualised basis for all Directors. Financial year ended 30 June 20221 $ Financial year ended 30 June 20211 $ 180,000 180,000 180,000 180,000 The aggregate remuneration of Non-Executive Directors is set by shareholders in general meeting in accordance with the Constitution of the Company, with individual Non-Executive Directors remuneration determined by the Board within the aggregate total. The aggregate amount of Non-Executive Directors’ fees approved by shareholders on 13 November 2008 is $1,000,000. Non-Executive Directors do not receive any additional fees for serving on committees of the Company. There are no retirement allowances for Non-Executive Directors. Directors’ Reportwww.kingsgate.com.au 31 Additional Statutory Disclosures Details of remuneration Details of the nature and amount of each major element of the remuneration of the Directors and the Group Key Management Personnel are set out in the following tables: Year ended 30 June 2022 Name Non-Executive Directors Peter Alexander Peter Warren 90,000 90,000 Sub-total Non-Executive Directors Compensation 180,000 Executive Chairman Ross Smyth-Kirk Paid by Company Paid by Subsidiary Sub-total Executive Chairman Compensation TOTAL 294,000 79,306 373,306 553,306 Short-term benefits Post-employment benefits Cash salary and fees $ Cash bonus $ Non-monetary benefits1 $ Super- annuation $ – – – – – – – – – – 1,509 – 1,509 1,509 9,000 9,000 18,000 23,568 – 23,568 41,568 Year ended 30 June 2021 Name Non-Executive Directors Peter Alexander Peter Warren Sub-total Non-Executive Directors Compensation Executive Chairman Ross Smyth-Kirk Paid by Company Paid by Subsidiary Sub-total Executive Chairman Compensation TOTAL Short-term benefits Post-employment benefits Cash salary and fees $ Cash bonus $ Non-monetary benefits1 $ Super- annuation $ 90,000 90,000 180,000 144,000 83,391 227,391 407,391 – – – 150,000 – 150,000 150,000 – – – 1,302 – 1,302 1,302 8,550 8,550 17,100 13,680 – 13,680 30,780 Total $ 99,000 99,000 198,000 319,077 79,306 398,383 596,383 Total $ 98,550 98,550 197,100 308,982 83,391 392,373 589,473 1 Non-monetary benefits relate primarily to car parking. The relative proportions of remuneration that are linked to performance and those that are fixed are as follows: Name Executive Director Ross Smyth-Kirk Fixed remuneration 2022 STI/cash bonus 2022 At risk – LTI 2022 100% – – continuedu Directors’ ReportDirectors' Report 32 Share Holdings 2022 Executive Chairman Ross Smyth-Kirk Non-Executive Directors Peter Alexander Peter Warren Balance at start of year Other changes during the year Balance at year end 5,076,725 46,487 200,000 – – – 5,076,725 46,487 200,000 Loans to Directors There were no loans made to Directors or other Key Management Personnel at any time during the year. END OF THE REMUNERATION REPORT Insurance of officers During the financial year, the Group paid premiums to insure Directors and Officers of the Group. The contracts include a prohibition on disclosure of the premium paid and nature of the liabilities covered under the policy. Directors’ interest in contracts No material contracts involving Directors’ interests were entered into since the end of the previous financial year or existed at the end of the financial year. Non-audit services Details of amounts paid or payable to the auditor for non-audit services provided during the year are detailed in Note 28: Auditors’ Remuneration. The Directors are satisfied that the provision of non-audit services during the period by the auditor is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Directors are of the opinion that the services disclosed in Note 28: Auditors’ Remuneration to the financial statements do not compromise the external auditor’s independence, based on the Auditors’ representations and advice received from the Audit Committee, for the following reasons: 〉 all non-audit services have been reviewed to ensure they do not impact the integrity and objectivity of the auditor; and 〉 none of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risks and rewards. A copy of the Auditor’s Independence Declaration as required under section 307c of the Corporations Act 2001 is set out on page 33. Rounding of amounts The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 and in accordance with that instrument, amounts in the Directors’ Report have been rounded to the nearest thousand dollars except where otherwise indicated. Auditors PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001. This report is made in accordance with a resolution of Directors. Ross Smyth-Kirk OAM Director Sydney 30 September 2022 www.kingsgate.com.au Directors’ Report 33 Auditor’s Independence Declaration Auditor’s Independence Declaration Auditor’s Independence Declaration As lead auditor for the audit of Kingsgate Consolidated Limited for the year ended 30 June 2022, I declare that to the best of my knowledge and belief, there have been: (a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and (b) no contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Kingsgate Consolidated Limited and the entities it controlled during the period. Craig Thomason Partner PricewaterhouseCoopers Sydney 30 September 2022 l n o i t a r a c e D e c n e d n e p e d n I s ’ r o t i d u A 34 Financial Statements Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2022 Sales revenue Costs of sales Gross profit Exploration expenses Care and maintenance expenses Corporate and administration expenses Other income and expenses Foreign exchange gain/(losses) Loss before finance costs and income tax Finance income Finance costs Net finance costs Loss before income tax Income tax expense Loss after income tax Other comprehensive income Items that may be reclassified to profit and loss Exchange differences on translation of foreign operations (net of tax) Total other comprehensive (loss)/ income for the year Total comprehensive loss for the year Loss attributable to: Owners of Kingsgate Consolidated Limited Total comprehensive loss attributable to: Owners of Kingsgate Consolidated Limited Earnings per share Basic and diluted loss per share Note 5a 5b 5c 5d 5e 6 17a 2022 $’000 – – – (4,274) (2,924) (10,588) 1,758 5,521 (10,507) 5 (1,918) (1,913) (12,420) – (12,420) (5,010) (5,010) (17,430) 2021 $’000 12,339 (1,629) 10,710 (4,267) (1,724) (8,489) 118 (3,875) (7,527) 36 (1,386) (1,350) (8,877) – (8,877) 4,867 4,867 (4,010) (12,420) (8,877) (17,430) (4,010) 29 Cents (5.61) Cents (4.00) The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes. www.kingsgate.com.au www.kingsgate.com.au s t n e m e t a t S l i a c n a n F i Consolidated Statement of Financial Position As at 30 June 2022 ASSETS Current assets Cash and cash equivalents Receivables Other assets Total current assets Non-current assets Property, plant and equipment Right-of-use assets Exploration, evaluation and development Other assets Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities Payables Lease liability Borrowings Provisions Total current liabilities Non-current liabilities Payables Lease liability Borrowings Provisions Total non-current liabilities TOTAL LIABILITIES NET ASSETS / (LIABILITIES) EQUITY Contributed equity Reserves Accumulated losses TOTAL EQUITY / (NET DEFICIT) The above consolidated statement of financial position should be read in conjunction with the accompanying notes. 35 Financial Statements Note 2022 $’000 2021 $’000 7 8 9 10 11 12 9 13 11 14 15 13 11 14 15 16 17a 17b 7,424 246 298 7,968 98 21 25,471 10,202 35,792 43,760 8,866 20 8,960 305 18,151 7,402 – 10,915 15,186 33,503 51,654 (7,894) 9,984 1,023 571 11,578 51 104 23,464 9,490 33,109 44,687 3,067 83 – 249 3,399 6,723 20 11,046 15,197 32,986 36,385 8,302 675,484 59,049 (742,427) 675,919 62,390 (730,007) (7,894) 8,302 36 Financial Statements Consolidated Statement of Changes in Equity For the year ended 30 June 2022 Balance at 1 July 2020 Loss after income tax Total other comprehensive income for the year Total comprehensive income/(loss) for the year Balance at 30 June 2021 Balance at 1 July 2021 Loss after income tax Total other comprehensive income for the year Total comprehensive (loss)/income for the year Transaction with owners in their capacity as owners: Payments for share buy-backs Payments for share buy-back expenses Movement in share-based payment reserve Total transaction with owners Balance at 30 June 2022 Contributed equity $’000 Reserves $’000 Accumulated losses $’000 Total equity $’000 675,919 – – – 57,523 – 4,867 4,867 (721,130) (8,877) – (8,877) 675,919 62,390 (730,007) 675,919 – – – (433) (2) – (435) 62,390 – (5,010) (5,010) – – 1,669 1,669 (730,007) (12,420) – (12,420) – – – – 12,312 (8,877) 4,867 (4,010) 8,302 8,302 (12,420) (5,010) (17,430) (433) (2) 1,669 1,234 675,484 59,049 (742,427) (7,894) The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes. www.kingsgate.com.au www.kingsgate.com.au Consolidated Statement of Cash Flows For the year ended 30 June 2022 Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest received Finance costs paid Net cash outflow from operating activities Cash flows from investing activities Payments for property, plant and equipment Payment of deposits Refund of deposits Non-refundable proceeds from the sale of Nueva Esperanza Project Net cash inflow from investing activities Cash flows from financing activities Proceeds from borrowings, net of transaction costs Payment of lease liability Payments for share buy-backs Payments for share buy-back expenses Net cash inflow/(outflow) from financing activities Net decrease in cash held Cash at the beginning of the year Effects of exchange rate on cash and cash equivalents Cash at the end of the year The above consolidated statement of cash flows should be read in conjunction with the accompanying notes. 37 Financial Statements Note 2022 $’000 2021 $’000 23 114 (13,724) 5 (171) (13,776) (21) (2) – 1,644 1,621 10,110 (83) (433) (2) 9,592 (2,563) 9,984 3 7,424 12,458 (15,190) 36 (1,726) (4,422) (3) (1,402) 247 – (1,158) – (86) – – (86) (5,666) 15,569 81 9,984 s t n e m e t a t S l i a c n a n F i 38 Notes to the Financial Statements for the year ended 30 June 2022 The Financial Report of Kingsgate Consolidated Limited (Kingsgate or the “Company”) for the year ended 30 June 2022 was authorised for issue in accordance with a resolution of Directors on 30 September 2022. Kingsgate is a Company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange using the ASX code KCN. The consoli- dated financial statements of the Company as at and for the year ended 30 June 2022 comprise the Company and its subsidiaries (together referred to as the “Group” and individually as “group entities”). A description of the nature of the Group’s operations and its principal activities is included in the Directors’ Report. 1. Basis of preparation These general purpose financial statements have been prepared in accordance with the Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The Company is a for-profit entity for the purpose of preparing the financial statements. a. Going concern and material uncertainty The financial statements have been prepared on a going concern basis, which indicates conti- nuity of business activities and the realisation of assets and settlement of liabilities in the normal course of business. At 30 June 2022, the Group had $7,424,000 of available cash, was in a net current liability position of $10,183,000 and net liabilities position of $7,894,000 and has no cash generating operations. The net liability position of the Group is largely as a consequence of impairing the assets of the Chatree Gold Mine due to the closure of mine. Prior to the closure, the mine was profitable. The Directors are of the view that the mine will return to profitability based on expected operating parameters including sustained gold price following the refurbishment of the mine and the recommencement of operations. In May 2022 a secured Bridge Facility of US$15,000,000 ($21,766,000) was negotiated with Taurus Mining Finance Fund No.2 L.P. (Taurus). The first tranche of US$7,500,000 ($10,883,000) was drawn on 11 May 2022, and the second tranche of US$7,500,000 ($10,883,000) was drawn on 22 July 2022. This Facility is due for payment the earlier of 12 months from the date of the Bridge Facility Agreement or refinancing. The Group currently does not have sufficient cash available to fully repay the Bridge Facility provided by Taurus or complete the Chatree Plant #2 refurbishment. To ensure the continued viability of the Group and its ability to continue as a going concern and meet its debts and commitments as they fall due and to ensure that adequate funding is available to complete the Chatree Plant #2 refurbishment and restart of the Chatree operations the Group is dependent on being successful in: 1. an equity raising; and/or 2. deferring some payments to cover short term cash requirements by deferring if necessary the Chatree Plant #2 refurbishment schedule and managing the balances owed to creditors; and/or 3. negotiating and implementing additional financing facilities; and 4. subsequently re-opening the Chatree Gold Mine and generating sufficient positive cash flows. If the Group is not successful with the above, to support its future cash flows, the Group is dependent on (i) a positive ruling in favour of Kingsgate for compensation under the Thailand- Australia Free Trade Agreement (“TAFTA”) with the Tribunal Ruling scheduled for 31 December 2022, and/or (ii) the sale of the Nueva Esperanza Project for which a provisional offer has been received. These matters are further discussed below. As a result of these matters, there is a material uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business. However, the Directors believe that a combination of these matters will be implemented and, accordingly, have prepared