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Annual Report 2023

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2023 Annual report CONTENTS About Resolute From the Chairman Resolute’s Purpose and Values From the CEO Highlights Board of Directors and Leadership Team Sustainability at Resolute Operations Review Ore Reserves and Mineral Resources Financial Review Risk Management Corporate Governance Financial Report Corporate Directory 1 2 3 4 5 6 11 13 25 29 33 39 43 112 SCOPE OF THIS REPORT Resolute Mining Limited’s 2023 Annual report presents the Company’s operating and financial results for the period from 1 January 2023 to 31 December 2023. It has been prepared for stakeholders in line with statutory and regulatory reporting obligations. Resolute is a successful gold focused mining company. This report outlines Resolute’s operational and financial performance and details the Company’s efforts in 2023 to deliver long-term value to stakeholders in a manner that reflects company values. All references to Resolute, the Company, we, us and our, refer to Resolute Mining Limited (ABN 39 097 088 689) and its subsidiaries. All dollar figures are in US dollars currency, unless otherwise stated. All references to 2023 are for the 12-month period from 1 January 2023 to 31 December 2023, unless otherwise stated. About Resolute RESOLUTE IS AN EXPERIENCED EXPLORER, DEVELOPER AND OPERATOR OF GOLD MINES. Resolute currently owns two producing gold mines, the Syama Gold Mine in Mali (Syama) and the Mako Gold Mine in Senegal (Mako). Mako is an open pit gold mine which Resolute has owned and operated since August 2019, which is expected to produce between 140,000-150,000 ounces of gold in 2024. The Company’s Global Mineral Resource of 11.2Moz is based on the most recent Ore Reserve and Mineral Resource update included in this report. The Company is also active in exploration with drilling campaigns underway across its African tenements with a focus on Mali, Senegal and Guinea. Syama is a robust, long-life asset which is expected to produce between 205,000-215,000 ounces of gold in 2024 from existing processing and mining infrastructure. The Company trades on the Australian Securities Exchange (ASX) and the London Stock Exchange (LSE) under the ticker RSG. 2023 AT A GLANCE Revenue $631million Operating Cash Flow 107million Cash and Bullion(*) $85million (*) These balances are non-IFRS information and have not been audited. EBITDA(*) $161million Net Profit After Tax $92million Net Cash(*) $14million RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 1 From the Chairman GROWING UNDERLYING PROFITABILITY “Resolute continued to move forward in 2023 demonstrating a growing underlying profitability through its improved operational platform. This combined with a strengthened balance sheet has enabled the Company to lift its head as we move into 2024. We are excited by the potential at Syama, starting with the near-term Phase 1 Sulphide Conversion Project, as well as our initial exploration success at Tomboronkoto in Senegal, and believe these can deliver considerable value for our shareholders.” The fundamental focus for management over the twelve months remained on improving our operational base and setting the path to lower all-in sustaining costs, while at the same time delineating our sulphide resource at Syama North, continuing expansion at Syama, and further exploration in Senegal and Guinea. It feels that in 2023 we have turned the corner in both an operational and financial sense. The results of the relentless focus on our operational capabilities over the past three years now allows us to move forward to address organic expansion opportunities, and the space to consider the wider strategic landscape. This progress has been made notwithstanding a macro and socioeconomic environment in that part of West Africa in which we operate that remains difficult and continues to negatively impact the investment climate and market value of the Company. Despite the issues, our operations have worked through any difficulties and no production has been lost. Furthermore, relationships with national governments have remained constructive with a willingness to co-operate in the best interest of all stakeholders. We are pleased with what has been achieved at Syama, particularly given the challenge it had proved for previous owners. While there is much work still to be done, a path to a significantly larger long-term gold mine, with concomitant operational efficiencies, is becoming more visible now. The Syama North resource provides optionality and scale, this before one considers further the Nafolo and Tabakoroni underground options. At Mako there was another year of delivering to plan operationally while also focused on extending the mine life. It is pleasing to note that changes to in- country management have resulted in our gaining access to drill prospective areas near our plant, including Tomboronkoto where we have announced a maiden Mineral Resource Estimate in January 2024. With access now to other prospective licenses potentially within trucking distance of the plant, we are hopeful the next 12 months will provide visibility to the potential of extended operations at Mako. We have continued to move the geographic balance of our teams towards our operations. A conscious push to place local or other African country nationals into senior positions in our operations, providing ‘on the ground’ local leadership, together with centralised support being moved into the same time zone, is providing visible benefits. The renewal of our C-suite management was completed this year with the appointment of Chris Eger who joined as CFO. In addition to his financial and accounting experience Chris brings a business development mindset to Terry’s team. At the board level a refresh process was initiated after formal review, with Keith Marshall joining as non-executive director earlier in 2023 to bring relevant mining skills. The recent appointment of Adrienne Parker adds key legal and additional risk management experience to the board. At the same time, I would like to recognise the contribution of Mark Potts, who has resigned from the board. Mark’s attention to detail as Chair of the Remuneration Committee and the value he has contributed with his diverse experience from the tech industry is well recognised by board colleagues – we wish him the best as he concentrates on his growing tech portfolio. In 2023 we maintained a strong operational ESG performance, distributing over $575 million of economic value in Senegal and Mali through our operations. We continued to record zero significant environmental or community incidents, and our TRIFR of 1.71 per million hours worked remains below industry average. Elsewhere on ESG matters we were assured as conformant with the World Gold Council’s Responsible Gold Mining Principles and Conflict Free Gold Standard, whilst also 2 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Martin Botha, Chairman achieving group level ISO 14001 and ISO 45001 certification. Regarding inorganic growth we are cognisant of only pursuing opportunities that deliver accretive value for Resolute shareholders. While several opportunities were assessed over the year none were deemed sufficiently attractive to advance. We believe our share price does not reflect the underlying value in Resolute and our intention is to continue to focus on delivering improved profitability and cashflow – building on what was achieved in 2023 – to unlock this value for our shareholders. Lastly, I must thank and congratulate Terry Holohan on another successful year as CEO. Terry’s appointment initiated the turnaround period when he joined as COO in 2021, and he has been able to progress his vision further now as CEO. His operational experience is exactly what the company required, and he has created a team of high-quality individuals who can continue to deliver the improved operational and financial outcomes the company is focused on achieving. Finally, on behalf of the Board, I would like to thank you, our shareholders, for your trust and support during 2023. Martin Botha Chairman Resolute’s Purpose and Values RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 3 From the CEO CONTINUED OPERATIONAL IMPROVEMENT “2023 was a year of continued operational improvement for Resolute, cementing the turnaround of our operations and further enhancing the Group’s financial position. As we predicted we returned to underlying profitability reaching a net cash position by year end. 2024 will be another key year for the Company with the construction of the oxide plant conversion project at Syama.” It is a pleasure to report on the tremendous progress Resolute made throughout 2023. Significant work has gone into turning the company around both financially as well as improving operational efficiencies. Over the year, we have managed to transition from a net debt1 position of $31.6 million in December 2022 to a net cash1 position of $14.0 million at the end of 2023, which is hugely significant and importantly, positions the company for growth going forward. The Syama Gold Mine in Mali presented several technical challenges over the last five years with its transition from a surface oxide and sulphide mine to a predominantly underground sulphide mine. The operational equipment in both the mines and the plants have been progressively upgraded over the past two and a half years and are now consistently achieving higher than nameplate capacities due to improvements in both throughput and utilisation. With the last two years of profitability from sulphide operations at mill feed grades and throughputs of over 2.6 g/t Au and 2.3 Mtpa respectively, the focus now turns to converting the oxide plant to be able to also treat these higher margin sulphides. This Phase 1 improvement project is known as the Syama Sulphide Conversion Project (“SSCP”). The project is being funded out of Free Cash Flow1 (“FCF”), commenced in 2023 and by mid-2025 will increase the sulphide processing capacity to 4.0 Mtpa allowing the recently discovered high- grade (3.0 g/t Au) Syama North sulphide reserve to be exploited via open pit mining in preference to lower margin oxides. The overall objective is to increase the production profile of Syama from approximately 210 to over 250 koz per annum and reduce the cost profile by up to $200/oz by a combination of further ongoing improvements to efficiencies as well as this increase in production units. Whilst this will see a significant increase in production in the short to medium-term, we are also focusing on the longer-term Phase 2 Expansion, with progressive engineering studies to unfold over the next two years, to unlock the true potential of this large, >10 Moz Au, mineralisation to endeavour to systematically create a Tier 1 mine over the next five years from the various large sulphide deposits already identified along the 85 km of strike. Turning to Mako in Senegal, the past year has seen consistently strong results and cash flows. We have completed the final strip on the open pit and opened up two years of production of over 2 g/t material. Importantly, we are also very pleased with the progress being made to extend the life of the Mako operation as the exploration teams mobilised their drill rigs onto three satellite licenses close to the existing mine and along the same Greenstone Belt. Resolute announced the maiden Mineral Resource Estimate (“MRE”) at the Tomboronkoto Prospect on 24 January 2024 of 10.7Mt grading 1.2 g/t Au for 403 koz at a cut-off of 0.5 g/t (in-line with the current cut-off grade used to define Mako’s Mineral Resources). With the confidence steadily growing in our operations there has been scope to increase Greenfields and Brownfields exploration activities. Drilling at the Syama North Project in Mali continued throughout Q4 in 2023 to extend and upgrade the open pit potential of this large Mineral Resource. In September 2023 Resolute released an updated MRE for Syama North with Measured and Indicated Resources increasing to 2.72 Moz grading 3.0g/t. The majority of this MRE is located within 200m of surface highlighting the open pit potential of the deposit. Along with the successful Mali and Senegal exploration activity over the last two years, we are very excited by our five exploration licenses in Guinea on the prospective Siguiri Basin. Preliminary results from both geophysics and RC drilling are expected in due course. Financially, 2023 was a strong year for Resolute with Group Revenue of $631.1 million, and an 8% increase from 2022 in earnings before interest, tax, depreciation and amortisation (EBITDA1) to $161.2 million. The Company reported a net profit after tax of $91.5 million. 1. This is a non-GAAP measure with no standard meaning under IFRS 4 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Terry Holohan, CEO have paved the way for a sustainable reduction in costs which has been a key focus over the last year. The result of tighter control over the costs of our operations is starting to reflect well. We have seen huge improvements over 2023 and we are expecting to reduce the cost per ounce further in the coming year where we have guided our AISC1 at $1,300-1,400/oz for the group compared to our $1,470/oz achieved in 2023, despite the global headwinds we all face. We continue to receive support and maintain excellent relations with the governments and communities in Mali, Senegal and Guinea. We endeavour to uphold our exemplary safe working conditions with the Group operating 2.3 years LTI-Free (840 days) at Mako and Syama operating 4.9 years LTI-Free (1,787 days) at the end of 2023 – statistics we are all very proud of. In August 2023 we were audited as conformant against the World Gold Council’s ‘Responsible Gold Mining Principles’ after a three-year improvement journey. We also successfully passed our group-wide ISO 14001 & 45001 certifications surveillance audits and completed climate change and human rights risks assessments. The climate change risk review highlighted a series of action plans that are now being formulated to engineer our mines over the next twenty four months to be more robust to off-set the expected higher ambient temperatures and frequency of major rainfall events going forward. I would like to thank our employees for their various initiatives and tireless efforts during another momentous year for the Company, and also extend my thanks to all our shareholders and stakeholders for your ongoing support. Resolute’s organic growth and improvement in operational efficiencies Terry Holohan Managing Director and CEO 2023 HIGHLIGHTS For the year ending 31 December 2023 GOLD PRODUCTION 330,992oz ALL-IN SUSTAINING COST $1,469/oz TOTAL GOLD SOLD 329,061oz AVERAGE PRICE ACHIEVED $1,920/oz RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 5 Board of Directors and Leadership Team THE BOARD Terry Holohan BSc CEng MIMMM Managing Director and Chief Executive Officer Martin Botha BSc Eng Non-Executive Chairman Mark Potts BSc (Hons), GAICD Non-Executive Director (Until 20 March 2024) Sabina Shugg BSc (Mining Engineering), MBA, GAICD Non-Executive Director Adrian Reynolds MSc, GradDipMinEng Non-Executive Director Simon Jackson B.Com FCA Non-Executive Director Keith Marshall BSc Eng Non-Executive Director Adrienne Parker LLB (Hons) Non-Executive Director (Appointed 20 March 2024) LEADERSHIP TEAM Geoff Montgomery BSc Chem Eng (Hons) MIMM Chief Operating Officer Chris Eger MBA (Exec) Chief Financial Officer Bruce Mowat BSc (Geology) Executive General Manager - Exploration 6 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Board of Directors and Leadership Team Other current directorships/ appointments ▪ Non-Executive Director of Linear Clinical Research Limited (appointed 2019) ▪ Non-Executive Director of Land Services WA (appointed 2019) Sabina Shugg BSc (Mining Engineering), MBA, GAICD, MAusIMM Non-Executive Director Ms Sabina Shugg was appointed to the Board as a Non-Executive Director in September 2018. Ms Shugg is a member of the Remuneration Committee, the Sustainability Committee, the Audit and Risk Committee and the Nomination Committee. Skills, experience and expertise Ms Shugg is a mining engineer with over 30 years’ experience involving senior operational roles with leading mining and consulting organisations including Normandy, Newcrest, and KPMG. Ms Shugg has extensive experience in senior roles with mining and consulting organisations including operations management experience at senior site level covering both underground and open pit environments. Ms Shugg’s work has a strong people focus, together with a solid project management background. Ms Shugg recently completed a four year term as the Director of the Kalgoorlie Campus for Curtin University – WA School of Mines with a focus on industry engagement and taking mining education into a digital future. Concurrently she served a three year term as Chair of Goldfields Esperance Development Commission. In her role as Founder and Chair of Women in Mining and Resources WA (WIMWA), Ms Shugg was awarded the inaugural Women in Resources Champion by the Chamber of Minerals and Energy of Western Australia for being an outstanding role model for the resources industry and broader community. In 2015, Ms Shugg was awarded a Member of the General Division of the Order of Australia for significant service to the mining industry through executive roles in the resources sector and as a role model and mentor to women. Ms Shugg is a Member of the Australian Institute of Company Directors and a Member of the Australasian Institute of Mining and Metallurgy (AusIMM). THE BOARD Terry Holohan BSc CEng MIMMM Managing Director and Chief Executive Officer Mr Terry Holohan was appointed as Managing Director and CEO in May 2022 after serving as the Chief Operating Officer since May 2021. Mr Holohan is Chair of the Sustainability Committee. Skills, experience and expertise Mr Holohan is a mining sector executive with more than 43 years of experience, including 7 years as chief executive of two previous mining companies, 33 years working in Africa on a range of precious and base metals mining projects, and 10 years working on gold projects in Asia. He has held various executive positions over the last 23 years with a focus on re- engineering a range of ‘stressed’ precious and base metals mining projects. As an engineer, Mr Holohan was involved in the design, commissioning and operation of numerous complex metallurgical capital projects in the platinum, nickel, copper, gold, chrome and diamond industries. He was also involved in detailed mine design programs and engineering studies for several open cut and underground mining development operations. Prior to joining Resolute, Mr Holohan was Chief Executive Officer of PT Archi Indonesia for five years where he successfully developed and expanded a multi-open pit gold mine from an exploration project to an operational mine paying dividends. Mr Holohan brings significant experience in operating in technically and socially challenged environments where he has led multi-cultural workforces. He is a Chartered Engineer with the Engineering Council (UK) and a Member of the IOM3. He is also a Member of the IOD (UK). Current listed directorships ▪ None Other current directorships/ appointments ▪ None Martin Botha BSc Eng Non-Executive Chairman Mr Martin Botha was appointed Chairman in June 2017 after being appointed to the Board in February 2014. Mr Botha is Chair of the Nomination Committee and a member of the Audit and Risk Committee and the Remuneration Committee. Skills, experience and expertise Mr Botha is an investment banker with extensive experience as a non-executive director in the metals and mining industry and regulated financial markets. Mr Botha led the establishment and development of Standard Bank’s core global natural resources trading and financing franchise across all continents as a founding director in their London centred international operations. He brings this insight and experience of global commodity markets as well as mining financing and M&A transactions to the Board. Mr Botha is active in assisting early-stage mining opportunities in Africa and has a broad strategic understanding of the resources industry and its cyclical nature. He brings deep experience in governance through his board level roles in highly regulated institutions in several global financial centres. Mr Botha currently chairs a private company building digital marketplaces. Mr Botha graduated with first class honours from the University of Cape Town and is based in London. Current listed directorships ▪ Non-Executive Director of Zeta Resources Limited (appointed 2013) Other current directorships/ appointments ▪ Non-Executive Chair of NovaFori (formerly Perfect Channel Ltd) (appointed 2017) Mark Potts BSc (Hons), GAICD Non-Executive Director (Until 20 March 2024) Mr Mark Potts was appointed to the Board as a Non-Executive Director in June 2017. Mr Potts is Chair of the Remuneration Committee (from 20 February 2020), and a member of the Audit and Risk Committee and the Nomination Committee. Skills, experience and expertise Mr Potts is a leading global technology and business executive. He has founded multiple venture backed technology and technology services companies in Australia, the UK and the US. Most recently, Mr Potts was a HP Fellow and Chief Technology Officer/Vice President of Corporate Strategy at Hewlett-Packard Enterprise in the US, leading their efforts in both M&A, technology investment and capital strategy. Mr Potts is and has been a non-executive director and chairman at several ASX- listed technology companies that are involved in disruption within both financial services/superannuation, security/ surveillance automation and government service digitisation. He has deep expertise in technology led innovation leveraging Robotic Process Automation, AI/machine learning, and Blockchain technology, as well as public policy change and privatisation of government soft assets into public and private partnership. Mr Potts is a Member of the Australian Institute of Company Directors. Current listed directorships ▪ None RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 7 Adrienne Parker LLB (Hons) Non-Executive Director (Appointed 20 March 2024) Ms Parker is a lawyer with over 25 years’ experience in the resources, energy, and infrastructure sectors, with an additional emphasis on major projects as well as running complex disputes. Adrienne was most recently Partner and Head of the Perth office at global law firm Pinsent Masons, where she advised in connection with the procurement and delivery of infrastructure in the mining, oil and gas and renewables sectors, including rail, roads, ports and airports. Her experience in the resources and energy sector includes major projects in Australia, Papua New Guinea and Africa. This has included advice on risk assessment and management, procurement models and strategy, the preparation and negotiation of mining services and supply agreements, as well as EPC and EPCM contracts. Ms Parker has also acted in large-scale disputes in many jurisdictions. With a law degree from the University of Western Australia, Adrienne currently serves on the Boards of Liontown Resources Limited, where she Chairs the Sustainability and Risk Committee, and Fleetwood Limited, where she Chairs the Nominations and Diversity Committee. Board of Directors and Leadership Team THE BOARD Sabina Shugg continued Current listed directorships ▪ Non-Executive Director of Tietto Minerals Ltd (appointed September 2023) Other current directorships/ appointments ▪ Director of WIMWA Events Pty Ltd (appointed 2007) Adrian Reynolds MSc, GradDipMinEng Non-Executive Director Mr Adrian Reynolds was appointed to the Board as a Non-Executive Director in May 2021. Mr Reynolds is a member of the Nomination Committee, the Audit and Risk Committee, the Sustainability Committee and the Remuneration Committee. Skills, experience and expertise Mr Reynolds has more than 40 years of experience in senior management and advisory roles in the natural resources sector, including almost 25 years of experience with Randgold Resources and its predecessors. His particular areas of expertise include feasibility studies, project evaluation, technical due-diligence, ore resource/ reserve estimation and environmental studies. Mr Reynolds is a Fellow of the Geological Society of South Africa. He is a registered Professional Natural Scientist and holds a Master of Science in Geology obtained from Rhodes University in 1979, as well as a Graduate Diploma in Engineering obtained from the University of Witwatersrand in 1987. Current listed directorships ▪ Non-Executive Director of Sylvania Platinum Ltd (appointed 2021) Other current directorships/ appointments ▪ None Simon Jackson B.Com FCA Non-Executive Director Mr Simon Jackson was appointed to the Board as a Non-Executive Director in October 2021. Mr Jackson is Chair of the Audit and Risk Committee, and a member of the Nomination Committee and the Remuneration Committee. Skills, experience and expertise Mr Jackson is a Chartered Accountant with over 25 years’ experience in management of resource companies, particularly in Africa. Mr Jackson was a key member of the management team of TSX listed Red Back Mining Inc., a company that financed, developed and operated two gold mines in West Africa culminating in a takeover by Kinross Gold Corp in 2010. He was then founding President and CEO, and later Chairman, of TSXV listed Orca Gold Inc, a company which discovered the Block 14 gold project in Sudan, before it was taken over by Perseus Mining Limited in 2022. Mr Jackson has previously been a director of multiple ASX and TSX listed companies including Cardinal Resources Limited. Current listed directorships ▪ Non-Executive Chairman of Sarama Resources Limited (appointed March 2011) ▪ Non-Executive Chairman of Predictive Discovery Limited (appointed October 2021) ▪ Non-Executive Chairman of Leeuwin Metals Limited (appointed March 2023) Other current directorships/ appointments ▪ None Keith Marshall BSc Eng Non-Executive Director Mr Keith Marshall was appointed to the Board as a Non-Executive Director in June 2023. Mr Marshall is a member of the Audit and Risk Committee and Remuneration Committee. Skills, experience and expertise Mr Marshall is a mining engineer with a wealth of technical and managerial expertise gained over 40 years in the sector, with the last fifteen years spent in senior mine leadership roles. His experience in underground mining and caving is particularly relevant. Mr Marshall’s last two operational roles were both with Rio Tinto, with whom he has worked for 22 years, as Managing Director of the Phalabora Mining Company in South Africa and as President of the Oyu Tolgoi Project in Mongolia. Mr Marshall holds a mining engineering degree from the Royal School of Mines at Imperial College London. Current listed directorships ▪ Non-Executive Director of Shanta Gold Ltd (appointed 2017) Other current directorships/ appointments ▪ None 8 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Board of Directors and Leadership Team RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 9 Board of Directors and Leadership Team LEADERSHIP TEAM Geoff Montgomery BSc Chem Eng (Hons) MIMM Chief Operating Officer Mr Geoff Montgomery joined Resolute in 2021 as General Manager Technical Services and was appointed as Chief Operating Officer in August 2022 after acting in the role since April 2022. Mr Montgomery has 38 years’ experience in operations management, engineering design, projects, and corporate management in the hard-rock mining and engineering support services. An experienced mining professional, Geoff has worked extensively in Africa and South East Asia. He has held a number of roles including General Manager of a gold mine, Technical Director for a copper and cobalt producing company and Business Development Manager of an engineering company. Chris Eger MBA (Exec) Chief Financial Officer Mr Chris Eger was appointed as Chief Financial Officer in February 2023, bringing with him over 25 years of experience leading the financial, strategic and commercial functions of businesses in the natural resources and financial sectors. Chris has held a number of senior financial, commercial and leadership roles in the resources and investment banking sectors. Most recently he was the CFO of Chaarat Gold Plc and was previously CFO of Nyrstar NV and the M&A Director at Trafigura AG. He commenced his career in private equity and investment banking with BP Capital Management, BMO Capital Markets and Bank of America Merrill Lynch. Chris has extensive experience in North America, Africa, Europe and the UK. Richard Steenhof LLB (Dist.) General Counsel and Company Secretary (Until 19 January 2024) Mr Richard Steenhof is a corporate lawyer who joined Resolute in 2019 and in 2021 was appointed as the Company’s General Counsel and Company Secretary. Prior to joining Resolute, Mr Steenhof practiced for 11 years at leading international law firms in the general energy and natural resources space. He has extensive experience in a wide range of matters in the sector including M&A, projects, finance, corporate governance and strategic advice. Bruce Mowat BSc (Geology) Executive General Manager - Exploration Mr Bruce Mowat joined Resolute in 2011 and is currently Executive General Manager Exploration, responsible for the Company’s exploration and development programs in Australia, Africa and other jurisdictions. Mr Mowat has spent 30 years exploring for and finding gold and base metal deposits in Australia, PNG, Indonesia and West Africa and has held senior positions in a number of companies. Prior to joining Resolute Mr Mowat was Chief Geologist for Straits Resources. Mr Mowat is currently a non-executive director of ASX-listed Turaco Gold Limited. 10 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT SUSTAINABILITY AT RESOLUTE RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 11 Sustainability Report SUSTAINABILITY AT RESOLUTE As a member of the World Gold Council (WGC), Resolute is committed to operating responsibly in accordance with the Responsible Gold Mining Principles (RGMPs) from mine development through to closure. In 2023, Resolute was externally assured as conformant with the RGMPs, in line with the WGC 3-year timeline. This assurance process certifies that we are addressing the key environmental, social and governance issues material for the gold mining sector and that our gold is produced responsibly. Additionally, we received external assurance against the Conflict Free Gold Standard, ensuring that our gold production does not cause, support, or benefit unlawful armed conflict or contribute to serious human rights abuses or breaches of international humanitarian law. Resolute continued to refine its sustainability frameworks, systems, protocols, and management standards in line leading practice. In 2023, we maintained our group ISO 14001 and 45001 certifications and are actively working toward compliance with the Global Industry Standard on Tailings Management (GISTM) by August 2025. Resolute’s Sustainability Strategy continues to evolve as the Company’s understanding of ESG risk and opportunity at our assets matures. In 2023, we commissioned our first group Human Rights Risk Assessment, and will address identified areas of improvements during 2024. We welcome the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD). In 2023, we underwent a group climate change physical and transitional risk assessment under the following low (SSP1-2.6), medium (SSP3-7.0) and high (SSP5-8.5) emissions scenarios, and the 2030-2050 time horizons. The results of this assessment are disclosed in our 2023 Sustainability Report. In 2023 we maintained a strong operational ESG performance, distributing over $575 million of economic value in Senegal and Mali through our operations. We recorded zero significant environmental incidents or non-compliances, zero community grievances and zero industrial disputes. Our TRIFR of 1.71 per million hours worked is below industry average, and we have recorded zero LTIs since 2021. We recognise the importance of disclosing our ESG metrics to the investment community to allow the benchmarking of sustainability performance across the mining sector. We are committed to increasing our disclosure of material ESG information and we are actively working to improve our ESG ratings across providers. We are pleased that our performance continues to rate highly amongst our peers, and continues to rate highly in transparency and disclosure. Of note, we are rated in the 81st percentile by the S&P Jones CSA, in the 92nd percentile by Moody’s, and in the 76th percentile by MSCI. Additional information on Resolute’s ESG performance can be found in our 2023 Sustainability Report which will be available to download on the Company’s website at rml.com.au in April 2024. 12 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Percentile ranking based on: S&P CSA – Score 45, 81st percentile, out of 243 companies in the metals mining sector. Moody – 92nd percentile, rank 5 of 66 in the metals in mining & metals Asia pacific sector. MSCI – 76th percentile, ranked 63rd out of 83 in the precious metals universe assuming Resolute are at the midpoint of the AA percentile group. Sustainalytics – 65th percentile in the gold sub-industry; Ranked 31st out of 89 with 1 being the top score. ISS – 49th percentile, ranked 91st out of 186 in the mining and integrated production industry group assuming RML are at the midpoint of the C- percentile group. OPERATIONS REVIEW RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 13 Operations Review OVERVIEW With more than 30 years' experience, Resolute has the expertise to continue optimising the performance of its two producing gold mines in Africa: the Syama Mine in Mali (Syama) and the Mako Mine in Senegal (Mako). During 2023, Resolute continued to focus on productivity improvements and cost efficiencies at its gold mines, implementing a range of cost cutting initiatives as well as progressing organic growth projects such as the Phase I Expansion at Syama. In 2023, Resolute poured 330,992oz of gold at an AISC of $1,469/oz, compared to 353,069oz at an AISC of $1,498/oz in the prior year which included an extra contribution of residual gold processed from legacy ponds. Syama and Mako mined a near-record 6.6 million tonnes (Mt) of ore with the processing plants milling 6.0Mt of ore at a grade of 2.06 grams per tonne of gold (g/t). The 2023 result was impacted by production challenges including mining accessibility during the rainy season at both sites and a high-carbon pocket in the Tabakoroni pit at Syama. These were remedied and both sites returned to design levels in the December quarter. Resolute had stable performance across both mines successfully implementing a number of initiatives to improve operational performance and reduce costs. At Syama this involved stricter inventory management and capital reviews. At Mako an oxygen plant was commissioned improving recoveries and the power plant purchased reducing reliance on contractors. The Company’s mine in Mali provides a strong platform for organic growth. This is being realised with the Phase I Expansion Project which is underpinned by the Syama North Resource that increased to over three and a half million ounces of gold. Construction of Phase I is expected to commence in the first quarter of 2024 providing a strong growth opportunity for the Company. 14 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Operations Review Mine Operations Review for the year ended 31 December 2023 Total Ore Mined Total Ore Processed Grade Processed Recovery Gold Recovered Gold in Circuit Additions/(Drawdown) Gold Poured AISC Measure/ Units Syama Sulphide Syama Oxide Syama Total Mako Group Total Tonnes Tonnes g/t % oz oz oz 2,396,913 1,843,780 4,240,693 2,367,808 6,608,501 2,264,443 1,579,581 3,844,024 2,118,221 5,962,245 2.65 78.2 151,358 102 151,256 1.42 84.5 60,773 883 59,890 2.15 80.8 1.91 92.0 2.06 84.8 212,131 119,820 331,951 985 (26) 959 211,146 119,846 330,992 $/oz 1,390 1,631 1,458 1,373 1,469 In Mali, the Syama sulphide circuit delivered gold production of 151.4koz at an AISC of $1,390/oz. This was 6% lower than in 2022 despite the similar mining and milling metrics as in 2022 gold production was positively impacted by over 21koz of residual gold processed from legacy ponds containing high-grade sulphide concentrate material which had been largely exhausted by Q2 2023. The AISC decreased by 1.5% to $1,390/oz despite 10koz fewer ounces being produced. This reduction has been attributed to the ongoing cost efficiencies being realised at the mine. The sub-level cave underground operation achieved 4% higher production with ore mined increasing to 2.4Mt and at a higher grade. This was due to the productivity improvements around the truck fill and loader operations and the addition of two new trucks in the second half of 2023. The roaster throughput was 169.5kt, down slightly from 2022 (175.2kt), and continued to perform well after the successful maintenance shutdown completed early in 2022. The oxide operations continued mining of several lower grade satellite pits for treatment at Syama’s separate oxide processing facility. Overall gold production for the year decreased 4% due to recoveries being impacted due to pockets of ‘transitional’ ores being processed in Q2 2023 from the final cuts in the Tabakoroni pits containing marginally higher levels of organic carbon. In Senegal, the Mako mine delivered a stable year of production that was expected to be lower given the stripping required and consequent reduction in grades. Gold production for the year of 119.9koz at $1,373/oz AISC beat guidance (117koz at $1,470/oz). At Mako, in 2023, Resolute successfully completed a pit cut back, exposing high grade areas that will be mined over the next two years. Group AISC at $1,469/oz, was 2% lower than the prior year, due to improved operational efficiency from decreased operating and capital costs that were partially offset by the volume effect of lower gold production. These cost saving initiatives will continue and should lead to further cost reductions across both operations. 2024 Outlook Resolute forecasts gold production for 2024 to be between 345,000-365,000 ounces at an AISC between $1,300-1,400/oz from the Syama and Mako operations. Total sustaining capital included in AISC is forecast to be between $15-25 million primarily consisting of sustaining capital projects and stripping across both sites. Total non-sustaining capital expenditure is forecast to be between $90-105 million. This includes $55 million for the Phase I expansion project at Syama with the remaining capital expenditure relating to fleet replacement, TSF lifts and waste stripping. Non-sustaining capital expenditure at Mako primarily consists of the final waste stripping in the pit. The Group exploration budget for 2024 is $15-18 million of which $10-15 million is capital expenditure and the remainder being operating expenditures. In Mali, approximately $7 million is allocated for continued exploration of oxides and sulphides at Syama North (on the Syama Permit) and exploration on the Finkolo Permit to the south. In Senegal, $6 million of exploration has been budgeted in 2024 with a focus on Tomboronkoto where a maiden mineral resource estimate has been produced and at the Bantaco JV. The $4 million budget for Tomboronkoto is to both infill drill to convert Inferred resources to the Indicated category and further drilling to expand the resource. At Bantaco the 2024 budget of $1.5 million will include a 10,000m RC drilling program, over areas of known outcropping mineralisation. The remaining budget will be used across other projects in Senegal including at Laminia. In Guinea, approximately $2.5 million is budgeted for 2024. The primary aim for 2024 is to outline an Inferred resource at the Mansala Prospect (Niagassolo Permit). 2024 Guidance Syama Mako Total Production (oz) AISC ($/oz) 205,000-215,000 140,000-150,000 1400-1,500 1,100-1,200 345,000-365,000 1,300-1,400 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 15 Operations Review SYAMA GOLD MINE Syama is located in the southwest of Mali, approximately 30km from the Côte d’Ivoire border and 300km southeast of the capital Bamako. Syama Gold Mine is a large-scale operation, comprising the established Syama Underground Mine, the Tabakoroni Complex and the 3.5Moz Syama North Resource along with several satellite oxide pits. Syama is owned by local subsidiary Société des Mines de Syama S.A. (SOMISY) in which Resolute has an 80% interest and the Government of Mali holds the remaining 20%. The Tabakoroni complex is 90% owned by Société des Mines de Finkolo S.A. (SOMIFI), and the Government of Mali holds the remaining 10%. 2023 AT A GLANCE MINING 4.2Mt of ore SALES 209,111oz PRODUCTION 211,146oz AISC 1,458/oz GROWTH POTENTIAL ▪ Implement Phase I Expansion to increase sulphide processing capacity to 4 Mtpa ▪ Progress engineering studies for a larger Phase 2 Expansion ▪ Progress work on the extension of mining projects at Tabakoroni PROCESSING 3.8Mt at 2.15g/t and 80.8% recovery RESOURCES 10.3Moz at 2.5g/t RESERVES 4.0Moz at 2.6g/t 16 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Operations Review Syama Sulphide Operations Gold production from the Syama sulphide operations for 2023 was down 6% to 151.4koz at a steady AISC of $1,390/oz, compared to $1,410/oz in 2022. The decrease in AISC in 2023 is attributed to the ongoing cost saving initiatives and was achieved despite 10koz fewer ounces being produced and 21 koz being released from GIC in 2022. The sub-level cave underground operation in 2023 achieved 4% higher production and at a higher grade than the prior year with mined tonnage of approximately 2.4Mt. This was due to the productivity improvements around the truck fill and loader operations and the addition of two new trucks in H2. Despite similar mining and milling metrics gold production was higher in 2022 because of the positive impact of over 21koz of residual gold (GIC) processed from legacy ponds containing high-grade sulphide concentrate material which had been largely exhausted by Q2 2023. Resolute made key improvements to the sulphide processing circuit, with overall eleven days of roaster shutdown during the year to complete maintenance work. In addition, more reliable crushers were installed in the third quarter. Syama Oxide Operations Gold production from the Syama oxide operations for 2023 of 59.9 koz was similar to 2022 (62.2koz), however AISC costs were 10% lower than the prior year at $1,631/oz (2022: $1,801/oz) due to a reduction in operating costs and sustaining capital expenditures. Nonetheless 2023 was still a challenging year for oxide operations as the quality and quantity of the oxide Ore Reserves, as expected, have been diminishing. The reduction in oxide ore is the rationale for the Phase 1 expansion to replace these oxide ounces with higher margin sulphides from the recently discovered high grade (2.9 g/t) Syama North pit from 2025. During 2023 there was an increase in tonnes processed due to improvements in the crushing and milling circuits and the softer nature of the material processed. The decreased oxide recovery from 2022 was due to pockets of ‘transitional’ ores being processed in Q2 2023 from the final cuts in the Tabakoroni pits containing marginally higher levels of organic carbon. 2023 2023 Syama Sulphide Production and Cost Summary Ore Mined (t) Ore Milled (t) Head Grade (g/t) Syama Oxide Production and Cost Summary Ore Mined (t) Ore Milled (t) Head Grade (g/t) 2,396,913 2,264,443 2.65 1,843,780 1,579,581 1.42 Recovery (%) Production (oz) 78.2 151,256 AISC ($/oz) 1,390 Recovery (%) Production (oz) 85.4 59,890 AISC ($/oz) 1,631 Phase I Expansion Project The Company is progressing on its Phase I Expansion Project, also known as the Syama Sulphide Conversion Project (SSCP), that will increase overall sulphide ore processing capacity by 60% from 2.4Mtpa to 4.0Mtpa by modifying the oxide comminution circuit and upgrading the roaster. This Project is being underpinned by the Syama North Mineral Resource which now totals 38 million tonnes at 2.9g/t for 3.5Moz of gold. This high-grade mineralisation will be exploited by open pit with the majority of the resource within 200m of the surface. The Project is targeting sustainable production levels in excess of 250koz per annum as well as providing flexibility to switch between processing oxide or sulphide ore. A majority of the long lead items were ordered during H2 2023. Construction is commencing in Q1 2024 with commissioning expected in the first half of 2025. Phase II Expansion Project The Company believe that the large 10.3Moz Resource at Syama is able to support a larger operation than what is currently in place. Therefore, in 2024 work is being initiated on the longer term Phase II Expansion that targets production levels of over 400koz per annum at Syama. This is being done with progressive engineering studies over the next two years. The ultimate aim is to unlock the true potential of the large gold Resource to endeavour to systematically create a Tier 1 mine over the next five years from the various large sulphide deposits already identified along the 85km of strike. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 17 Operations Review MAKO GOLD MINE The Mako Gold Mine, located in eastern Senegal, is a high quality, open pit mine with potential life extension through several near-mine exploration opportunities. Mako is owned and operated by Resolute’s Senegalese subsidiary, Petowal Mining Company S.A. (Petowal). Resolute has a 90% interest in Petowal and the Government of Senegal holds the remaining 10%. Mako is a conventional drill and blast, truck and shovel operation with mining services undertaken by an established contractor. The carbon in leach processing plant has 2.1 Mtpa of installed capacity and comprises a crushing circuit, an 8MW SAG Mill and gold extraction circuit. Mako continues to deliver consistently strong results and cash flows. Consistent ore grades and metallurgical characteristics support reliable production rates. Identified exploration targets have the potential to increase mine life and exploration programmes are in progress, focusing on pit extensions and satellite deposits within trucking distance of the mill. 2023 AT A GLANCE MINING 2.4Mt of ore SALES 119,950oz PRODUCTION 119,846oz AISC $1,373/oz GROWTH POTENTIAL Potential for further discovery and additional mine life extensions with the maiden Mineral Resource Estimate at the Tomboronkoto prospect. PROCESSING 2.1Mt at 1.91g/t and 92.0% recovery RESOURCES 935koz at 1.4g/t RESERVES 402koz at 1.5g/t 18 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Operations Review Mako Operations Overview In 2023, Mako poured 119.8koz of gold at an AISC of $1,373/oz, compared to 129.4koz of gold at an AISC of $1,318/oz in the year prior. AISC costs were up 4% on the prior year due to higher costs associated with the planned pit cutback consisting $25 million of waste stripping. Due to the stripping gold production and ore mined at Mako decreased from 2022. During the year 2.4Mt of ore was mined (2022: 2.9Mt) albeit at a higher grade 1.89 g/t (2022: 1.79 g/t) as higher grade zones started to be accessed at the bottom of the pit. The last portion of stripping is expected to finish at the end of Q1 2024. During the final quarter of 2023 ore tonnes mined increased by 9% to 540kt from the prior quarter as a result of the ore material being exposed by the major strip. Tonnes processed remained flat due to the increased throughput of softer felsic material. Recovery increased from 91% to 93% due to better recovery rates associated with felsic materials processed and the optimisation of the new (Q3 2023) oxygen plant. The reduced number of relines from four to three in 2023, and dropping to two in 2024, has helped increase throughput rates as well as reduced costs. Other cost reduction initiatives including moving to owner operated power generation and continued scrutiny of all contracts across the site should enable further reductions in the AISC at Mako. Looking forward we are expecting high grades for the next two years as >2g/t material in the pit is mined. 