the financial report on a going concern basis. No adjustments have therefore been made to the financial report relating to the recoverability and classification of the asset carrying amounts or the amounts and classification of liabilities that might be necessary should the Group not continue as a going concern. Chatree Closure Remedies The arbitral hearings under the TAFTA took place in Singapore in February 2020. The Group has been advised that the arbitral tribunal is now ready to issue the award after a lengthy period of deliberations. The Group and the Thai Government have jointly requested that the arbitral tribunal holds the award until 31 December 2022, to allow the parties a short extension to conclude their settlement negotiations. The Group has been negotiating with the Thai Government with a view to a settlement that could lead to a successful restart of the Chatree Gold Mine and provide the Group with significant optionality with the asset which may include continuing operations, selling the asset or listing Akara on the Thai Stock Exchange. Notes to the Financial Statementswww.kingsgate.com.au 39 Nueva Esperanza Sale On 14 October 2021, Kingsgate announced that a Binding Agreement (“Agreement”) for the sale of Nueva Esperanza to TSX listed TDG Gold Corp (“TDG”) was signed. Kingsgate was subsequently advised by TDG that they were unable to proceed with the acquisition of the Nueva Esperanza Project in Chile. Since TDG gave notice of its intention not to proceed, Kingsgate has been approached by additional parties that have expressed an interest in acquiring the project. These expres- sions of interest are currently being followed up. In the meantime, expenditure on the project has been reduced accordingly. b. Compliance with IFRS The financial statements comply with International Financial Reporting Standards (“IFRS”) adopted by the International Accounting Standards Board (“IASB”). c. Historical cost convention The financial statements have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets and financial instruments (including derivative instruments) at fair value through profit or loss. Comparative information is reclassified where appropriate to enhance comparability or in conformity with revised standards and interpretations. d. Functional and presentation currency The financial statements of the Group entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated statements are presented in Australian dollars, which is the Company’s functional currency and presentation currency. e. Rounding of amounts The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 relating to the ‘rounding off’ of amounts in the financial state- ments. Amounts in the financial statements have been rounded off in accordance with the instrument to the nearest thousand dollars, or in certain cases, the nearest dollar. f. Critical accounting estimates The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 3. g. New and amended standards adopted by the group The Group has applied all the new standards and amendments that have been published and which are applicable for the first time for its annual reporting period commencing 1 July 2021. These standards and amendments did not have a material impact on the financial statements. h. New standards and interpretations not yet adopted Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2022 reporting periods and have not been early adopted by the Group. These standards are not expected to have a material impact on the financial statements. 2. Significant accounting policies The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented. a. Principles of consolidation (i) Business combinations Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that currently are exercisable. The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred does not include amounts related to the settlement of a pre-existing relationship. Such amounts are generally recognised in profit or loss. Costs related to the acquisition other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. Any contingent consideration payable is recognised at fair value at the acquisition date. Acquisitions of non-controlling interests are accounted for as transactions with owners in their capacity as owners and therefore no goodwill is recognised as a result of such transactions. The non-controlling interest in the acquiree is based on the fair value of the acquiree’s net identifiable assets. The adjustments to non-controlling interests are based on the proportionate amount of the net assets of the subsidiary. The acquisition of an asset or group of assets that is not a business is accounted for by allocating the cost of the transaction to the net identifiable assets and liabilities acquired based on their fair values. (ii) Subsidiaries Subsidiaries are entities controlled by the Group. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Group. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance. Intra-group balances and transactions, and any unrealised gains arising from intra-group transactions are eliminated in preparing the consolidated financial statements. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. b. Foreign currency translation (i) Transactions and balances Foreign currency transactions are translated into the respective functional currencies of the Group entities at exchange rates on the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit or loss; except when continuedu Notes to the Financial StatementsNotes to the Financial Statements 40 b. Foreign currency translation continued they are deferred in equity as qualifying cash flow hedges and qualifying net investment hedges or, are attributable to part of the net investment in a foreign operation. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Translation differences on non-monetary assets and liabilities such as equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss. Translation differences on non-monetary assets are included in the fair value reserve in equity. Exchange gains and losses which arise on balances between Group entities are taken to the foreign currency translation reserve where the intra-group balances are in substance part of the Group’s net investment. Where as a result of a change in circumstances, a previously designated intra-group balance is intended to be settled in the foreseeable future, the intra-group balance is no longer regarded as part of net investment. The exchange differences for such balance previously taken directly to the foreign currency translation reserves are recognised in the profit or loss. (ii) Foreign operations The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: 〉 〉 the assets and liabilities of the foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated at the year-end exchange rate; the income and expenses of foreign opera- tions are translated at average exchange rates (unless this is not a reasonable approxi- mation of the cumulative effect of the rate prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and 〉 foreign currency differences are recognised in other comprehensive income, and presented in the foreign currency translation reserve. c. Revenue The Group recognises revenue related to the transfer of goods or services when control of the goods or services passes to the customer. Income tax d. Income tax expense comprises current and deferred tax. Current tax and deferred tax is recognised in profit or loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income. Current tax is expected tax payable or receivable on the taxable income or loss for the year using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is provided using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the reporting date. A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Deferred tax is not recognised for: 〉 〉 temporary differences on the initial recog- nition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss; temporary differences related to invest- ments in subsidiaries where the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and 〉 taxable temporary differences arising on the initial recognition of goodwill. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets and, they relate to income taxes levied by the same tax authority on the same taxable entity. Additional income tax expenses that arise from the distribution of cash dividends are recognised at the same time that the liability to pay the related dividend is recognised. Tax consolidation The Company and its wholly owned Australian resident entities formed a tax-consolidation group with effect from 1 July 2003 and are therefore taxed as a single entity from that date. The head entity within the tax-consolidation group is Kingsgate Consolidated Limited. Current tax expense or benefit, deferred tax assets and deferred tax liabilities arising from temporary differences of the members of the tax-consolidation group are recognised in the separate financial statements of the members of the tax-consolidation group using the “standalone taxpayer” approach by reference to the carrying amounts in the separate financial statements of each entity and the tax values applying under tax consolidation. Current tax assets or liabilities and deferred tax assets arising from unused tax losses assumed by the head entity from the subsidiaries in the tax-consolidation group, are recognised as amounts receivable or payable to other entities in the tax-consolidation group in conjunction with any tax funding agreement amounts. The Company recognises deferred tax assets arising from unused tax losses of the tax-consolidation group to the extent that it is probable that future taxable profits of the tax-consolidation group will be available against which the asset can be utilised. Tax funding and sharing agreements The members of the tax-consolidation group have entered into a funding agreement that sets out the funding obligations of members of the tax-consolidation group in respect of tax amounts. The tax funding arrangements require payments to or from the head entity and any deferred tax asset assumed by the head entity, resulting in the head entity recognising an intra-group receivable or payable in the separate financial statements of the members of the tax-consolidation group equal in amount to the tax liability or asset assumed. The intra-group receivables or payables are at call. The head entity recognises the assumed current tax amounts as current tax liabilities or assets adding to its own current tax amounts, since they are also due to or from the same taxation authority. The current tax liabilities or assets are equivalent to the tax balances generated by external transactions entered into by the tax-consolidated group. Notes to the Financial Statementswww.kingsgate.com.au 41 The amounts receivable or payable under the tax funding agreement are due upon receipt of the funding advice from the head entity, which is issued as soon as practicable after the end of each financial year. The head entity may also require payment of interim funding amounts to assist with its obligations to pay tax instalments. The members of the tax-consolidation group have also entered into a tax sharing agreement. The tax sharing agreement provides for the determination of the allocation of income tax liabilities between the entities should the head entity default on its tax payment obligations. No amounts have been recognised in the consolidated financial statements in respect of this agreement as payment of any amounts under the tax sharing agreement is considered remote. Uncertain tax position An uncertain tax treatment is any tax treatment applied by the Group where there is uncertainty over whether that treatment will be accepted by the tax authority. The Group is required to determine the uncertainty over income tax treatment by addressing the following: 〉 〉 〉 the Group determines whether uncertain tax treatments should be considered separately, or together as a group, depending on which approach better predicts the resolution of the uncertainty; the Group determines if it is probable that the tax authorities will accept the uncertain tax treatment; and if it is not probable that the uncertain tax treatment will be accepted, the Group reflects the effect of the uncer- tainty in its income tax accounting in the period in which that determination is made (for example, by recognising an additional tax liability or applying a higher tax rate); the Group measures the tax uncertainty based on the most likely amount or expected value, depending on whichever method better predicts the resolution of the uncertainty. Based on the assessment completed by the Group, there is no material tax uncertainty that requires a tax liability to be recognised or that requires a different tax rate to be applied. e. Leases Where the Group has entered into a lease contract for the right to control the use of an asset over the lease term, the present value of future lease commitments is recognised as a liability on the balance sheet at commencement date, with the corresponding asset recognised as a right-of-use asset. The lease liability represents the present value of the expected future lease payments, discounted at the consolidated entity’s average incremental borrowing rate. The right of use assets are classified as leases of property and are carried at cost less accumulated depreciation and impairment loss. The assets are amortised on a straight line basis over the shorter of the asset’s useful life and the lease term. Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. Impairment of assets f. Assets other than goodwill and indefinite life intangible assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the assets carrying amount exceeds it recoverable amount. The recoverable amount is the higher of an asset’s fair value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting date. g. Cash and cash equivalents Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the statement of financial position. h. Trade and other receivables Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. Receivables are due for settlement no more than 90 days from the date of recognition. Collectability of trade and other receivables is reviewed on an ongoing basis. The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade and other receivables. The amount of the impairment loss is recognised in the income statement within other expenses. When a trade and other receivable for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against other expenses in the income statement. Inventories i. Raw materials and stores, work in progress and finished goods (including gold bullion), are stated at the lower of cost and net realisable value. Cost comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Costs are assigned to individual items of inventory on the basis of weighted average costs. Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. Stockpiles represent ore that has been extracted and is available for further processing. If there is significant uncertainty as to whether the stockpiled ore will be processed it is expensed as incurred. Where the future processing of this ore can be predicted with confidence, e.g. because it exceeds the mine’s cut-off grade, it is valued at the lower of cost and net realisable value. If the ore will not be processed within the 12 months after the reporting date, it is included within non-current assets. Work in progress inventory includes ore stockpiles and other partly processed material. Quantities are assessed primarily through surveys and assays, and truck counts. Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 42 Depreciation and amortisation is determined on a units-of-production basis over the estimated recoverable reserves from the related area. In some circumstances, where conversion of resources into reserves is expected, some elements of resources may be included. For mine plant, machinery and equipment, which have an expected economic life shorter than the life of the mine, a straight line basis is adopted. The expected useful lives are as follows: 〉 mine buildings – the shorter of applicable mine life and 25 years; 〉 plant, machinery and equipment – the shorter of applicable mine life and 3–15 years depending on the nature of the asset. The estimated recoverable reserves and life of each mine and the remaining useful life of each class of asset are reassessed at least annually. Where there is a change in the reserves during the period, depreciation and amortisation rates are adjusted prospectively from the beginning of the reporting period. Major spares purchased specifically for a particular plant are capitalised and depreciated on the same basis as the plant to which they relate. Impairment An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount (Note 2f). Derecognition An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the profit or loss in the period the item is derecognised. j. Non-derivative financial assets Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for those with maturities greater than 12 months after the reporting date which are classified as non-current assets. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment losses. k. Derivative financial instruments Derivative financial instruments are used by the Group to protect against the Group’s Australian dollar gold price risk exposures. The Group does not apply hedge accounting and accordingly all fair value movements on derivative financial instruments are recognised in the profit or loss. Derivative financial instruments are stated at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at each reporting date. The resulting gain or loss is recognised in the income statement immediately. l. Property, plant and equipment 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. 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. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the income statement during the reporting period in which they are incurred. Depreciation Depreciation and amortisation of mine buildings, plant, machinery and equipment is provided over the assessed life of the relevant mine or asset, whichever is the shorter. m. Deferred stripping costs As part of its mining operations, the Group incurs stripping (waste removal) costs both during the development phase and production phase of its operations. Stripping costs incurred during the production phase are generally considered to create two benefits, being either the production of inventory in the period or improved access to the ore to be mined in the future. Where the benefits are realised in the form of inventory produced in the period, the production stripping costs are accounted for as part of the cost of producing those inventories. Where production stripping costs are incurred and the benefit is improved access to the ore to be mined in the future, the costs are recognised as a non-current asset, referred to as a “production stripping asset”, if the following criteria are all met: 〉 〉 〉 future economic benefits (being improved access to the ore body) associated with the stripping activity are probable; the component of the ore body for which access has been improved can be accurately identified; and the costs associated with the stripping activity associated with that component can be reliably measured. The amount of stripping costs deferred is based on the ratio obtained by dividing the volume of waste mined by the volume of ore mined for each component of the mine. Stripping costs incurred in the period are deferred to the extent that the actual current period waste to ore ratio exceeds the life of component expected waste to ore (“life of component”) ratio. A component is defined as a specific volume of the ore body that is made more accessible by the stripping activity. An identified component of the ore body is typically a subset of the total ore body of the mine. It is considered that each mine may have several components, which are identified based on the mine plan. The mine plans and therefore the identification of specific components will vary between mines as a result of both the geological characteristics and location of the ore body. The financial considerations of the mining operations may also impact the identification and designation of a component. The identification of components is necessary for both the measurement of costs at the initial recognition of the production stripping asset, and the subsequent depreciation of the production stripping asset. Notes to the Financial Statementswww.kingsgate.com.au 43 The life of component 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 component ratio even if they do not affect the mine’s design. Changes to the life of component ratio are accounted for prospectively from the date of change. The production stripping asset is initially measured at cost, which is the accumulation of costs directly incurred to perform the stripping activity that improves access to the identified component of ore. If incidental operations are occurring at the same time as the production stripping activity, but are not necessary for the production stripping activity to continue as planned, these costs are not included in the cost of the stripping activity asset. The production stripping asset is amortised over the expected useful life of the identified component of the ore body that is made more accessible by the activity, on a units of production basis. Economically recoverable reserves are used to determine the expected useful life of the identified component of the ore body. The production stripping asset is then carried at cost less accumulated amortisation and any impairment losses. The production stripping asset is included in “Exploration, Evaluation and Development”. These costs form part of the total investment in the relevant cash generating unit to which they relate, which is reviewed for impairment in accordance with the Group’s impairment accounting policy (Note 2f). n. Exploration, evaluation and feasibility expenditure Exploration and evaluation expenditure Exploration and evaluation expenditure incurred by, or on behalf of the Group is accumulated separately for each area of interest. Such expenditure comprises direct costs and depre- ciation and does not include general overheads or administrative expenditure not having a specific nexus with a particular area of interest. Exploration expenditure for each area of interest is carried forward as an asset provided the rights to tenure of the area of interest are current and one of the following conditions is met: 〉 〉 the exploration and evaluation expenditures are expected to be recouped through successful development and exploitation of the area of interest, or alternatively by its sale; or exploration and evaluation activities in the area of interest have not at the reporting date reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant opera- tions in, or in relation to, the area of interest are continuing. Exploration expenditure is written off when it fails to meet at least one of the conditions outlined above or an area of interest is abandoned. The carrying value of exploration and evaluation assets is assessed in accordance with AASB 6 Exploration for and Evaluation of Mineral Resources and the Group’s impairment policy (Note 2f). Feasibility expenditure Feasibility expenditure represents costs related to the preparation and completion of a feasi- bility study to enable a development decision to be made in relation to an area of interest and capitalised as incurred. At the commencement of production, all past exploration, evaluation and feasibility expenditure in respect of an area of interest that has been capitalised is transferred to mine properties where it is amortised over the life of the area of interest to which it relates on a unit-of-production basis. o. Mine properties Mine properties represents the accumulated exploration, evaluation, land and development expenditure incurred by or on behalf of the Group in relation to areas of interest in which mining of a mineral resource has commenced. 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 mine property only when substantial future economic benefits are thereby established. Otherwise, such expenditure is classified as part of the cost of production. Amortisation of costs is provided on the units-of-production method with separate calcu- lations being made for each component. The units-of-production basis results in an amorti- sation charge proportional to the depletion of the estimated recoverable reserves. In some circumstances, where conversion of resources into reserves is expected, some elements of resources may be included. Development and land expenditure still to be incurred in relation to the current recoverable reserves are included in the amortisation calculation. Where the life of the assets is shorter than the mine life, their costs are amortised based on the useful life of the assets. The estimated recoverable reserves and life of each mine and the remaining useful life of each class of asset are reassessed at least annually. Where there is a change in the reserves during a six month period, depreciation and amortisation rates are adjusted prospectively from the beginning of that reporting period. p. Trade and other payables Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. q. Borrowings Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the drawdown occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised and amortised over the period of the facility to which it relates. Preference shares which are mandatorily redeemable on a specific date are classified as liabilities. The dividends on these preference shares are recognised in the profit or loss as finance costs. Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 44 q. Borrowings continued Borrowings are removed from the statement of financial position when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in other income or finance costs. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. r. Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use. Where the funds used to finance a qualifying asset form part of general borrowings, the amount capitalised is calculated using a weighted average of rates applicable to the relevant borrowings during the period. Where funds borrowed are directly attributable to a qualifying asset, the amount capitalised represents the borrowing costs specific to those borrowings. All other borrowing costs are recognised as expenses in the period in which they are incurred. s. Provisions Provisions for legal claims are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. Provisions are not recognised for future operating losses. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as finance costs. t. Restoration and rehabilitation provision The estimated costs of decommissioning and removing an asset and restoring the site are included in the cost of the asset at the date the obligation first arises and to the extent that it is first recognised as a provision. This restoration asset is subsequently amortised on a units-of- production basis. The corresponding provision of an amount equivalent to the restoration asset created is reviewed at the end of each reporting period. The provision is measured at the best estimate of present obligation at the end of the reporting period based on current legal and other requirements and technology, discounted where material using national government bond rates at the reporting date with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows. Where there is a change in the expected restoration, rehabilitation or decommissioning costs, an adjustment is recorded against the carrying value of the provision and any related restoration asset, and the effects are recognised in the income statement on a prospective basis over the remaining life of the operation. The unwinding of the effect of discounting on the rehabilitation provision is included within finance costs in the income statement. Costs incurred that relate to an existing condition caused by past operations, but do not have a future economic benefit are expensed as incurred. u. Employee benefits (i) Wages and salaries, annual leave and sick leave Liabilities for wages and salaries (including non-monetary benefits and annual leave) expected to be settled within 12 months of the reporting date are recognised in provisions for employee benefits in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for sick leave are recognised when the leave is taken and are measured at the rates paid or payable. (ii) Long service leave and severance pay The liability for long service leave and severance pay is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date. Consideration is given to the expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least 12 months after the reporting period, regardless of when the actual settlement is expected to occur. (iii) Cash bonuses Cash bonuses are expensed in the income statement at reporting date. A liability is recognised for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the Directors or employees and the obligation can be estimated reliably. (iv) Retirement benefit obligations Defined Contribution plan Contributions to defined contribution superan- nuation plans are recognised as an expense in the income statement as they become payable. Defined benefit plan The Company’s Thai subsidiary, Akara Resources Public Company Limited, have a defined benefit plan which is the amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. Retirement benefit Under labour laws applicable in Thailand, employees completing 120 days of service are entitled to severance pay on termination or retrenchment without cause or upon retirement age of 60. The severance pay will be at the rate according to number of years of service as stipulated in the Labour Law which is currently at a maximum rate of 400 days of final salary. Notes to the Financial Statementswww.kingsgate.com.au 45 The liability recognised in the statement of financial position in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period, together with adjustments for unrecognised past-service costs. The defined benefit obligation is calculated annually using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using market yield of government bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability. (v) Share-based payment transactions The Group provides benefits to employees (including Directors) in the form of share-based payments, whereby employees render services in exchange for shares or rights over shares (“equity settled transactions”). The fair value of these equity settled transac- tions is recognised as an employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled. The fair value at grant date is determined using a pricing model that takes into account the exercise price, the term, the share price at the grant date, the expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate. Upon the exercise of the equity settled reward, the related balance of the share-based payments reserve is transferred to share capital. v. Dividends Dividends are recognised as a liability in the period in which they are declared. w. Earnings per share (i) Basic earnings per share Basic earnings per share is calculated by dividing: 〉 the profit attributable to owners of the Company, excluding any costs of servicing equity other than ordinary shares; and 〉 by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year and excluding treasury shares. (ii) Diluted earnings per share Diluted earnings per share adjust the figures used in the determination of 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; and 〉 by the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares. x. Contributed equity Issued ordinary share capital is classified as equity and is recognised at the fair value of the consideration received by the Group. Incremental costs directly attributable to the issue of shares and share options are recognised as a deduction, net of tax from the proceeds. y. Goods and services tax (GST) Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from or payable to, the taxation authority is included with other receivables or payables in the statement of financial position. Cash flows are presented on a gross basis. The GST components of the cash flows arising from investing or financing activities which are recoverable from, or payable to the taxation authority, are presented as operating cash flows. Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority. z. Operating and segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. Segment results that are reported to the Board of Directors include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. The operating segments are disclosed in Note 4. aa. Parent entity financial information The financial information for the parent entity Kingsgate Consolidated Limited, disclosed in Note 30 has been prepared on the same basis as the consolidated financial statements except as set out below: Investments in subsidiaries Investments in subsidiaries are accounted for at cost in the financial statements of Kingsgate. Share-based payments The issue by the Company of equity instru- ments to extinguish liabilities of a subsidiary undertaking in the Group is treated as a capital contribution to that subsidiary undertaking. 3. Critical accounting estimates, assumptions and judgements Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectation of future events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances. The Group makes estimates and assumptions concerning the future. Actual results may differ from these estimates under different assumptions and conditions. The estimates and assumptions that could materially affect the financial position and results are discussed below: (i) Uncertainty in relation to Chatree Gold Mine assets and liabilities Following a decision made by the Thai Government, the Chatree Gold Mine ceased operations on 31 December 2016 when it was placed on Care and Maintenance effective 1 January 2017. The Group commenced arbitral proceedings against the Kingdom of Thailand under the Thailand-Australia Free Trade Agreement in order to be compensated for the losses it has incurred as a result of the expropriation of the Chatree Gold Mine by the Thai Government. In preparing the consolidated financial state- ments of the Group all mine related assets of the Chatree Gold Mine have been written down to nil value (an impairment charge of $227,564,000 was recorded against the Group’s carrying value of Chatree Gold Mine assets in the year ended 30 June 2016). All the refurbishment costs incurred to date have also been expensed during this financial year. Notes to the Financial StatementsNotes to the Financial Statementscontinuedu In reaching these conclusions, the Group considered both external and internal factors relevant to the CGU which included impairment criteria noted in AASB 6 Exploration for and Evaluation of Mineral Resources, Kingsgate’s market capitalisation, the sustained high gold and silver prices, the Binding Agreement (“Agreement”) for the sale of Nueva Esperanza to TSX listed TDG Gold Corp (“TDG”) that was in place as at 31 December 2021, and recent expression of interest for the acquisition of the Nueva Esperanza Gold/Silver Project. On 14 October 2021, Kingsgate announced that a Binding Agreement (“Agreement”) for the sale of Nueva Esperanza to TSX listed TDG Gold Corp (“TDG”) was signed. Kingsgate was subse- quently advised by TDG that they were unable to proceed with the acquisition of the Nueva Esperanza Project in Chile, citing recent drilling successes at their Toodoggone Production Corridor. TDG indicated their intention was to focus efforts on building that resource. (Please see TSXV: TDG release dated 18 January 2022). Kingsgate had however received the payment from TDG of the non-refundable deposit of C$1,500,000. 46 3. Critical accounting estimates, assumptions and judgements continued In respect of rehabilitation liabilities, during the financial year ending 30 June 2017, the Group revised its previous estimates and reduced its total rehabilitation liability to $14,779,000. This was based on management’s rehabilitation plan which is a revision from the initial plan submitted to the Thai Authorities in 2007. Management still believes the revised plan will be commercially viable, cost effective and will meet all obligations in the context of the early mine closure that has been imposed on the Group with the overall objective to leave the site in a safe and stable condition that is consistent with the surrounding physical environment, be of benefit to the local community, and not require significant ongoing maintenance. Though a decision has been made for the refurbishment and recommissioning of the Chatree Gold Mine there is a significant uncertainty around the carrying values of assets and liabilities until a Life of Mine Plan has been finalised and the plant has been successfully commissioned. The ultimate impact on the Group’s financial position will depend on: 〉 〉 the refurbishment and reopening of the mine which is subject to the successful finalisation of this project including the ability for the Group to obtain sufficient funding to complete this project; agreeing on a rehabilitation plan, costing and timing in the context of the early mine closure or once the mine is reopened; and 〉 being compensated under the Thailand- Australia Free Trade Agreement for damages against the Thai Government. The Group has considered the status of its discussions with the Thai Government and the status of its legal process against the Thai Government and has concluded that the position adopted for financial reporting purposes and described above reflects a prudent approach in respect of its assets and liabilities including potential contingent assets and liabilities. At balance sheet date, the Group has considered that it was not appropriate to record a reversal of any impairment previously recognised. (ii) Restoration and rehabilitation provision Significant estimates and assumptions are required in determining the provision for mine rehabilitation as there are many transactions and other factors that will affect the ultimate liability payable to rehabilitate the mine sites. Factors that will affect this liability include changes in technology, changes in regulations, price increases, changes in timing of cash flows which are based on life of mine plans and changes in discount rates. When these factors change or become known in the future, such differences will impact the mine rehabilitation provision in the period in which they change or become known. As noted above, the provision that has been recorded by the Group is based on a rehabili- tation plan which is a revision from the initial plan submitted to the Thai Authorities in 2007. This plan takes into account the premature closure of the mine by the Thai Government. Considering the Group’s current legal dispute with the Thai Government, the Group has not been able to have meaningful discussions with the relevant Thai Authorities to determine if the restoration plan prepared by the Group will be approved. The restoration plan and estimated costs cannot effectively be finalised until after the Group’s legal dispute with the Thai Government is settled. (iii) Impairment of non-current assets – exploration, evaluation and development assets Nueva Esperanza At 30 June 2019, the recoverable amount of the Nueva Esperanza Gold/Silver Project CGU was determined to be $27,509,000 resulting in an impairment loss of $33,436,000. Significant judgements and assumptions were required in making estimates of the recoverable amounts. The Group has assessed if impairment indicators existed as at 30 June 2022 and determined that it was not necessary to formally estimate the recoverable amount of the CGU as no indication of an impairment loss was identified as a result of that assessment, in accordance with the Group’s accounting policy. The Group also assessed whether changes in estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised, existed as at 30 June 2022 and whether such changes in estimates would require reversal of impairment. The Group determined that no such changes in estimates were identified. Notes to the Financial Statementswww.kingsgate.com.au 47 4. Segment information The Group’s operating segments are based on the internal management reports that are reviewed and used by the Board of Directors (chief operating decision maker). The operating segments represent the Group’s mine under care and maintenance and project and include the following: 〉 Chatree Gold Mine, Thailand; and 〉 Nueva Esperanza Gold/Silver Project, Chile. Information regarding the results of each reportable segment is included as follows: 2022 Other income/(expense) Total segment income Segment EBITDA Depreciation and amortisation Segment result Finance income Finance costs Net finance costs Loss before tax Other segment information Segment assets Segment liabilities Net assets/(liabilities) 2021 External sales revenue Other income/(expense) Total segment income Segment EBITDA Depreciation and amortisation Segment result Finance income Finance costs Net finance costs