2023 Mako Production and Cost Summary Ore Mined (t) Ore Milled (t) Head Grade (g/t) 2,367,808 2,118,221 Recovery (%) Production (oz) 92.0 119,846 1.91 AISC ($/oz) 1,373 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 19 Operations Review EXPLORATION Exploration to expand oxide and sulphide resources and extend mine life at Syama and Mako are key priorities for Resolute. Intensive exploration programs were undertaken in Mali, Senegal and Guinea during 2024. In Mali, exploration drilling focused on resource drilling at Syama North and oxide drilling programs on all the granted exploitation permits. In Senegal, an accelerated reverse circulation (RC) drilling program was undertaken at the Tomboronkoto prospect leading to a maiden Mineral Resource Estimate (MRE) being published in early 2024. In Guinea, exploration RC and diamond drilling continued on the newly discovered Mansala Prospect. Syama North Resolute published a MRE update on 19 January 2023 for Syama North after extensive drilling programs in 2022. The January 2023 MRE contained 1.3 million ounces of Inferred Resources which require upgrading prior to be included into Ore Reserve calculations. Diamond and RC drilling continued throughout the first half of 2023 with two drill rigs concentrating on converting the large proportion of Inferred Resources to the Indicated category. The majority of the drilling focused on achieving a nominal 50 x 50m pattern required for Indicated classification on areas of the mineralisation which optimized during initial open pit engineering studies. As part of the resource drilling program additional deeper diamond drillholes were also completed to extend the three north plunging mineralized shoots. Results from this drilling campaign were in line with expectations with ore grade intervals seen in most holes. The wide zone of gold mineralisation located in the centre of the A21 area, which has been previously described in ASX announcements 30 August 2022 and 19 January 2023, was consolidated with infill drilling this year. Excellent wide intersections continued down plunge to the north and drill lines were added to extend this zone of mineralisation. The drill section shown as Figure 1 displays the results of this additional drilling to the north and confirms the extension of the wide zone down plunge. Drilling from the Quartz Vein Hill area continued to return high grade intersections which would be sufficient tenor for underground mining following the initial open pit operation. Figure 1. Syama North (A21 area) Cross Section at 1201850N showing drillholes and results 20 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Operations Review Figure 2. Syama North (A21 area) Longitudinal Section showing Mineral Resource Block Model historic oxide pits, proposed pits, and drillhole pierce points. The Syama Mineral Resource Estimation was updated in August 2023 using wireframe constrained Ordinary Kriged (OK) estimation methodology, with identical parameters to the previous estimate published in January 2023. The Global Mineral Resources at Syama North is now estimated at 37.9 million tonnes at 2.9g/t Au for 3.5 million ounces at a cut-off grade of 1g/t Au. Resource classification and material types are shown below in Tables 1 and 2. The strategy of converting Inferred to Indicated Mineral Resources was very successful with now 28.3Mt containing 2.7Moz in the Measured and Indicated Category a 47% increase over the previous MRE released in January 2023. The total Mineral Resource has increased by 11.3% over the previous estimate driven entirely by an increase in volume of gold mineralisation. The Syama North gold deposit remains open down-dip over the entire 6km strike length. Diamond drilling is ongoing and expected to continue in 2024. Syama North Satellite Deposits Mineral Resource (>1g/t) Oxidation Oxide Transitional Sub-Total Primary (sulphide) Total Tonnes 2,243,000 1,400,000 3,643,000 34,227,000 37,870,000 Grade 2.7 2.8 2.7 2.9 2.9 Table 1: Syama North Mineral Resources at August 2023 (1g/t cut off) Syama North Satellite Deposits Mineral Resource (>1g/t) Category Tonnes Grade Measured Indicated M and I Sub-Total Inferred Total 2,548,000 25,767,000 28,315,000 9,556,000 37,871,000 3.2 3.0 3.0 2.6 2.9 Table 2: Syama North Mineral Resources at August 2023 (1.0g/t cut off) Ounces 196,000 125,000 321,000 3,213,000 3,534,000 Ounces 262,000 2,461,000 2,723,000 811,000 3,534,000 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 21 Operations Review Senegal Tomboronkoto Resolute is commenced its first Reverse Circulation (RC) drilling campaign at Tomboronkoto in mid-2023. A total of 54 holes for 8,900 metres was completed with the first phase program being completed by October 2023. This was the first program completed by Resolute on the prospect and was focused on better defining the gold mineralisation zone identified by previous explorers including Randgold Resources. The drilling program achieved the goals as set out with assay results confirming the target zone with broad intersections of medium to high-grade gold mineralisation in most holes drilled during the program. Mineralisation is currently interpreted to be within a shear in the granodiorite unit. Intensity of gold mineralisation appears to correlate with the intensity of pyrite development and exhibits good lateral and vertical continuity through the mineralised zone. Mineralisation has a relatively simple geometry comprising a zone that varies from 30 to 60m in width, along the 1,700m strike length drilled to date. The zone dips approximately 70⁰ to the south-southeast-a cross section representative of the typical mineralisation shape is shown on Figure 3. The Tomboronkoto MRE was developed in December 2023 using wireframe constrained Ordinary Kriged (“OK”) estimation methodology, within two nested Leapfrog Indicator wireframes at 0.2 g/t Au and 0.75g/t Au. The MRE was announced to the ASX/ LSE markets on 24 January, 2024. A Global Mineral Resource Estimate of 10.2Mt grading 1.2g/t Au for 403,000oz was estimated at a cut-off of 0.5g/t (in-line with the current cut-off grade used to define Mako’s Mineral Resources). At a higher 1g/t cut off the grade increases to 2.2g/t with a total of 264,000oz Au. Further cost analysis is required to determine the appropriate cut-off grade for Tomboronkoto. To date the Tomboronkoto deposit is only drilled to 100m below surface and is open along strike and down dip. Follow up drilling currently underway is expected to expand the Mineral Resources. Preliminary metallurgical test work was undertaken by Resolute on Reverse Circulation (“RC”) samples from the recent drilling campaign conducted at Tomboronkoto. The sample selection encompassed different ore types of the ore body across various depths from the surface. Leach tests were conducted under conditions that closely mimic the current Mako Plant CIL circuit parameters. The results from the leach test work demonstrate that the Tomboronkoto ore body. Drilling at Tomboronkoto will focus on open pit extractable Mineral Resources and will generally be restricted to mineralisation within 200m of the surface. The 2024 exploration program at Tomboronkoto comprises a drilling program of 20,000m of RC drilling and 3,000m of diamond drilling with a budget cost of US$4 million. 22 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Operations Review Figure 3. Project Geological setting and Location Diagram Bantaco JV On 14 December 2023 Resolute signed a Joint Venture with SNEPAC, a local Senegalese company, to earn into the Bantaco prospect located east of Mako – see Figure 3 for location. The Bantaco project presents an opportunity in the short term to find an economically exploitable gold resource to extend the life of Mako. The project area has extensive artisanal workings in two main locations, Baisso in the southwest and Bantaco in the northeast of the permit. Exploration activity is expected to commence in the first quarter of 2024. The approved exploration budget for Bantaco for 2024 is US$1.4 million which will include a 10,000m RC drilling program, over areas of known outcropping mineralisation. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 23 Operations Review Laminia Joint Venture Guinea Resolute signed a Joint Venture on the Laminia Project on 29 April 2022 which is located east and contiguous with the Bantaco JV area – see figure 3. The Laminia Project covers the southern extensions of the Massawa Shear zone which controls the gold mineralisation hosted in the Massawa Deposits held by Endeavour Mining Corporation. Auger drilling in the northwestern part of the permit covering the southern extensions of the Massawa shear zone, delineated a 3km gold anomaly open to the South. Subsequent RC drilling encountered encouraging results. The eastern part of the permit covers the southern extension of the Makosa (Thor Exploration) and Makabingui (Bishop Resources) shears. Gold in soil results highlighted two long anomalies along the shears which will be tested by auger drilling. Resolute controls four gold projects in Guinea located within and along the margin of the Siguiri Basin. Work carried out during 2023 included permit wide soil and auger geochemical surveys, which identified a number of gold anomalies that are being progressively tested by Reverse Circulation (RC) drilling. Follow up RC drilling in 2023 at the Mansala prospect located within the Niagassola Research Permit has identified a low to moderate grade gold mineralised shear zone with a strike length of greater than 400m. This prospect will be further tested with RC drill programs in early 2024. 24 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT ORE RESERVES AND MINERAL RESOURCES RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 25 Ore Reserves and Mineral Resources ORE RESERVES AND MINERAL RESOURCES Significant increase in mineral resources and an increase in ore reserves after accounting for 2023 depletion. Governance and Controls Resolute reports its Mineral Resources and Ore Reserves on an annual basis, with Mineral Resources inclusive of Ore Reserves. Reporting is in accordance with the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves and applicable Listing Rules. All Competent Persons named by Resolute are suitably qualified and experienced as defined in the JORC Code 2012 Edition. Competent Persons Statement The information in this announcement that relates to data quality, geological interpretation and Mineral Resource estimation for the various projects unless specified in the list below is based on information compiled by Bruce Mowat, a Competent Person who is a Member of Competent Persons the Australian Institute of Geoscientists and a full-time employee of Resolute Corporate Services Pty Ltd, a wholly- owned subsidiary of Resolute Mining Limited. Mr Mowat has sufficient experience that is relevant to the styles of mineralisation and type of deposits under consideration and to the activity being undertaken as a Competent Person as defined in the 2012 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (JORC Code 2012). Mr Mowat consents to the inclusion in this announcement of the material compiled by him in the form and context in which it appears. The information in this statement that relates to the Mineral Resources and Ore Reserves listed below is based on information and supporting documents prepared by the Competent Person identified. Each person specified in the list has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity, which has been undertaken to qualify as a Competent Person as defined in the JORC Code 2012. Mr Ndjibu and Mr Patani are full-time employees of Resolute Corporate Services Pty Ltd, a wholly-owned subsidiary of Resolute Mining Limited. Mr Johnson is a full-time employee of MPR Geological Consultants Pty Ltd. Mr Osiejak is a full-time employee of Cube Consulting Pty Ltd. Ms Havlin is an employee of Snowden Optiro Pty Ltd. Each person identified in the list below consents to the inclusion in this announcement of the material compiled by them in the form and context in which it appears. Activity Syama Resource Syama Reserve Syama North Resource Syama North Reserves Syama Tailings Facility Tabakoroni OP Resource Tabakoroni OP Reserves Tabakoroni UG Resource Tabakoroni UG Reserves Tellem Resource Tellem Reserves Cashew NE Resource Cashew NE Reserves Paysans Resource Paysans Reserves Porphyry Zone Resource Porphyry Zone Reserves Mako Resources – In Situ Mako Resources – Stockpiles Mako Reserves Competent Person Membership Institution Patrick Smillie Gito Patani Patrick Smillie Kitwa Ndjibu Susan Havlin Susan Havlin Kitwa Ndjibu Susan Havlin Gito Patani Nic Johnson Kitwa Ndjibu Bruce Mowat Kitwa Ndjibu Nic Johnson Kitwa Ndjibu Bruce Mowat Kitwa Ndjibu Marcus Osiejak Bruce Mowat Kitwa Ndjibu Society for Mining, Metallurgy & Exploration Australasian Institute of Mining & Metallurgy Society for Mining, Metallurgy & Exploration Australasian Institute of Mining & Metallurgy Australasian Institute of Mining & Metallurgy Australasian Institute of Mining & Metallurgy Australasian Institute of Mining & Metallurgy Australasian Institute of Mining & Metallurgy Australasian Institute of Mining & Metallurgy Australian Institute of Geoscientists Australasian Institute of Mining & Metallurgy Australian Institute of Geoscientists Australasian Institute of Mining & Metallurgy Australian Institute of Geoscientists Australasian Institute of Mining & Metallurgy Australian Institute of Geoscientists Australasian Institute of Mining & Metallurgy Australasian Institute of Mining & Metallurgy Australian Institute of Geoscientists Australasian Institute of Mining & Metallurgy 26 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Ore Reserves and Mineral Resources ORE RESERVES STATEMENT as at 31 December 2023 Ore Reserves Proved Probable Total Reserves Group Share Tonnes g/t oz Tonnes g/t oz Tonnes g/t oz oz (000s) (000s) (000s) (000s) (000s) (000s) (000s) Mali Syama Underground Syama Stockpiles Sub Total (Sulphides) Satellite Deposits Stockpiles (Satellite Deposits) Sub Total Satellite Deposits Tabakoroni Underground Tabakoroni Open Pit Tabakoroni Satellite Deposits Tabakoroni Stockpiles Sub Total Tabakoroni Mali Total Senegal Mako Mako Stockpiles Senegal Total Total Ore Reserves 0 1,071 1,071 285 919 1,204 0 0 0 975 975 3,250 345 4,100 4,445 7,695 0.0 1.8 1.8 2.4 1.5 1.7 0 0 0 1,347 1,347 1,618 1.9 1.0 1.1 1.3 0 61 61 22 44 23,588 1,823 25,411 12,566 1,403 2.5 1.3 2.4 2.6 1.0 1,865 23,588 79 2,894 1,943 26,482 1,033 12,852 43 2,322 2.5 1.5 2.4 2.6 1.2 80% 1,492 112 1,865 139 2,004 1,603 1,055 844 87 70 66 13,969 2.4 1,076 15,174 2.3 1,142 914 0 0 0 42 42 5,028 4,740 766 5,028 4,738 766 0 0 0 0 0 0 0 0 0 0 0 975 5,028 4,738 766 6,003 0 0 1,347 4,187 0 0 42 808 90% 689 0 0 38 727 169 44,408 2,651 3,785 47,659 2,580 3,954 3,244 21 131 152 321 3,652 0 3,652 48,061 2 0 2 3 250 0 250 3,997 4,100 8,097 4,035 55,756 2.1 1.0 1.5 2.4 90% 244 118 362 271 131 402 4,356 3,606 Notes: 1. Mineral Resources include Ore Reserves. 2. All tonnes and grade information have been rounded to reflect relative uncertainty of the estimate, small differences may be present in the totals. 3. Syama Underground mine planning is based on a cut-off grade of 2g/t. 4. Syama Satellite Reserves are reported above 0.8g/t cut-off. 5. Syama North Sulphide Reserves are reported above 1.0g/t cut-off. 6. Tabakoroni Underground Reserves are reported above a 2.75g/t cut-off. 7. Tabakoroni Satellite Reserves are reported above 1.1g/t cut-off. 8. Mako Reserves are reported above 0.9g/t cut-off. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 27 Ore Reserves and Mineral Resources MINERAL RESOURCE STATEMENT as at 31 December 2023 Mineral Resources Measured Indicated Inferred Total Resources Group Share Tonnes g/t oz Tonnes g/t oz Tonnes g/t oz Tonnes g/t oz oz (000s) (000s) (000s) (000s) (000s) (000s) (000s) (000s) (000s) Mali Syama Underground Stockpiles (Sulphide) 24,023 1,071 3.1 1.8 2,356 24,940 2.6 2,061 1,903 62 1,777 1.3 75 0 Sub Total Sulphides 25,094 3.0 2,418 26,717 2.5 2,136 1,903 80 % 2.0 0.0 2.0 2.5 1.1 124 50,866 2.8 4,540 3,632 0 2,848 1.5 137 110 124 53,714 2.7 4,677 3,742 1,013 46,263 2 3,343 2.7 1.2 4,034 3,227 131 105 30,032 2.8 2,709 12,783 1,449 45 46 Satellite Deposits 3,448 Stockpiles (Satellite Deposits) 1,848 Sub Total Satellite Deposits 5,296 Old Tailings Tabakoroni Open Pit Tabakoroni Underground Tabakoroni Satellite Deposits Tabakoroni Stockpiles Sub Total Tabakoroni 0 33 6 191 954 1,184 2.8 1.4 2.3 0.0 3.9 3.5 2.0 1.5 1.6 311 85 0 4 1 12 46 63 1.0 2.7 0.0 5.0 4.8 0.0 0.0 0 205 5,179 0 0 396 31,481 2,754 12,829 2.5 1,015 49,606 2.6 4,165 3,332 0 17,000 0.7 365 17,000 0.7 365 292 33 792 0 0 1 1,644 0 0 6.0 3.5 0.0 0.0 0 183 0 0 239 6,829 191 954 5,384 4.8 826 1,646 3.5 183 8,214 90% 34 878 11 41 38 976 12 46 1,071 964 4.9 4.4 2.0 1.5 4.1 Mali Total 31,574 2.8 2,876 63,582 2.8 5,715 33,378 1.6 1,686 128,534 2.5 10,278 8,330 Senegal Mako Tombo Mako Stockpiles Senegal Total 507 0 4,100 4,608 1.6 0.0 1.0 1.1 25 0 131 6,234 0 0 156 6,234 1.8 0.0 0.0 1.8 363 464 0 0 10,204 0 0.9 1.2 0.0 13 7,206 403 10,204 0 4,100 1.7 1.2 1.0 401 403 131 363 10,668 1.2 416 21,510 1.4 935 90% 361 363 118 842 Total Mineral Resources 36,182 2.6 3,033 69,816 2.7 6,078 44,046 1.5 2,102 150,044 2.3 11,213 9,171 Notes: 1. Mineral Resources include Ore Reserves. 2. All tonnes and grade information have been rounded to reflect relative uncertainty of the estimate, small differences may be present in the totals. 3. Resources are reported above 1.0g/t cut-off for the Syama North. 4. Resources for the SLC at Syama is reported within an MSO shape generated at 1.5g/t and south of the SLC within an MSO shape generated at 1.5g/t. 5. Resources for the Cashew NE, Paysans, Tellem and Porphyry Zone (Splay) are reported above a cut-off of 1.0g/t. 6. Resources for Tabakoroni Open Pit are reported above a cut-off of 1.0g/t and within a US$2,000 optimised shell. 7. Resources for the Tabakoroni Underground are reported within an MSO shape generated at 1.75g/t (equivalent to US$2,000). 8. Mako Resources are reported above a cut-off of 0.5g/t and within a US$2,000 optimised shell. 9. Tomboronkoto Resources are reported above a cut-off of 0.5g/t. 28 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT FINANCIAL REVIEW RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 29 Financial Review 30 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT FINANCIAL PERFORMANCE The financial performance of Resolute for the year ended 31 December 2023 is summarised below: Profit and Loss Analysis1 $'000 Revenue Cost of sales excluding depreciation and amortisation Royalties Administration and other corporate expenses Exploration expenses EBITDA2 Depreciation and amortisation Net interest and finance costs Inventories net realisable value movements and obsolete consumables Fair value movements and treasury transactions Other Net profit before tax Income tax expense Reported net profit after tax Financial Review 2023 Group 2022 Group 631,073 651,129 (400,378) (433,924) (36,313) (39,574) (18,450) (14,393) (14,720) (14,615) 161,211 148,623 (81,044) (85,894) (11,177) (15,273) (12,665) (36,077) 22,442 17,555 (14,822) (10,662) 96,324 (14,104) (4,791) (20,560) 91,533 (34,664) 1. Amounts presented above are aggregate balances of certain line items presented in the Financial Statements. 2. This is a non-GAAP measure with no standard meaning under IFRS. Group Revenue of $631.1 million in 2023 was 3% lower than the comparative period as the increase in the average realised gold price of $1,920/oz (2022: $1,819/oz) was offset by an expected decrease in gold sales of 329,061oz compared to prior year (357,447oz). Group EBITDA of $161.2 million in 2023 was a 9% improvement on the comparative period driven by a significant decrease in cost of sales as well as the one-time non-cash benefit of $16.4 million relating to the reversal of historic tax provisions in Senegal. Cost of sales excluding depreciation and amortisation decreased to $400.4 million compared to $433.9 million in 2022. This is due to our ongoing cost reduction initiatives as well as the reversal of historic provisions related to the tax exoneration timing dispute in Senegal resulting in a onetime non-cash benefit of $16.4 million. Administration and other corporate expenses were higher in 2023 due to one-off expenses because of the relocation of select back-office support functions from Perth, Australia to London, United Kingdom to align time zones with operations. Net interest and finance expenses decreased in 2023 to $11.2 million (2022: $15.3 million) due to reduced debt levels relative to 2022. During 2023 Resolute made $55.0 million in principal repayments ($30.0 million and $25.0 million in Q1 and Q3 respectively). $25.0 million remains outstanding on the Term Loan portion of the Syndicated Facility Agreement and is due to be paid in March 2024. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 31 Financial Review Financial Performance (continued) Movements in the cash and bullion1 balances are summarised in the cashflow waterfall below 1. This financial performance indicator is a non-IFRS measure and unaudited. Financial Position Net cash at 31 December 2023 of $14.0 million comprised of $67.6 million of cash and $17.6 million of bullion (valued at spot price at 31 December 2023) less $25.0 million of syndicated debt and $46.2 million of overdraft facilities. This represents a $45.6 million reduction from the $31.6 million net debt position at the end of 2022. Available liquidity of $165.2 ($189.0 million in 2022) includes cash and gold sales receivable of $67.6 million, bullion of $17.6 million, and the undrawn RCF of $80.0 million. Total borrowings at 31 December 2023 were $71.2 million, comprising $25.0 million on the Term Loan Facility and $46.2 million on the overdraft facilities in Mali. Resolute continued to invest in the business in 2023 with spending on development, property, plant, and equipment totalling $67.6 million (2022: $63.4 million) including outlays for tailings facilities across both sites, capitalised stripping costs and project capital at Syama. 32 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT RISK MANAGEMENT RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 33 Risk Management RISKS Resolute maintains a proactive and considered approach to risk and opportunity management across the Group. Resolute’s business, operating and financial results and performance are subject to various risks and uncertainties, some of which are beyond Resolute’s reasonable control. Set out below are matters which Resolute has assessed as having the potential to have a material impact on the business, operating and/or financial results and performance and fulfilment of the aspirations of the Group. The matters identified below are not necessarily listed in order of importance and are not intended as an exhaustive list of all the risks and uncertainties associated with Resolute’s business. Additional risks and uncertainties not presently known to Management and the Board, or that Management and the Board currently believe to be immaterial or manageable, may adversely affect Resolute’s business. At an enterprise risk level Resolute has a Risk Management Framework and determines risk according to a group Risk Architecture. Resolute has a process in place to identify those risk events that may have a material impact on the Group. Material risks are documented and monitored with the implementation of preventative and mitigating processes and controls. Implemented processes and controls may not prevent a material risk event from occurring or eliminate the potential impact entirely. Further, Resolute’s business, operating and/or financial results and performance may be materially impacted should any such actions and controls fail, or be disrupted. Resolute maintains a range of insurance policies to assist in mitigating the impact of events which could have a significant adverse effect on its operations and profitability. Resolute’s insurance policies carry deductibles and limits which will lead to Resolute not recovering the full monetary impact of an insured event. Resolute’s insurances do not cover all actual or potential risks available, where the premium associated with insuring against the risk is considered excessive, or if the risk is considered to have a low likelihood of eventuating. The occurrence of events for which Resolute is not insured may adversely affect its cash flows and overall profitability. Risk appetite statements have been established by the Resolute Board and guide management and mitigation efforts across the business. Resolute’s risk management approach aligns with ISO 31000:2018 and is guided by the ASX Corporate Governance Council Principles and Recommendations 4th edition. The Board has ultimate accountability for ensuring material risks faced by the Company are identified and effectively managed in accordance with predetermined risk appetite statements. Board intervention occurs when there is a significant change in the Company’s risk profile across any of its material exposures. The Audit and Risk Committee has the mandate from the Board to provide risk management oversight across all material exposures. The Audit and Risk Committee engages proactively with the Executive Team to optimise Resolute’s systems of risk identification, mitigation, management, assurance and reporting. Executive management provide regular updates to the Audit and Risk Committee relative to new and emerging risks and their mitigations in line with leading practice. Systemising Resolute’s risk management approach across the Group ensures a standardised risk approach is consistently applied and enables improved reporting. 34 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Risk and Mitigation Summary The following table provides a high-level account of Group material exposures1 ▪ Permanent disability (physical   ▪ Fatality   S T C A P M ▪ or mental)   Injury and illness  I L A I T N E T O P Risk Management ▪ Legal and legislative implications  ▪ Financial loss  ▪ Reputational damage  RISK Serious injury or fatality (single or multiple) sustained at work or whilst commuting to/from work RISK Security event adversely impacting employee health, safety and wellbeing and or business continuity RISK Unable to effectively respond/adjust to physical and legislative operating environment changes driven by Climate Change, which threatens business continuity/viability RISK Uncertain political/fiscal/ tax environments and government instability ▪ Industry standard safety management systems  ▪ Embedded safety conscious culture  ▪ Staff safety training programs  G N I T A G I T I M S E C I T C A R P ▪ Contractor pre qualification,  induction and training  ▪ Regular review processes and procedures   ▪ Critical Hazard Management  ▪ High risk training systems and competency verification S ▪ Kidnap/ransom  T C A P M ▪ Compromised asset security  ▪ Theft (e.g. fuel, inventory etc.)  I ▪ Financial loss    ▪ Reputational damage   Increased attrition  ▪ S ▪ Security Management Framework   E ▪ Specialist internal/external security C I T C A R P services providers   ▪ Crisis and Emergency Management System ▪ Multi-source real-time intelligence   ▪ Regular review and audits   ▪ Strong stakeholder relations and engagement  S ▪ Material increase in operating costs T C A P M suspended ▪ Licence to operate threatened/ I Inability to acquire debt ▪ funding/financing ▪ ▪ Reputational damage  ▪ Loss of investor confidence  L A I T N E T O P G N I T A G I T I M L A I T N E T O P G N I T A G I T I M S E C I T C A R P L A I T N E T O P S T C A P M I G N I T A G I T I M S E C I T C A R P ▪ Environmental licence conditions  ▪ Robust environmental monitoring   ▪ Ongoing operational emissions modelling   ▪ Regular community interactions and engagement   ▪ Continual air quality monitoring   ▪ External assurance (tailings, ▪ Group Sustainability Strategy and environmental etc)  net zero commitment ▪ Loss of, or significant reduction to, ▪ Productivity and cost of production ▪ licence to operate  Increased regulation and operating scrutiny   ▪ Reputational damage and deterioration of social licence to operate  affected ▪ Supply chain disruptions  ▪ Ongoing stakeholder/government ▪ Active proponents of non-political engagement    government agendas  ▪ Dedicated Country Manager and ▪ Mining Agreements in each operating other in-country expertise  ▪ Strong local development track record and local stakeholder support jurisdiction  ▪ Business continuity planning  RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 35   Risk Management Risk and Mitigation Summary The following table provides a high-level account of Group material exposures1 RISK Health event impacting employee health, safety and wellbeing and/or business operations/continuity RISK Bribery or corruption L A I T N E T O P S T C A P M I G N I T A G I T I M S E C I T C A R P Illness   ▪ ▪ Permanent disability  ▪ Fatality  ▪ Operational site quarantined ▪ and/or large-scale disruption of operations  Infectious disease management protocols  Implementation of WHO guidelines and other industry standards ▪ ▪ ▪ Primary, occupational and emergency medical capability established at each asset S ▪ Compliance breach ▪ Financial impact T C ▪ Reputational damage A P M I L A I T N E T O P G N I T A G I T I M S E C I T C A R P ▪ Ongoing Anti-Bribery and Corruption and Code of Conduct training and declarations are in place for all staff   Inclusion of Anti-Bribery and Corruption requirements for ▪ ▪ sub-contractors included within contracts RISK Inability to achieve and maintain required/planned operational performance to meet ROI and shareholder expectations  RISK Project delivery failure L A I T N E T O P G N I T A G I T I M L A I T N E T O P G N I T A G I T I M S ▪ Financial impact  T C A P M ▪ Negative operational impacts  ▪ Reputational damage and unmet shareholder expectations I S ▪ Established Life of Mine, budgeting and forecasting processes  E C ▪ Maintenance schedules and I T C A R P ▪ Mine performance