Loss before tax Other segment information Segment assets Segment liabilities Net assets/(liabilities) 1 2 includes foreign exchange gain of $5,521,000 for the Group. includes foreign exchange loss of $3,875,000 for the Group. Care and Maintenance Chatree $’000 Nueva Esperanza $’000 Corporate $’000 114 114 (5,591) – (5,591) – – (4,177) (97) (4,274) 1,644 1,644 (638)1 (4) (642) 2,650 (30,439) (27,789) 33,656 (10,848) 22,808 7,454 (10,367) (2,913) 12,339 69 12,408 7,271 – 7,271 – (1) (1) (4,167) (101) (4,268) – 50 50 (10,519)2 (11) (10,530) Total $’000 1,758 1,758 (10,406) (101) (10,507) 5 (1,918) (1,913) (12,420) 43,760 (51,654) (7,894) 12,339 118 12,457 (7,415) (112) (7,527) 36 (1,386) (1,350) (8,877) 2,523 (27,346) (24,823) 31,054 (8,067) 22,987 11,110 (972) 10,138 44,687 (36,385) 8,302 Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 48 5. Revenue and expenses a. Sales revenue Gold sales Silver sales Total sales revenue b. Cost of sales Royalties Refining and transportation costs Total cost of sales c. Corporate and administration expenses Administration Statutory and professional fees Depreciation Total corporate and administration expenses d. Other income and expenses Net loss on sale of fixed assets Other revenue Total other income and expenses * mainly relates to the payment from TDG of the non-refundable deposit of C$1,500,000. e. Finance costs Interest and finance charges Amortisation of deferred borrowing costs Total finance costs f. Depreciation and amortisation Property, plant and equipment Right-of-use assets Total depreciation and amortisation expenses Included in: Corporate depreciation g. Employee benefits expenses Included in: Care and maintenance expenses Corporate and administration expenses Total employee benefits expenses h. Other items Short-term and low value lease expenses Total other items 2022 $’000 2021 $’000 – – – – – – 5,587 4,900 101 10,588 – *1,758 1,758 1,606 312 1,918 18 83 101 101 695 1,706 2,401 285 285 11,290 1,049 12,339 1,576 53 1,629 4,299 4,078 112 8,489 (1) 119 118 1,386 – 1,386 26 86 112 112 697 1,726 2,423 286 286 Notes to the Financial Statementswww.kingsgate.com.au 6. Income tax a. Income tax expense Current tax Deferred tax Total income tax expense Deferred tax expense included in income tax expense comprises: Decrease/(increase) in deferred tax assets (Decrease)/increase in deferred tax liabilities Deferred tax b. Numerical reconciliation of income tax expense to prima facie tax payable Loss before income tax Tax at Australian rate of 30% Tax effect of amounts not deductible/assessable in calculating taxable income Non-deductible expenses Non-deductible interest expense to preference shareholders Non-assessable unrealised foreign exchange gain Non-assessable other revenue Realised foreign exchange gain on capitalisation of intercompany loan Tax losses not brought to account Income tax expense c. Tax recognised in other comprehensive income Foreign exchange losses recognised directly in foreign currency translation reserves Total tax recognised in other comprehensive income d. Deferred tax liabilities offset Deferred tax assets amounting to $8,615,000 (2021: $9,235,000) have been offset against deferred tax liabilities. e. Unrecognised deferred tax assets and tax liabilities Tax losses – Australian entities Tax losses – other entities Subtotal Unrecognised deferred tax assets 49 2022 $’000 2021 $’000 – – – 620 (620) – (12,420) (3,726) 430 394 (110) – 4,816 (1,805) – – – – – – 8,300 (8,300) – (8,877) (2,663) 624 414 (2,653) (15) – 4,293 – – – 2022 $’000 2021 $’000 291,013 39,209 330,222 94,831 327,239 16,618 343,857 1100,194 1 Amount excludes potential deductible temporary differences in respect of Akara relating to impairment charge recognised in previous year. It is not probable that there will be sufficient future assessable income available against which this deferred tax asset could be utilised. f. Tax consolidation group Kingsgate Consolidated Limited and its wholly owned Australian subsidiary have implemented the tax consolidation legislation as of 1 July 2003. The accounting policy in relation to this legislation is set out in Note 2d. On adoption of the tax consolidation legislation, the entities in the tax-consolidation group entered into a tax sharing agreement which, in the opinion of the Directors, limits the joint and several liabilities of the wholly owned entities in the case of default by the head entity, Kingsgate Consolidated Limited. Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 50 6. Income tax continued The entities have also entered into a tax funding agreement under which the wholly owned entities fully compensate Kingsgate for any current tax payable assumed and are compensated for any current tax receivable and deferred assets relating to the unused tax losses or unused tax credits that are transferred to Kingsgate under the tax legislation. The funding amounts are determined by reference to the amounts recognised in the wholly owned entities’ financial statements. The amount receivable/payable under the tax funding agreement are due upon receipt of the funding advice from the head entity, which is issued as soon as practicable after the end of each financial year. The head entity may also require payment of interim funding amounts to assist with its obligations to pay tax instalments. g. Recognised deferred tax assets and liabilities Deferred tax assets/(liabilities) Employee benefits Unrealised exchange losses/(gains) Other items Financial assets Tax losses Total deferred tax assets/(liabilities) Set off tax Net deferred tax assets/(liabilities) Deferred tax assets/(liabilities) expected to be recovered within 12 months Deferred tax assets/(liabilities) expected to be recovered after more than 12 months Total deferred tax assets/(liabilities) h. Movement in deferred tax balances 2022 Deferred tax assets/(liabilities): Employee benefits Unrealised exchange losses Other items Financial assets Tax losses Net deferred tax assets/(liabilities) 2021 Deferred tax assets/(liabilities): Employee benefits Unrealised exchange losses Other items Financial assets Tax losses Net deferred tax assets/(liabilities) Assets Liabilities Net 2022 $’000 66 8,427 283 321 (482) 8,615 (8,615) – – 8,615 8,615 2021 $’000 50 4,171 150 321 4,543 9,235 (9,235) – – 9,235 9,235 2022 $’000 – (8,615) – – – (8,615) 8,615 – – 2021 $’000 – (9,235) – – – (9,235) 9,235 – – (8,615) (8,615) (9,235) (9,235) 2022 $’000 66 (188) 283 321 (482) – – – – – – 2021 $’000 50 (5,064) 150 321 4,543 – – – – – – Balance at 1 July $’000 Recognised in profit or loss $’000 Balance at 30 June $’000 50 (5,064) 150 321 4,543 – 47 (9,286) 98 321 8,820 – 16 4,876 133 – (5,025) – 3 4,222 52 – (4,277) – 66 (188) 283 321 (482) – 50 (5,064) 150 321 4,543 – Notes to the Financial Statementswww.kingsgate.com.au 7. Cash and cash equivalents Cash on hand Deposits at call Total cash and cash equivalents Cash on hand These are petty cash balances held by subsidiaries. Deposits at call These deposits are at call and may be accessed daily. Risk exposure The Group’s exposure to interest rate risk and a sensitivity analysis for financial assets and liabilities are disclosed in Note 26. 8. Receivables Current Legal fees receivable in respect of the Political Risk Insurance claim Other debtors Total receivables – current Other debtors Other debtors relate to GST/VAT receivables. Risk exposure The Group’s exposure to credit and currency risks are disclosed in Note 26. 9. Other assets Current Prepayments Other deposits Total other assets – current Non-current Prepayments Other deposits Total other assets – non-current 51 2021 $’000 8 9,976 9,984 2021 $’000 825 198 1,023 2022 $’000 7 7,417 7,424 2022 $’000 – 246 246 2022 $’000 2021 $’000 94 204 298 8,859 1,343 10,202 365 206 571 8,133 1,357 9,490 Prepayments Non-current prepayments include prepaid royalties and water rights in respect of the Nueva Esperanza Gold/Silver Project in Chile. Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 52 10. Property, plant and equipment At 1 July Cost Accumulated depreciation and amortisation Accumulated impairment Net book amount Year ended 30 June Opening net book amount Additions Disposals Depreciation and amortisation expense Foreign currency differences Closing net book amount At 30 June Cost Accumulated depreciation and amortisation Accumulated impairment Net book amount 11. Right-of-use assets and lease liabilities Amounts recognised in the consolidated statement of financial position: Right-of-use assets Property Lease liabilities Current Non-current Future lease payments in relation to lease liabilities as at year end are as follows: Within one year Later than one year but not later than five years 2022 $’000 2021 $’000 264,194 (79,883) (184,260) 299,166 (114,816) (184,260) 51 51 21 – (18) 44 98 90 90 3 (1) (26) (15) 51 261,159 (76,801) (184,260) 264,194 (79,883) (184,260) 98 51 2022 $’000 2021 $’000 21 20 – 20 – 104 83 20 89 22 Depreciation of right-of-use assets: The depreciation and amortisation disclosed in the consolidated statement of profit or loss includes the following amount for right-of-use assets: Property (Note 5f) 83 86 Notes to the Financial Statementswww.kingsgate.com.au 53 12. Exploration, evaluation and development Exploration & evaluation $’000 Feasibility expenditure $’000 Mine properties $’000 Total $’000 At 30 June 2020 Cost Accumulated depreciation and amortisation Accumulated impairment Net book amount Year ended 30 June 2021 Opening net book amount Foreign currency exchange differences Closing net book amount At 30 June 2021 Cost Accumulated depreciation and amortisation Accumulated impairment Net book amount Year ended 30 June 2022 Opening net book amount Foreign currency exchange differences Closing net book amount At 30 June 2022 Cost Accumulated depreciation and amortisation Accumulated impairment Net book amount 39,991 – (39,991) – – – – 39,991 – (39,991) – – – – 39,991 – (39,991) – 87,769 – (63,091) 24,678 24,678 (2,071) 22,607 85,698 – (63,091) 22,607 22,607 2,017 24,624 87,715 – (63,091) 24,624 409,046 (118,204) (289,871) 536,806 (118,204) (392,953) 971 25,649 971 (114) 857 25,649 (2,185) 23,464 361,150 (70,422) (289,871) 486,839 (70,422) (392,953) 857 23,464 857 (10) 847 23,464 2,007 25,471 356,904 (66,186) (289,871) 484,610 (66,186) (392,953) 847 25,471 Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 54 13. Payables Current Trade payables Other payables and accruals Total payables – current Non-current Other payables Total payables – non-current 2022 $’000 2021 $’000 953 7,913 8,866 7,402 7,402 565 2,502 3,067 6,723 6,723 The Group’s exposure to currency and liquidity risk related to trade and other payables is disclosed in Note 26. The Group is to required pay Anglo American US$2,000,000 per year in advance pre-production royalties related to the Nueva Esperanza Gold/Silver Project. The Group also has an obligation to pay US$64,800 per month to Anglo American for water rights. During the last financial year, the Group finalised an agreement with Anglo American relating to the deferral of 65% of the fees for both the water rights and project royalty payments which are due from June 2020 until December 2021. These balances are repayable from January 2022 to July 2025. These deferred balances are also repayable immediately under certain conditions including the sale of the Nueva Esperanza Gold/Silver Project. Included in non-current other payable is also a US$3,000,000 contingent consideration for the Nueva Esperanza Gold/Silver Project which is due 24 months after the start of commercial operation. 14. Borrowings Current Secured Bridge Facility Total borrowings – current Non-current Preference shares in controlled entity Total borrowings – non-current Total borrowings Secured Bridge Facility Secured Bridge Facility 2022 $’000 2021 $’000 8,960 8,960 10,915 10,915 19,875 Currency Nominal Interest Year of maturity Face value $’000 – – 11,046 11,046 11,046 Carrying amount $’000 USD 9% Note 1 10,883 8,960 Note 1 – the facility be repaid the earlier of 12 months from the date of the Bridge Facility Agreement or refinancing. On 10 May 2022 a secured Bridge Facility of US$15,000,000 was negotiated with Taurus Mining Finance Fund No.2 L.P. (Taurus). The Bridge Facility will be available to finance general working capital for the Group, costs associated with the recommissioning of the Chatree Project including long lead items required for refurbishment of the Plant, costs associated with the recruitment of senior expatriate technical site personnel and Chatree regional exploration programs. The Bridge Facility is provided subject to security over interests and shares held in Kingsgate’s subsidiaries. The first tranche of US$7,500,000 was drawn on 11 May 2022. The second tranche of US$7,500,000 (A$10,883,000) was undrawn as at 30 June 2022 and subsequently drawn on 22 July 2022. Notes to the Financial Statementswww.kingsgate.com.au 55 Terms of the Bridge Facility include annual interest rate of 9% paid quarterly in arrears, arranging fee of 2% and a commitment fee of 2% on the undrawn amount with the facility to be repaid the earlier of 12 months from the date of the Bridge Facility Agreement or refinancing. The repayment of the loan is also required out of the net proceeds received by the Group from the sale of the Nueva Esperanza Project. Issue of options to Taurus Under the terms of the Bridge Facility, 2,500,000 options were issued to Taurus and have the following conditions attached to them: 〉 each option will entitle the holder to subscribe for one ordinary share of the Company; 〉 options are granted for no consideration; and 〉 options granted under the plan carry no dividend or voting rights. Proceeds received from the exercise of the options must be used to repay the Bridge Facility