management processes  and reporting processes S ▪ Suboptimal project outcomes  ▪ Future operational impacts   T C ▪ Safety of staff A P M I S ▪ Established project methodology  E ▪ Project governance structures C I T C A R P ▪ Use of third-party technical advisors and consultants in place  ▪ Reputational damage impacting ability to maintain and attract staff/contractors to site  ▪ Deterioration of government/stakeholder relations ▪ Medical review and external audits  ▪ Occupational health assessments/ ▪ surveillance  Injury and medical emergency evacuation protocols  ▪ Malaria mitigation program Independently operated whistle- ▪ ▪ blower hotline   ▪ Financial system controls in place  ▪ Fraud risk assessments  ▪ Regular review and audits Inability to service debt  ▪ Significant operational delays  ▪ ▪ Share price decline  ▪ Hostile takeover ▪ Contractor management procedures  ▪ Staff recruitment and training programs  ▪ Use of third party best in class technical advisors and consultants  ▪ Grade control and metallurgical accounting systems ▪ Financial impact  ▪ Reputational damage  ▪ Failure to meet performance indicators ▪ Project monitoring and reporting processes  ▪ Procurement and contract management procedures and practices  ▪ Regular review and audits  36 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT   Risk Management Risk and Mitigation Summary The following table provides a high-level account of Group material exposures1 RISK Critical operational or informational technology failure ▪ Loss of critical information S ▪ Financial loss  T C A P M I L A I T N E T O P ▪ Legislative and or regulatory breaches ▪ Negative impacts on operations and projects G N I T A G I T I M S E C I T C A R P ▪ Network security design and firewalls   ▪ Network backups and disaster ▪ Network penetration testing  ▪ Information technology and operational technology convergence strategy  recovery processes   ▪ Ongoing IT training   ▪ IT infrastructure upgrade programs  ▪ Regular review and audits RISK Human Rights exposures associated with Resolute’s business activities threatens business continuity/viability RISK Inability to maintain/grow Resources and Reserves resulting in material decline in market confidence and Company valuation RISK Inflationary impact on costs RISK Capital & Liquidity S ▪ Reputational damage  T C A P M ▪ Loss of investor confidence  ▪ Decreased ability to acquire debt funding/financing I L A I T N E T O P ▪ Deterioration in key stakeholder relationships  ▪ Supply chain disruptions  ▪ Suspension/revocation of licence to operate  G N I T A G I T I M S E C I T C A R P ▪ Human Rights provisions in all contract service agreements with key suppliers  ▪ Labour law compliance for all ▪ Training and education of workforce  ▪ Stakeholder engagement  ▪ Human Rights Policy  ▪ Modern Slavery Voluntary Statement  employment practices  ▪ Commitment to Voluntary Principles of Security and Human Rights S ▪ Financial impact  T C A P M ▪ Reputational damage   ▪ Share price decline I L A I T N E T O P G N I T A G I T I M S E C I T C A R P ▪ Active well-funded exploration campaigns   ▪ Highly qualified professional personnel  ▪ Established relationships with multiple drilling contractors for contract labour/technical capability Inability to service debt  ▪ ▪ Hostile takeover  ▪ Effective utilisation of external consultants to broaden capability ▪ Well managed and controlled mining tenement administration ▪ Stakeholder engagement ▪ Identification and acquisition of new exploration projects S T C A P M I ▪ Material reduction in operating margin ▪ Significant increase in capital costs ▪ Reduction in inventory values ▪ Higher costs negatively impacting the economics of future projects ▪ Reduction in Ore Reserves ▪ Reduction in recoverable amount may lead to impairment of assets Increase rehabilitation costs may lead to an increase in that provision ▪ ▪ S ▪ Maintaining a strong balance E sheet with low gearing levels C I ▪ Maintain conservative levels T C A R P of liquidity ▪ Continual focus on cost control ▪ Seek to improve asset portfolio by selling high cost assets and only developing or buying assets in the bottom half of the cost curve S ▪ T C A P M I Inability to refinance existing debt facilities may lead to more expensive funding ▪ May require additional equity to pay down debt S ▪ Meet or exceed budgeted E C I T C A R P production and costs to pay down remaining debt ▪ Seek to early refinance of debt facilities ▪ Banks may impose onerous reporting and repayment schedules ▪ Reputational damage ▪ Loss of investor confidence ▪ Continual focus on cost control ▪ Maintain prudent levels of hedging which deliver profitable margins L A I T N E T O P G N I T A G I T I M L A I T N E T O P G N I T A G I T I M RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 37 Risk Management Risk and Mitigation Summary The following table provides a high-level account of Group material exposures1 L A I T N E T O P RISK Failure to deliver technology to support operational and strategic needs and/or exposes Resolute to cyber attack S ▪ Financial impact (failure to realise T C A P M efficiencies and become uneconomical)  ▪ Shift in skillset required   ▪ Data privacy and security issue IFS deployed across Corporate office, Syama and Bamako I ▪ ▪ Operational impacts  ▪ Failure to report (financial, operational etc) ▪ Cyber Security Policy and standards implemented  ▪ End user computing remediation ▪ Significant cyber security remediation G N I T A G I T I M S E C I T C A R P completed and migration to Office 365  ▪ ▪ Network connections upgraded and data centre containers deployed  IT computer and storage infrastructure upgraded   ▪ Wireless network upgrade in progress and lightning protection upgraded   ▪ Operational Technology (OT) computer and storage infrastructure upgraded   ▪ Surface and underground OT ▪ networks connected   Intranet, Controlled Document Management System and Data Room implemented activities completed  ▪ OT Principle to lead the upgrade program   ▪ OT/IT segregations  ▪ Third party access controls into OT and IT space ▪ User based log-in and audit  ▪ Deployed user assessment training (cyber training) ▪ Long-term environmental damage  ▪ Health decline/fatality  ▪ Asset Shutdown  ▪ Reputational damage    ▪ Loss of investor/stakeholder confidence ▪ Annual external audits  ▪ Piezometers – ground stability  ▪ Deposition strategies  ▪ Operation and design parameters  ▪ Specialist TSF contractors/expertise (non-engineering) RISK Catastrophic failure of Tailings Storage Facility (TSF) L A I T N E T O P S ▪ Suspension/revocation of operating licence   T C A P M ▪ Social activism/outrage  ▪ Financial penalties  ▪ Significant production impacts  ▪ Tailings governance framework  ▪ Daily, weekly, monthly TSF I monitoring  ▪ Environmental monitoring e.g. ground/surface water quality  ▪ Engineer on Record e.g.  ▪ Golder, Advision, Knight Piesold G N I T A G I T I M S E C I T C A R P 1. Material Exposure’ is defined in the ASX Recommendations as “a real possibility that the risk in question could materially impact the Company’s ability to create or preserve value for Shareholders over the short, medium or longer term”. 38 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT CORPORATE GOVERNANCE RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 39 Corporate Governance CORPORATE GOVERNANCE Resolute is committed to the highest standards of corporate governance and ethical conduct. Director R Non-Executive O T C E R D I I D June 2017 E T N O P P A Director R Non-Executive O T C E R D I I D September 2018 E T N O P P A Director R Non-Executive O T C E R D I I D May 2021 E T N O P P A Director R Non-Executive O T C E R D I I D October 2021 E T N O P P A Director R Non-Executive O T C E R D I I D June 2023 E T N O P P A Director R Non-Executive O T C E R D I I D March 2024 E T N O P P A Code of Conduct Resolute willingly operates under a strict Code of Conduct (Code) that underpins, guides and enhances the conduct and behaviour of Directors, employees, contractors and consultants in performing their everyday roles. Conducting Business Overseas It is Resolute’s policy that its business affairs and operations should at all times be conducted legally, ethically, and in accordance with community standards of integrity and propriety. The Code provides that the following core principles guide the behaviour of Directors, employees, contractors and consultants: ▪ Act with integrity and professionalism in the performance of their duties and in the proper use of company information, funds, equipment and facilities ▪ Exercise fairness, honesty, respect and consideration in all their dealings while carrying out their duties ▪ Avoid real, apparent or perceived conflicts of interest. The Code provides specific detail and is available to view online at www.rml.com.au/about-us/corporate- goverance/ Conflicts of Interest Resolute recognises that proper disclosure and management of conflicts of interests is integral to its reputation and business objectives. It is Resolute’s policy that all Directors and employees must, wherever possible, avoid any conflict of interest, must disclose any potential for a conflict of interest, and where a conflict cannot be avoided, must manage that conflict of interest. The duty to avoid, disclose and manage conflicts of interest does not prohibit all conflicts of interest – rather it requires that conflicts are adequately disclosed and managed when they arise. The Company’s Conflicts of Interest Policy provides specific detail and is available to view online at www.rml.com.au/about-us/ corporate-goverance/ Securities Trading It is Resolute’s policy that Directors and employees must ensure all trading of Company securities they undertake complies with the Australian Corporations Act and the retained Market Abuse Regulation as it forms part of English law. The Company’s Securities Trading Policy provides specific detail and is available to view online at www.rml.com.au/about-us/ corporate-goverance/ The Code requires business dealings must be conducted in accordance with Australian and other applicable jurisdictions’ anti-bribery laws. The Company’s Anti-Bribery and Corruption Policy and Whistleblower Policy provide specific detail and are available to view online at www.rml.com.au/about-us/corporate- goverance/ Additional Policies In addition to those mentioned above, Resolute has implemented a number of charters and additional policies. These are available to view online at www.rml.com.au/about-us/corporate- goverance/ The Board The Board of Directors is responsible for the corporate governance of the Company. The Board guides and monitors the Company’s business and affairs on behalf of Resolute shareholders by whom they are elected and to whom they are accountable. The table below sets out the appointment date and qualifications of each Director. DIRECTOR Martin Botha BSc Eng DIRECTOR Terry Holohan BSc CEng MIMMM Non-Executive Director and Chairman (appointed Chairman June 2017) February 2014 F O E L O R T S R I F R O T C E R D I I D E T N O P P A F O E L O R R Managing Director O and Chief Executive T C Officer E R D I T S R I F I D May 2022 E T N O P P A DIRECTOR Mark Potts BSc (Hons), GAICD (Until 20 March 2024) DIRECTOR Sabina Shugg BSc (Mining Engineering), MBA, GAICD DIRECTOR Adrian Reynolds MSc, GradDipMinEng DIRECTOR Simon Jackson B.Com FCA DIRECTOR Keith Marshall BSc Eng DIRECTOR Adrienne Parker LLB (Hons) F O E L O R T S R I F F O E L O R T S R I F F O E L O R T S R I F F O E L O R T S R I F F O E L O R T S R I F F O E L O R T S R I F 40 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Corporate Governance The table below sets out the detail of the independence of each Director as at 31 December 2023. Director Martin Botha Terry Holohan Mark Potts Sabina Shugg Adrian Reynolds Keith Marshall Simon Jackson Non-Executive Independent Yes No Yes Yes Yes Yes Yes Yes No Yes Yes Yes Yes Yes Gender Male Male Male Female Male Male Male The Company’s Board Charter outlines the functions reserved to the Board and those delegated to management. The Board Charter delineates the responsibilities and functions of the Board as being distinct from those of management. Resolute’s Board Charter is available to view online at www.rml.com.au/about-us/corporate-goverance/ Committees The Board has established the following sub-committees to assist with internal control and business risk management: Remuneration Committee As at 31 December 2023, the Remuneration Committee consisted of the following Non-Executive Directors: Sustainability Committee As at 31 December 2023, the Sustainability Committee consisted of the following members: ▪ Audit and Risk Committee ▪ Mr M. Potts (Chair) ▪ Mr T. Holohan (Chair) ▪ Remuneration Committee ▪ Nomination Committee ▪ Sustainability Committee Audit and Risk Committee As at 31 December 2023, the Audit and Risk Committee consisted of the following Non-Executive Directors: ▪ Mr S Jackson (Chair) ▪ Mr M. Botha ▪ Mr M. Potts ▪ Ms S. Shugg ▪ Mr A. Reynolds As at 31 December 2023 and as at the date of release of this Annual Report, all of the above listed members of the Audit and Risk Committee were independent. The Audit and Risk Committee provides the Board with additional assurance regarding the reliability of the financial information for inclusion in the financial reports, and is also responsible for: ▪ Ensuring compliance with statutory responsibilities relating to accounting policy and disclosure ▪ Liaising with, discussing and resolving relevant issues with the auditors ▪ Assessing the adequacy of accounting, financial and operating controls ▪ The review of half-year and annual financial statements before submission to the Board ▪ The assessment, management and monitoring of business risk. The Audit and Risk Committee Charter is available to view at www.rml.com.au/ about-us/corporate-goverance/ ▪ Mr M. Botha ▪ Mr S. Jackson ▪ Mr A. Reynolds ▪ Mr K. Marshall ▪ Ms S. Shugg As at 31 December 2023 and as at the date of release of this Annual Report, all of the above listed members of the Remuneration Committee were independent. The Remuneration Committee is responsible for recommending, monitoring and reviewing compensation arrangements for Resolute’s Directors, CEO, Executive Committee and employees, and making subsequent recommendations to the Board. The Remuneration Committee Charter is available to view online at www.rml.com.au/about-us/corporate- goverance/ Nomination Committee As at 31 December 2023, the Nomination Committee consisted of the following Non-Executive Directors: ▪ Mr M. Botha (Chair) ▪ Mr S. Jackson ▪ Mr M. Potts ▪ Ms S. Shugg ▪ Mr A. Reynolds As at 31 December 2023 and as at the date of release of this Annual Report, all of the above listed members of the Nomination Committee were independent. The Nomination Committee ensures Directors are appropriately qualified and experienced to discharge their responsibilities and implements procedures to assess the performance of the CEO and the Executive Committee. The Nomination Committee Charter is available to view online at www.rml.com.au/about-us/corporate- goverance/ ▪ Ms S. Shugg ▪ Mr A. Reynolds ▪ Mr M. Potts As at 31 December 2023 and as at the date of release of this Annual Report, Ms S. Shugg, Mr A. Reynolds and Mr M. Potts were the Non-Executive Directors on the Sustainability Committee and were independent. The Sustainability Committee’s key purpose is to review, discuss and guide all matters pertaining to Resolute’s sustainability performance and associated risks and opportunities. These matters predominantly relate to the performance of the people, health, safety, security, environment and community divisions within Resolute and