provided by Taurus. Set out below are summaries of options granted to Taurus: Grant date Expiry date Exercise price ($) Balance at the start of year (Number) Granted during year (Number) Exercised during year (Number) Balance end of year (Number) Vested and exercisable at end of year (Number) The options will expire at the end of its vesting periods. Fair value of options granted 13 May 2022 12 May 2027 $2.00 - 2,500,000 - 2,500,000 2,500,000 The fair value at grant date of the options is determined using the Black-Scholes option pricing model which incorporates the following inputs: Term Exercise price ($) Underlying share price at the date of grant Expected share price volatility over the term of the options Risk free rate for the term of the options (based on Government bond rate) 5 years $2.00 $1.385 65% 3% The assessed fair value of the share options issued was $0.6678 resulting in a value of $1,669,000. The Company is also considering a potential Project Facility of US$30,000,000 with Taurus. It is intended, if the Project Facility is available it will be used to finance the Group’s capital expenditures for the development and recommissioning of Plant #1 and Group working capital requirements. Preference shares in controlled entity Terms and conditions of outstanding preference shares in controlled entity were as follows: Currency Interest rate Financial year of maturity Face value $’000 Carrying amount $’000 Preference shares in controlled entity Thai baht 12% n/a 10,915 10,915 The terms of the preference shares were amended in June 2018 through a change made to the Shareholders Agreement of Akara Resources Public Company Limited resulting in the preference shares being repayable at the earliest on 30 July 2022. During the year ended 30 June 2022 the terms of the Preference Shareholder Agreement, which is between the Preference Shareholder, Akara Resources Public Company Limited (“Akara”) and Kingsgate Capital Pty Ltd relating to Preference Shares issued by Akara were amended. The amendment has extended the date whereby the Preference Shareholder may exercise a put option for the Preference Shares to be repaid at any time commencing from 1 January 2024, by giving a six month written notice of such intention. For more information about the Group’s exposure to interest rate and liquidity risk, see Note 26. Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 56 15. Provisions Current Employee benefits Total provisions – current Non-current Employee benefits Restoration and rehabilitation Total provisions – non-current Movements in the restoration and rehabilitation provision: Restoration and rehabilitation At the beginning of the financial year Foreign currency exchange differences At the end of the financial year 16. Contributed equity Opening balance Payments for share buy-back Payments for share buy-back expenses Closing balance Note 2u, 22 2u, 22 2t 2022 Shares 2021 Shares 221,853,852 (533,399) – 221,853,852 – – 2022 $’000 305 305 407 14,779 15,186 14,955 (176) 14,779 2022 $’000 675,919 (433) (2) 221,320,453 221,853,852 675,484 2021 $’000 249 249 242 14,955 15,197 16,938 (1,983) 14,955 2021 $’000 675,919 – – 675,919 Share buy-back During the year the Company purchased 533,399 shares on-market in order to give Shareholders the option of maintaining all or part of their shareholding, or selling all or part of their shareholding. The buy-back was approved by shareholders at last year’s annual general meeting. The shares were acquired at an average price of $0.82 per share, with prices ranging from $0.80 to $0.84. The total cost of $435,000, including $2,000 of transaction costs, was deducted from shareholder equity. Notes to the Financial Statementswww.kingsgate.com.au 17. Reserves and accumulated losses a) Reserves Foreign currency translation reserve Share-based payment reserve General reserve Total reserves Movements: Foreign currency translation reserve At the beginning of the financial year Exchange differences on translation of foreign controlled entities (net of tax) At the end of the financial year Share-based payment reserve At the beginning of the financial year Share-based payment expense At the end of the financial year General reserve At the beginning of the financial year Net change At the end of the financial year 57 2022 $’000 51,579 10,811 (3,341) 59,049 56,589 (5,010) 51,579 9,142 1,669 10,811 (3,341) – (3,341) 2021 $’000 56,589 9,142 (3,341) 62,390 51,722 4,867 56,589 9,142 – 9,142 (3,341) – (3,341) Foreign currency translation reserve Exchange differences arising on translation of the foreign controlled entities are taken to the foreign currency translation reserve, as described in Note 2b. Share-based payment reserve The share-based payment reserve is used to recognise the fair value of deferred rights, performance rights and options issued but not exercised. The share- based payment reserve also records the value of the equity instrument issued to Taurus as part of the Bridge Facility (refer Note 14). General reserve The general reserve represents changes in equity as a result of changes in non-controlling interests and revaluation of employee benefit obligations recog- nised in other comprehensive income in prior periods. (b) Accumulated losses At the beginning of the year Net loss attributable to members of Kingsgate Consolidated Limited At the end of the financial year 2022 $’000 2021 $’000 (730,007) (12,420) (721,130) (8,877) (742,427) (730,007) Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 58 18. Commitments for expenditure Short-term and low value leases Within one year Total short-term and low value leases 2022 $’000 2021 $’000 – – 21 21 In addition to the table above, the Group is also to pay Anglo American US$2,000,000 per year in advance pre-production royalties related to the Nueva Esperanza Gold/Silver Project. The Group also has an obligation to pay US$64,800 per month to Anglo American for water rights. The water rights have been extended to December 2024. 19. Controlled entities Entity Parent Entity Kingsgate Consolidated Limited Subsidiaries Dominion Mining Limited Gawler Gold Mining Pty Ltd Kingsgate Treasury Pty Ltd Kingsgate Capital Pty Ltd Kingsgate Chile NL Laguna Exploration Pty Ltd Akara Resources Public Company Limited Issara Mining Limited Suan Sak Patana Ltd Phar Mai Exploration Ltd Richaphum Mining Ltd Phar Lap Ltd Phar Rong Ltd Asia Gold Ltd Laguna Resources Chile Ltda Minera Kingsgate Limitada 20. Dividends Equity holding Country of Incorporation Class of shares 2022 % 2021 % Australia Australia Australia Australia Australia Australia Thailand Thailand Thailand Thailand Thailand Thailand Thailand Mauritius Chile Chile Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary Ordinary 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 No final dividend was declared for the year ended 30 June 2021 (30 June 2020: nil). No interim dividend was declared for the year ended 30 June 2022 (30 June 2021: nil). 21. Related parties Transaction with related parties Information on remuneration of Directors and Key Management Personnel is disclosed in Note 27 and the Remuneration Report. Controlling entity The ultimate parent entity of the Group is Kingsgate Consolidated Limited. Notes to the Financial Statementswww.kingsgate.com.au 22. Employee benefits Employee benefits and related on-costs liabilities Provision for employment benefits – current Provision for employee benefits – non-current Total employee provisions 59 2022 $’000 2021 $’000 305 407 712 249 242 491 Superannuation The Group makes contributions on behalf of employees to externally managed defined contribution superannuation funds. Contributions are based on percentages of employee wages and salaries and include any salary-sacrifice amounts. Contributions to defined contribution plans for 2022 were $149,000 (2021: $127,000). 23. Reconciliation of loss after income tax to net cash flow from operating activities Loss for the year Depreciation and amortisation Net loss on sale of fixed assets Amortisation of deferred borrowing costs Net exchange differences Non-refundable proceeds from the sale of Nueva Esperanza Project Change in operating assets and liabilities: (Increase)/decrease in receivables (Increase)/decrease in prepayments Increase/(decrease) in creditors Increase/(decrease) in provisions Net cash outflow from operating activities Net (debt)/cash and cash equivalents reconciliation Cash and cash equivalents Borrowings - repayable within one year Borrowings - repayable after one year Net (debt)/cash and cash equivalents Cash and cash equivalents Gross debt – fixed interest rates Gross debt – nil interest rates Net (debt)/cash and cash equivalents 2022 $’000 (12,420) 101 – 312 (404) (1,644) 790 270 (995) 214 2021 $’000 (8,877) 112 1 – 3,845 – (739) (6) 1,217 25 (13,776) (4,422) 7,424 (8,980) (10,915) (12,471) 7,424 (19,875) (20) (12,471) 9,984 (83) (11,066) (1,165) 9,984 (11,046) (103) (1,165) Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 60 23. Reconciliation of loss after income tax to net cash flow from operating activities continued Net cash and cash equivalents/(debt) as at 30 June 2020 Cash flows Foreign exchange adjustments Other non-cash movements Net cash and cash equivalents/(debt) as at 30 June 2021 Cash flows Foreign exchange adjustments Other non-cash movements Cash $’000 15,569 (5,666) 81 – 9,984 (2,563) 3 – Borrowing from Taurus due within 1 year Preference shares in controlled entity due after 1 year Lease liabilities due within 1 year Lease liabilities due after 1 year $’000 $’000 $’000 $’000 Total $’000 – – – – – (10,110) (207) 1,357 (12,520) – 1,474 – (11,046) – 131 – (86) 86 – (83) (83) 83 – (20) (20) (103) 2,860 – – 83 (20) – – 20 – (5,580) 1,555 – (1,165) (12,590) (73) 1,357 (12,471) Net cash and cash equivalents/(debt) as at 30 June 2022 7,424 (8,960) (10,915) 24. Events occurring after reporting date No matter or circumstance has arisen since 30 June 2022 that has significantly affected, or may significantly affect: 〉 〉 〉 the Group’s operations in future financial periods; the results of those operations in future financial periods; or the Group’s state of affairs in future financial periods. 25. Contingent assets and liabilities In March 2019, Kingsgate settled a Political Risk Insurance claim against Zurich Insurance Australia Ltd, and other named insurers. The settlement consisted of: 〉 〉 a cash payment of US$55,000,000 received in April 2019; a requirement for the Insurers to contribute a total of US$3,500,000 and A$750,000 of future costs incurred towards the Thailand- Australia Free Trade Agreement (TAFTA) Arbitration. To the extent that any amount is recovered by Kingsgate (being Kingsgate Consolidated Limited and/or Kingsgate Capital Pty Ltd) in connection with the TAFTA Arbitration, the Award Proceeds (meaning “any monetary amount finally received under, or from enforcement of, an Arbitral Award”) or any amount received by Kingsgate following a negotiated settlement or compromise of the TAFTA Arbitration, the settlement allows for a sharing arrangement between Kingsgate and the Insurers. The Insurers are only entitled to the amount of their original financial contribution including interest. The Group had no other contingent assets or liabilities at 30 June 2022 that is required to be reported. At the time of preparing this financial report some companies included in the Group are parties to pending legal proceedings. The Directors have determined that the possibility of any outflow in settlement resulting from these proceedings is remote. Notes to the Financial Statementswww.kingsgate.com.au 61 26. Financial risk management and instruments The Group’s activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk, fair value risk and interest rate risk), credit risk and liquidity risk. At this point, the Directors believe that it is in the interest of shareholders to expose the Group to foreign currency risk and interest rate risk. Therefore, the Group does not employ any derivative hedging of foreign currency or interest rate risks. The Directors and management monitors these risks, in particular market forecasts of future movements in foreign currency and, if it is to be believed to be in the best interests of shareholders, will implement risk management strategies to minimise potential adverse effects on the financial performance of the Group. The Board provides written principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, credit risk, and investment of excess liquidity. Risk management is carried out by the senior executive team. Financial assets Cash and cash equivalents Receivables Other deposits Total financial assets Financial liabilities Payables Borrowings Lease liabilities Total financial liabilities Market risk Foreign exchange risk 2022 $’000 7,424 246 1,547 9,217 (16,268) (19,875) (20) (36,163) 2021 $’000 9,984 1,023 1,563 12,570 (9,790) (11,046) (103) (20,939) The Group operates internationally and is exposed to foreign exchange risk arising from currency exposures, primarily with respect to the US dollar and Thai baht and as discussed earlier, no financial instruments are employed to mitigate the exposed risks. This is the Group’s current policy and it is reviewed regularly including forecast movements in these currencies by management and the Board. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the functional currency of the relevant group entity. Currently foreign exchange risks arise primarily from: 〉 cash balances in US dollars; 〉 receivables denominated in US dollars for Australian entities; and 〉 payables denominated in Australian dollars for Thailand entities. The functional currency of the Thai subsidiaries is Thai baht. The functional currency of the Chilean subsidiaries is the US dollar. The Company’s functional currency is Australian dollar. The Group’s exposure to US dollar and Thai baht foreign currency risk arises mainly from balances receivable and payable between Group companies which are not considered to form part of the related investment balance in the entities. The unrealised foreign exchange gain/loss on these balances is therefore recorded in the statement of profit or loss of the Group. At the reporting date, expressed in Australian dollars these balances were as follows: USD 2022 $’000 THB 2022 $’000 Total 2022 $’000 USD 2021 $’000 THB 2021 $’000 Total 2021 $’000 Cash and cash equivalents Receivables Payables Borrowing Total exposure to foreign currency risk 962 1,889 (6,887) (10,883) (14,919) – 75,964 (75,964) – 962 77,853 (82,851) (10,883) 15 124,282 (126,420) – – 74,542 (74,542) – 15 198,824 (200,962) – – (14,919) (2,123) – (2,123) Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 62 26. Financial risk management and instruments continued One cent weakened in Australian dollar against the US dollar One cent strengthened in Australian dollar against the US dollar One cent weakened in Australian dollar against the Thai baht One cent strengthened in Australian dollar against the Thai baht Impact on post tax loss Impact on other comprehensive income 2022 $’000 129 (126) 706 (707) 2021 $’000 1,255 (1,231) 703 (704) 2022 $’000 129 (126) 899 (896) 2021 $’000 1,255 (1,231) 898 (895) Interest rate risk The Group’s exposure to interest rate risk for classes of financial assets and financial liabilities, at 30 June 2022 and 30 June 2021 are set out as follows: Fixed interest rate maturing in Floating interest rate $’000 1 year or less $’000 1–2 years $’000 2–5 years $’000 Non-interest bearing $’000 Total $’000 2022 Financial assets Cash and cash equivalents Receivables Other deposits Total financial assets Financial liabilities Payables Borrowings Lease liabilities Total financial liabilities Net financial assets/(liabilities) 2021 Financial assets Cash and cash equivalents Receivables Other deposits Total financial assets Financial liabilities Payables Borrowings Lease liabilities Total financial liabilities 6,155 – 1,356 7,511 – – – – 7,511 9,976 – 1,370 11,346 – – – – Net financial assets/(liabilities) 11,346 – – – – (1,810) (8,960) – (10,770) (10,770) – – – – (614) – – (614) (614) – – – – (1,339) (10,915) – (12,254) (12,254) – – – – (1,230) (11,046) – (12,276) (12,276) – – – – (1,710) – – (1,710) (1,710) – – – – (2,697) – – (2,697) (2,697) 1,269 246 191 1,706 (11,409) – (20) (11,429) 7,424 246 1,547 9,217 (16,268) (19,875) (20) (36,163) (9,723) (26,946) 8 1,023 193 1,224 (5,249) – (103) (5,352) (4,128) 9,984 1,023 1,563 12,570 (9,790) (11,046) (103) (20,939) (8,369) Notes to the Financial Statementswww.kingsgate.com.au 63 Credit risk Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as credit exposures to customers including, outstanding receivables and committed transactions. The Group has no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying value of the Group’s financial assets in the statement of financial position. The maximum exposure to credit risk at reporting date was: Cash and cash equivalents Receivables Other deposits Total exposure to credit risk at year end 2022 $’000 7,424 246 1,547 9,217 2021 $’000 9,984 1,023 1,563 12,570 Liquidity risk The Group’s liquidity requirements are based upon cash flow forecasts. Liquidity management, including debt/equity management, is carried out under policies approved by the Board and forecast material liquidity changes are discussed at Board meetings. The following table analyses the Company’s financial assets and liabilities into relevant maturity groupings based on the remaining period at the reporting date. The amounts disclosed are the contractual undiscounted cash flows. The borrowings of the Group are repayable on demand, however the contractual amounts for borrowings also include the interests that are expected to be repaid until the repayment of these debts based on the cash flow forecast prepared by the Group. 2022 Payables Borrowings Lease liabilities Total financial liabilities 2021 Payables Borrowings Lease liabilities Total financial liabilities Carrying amount $’000 16,268 19,875 20 36,163 9,790 11,046 103 20,939 1 year or less $’000 8,866 12,863 20 21,749 3,067 1,324 83 4,474 1–2 years $’000 2–5 years $’000 Total $’000 11,338 11,554 – 12,892 – 11,140 20 11,160 16,283 – – 6,283 18,018 – – 8,018 16,487 24,417 20 40,924 11,085 12,464 103 23,652 1 Related to pre-production royalties and water rights payable in respect of the Nueva Esperanza Gold/Silver Project in Chile and the contingent consideration (refer Note 13). Notes to the Financial StatementsNotes to the Financial Statementscontinuedu 64 27. Key management personnel disclosures Executive Chairman Ross Smyth-Kirk Executive Chairman Non-Executive Directors Peter Alexander Non-Executive Director Peter Warren Non-Executive Director Key Management Personnel Compensation Short-term employee benefits Post-employment benefits Total Key Management Personnel compensation 28. Auditors’ remuneration Audit and other assurance services PricewaterhouseCoopers Australian Firm Audit and review of the financial reports Related Practices of PricewaterhouseCoopers Australian Firm Audit and review of the financial statements Total remuneration for audit services Other Services PricewaterhouseCoopers Australian Firm Service fee on sale of Nueva Esperanza Project to TDG Related Practices of PricewaterhouseCoopers Australian Firm Other services Total remuneration for non-audit related services Taxation services PricewaterhouseCoopers Australian Firm Tax compliance services Nueva Esperanza tax advice Related practices of PricewaterhouseCoopers Australian Firm Tax compliance services Tax investigation services Other – review refining contract Total remuneration for tax related services 2022 $ 554,815 41,568 596,383 2021 $ 558,693 30,780 589,473 2022 $ 2021 $ 301,000 279,000 74,107 61,845 375,107 340,845 16,500 1,239 17,739 27,000 82,440 16,467 – 12,392 – – – 12,000 – 33,820 11,775 138,299 57,595 Notes to the Financial Statementswww.kingsgate.com.au s t n e m e t a t S l i i a c n a n F e h t o t s e t o N 65 2022 Cents (5.61) $’000 (12,420) 2021 Cents (4.00) $’000 (8,877) Number Number 221,338,363 – 221,853,852 – 221,338,363 221,853,852 29. Earnings per share Basic and diluted loss per share Net loss used to calculate basic and diluted earnings per share Weighted average number of ordinary shares used as the denominator: basic Adjustment for dilutive effect Weighted average number of ordinary shares used as the denominator: diluted 30. Parent entity financial information As at, and throughout the financial year ending 30 June 2022, the parent entity of the Group was Kingsgate Consolidated Limited. Summary of financial information Results of parent entity Loss for the year Other comprehensive loss Total comprehensive losses Financial position of parent entity at year end Current assets Total assets Current liabilities Total liabilities Total equity of the parent entity comprising: Issued capital Reserve Accumulated losses Total equity 2022 $’000 (20,345) – (20,345) 7,384 31,663 92,376 92,376 2021 $’000 (6,214) – (6,214) 11,049 38,561 80,140 80,163 675,484 10,432 (746,629) 675,919 8,763 (726,284) (60,713) (41,602) Contingent liabilities of the parent entity There are cross guarantees given by Kingsgate Consolidated Limited, Dominion Mining Limited and Gawler Gold Mining Pty Ltd as described in Note 31. No liability was recognised by the parent entity or the Group in relation to this guarantee, as the fair value of the guarantees is immaterial. As at 30 June 2022, the parent entity had no contractual commitments for the acquisition of property, plant or equipment. Notes to the Financial Statementscontinuedu 66 Notes to the Financial Statements 31. Deed of cross guarantee Pursuant to ASIC Corporations (Wholly-owned Companies) Instrument 2016/785, the wholly owned subsidiaries listed below are relieved from the Corporations Act 2001 requirements for preparation, audit and lodgement of financial reports, and Directors’ Reports. It is a condition of the Class Order that the Company and each of the subsidiaries enter into a Deed of Cross Guarantee (“Deed”). The effect of the Deed is that the Company guarantees to each creditor payment in full of any debt in the event of the winding up of any of the subsidiaries under certain provisions of the Corporations Act 2001. If a winding up occurs under other provisions of the Corporations Act 2001, the Company will only be liable in the event that after six months any creditor has not been paid in full. The subsidiaries have also given similar guarantees in the event that the Company is wound up. The subsidiaries subject to the Deed are: 〉 Dominion Mining Limited; and 〉 Gawler Gold Mining Pty Ltd. The above companies represent a ‘closed group’ for the purpose of the Class Order, and as there are no other parties to the Deed of Cross Guarantee that are controlled by Kingsgate Consolidated Limited, they also represent the ‘extended closed group’. A consolidated statement of profit or loss and other comprehensive income, a summary of movements in consolidated accumulated losses, and consolidated statement of financial position, comprising the Company and controlled entities which are a party to the Deed, after eliminating all transactions between parties to the Deed of Cross Guarantee, is set out as follows: Statement of profit or loss and other comprehensive income Corporate and administration expenses Other income and expenses Foreign exchange (loss)/gain Impairment losses – Nueva Esperanza Project Intercompany loan (write-off)/ forgiveness Loss before financial costs and income tax Finance income Finance costs Net finance costs Loss before income tax Income tax expense Loss after income tax Total comprehensive loss for the year Loss attributable to: Owners of Kingsgate Consolidated Limited Total comprehensive loss attributable to: Owners of Kingsgate Consolidated Limited Summary of movements in consolidated retained earnings Accumulated losses At the beginning of the financial year Loss for the year At end of the financial year 2022 $’000 (4,876) 6,144 13,665 (3,238) (31,556) (19,861) 2 (488) (486) (20,347) – (20,347) (20,347) 2021 $’000 (4,331) 6,048 (15,083) – 5,855 (7,511) 34 (5) 29 (7,482) – (7,482) (7,482) (20,347) (7,482) (20,347) (7,482) (727,360) (20,347) (719,878) (7,482) (747,707) (727,360) www.kingsgate.com.au Statement of financial position ASSETS Current assets Cash and cash equivalents Receivables Other assets Total current assets Non-current assets Property, plant and equipment Investment in subsidiaries Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities Payables Provisions Borrowings Total current liabilities Non-current liabilities Provisions Total non-current liabilities TOTAL LIABILITIES NET LIABILITIES EQUITY Contributed equity Reserves Accumulated losses TOTAL EQUITY 67 Notes to the Financial Statements 2022 $’000 2021 $’000 s t n e m e t a t S l i i a c n a n F e h t o t s e t o N 7,230 72 87 7,389 8 24,271 24,279 31,668 83,200 220 8,960 92,380 – – 92,380 (60,712) 9,793 900 364 11,057 3 27,509 27,512 38,569 79,979 166 - 80,145 23 23 80,168 (41,599) 675,484 10,432 (746,628) 675,919 8,763 (726,281) (60,712) (41,599) 68 Directors’ Declaration Directors’ Declaration In the Directors’ opinion: a) the financial statements and notes that are set out on pages 34 to 67 and the Remuneration Report in the Directors’ Report, are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its performance for the financial year ended on that date; and (ii) complying with Australian Accounting Standards, the Corporation Regulations 2001 and other mandatory professional reporting requirements. 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 at the date of this declaration, there are reasonable grounds to believe that the members of the extended closed group identified in Note 31 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 31. b) c) Note 1 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 required by section 295A of the Corporations Act 2001 from the Executive Chairman and Chief Financial Officer for the financial year ended 30 June 2022. This declaration is made in accordance with a resolution of the Directors. Ross Smyth-Kirk OAM Director Dated at Sydney on 30 September 2022 On behalf of the Board www.kingsgate.com.au Independent Auditor’s Report 69 Independent Auditor’s Report t r o p e R s ’ r o t i d u A t n e d n e p e d n I Independent auditor’s report To the members of Kingsgate Consolidated Limited Report on the audit of the financial report Our opinion In our opinion: The accompanying financial report of Kingsgate Consolidated Limited (the Company) and its controlled entities (together the Group) is in accordance with the Corporations Act 2001, including: (a) giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its financial performance for the year then ended (b) complying with Australian Accounting Standards and the Corporations Regulations 2001. What we have audited The Group financial report comprises: 〉 〉 〉 〉 〉 〉 the consolidated statement of financial position as at 30 June 2022 the consolidated statement of changes in equity for the year then ended the consolidated statement of cash flows for the year then ended the consolidated statement of profit or loss and other comprehensive income for the year then ended the notes to the consolidated financial statements, which include significant accounting policies and other explanatory information the directors’ declaration. continuedu 70 Independent Auditor’s Report 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence 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. Material uncertainty related to going concern We draw attention to Note 1 (a) “Going concern and material uncertainty” in the financial report, which indicates that the Group is in a net current liability position and net liabilities position, does not have any cash generating activities and does not have sufficient cash currently available to fulfill its obligations falling due within 12 months from the date of this report. As highlighted in Note 1 (a), the Group’s ability to continue as a going concern is dependent on successfully completing an equity raising, and/or deferring if necessary, the Chatree Plant#2 refurbishment schedule and managing the balances owed to creditors and/or negotiating and implementing further financing facilities in order to successfully reopen the Chatree Gold Mine. These conditions, along with other matters set forth in Note 1 (a), indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. Our audit approach An audit is designed to provide reasonable assurance about whether the financial report is free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial report. We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial report as a whole, taking into account the geographic and management structure of the Group, its accounting processes and controls and the industry in which it operates. www.kingsgate.com.au 71 Independent Auditor’s Report t r o p e R s ’ r o t i d u A t n e d n e p e d n I Materiality Audit scope Key audit matters 〉 Amongst other relevant topics, we communicated the following key audit matters to the Audit and Risk Committee: 〉 Carrying amount of assets and liabilities associated with the Chatree Gold Mine. 〉 〉 Impairment indicator assessment of exploration and evaluation assets Nueva Esperanza Gold/Silver Project. These are further described in the Key audit matters section of our report, except for the matter which is described in the material uncertainty related to going concern section. 〉 For the purpose of our audit, we used overall Group materiality of $0.4 million, which represents approximately 1% of the Group’s total assets. 〉 We applied this threshold, together with qualitative considerations, to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on the financial report as a whole. 〉 We chose the Group’s total assets because, in our view, it is the benchmark which best reflects the expected requirements of users of the Group’s financial statements. 〉 We chose total assets as the materiality benchmark rather than a profit measure given the closure of the Chatree Gold Mine and the Group’s focus on the possible sale of the Nueva Esperanza Gold/ Silver Project. 〉 We utilised a 1% threshold based on our professional judgement, noting it is within the range of commonly acceptable thresholds. 〉 Our audit focused on where the Group made subjective judge- ments; for example, significant accounting estimates involving assumptions and inherently uncertain future events. 〉 〉 〉 The Australian engagement team directed the involvement of the Thai component audit team, which performed specified audit procedures on the financial information of Akara Resources Public Company Limited. The component auditor in Chile, operating under instructions, also performed specified audit proce- dures over the Group’s Chilean operations’ financial information. The Australian engagement team determined the required level of involvement in the work performed by the Thai and Chilean component audit teams, in order to be satisfied that sufficient appropriate audit evidence had been obtained for our opinion on the Group financial statements as a whole. continuedu 72 Independent Auditor’s Report 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. The key audit 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. Further, any commentary on the outcomes of a particular audit procedure is made in that context. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matter(s) described below to be the key audit matters to be communicated in our report. Key audit matter How our audit addressed the key audit matter Carrying amount of assets and liabilities associated with the Chatree Gold Mine (Refer to Note 1(a), 3(i) and 3(ii)) The Group’s Chatree Gold Mine in Thailand was placed on care and maintenance due to a decision made by the Thai Government to cease all gold mining activities in Thailand by 31 December 2016. Except for some assets that may be realised independently of re-opening the mine, all assets of the Chatree Gold Mine have been impaired to a nil value. At that time, the Group also revised the Chatree Gold Mine’s restoration and rehabilitation liability to reflect the premature closure of the mine. The total rehabilitation liability, amounting to $14.8 million at 30 June 2022 is based on management’s rehabilitation plan which is a revision from the initial plan submitted to the Thai Authorities in 2007. The Group commenced arbitral proceedings against the Kingdom of Thailand under the Thailand-Australia Free Trade Agreement in order to be compensated for the losses it has incurred as a result of the expropriation of the Chatree Gold Mine by the Thai Government. The carrying amount of assets and liabilities of the Chatree Gold Mine and associated disclo- sures were considered to be a key audit matter because there remains significant uncertainty in respect of the rights and obligations of the Group in relation to the mine and the magnitude of a potential reversal of impairment, changes in the rehabilitation liability and potential recognition of contingent assets on the financial statements. We updated our understanding in respect of the situation regarding the Chatree Gold Mine by making enquiries of management and the directors as to their knowledge and understanding of the situation and by reading selected material correspondence on this matter which included key elements of the legal claim lodged by the Group against the Thai Government. We assessed the adequacy of the overall accounting position adopted by the Group at 30 June 2022 as described in Notes 3 (i) and 3 (ii) in respect of the carrying amount of assets and liabilities and evaluated the adequacy of the disclosures in light of the requirements of the Australian Accounting Standards. In respect of the carrying amount of the assets associated with the Chatree Gold Mine, we: 〉 〉 assessed the Group’s judgement as to whether the circumstances that led to the previously recognised impairment charge have changed and whether a reversal of this impairment should be recognised; and assessed if other assets which have been recognised at their short- term realisable value have a carrying amount based on supportable assumptions. In respect of the carrying amount of the liabilities associated with the Chatree Gold Mine, we assessed the Group’s restoration and rehabili- tation plans prepared in the context of the premature closure of the mine and the overall accounting position adopted by the Group at year end in respect of the Chatree Gold Mine’s obligations. We considered the status of the legal claims of the Group against the Thai Government in light of the requirement to disclose contingent assets and liabilities in the financial statements in accordance with Australian Accounting Standards. www.kingsgate.com.au 73 Independent Auditor’s Report Key audit matter How our audit addressed the key audit matter Impairment indicator assessment of exploration and evaluation assets Nueva Esperanza Gold/Silver Project (Refer to Note 1(a) and 3 (iii)) The impairment indicator assessment of the exploration and evaluation assets for the Nueva Esperanza Gold/Silver Project was a key audit matter given the significance of the carrying value of this CGU ($23.0 million as at 30 June 2022, the largest non-current asset in the balance sheet) and given the impairment charge recorded in the 2019 financial year ($33.4 million). The impairment indicator (and the potential reversal of impairment) assessment is also subject to significant judgements by the Group as described in the Note 3 (iii) to the financial statements. We considered the Group’s impairment indicator assessment for the Nueva Esperanza Gold/Silver Project and its conclusion that no impairment indicators, nor indicators for impairment loss reversal existed at balance sheet date. In respect of the impairment indicator assessment, we: 〉 evaluated if the Group identified and considered the relevant internal and external factors in its assessment; 〉 obtained and discussed with the directors the offer for the acquisition of the Project and the status of any discussions with the bidder; 〉 obtained and reviewed evidence around recent developments for the Nueva Esperanza Gold/Silver Project; and 〉 considered the Groups’ market capitalisation at balance sheet date compared with the net assets of the Group. We evaluated the adequacy of the disclosures made in Note 3 (iii), including those regarding the key internal and external factors considered in light of the requirements of Australian Accounting Standards. t r o p e R s ’ r o t i d u A t n e d n e p e d n I Other information The directors are responsible for the other information. The other information comprises the information included in the annual report for the year ended 30 June 2022, but does not include the financial report and our auditor’s report thereon. Prior to the date of this auditor’s report, the other information we obtained included the Corporate Information and the Directors’ report (including the remuneration report). We expect the remaining other information to be made available to us after the date of this auditor’s report. Our opinion on the financial report does not cover the other information and we do not and will not express an opinion or any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information 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 other information not yet received, 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 to take. 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 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 have no realistic alternative but to do so. continuedu 74 Independent Auditor’s Report 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 the financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our auditor’s report. Report on the remuneration report Our opinion on the remuneration report We have audited the remuneration report included in pages 27 to 32 of the directors’ report for the year ended 30 June 2022. In our opinion, the remuneration report of Kingsgate Consolidated Limited for the year ended 30 June 2022 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. PricewaterhouseCoopers Craig Thomason Partner Sydney 30 September 2022 www.kingsgate.com.au 75 Shareholder Information n o i t a m r o f n I l r e d o h e r a h S Number of shareholders of fully paid ordinary shares 4,016 2,578 826 1,163 255 8,838 Number of shares 19,928,748 16,122,563 10,640,383 9,212,059 8,321,662 4,996,944 4,696,907 4,046,861 2,600,000 2,192,636 2,060,009 2,000,000 1,709,400 1,700,000 1,600,000 1,531,223 1,401,004 1,319,087 1,190,000 1,133,953 Percentage 9.00 7.28 4.81 4.16 3.76 2.26 2.12 1.83 1.17 0.99 0.93 0.90 0.77 0.77 0.72 0.69 0.63 0.60 0.54 0.51 Shareholder Information as at 16 September 2022 Distribution of equity securities Size of Holding 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 + Total 20 largest shareholders Below are the 20 largest shareholders of quoted ordinary shares: Shareholder 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 HSBC Custody Nominees (Australia) Citicorp Nominees Pty Limited BNP Paribas Noms Pty Ltd BNP Paribas Nominees Pty Ltd (Clearstream) BNP Paribas Nominees Pty Ltd (Retail) Arinya Investments Pty Ltd Merrill Lynch (Australia) Nominees Pty Limited Brispot Nominees Pty Ltd Clawson Holdings Pty Ltd Andrew Lenox Hewitt Ian Gillespie-Jones Jay Evan Dale Hughes HSBC Custody Nominees (Australia) Limited – A/C 2 Wyong Rugby League Club Ltd Philip Storr Merrill Lynch (Australia) Nominees Pty Limited HSBC Custody Nominees (Australia) Limited Frank Markert Pty Ltd Dr Larry Jordan Twisted Corporation Pty Ltd Voting rights – Ordinary shares On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote. 76 Corporate Information Corporate Information Kingsgate Consolidated Limited ABN 42 000 837 472 Directors Ross Smyth-Kirk Executive Chairman Peter Alexander Non-Executive Director Peter Warren Non-Executive Director Company Secretary Paul Mason Stock Exchange Listing Kingsgate Consolidated Limited is a company limited by shares, listed on the Australian Securities Exchange (ASX) under the code KCN. The Company’s shares also trade in the United States of America over-the-counter (OTC) as an American Depository Receipt (ADR) under the code OTC: KSKGY. Registered Office and Principal Business Address Kingsgate Consolidated Limited Suite 2, Level 23, 20 Bond Street Sydney NSW 2000 Australia +61 2 8256 4800 Tel: Email: info@kingsgate.com.au Web: www.kingsgate.com.au Thailand Office Akara Resources Public Company Limited No. 99 Moo 9, Tambon Khao Chet Luk Amphur Thap Khlo Phichit 66230 Thailand Tel: Fax: +66 56 614 500 +66 56 614 190 Share Registry Link Market Services Limited Level 12, 680 George Street Sydney NSW 2000 Australia Postal address: Locked Bag A14 Sydney South NSW 1235 Australia +61 1300 554 474 +61 2 9287 0303 Tel: Fax: Email: registrars@linkmarketservices.com.au Web: www.linkmarketservices.com.au Auditor PricewaterhouseCoopers One International Towers Sydney Watermans Quay Barangaroo NSW 2000 Australia Tel: Fax: +61 2 8266 0000 +61 2 8266 9999 www.kingsgate.com.au 77 Design & Production > APM Graphics Management > 1800 806 930 Suite 2, Level 23 20 Bond Street Sydney NSW 2000 Australia +61 2 8256 4800 Tel: Email: info@kingsgate.com.au Web: www.kingsgate.com.au