will include regular assessments of the Company’s alignment with leading practice including, but not limited to, the Responsible Gold Mining Principles and the Global Reporting Initiative. The Sustainability Committee Charter is available to view online at www.rml.com.au/about-us/corporate- goverance/ Corporate Governance Statement The Board has adopted the “Corporate Governance Principles and Recommendations 4th edition” established by the ASX Corporate Governance Council and published by the Australian Securities Exchange (ASX) in February 2019. Resolute’s Corporate Governance Statement is available to view online atwww.rml.com.au/about-us/corporate- goverance/ RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 41 Corporate Governance 42 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT FINANCIAL REPORT RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 43 Financial Report DIRECTORS’ REPORT Your Directors present their report on the consolidated entity (referred to hereafter as the Group, Company or Resolute) consisting of Resolute Mining Limited and the entities it controlled for the year ended 31 December 2023. Corporate Information Resolute Mining Limited is a company limited by shares that is incorporated and domiciled in Australia. Directors The Directors of Resolute in office at the end of the 2023 financial year and up to the date of this report, and information on the Directors (including qualifications and experience and directorships of listed companies held by the Directors at any time in the last three years) are set out on pages 6-8 of this report. Company Secretary The Company Secretary of Resolute in office at the end of the 2023 financial year and information (including qualifications and experience) is set out on page 10 of this report. Interests in the shares and options of Resolute and related bodies corporate As at the date of this report, the interests of the Directors in shares, options and Performance Rights of Resolute and related bodies corporate were: M. Botha T. Holohan A. Reynolds M. Potts S. Shugg S. Jackson Total Fully Paid Ordinary Shares Performance Rights 236,405 — 50,000 234,839 27,273 — 548,517 — 6,950,417 — — — — 6,950,417 As at the date of this report, there were no options on issue held by Directors. Nature of Operations and Principal Activities The principal activities of entities within the consolidated entity during the year were: ▪ gold mining ▪ prospecting and exploration for minerals. There has been no significant change in the nature of those activities during the year. Significant Changes in the State of Affairs There have been no significant changes in the state of affairs of the Company other than those stated throughout this report. Significant Events after Reporting Date There have been no significant events after the reporting date. Environmental Regulation Performance The consolidated entity holds licences and abides by Acts and Regulations issued by the relevant mining and environmental protection authorities of the various countries in which the Group operates. These licences, Acts and Regulations specify limits and regulate the management of discharges to the air, surface waters and groundwater associated with the mining operations as well as the storage and use of hazardous materials. There have been no significant known breaches of the consolidated entity’s licence conditions or of the relevant Acts and Regulations. Responsibility Statement In the opinion of the Directors and to the best of their knowledge, the Directors’ Report includes a fair review of the development and performance of the business and the financial position of the consolidated entity, together with a description of the principal risks and uncertainties that the consolidated entity faces. 44 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS’ REPORT REMUNERATION REPORT The Remuneration Report outlines the Director and Executive remuneration arrangements of the Company and the Group in accordance with the requirements of the Corporations Act 2001 and its Regulations. The following information has been audited as required by section 308(c) of the Corporations Act 2001. The Remuneration Report is presented under the following sections: 1. Letter from the Chair of the Remuneration Committee 2. Remuneration governance 3. Remuneration policy and outcomes 4. Non-Executive Director (NED) remuneration arrangements and outcomes 5. Additional disclosures 6. Loans to Key Management Personnel (KMP) and their related parties 7. Other information RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 45 Financial Report DIRECTORS’ REPORT 1. LETTER FROM THE CHAIR OF THE REMUNERATION COMMITTEE Dear Shareholders, On behalf of the Board of Directors of Resolute I am pleased to present the Company’s Remuneration Report for the full financial year ended 31 December 2023. The Company’s last Remuneration Report for the year ended 31 December 2022 received substantial support at the Company’s annual general meeting held on 25 May 2023, with 98.59% of votes in favour of the report. We continue to engage with Shareholders and proxy advisors on our remuneration framework and disclosure. The Board is satisfied that the current remuneration framework is appropriate, fit-for-purpose and consistent with our business strategy and rewards high performance. As a result, only minor changes were made to the Long-Term Incentive Plan (LTIP) during 2023. We continue to strive to provide a high level of disclosure and transparency of our remuneration framework, particularly with regard to: Proposed Remuneration Changes for 2024 Short Term and Long Term Incentive Plans The STI and LTI framework is under revision for the Group related to 2024 exercise. LTI comparator group used to measure relative Total Shareholder Return (TSR) is reviewed annually prior to LTIP invitations being dispatched to ensure relevant companies are included, being gold producers of a similar size operating, mostly, in similar jurisdictions. Details of the performance criteria for the LTIP and the comparator group of companies are included in the Remuneration Report in Section 3. Our remuneration strategy is underpinned by our core values and performance culture which includes setting challenging stretch operational, financial and non-financial targets, and rewarding their achievement. ▪ Objectives of our remuneration framework ▪ Pay mix (the disclosure of the pay mix and total remuneration opportunity is discussed at target remuneration) Our key focus areas are sustainability, growth, innovation, value creation and long-term stability, with the Board exercising discretion to recognise achievement where outcomes may not accurately reflect performance. ▪ Short Term Incentive Plan (STI) targets and outcomes ▪ CEO long term incentive (LTI) arrangements. Remuneration Outcomes Actual company performance for the year ended 31 December 2023 for the KMP STIP outcome was 77% of the maximum outcome possible. Performance Rights were granted in 2021 (performance hurdle tested) with a vesting date of 31 December 2023. Of the 3,747,596 Performance Rights granted, zero Performance Rights vested on 31 December 2023. We will commit to consider the concerns and suggestions regarding Executive pay and remuneration disclosure and outcomes raised by our Shareholders and engage with the required regulatory and external advisory services where required. We thank our Shareholders for their continued support. Yours sincerely The relative TSR hurdle, which accounts for 100% of the total vesting outcome, was not achieved. As a result, no Performance Rights were granted. Mark Potts Chair – Remuneration Committee The next period in which an LTIP grant will be tested to determine the level of vesting is 31 December 2024, for awards granted on 1 January 2022. Non-Executive Director Remuneration The Chairman’s fee is A$180,000 and NED fees are A$100,000. In addition, the Chair of the Audit and Risk Committee receives a Committee Chair fee of A$15,000 and the Chair of the Remuneration Committee receives a Committee Chair fee of A$15,000. Members of Committees do not receive a separate fee. There was no increase in NED fees during 2023 and since 1 March 2019. 46 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS’ REPORT Remuneration Report 2. REMUNERATION GOVERNANCE Remuneration Committee The Remuneration Committee is responsible for determining and reviewing the compensation arrangements for Non- Executive Directors, the Chief Executive Officer and Executives. Executive remuneration is reviewed annually having regard to individual and business performance, internal relativities and external market information. The Remuneration Committee is also tasked with determining performance targets, performance against those targets and remuneration outcomes. Use of Remuneration Consultants To ensure the Remuneration Committee is fully informed when making remuneration decisions, it seeks external remuneration advice as appropriate. Remuneration consultants are engaged by, and report directly to, the Remuneration Committee. In selecting remuneration consultants, the Remuneration Committee considers potential conflicts of interest and requires independence from KMP and other Executives as part of their terms of engagement. In accordance with best practice governance, the Remuneration Committee is comprised solely of independent Non-Executive Directors, as follows: ▪ Mark Potts (Chair) ▪ Martin Botha ▪ Simon Jackson ▪ Adrian Reynolds ▪ Keith Marshall ▪ Sabina Shugg. Nomination Committee The Nomination Committee is responsible for Board and Board Committee membership, succession planning and performance evaluation. In accordance with best practice governance, the Nomination Committee is comprised solely of independent Non- Executive Directors, as follows: ▪ Martin Botha (Chair) ▪ Mark Potts ▪ Simon Jackson ▪ Adrian Reynolds ▪ Sabina Shugg. During 2023, no remuneration consultants were engaged. No other consultants were engaged and there were no remuneration recommendations, as defined by the Corporations Act, provided during the year. Reporting in United States Dollars In this report the remuneration and benefits reported have been presented in US dollars. Compensation for KMP is paid in Australian dollars, US dollars and British Pound Sterling, for reporting purposes, converted to US dollars based on the average exchange rate for the payment period. In order to derive US dollars comparatives between 2023 and 2022, the Australian dollars compensation paid during the year ended 31 December 2023 was converted to US dollars at the average exchange rate of US$1: A$1.4934 and the British Pound Sterling was converted to US dollars at the average exchange rate of US$1: £0.7898. The Australian dollars compensation paid during the year ended 31 December 2022 was converted to US dollars at the average exchange rate of US$1: A$1.4810 and the British Pound Sterling was converted to US dollars at the average exchange rate of US$1: £0.8113. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 47 Financial Report DIRECTORS’ REPORT 3. REMUNERATION POLICY AND OUTCOMES 3a. Key Management Personnel The Remuneration Report details the remuneration arrangements for KMP who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, including any Director (whether Executive or otherwise) of the parent company. For the purposes of this report, the term “Executive” includes the Chief Executive Officer (CEO) and other select Executives of the Company and the Group. Directors Executives l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d Chief Operating Officer Chief Financial Officer (until 31 March 2023) Chief Financial Officer (from 27 February 2023) General Counsel and Company Secretary (until 19 January 2024) DIRECTOR M. Botha DIRECTOR T. Holohan DIRECTOR S. Jackson DIRECTOR S. Shugg DIRECTOR M. Potts DIRECTOR A. Reynolds DIRECTOR K. Marshall l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P l d e h n o i t i s o P r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d r a e y e h t g n i r u d Non-Executive Director (Non-Executive Chairman) EXECUTIVE G. Montgomery EXECUTIVE D. Warden EXECUTIVE C. Eger EXECUTIVE R. Steenhof Managing Director and Chief Executive Officer Non-Executive Director Non-Executive Director Non-Executive Director (until 20 March 2024) Non-Executive Director Non-Executive Director (from 19 June 2023) 48 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report Pay equity is an important consideration in the effective management of Resolute’s remuneration framework. Pay equity analysis is conducted twice a year to ensure fairness and consistency in remuneration practices across the Group and to, in part, enable the achievement of the Company’s diversity and inclusion objectives. To ensure like-for-like comparisons, analysis is conducted according to level of work and operational / technical vs support function classifications, and this shows that there is no material gender pay gap. It does however reveal that women are underrepresented in senior leadership roles and technical/operational roles and also make up the majority of the lower levels of work, which is something that Resolute senior management is addressing through targeted initiatives. It is the Remuneration Committee’s policy that employment contracts are entered into with the CEO and Executives. Details of these contracts are outlined later in this report. In accordance with good governance, the structure of NED and Executive remuneration is separate and distinct. DIRECTORS’ REPORT Remuneration Report 3b. Remuneration Policy The Board recognises that the performance of the Company depends upon the quality of its Executives. To achieve its financial and operating objectives while operating in Africa, the Company must attract, motivate and retain highly skilled Directors and Executives. The Remuneration Committee is tasked with the responsibility to monitor and review the remuneration framework and provide recommendations to the Board. As part of the continual review process, the Remuneration Committee has from time to time engaged external consultants regarding structural changes to the remuneration framework. The Company embodies the following principles in its remuneration framework: ▪ Provides competitive rewards to attract high caliber Executives, with relevant international experience ▪ Structures remuneration at a level that reflects the Executive’s duties and accountabilities and is competitive within Australia and other operating jurisdictions ▪ Benchmarks remuneration against appropriate groups ▪ Aligns Executive incentive rewards with the creation of value for Shareholders ▪ Supports achievements consistent with the World Gold Council’s Responsible Gold Mining Principles. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 49 Financial Report DIRECTORS’ REPORT 3c. Remuneration Framework The Executive remuneration framework consists of Fixed Annual Remuneration (FAR), STI and LTI incentives as outlined in the table below: Purpose Link to Performance FAR The level of FAR is set to provide a base level of remuneration which is both appropriate to the position and is competitive in the market. t n e n o p m o C n o i t a r e n u m e R STI LTI The objective of the annual “at risk” STI is to generate greater alignment between performance and remuneration levels to drive operational excellence. The objective of the LTI is to reward Senior Leadership in a manner which aligns a significant portion of remuneration with the creation of Shareholder wealth. Company and individual performance are considered as part of the annual remuneration review. While market and sector peer benchmarking is conducted regularly to ensure the FAR remains competitive, the levels of FAR for the Managing Director and CEO and other Executives are set primarily with regard to their responsibilities and performance, talent, skills and experience, taking into account the size, complexity, scope of operations and structure of Resolute’s business. Internal performance measures including sustainability, production and costs which represent key business drivers are considered and assessed to determine annual outcomes. Vesting of awards is dependent upon an external measure of TSR performance against a peer group. Overall remuneration level and mix How is overall remuneration and mix determined? Remuneration levels are considered annually through a review that considers comparative market data, the performance of the Company and individual, and the broader economic environment. The Company aims to reward Executives with a level and mix (proportion of fixed, short- term incentives and long-term incentives) of remuneration appropriate to their position, responsibilities and performance within the Company and that which is aligned with targeted market comparators. The chart below summarises the Managing Director and CEO’s and other Executives’ remuneration mix for FAR, STI and LTI. The current pay mix is considered appropriate for Resolute based on the Company’s current phase of growth. To achieve maximum remuneration opportunity (equivalent to stretch targets being achieved), Executives are required to significantly perform above and beyond normal expectations. If achieved, the outcome is anticipated to result in a substantial improvement in key strategic outcomes, operational or financial results, and/or the overall performance of the Company. While the Company does not have a formal share ownership policy for Executives, all KMP are encouraged to hold shares in the Company and are incentivised to accumulate equity through participation in the LTI Program. 50 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS’ REPORT Remuneration Report 3c. Remuneration Framework (continued) Fixed annual remuneration What is included in FAR? For Executives in Australia, FAR includes base salary and superannuation contributions. For the Managing Director and CEO and Executives in the UK, FAR includes base salary. How is FAR reviewed and approved? FAR is reviewed annually by the Remuneration Committee following consideration of Executive performance, industry benchmarking and macro-economic indicators. The only changes to the FAR are outlined below: Name Richard Steenhof1 2022 FAR AUD 297,657 2023 FAR AUD 338,846 Increase % 14% 1. Change in FAR was due to Mr Steenhof becoming General Counsel and Company Secretary Short Term Incentive What is the value of the STI award maximum opportunity? The Managing Director and CEO and Executives have a maximum opportunity (if all the Stretch performance hurdles are met for each KPI and individual performance is achieved at a Stretch level) of 225% of FAR. A target STI opportunity of 50% of FAR aligns partially with industry benchmarking. What are the performance criteria and how do they align with business performance? The STI payable is based on performance against corporate and individual key performance indicators (KPIs) set at the beginning of the performance period. KPIs require the achievement of strategic, operational or financial measures and are linked to the drivers of business performance. Corporate KPIs Personal KPIs Sustainability Demonstrated improvement from the prior year in Group Sustainability performance / systems in accordance with the Responsible Gold Mining Principles (10%). Operational The achievement of defined Targets relative to budget relating to: ▪ operating cash flow (30%) ▪ gold poured (30%) ▪ cash cost per tonne milled (30%). The targets with regard to the STI outcomes are documented below (refer to section 3d Executive Remuneration Outcomes). A set of personal performance metrics designed to drive optimum operational performance as specifically related to each Executive’s portfolio. The personal metrics are set annually and are directly linked to the Resolute strategic plan which drives each Executive’s annual business plan. Personal performance acts as a positive or negative multiplier to the outcome of the Corporate KPIs. See below for an example of how the Managing Director and CEO’s STI award is calculated. These measures have been selected as they can be reliably measured, are key drivers of value for Shareholders and encourage behaviours in line with the Company’s Values and risk appetite. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 51 Financial Report DIRECTORS’ REPORT 3c. Remuneration Framework (continued) Short Term Incentive How are STI awards determined? For each KPI there are defined “Threshold”, “Target” and “Stretch” measures which are capable of objective assessment. Corporate KPIs are assessed as follows on an individual KPI basis: ▪ Below Threshold = $nil payment ▪ Threshold performance = 25% of KPI target ▪ Target Performance = 100% of KPI target ▪ Stretch performance = 150% of KPI target. Pro-rata payment applies on a straight-line basis between “Threshold” and “Target” and between “Target” to “Stretch” performance. Personal KPIs are assessed as follows: ▪ Below Threshold = $nil payment ▪ Threshold performance = 50% of total Corporate KPI outcome ▪ Target Performance = 100% of total Corporate KPI outcome ▪ Stretch performance = 150% of total Corporate KPI outcome. Pro-rata payment applies on a straight-line basis between “Threshold” and “Target” and between “Target” to “Stretch” Performance. Target performance represents challenging levels of performance. Stretch performance requires significant performance above and beyond normal expectations and if achieved is anticipated to result in a substantial improvement in key strategic outcomes, operational or financial results, and/or the overall performance of the Company. As a minimum, a threshold performance outcome must be achieved for both the Corporate KPIs and the Personal KPIs before a STI award is triggered. Is the STI award subject to deferral provisions? The actual STI payment is made approximately three months after the completion of the performance period. The Remuneration Committee has determined that a formal deferral policy is not appropriate at this time for KMP, given that a significant portion of the Managing Director and CEO’s and other Executives’ total remuneration opportunity is in the form of equity and subject to risk. In addition, the Managing Director and CEO and other Executives have been granted a significant number of Performance Rights as part of the Resolute LTIP, ensuring close alignment with Shareholders. Is there a malus or clawback policy? While there is no formal malus/clawback policy, the Board has ultimate discretion to adjust the STI outcomes upwards or downwards (including to zero), in exceptional circumstances, where the STI generated outcomes are inconsistent with the Company’s performance or resulted in misalignment with Shareholders (e.g. fatality, financial misstatement, misconduct, reputational damage, etc.). What happens to STI awards if there is a termination of employment? Subject to overarching Board discretion, to be eligible for any payment under the STI, the participant must be employed by the Company at the end of the relevant performance period in which the STI is tested, unless a pro-rata payment is expressly agreed in writing with the Managing Director prior to termination. What happens to STI awards if there is a change of control event? On the occurrence of a change of control event, the Board will determine, in its sole and absolute discretion, the manner in which STI awards will be dealt with. 52 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS’ REPORT Remuneration Report 3c. Remuneration Framework (continued) Long Term Incentive How often are LTI grants made and what is the maximum LTI quantum? At the Board’s discretion, Executives receive an annual grant of Performance Rights and the LTI forms a key component of the Executive’s Total Annual Remuneration. The LTI face value that Executives are entitled to receive is set at a maximum percentage of their FAR, being 100% of FAR for the Managing Director and CEO and between 50% and 65% of FAR for the other Executives. What are the performance criteria for the LTI? Performance conditions have been selected that reward Executives for creating Shareholder value as determined via the change in the Company’s share price (Relative Total Shareholder Return) over a three-year period. Performance Rights will vest subject to meeting service and performance conditions as defined below: Relative Total Shareholder Return (“rTSR”) – 100% The rTSR measures the combined return from change in share price and dividends, against 12 ASX or TSX listed gold production companies of a similar size which for 2023 were: ▪ Asante Gold Corporation ▪ Centamin Plc ▪ Fortuna Silver Mines ▪ Galliano Gold Inc ▪ Perseus Mining Limited ▪ OceanaGold Corporation ▪ Hummingbird Resources Plc ▪ Ramelius Resources Ltd ▪ Regis Resources Ltd ▪ Orezone ▪ Shanta Gold Ltd ▪ St Barbara Ltd ▪ Tietto Minerals ▪ West African Resources Ltd. Resolute’s rTSR is calculated to determine what percentile in the peer group it relates to and this percentile determines how many Performance Rights vest. What is the objective of the performance hurdle and target? With the hurdle, Resolute’s goals is to manage achievements against comparators and outperform our peers to ensure sustainable growth to our share price above the market. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 53 Financial Report DIRECTORS’ REPORT 3c. Remuneration Framework (continued) Long Term Incentive What is the rationale for the chosen metrics? The rTSR metric provides the closest alignment between the Company’s performance and Shareholders’ interests and reflects the creation of Shareholder value above peers. Unless the Board determines otherwise, none of the Performance Rights will vest unless: ▪ the percentile ranking of Resolute’s TSR for the Vesting Period in relation to the comparative TSRs of the peer group companies for the Vesting Period is at or above the 50th percentile; and ▪ Resolute’s TSR for the Vesting Period is positive. In addition, the Board may adjust vesting outcomes after consideration of year-on-year improvement in sustainability performance / systems and cultural measures. The Board reviews and considers the balance of metrics each year and rTSR is considered the most relevant performance metric for KMP LTI purposes. For this reason, the Board has allocated 100% of the KMP LTI vesting performance metric to this measure. The Board expects to add other performance metrics over time. How is the performance period determined? Grants under the LTI need to serve a number of different purposes: ▪ act as a key retention tool; and ▪ focus on future Shareholder value generation. How is vesting determined? Therefore, LTI awards have a three-year performance period and provide a structure that is focused on long term sustainable Shareholder value generation. Relative TSR performance Less than 50th percentile At the 50th percentile Between 50th and 75th percentile Performance Vesting Outcomes 0% vesting 50% vesting Between 50% and 100% vesting, calculated on a linear basis 75th percentile and above 100% vesting Is there an opportunity to re-test the performance hurdles? Performance is tested only once, at the end of the performance period. No re-testing applies to unvested awards. Do dividends vest on unvested awards? Is there a malus and clawback policy? There are no dividends attached to unvested Performance Rights. While there is no formal malus/clawback policy, the Board has ultimate discretion to adjust LTI outcomes upwards or downwards (including to zero), in exceptional circumstances, where the LTIP generates outcomes inconsistent with the Company’s performance or resulted in misalignment with Shareholders (e.g. financial misstatement, misconduct, reputational damage, etc.). What happens to LTI awards if there is a termination of employment? Vested but unexercised Performance Rights remain valid unless Board discretion is exercised in situations such as misconduct. Unvested Performance Rights will be forfeited unless Board discretion is exercised in exceptional circumstances. What happens to LTI awards if there is a change of control? On the occurrence of a change of control event, the Board will determine, in its sole and absolute discretion, the manner in which all unvested and vested rights will be dealt with. 54 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS’ REPORT Remuneration Report 3d. Remuneration Policy and Outcomes Company Performance The table below shows the performance of the Consolidated Entity over the last 5 periods: 31 December 2023 31 December 2022 31 December 2021 31 December 2020 31 December 2019 Net profit/(loss) after tax $'000 91,533 (34,665) (367,471) 4,995 (78,824) Basic earnings/(loss) per share cents/share Share price Dividends $A/share cents/share 3.08 0.45 — (2.85) 0.20 — (28.92) 0.39 — 1.62 0.71 — (8.30) 1.26 — KMP remuneration disclosures Table 1 below shows the remuneration expense recognised for each KMP for the year ended 31 December 2023. Table 2 below shows the remuneration expense recognised for each KMP for the year ended 31 December 2022. Table 1 – Statutory Executive KMP remuneration for the year ended 31 December 2023 Short Term Benefits Post Employ ment Benefits Long Term Benefits Share Based Payments 1 s t i f e n e B y r a t e n o M n o N $ 2 e v i t n e c n I m r e T t r o h S $ 5 s t n e m y a P y c n a d n u d e R $ e s n e p x E e v a e L l a u n n A $ n o i t a r e n u m e R e s a B $ n o i s n e P / n o i t a u n n a r e p u S $ e s n e p x E e v a e L e c i v r e S g n o L $ i s t h g R e c n a m r o f r e P $ l a t o T $ Performance Related d n a e v i t n e c n I m r e T t r o h S i s t h g R e c n a m r o f r e P % i s t h g R e c n a m r o f r e P % T. Holohan C. Eger3 506,457 4,533 253,229 — 58,437 45,581 392,504 2,401 196,252 — 22,644 35,325 G. Montgomery 364,906 2,599 197,658 — 30,409 — — — — 376,687 1,244,924 20 % 30 % 98,424 747,550 26 % 13 % 154,413 749,985 26 % 21 % R. Steenhof 210,928 1,004 114,638 — 7,070 17,642 6,980 (17,809) 340,453 34 % (5) % D. Warden4 87,887 — — 289,688 — 8,468 (12,986) (70,775) 302,282 (23) % (23) % Total 1,562,682 10,537 761,777 289,688 118,560 107,016 (6,006) 540,940 3,385,194 1. Non-monetary benefits include, where applicable, the cost to the Company of providing fringe benefits, the fringe benefits tax on those benefits and all other benefits received by the Executive. 2. The STI for the year ended 31 December 2023 will be paid in cash in April 2024. 3. Mr C. Eger was appointed as Chief Financial Officer effective 27 February 2023. 4. Mr D. Warden ceased employment as Chief Financial Officer effective 31 March 2023. 5. This relates to a redundancy payment for Mr D. Warden after he ceased employment on 31 March 2023. 6. The table above is presented in United States dollar currency. The remuneration for 2023 was converted at the average exchange rate of US$1:A$1.4934 and an average exchange rate of US$1:£0.7898. Mr T. Holohan, C. Eger and G. Montgomery are remunerated in £ and the other KMPs are remunerated in A$. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 55 Financial Report DIRECTORS’ REPORT 3d. Remuneration Policy and Outcomes (continued) Table 2 – Statutory Executive KMP remuneration for the year ended 31 December 2022 Short Term Benefits Post Employ ment Benefits Long Term Benefits Share Based Payments 1 s t i f e n e B y r a t e n o M n o N $ n o i t a r e n u m e R e s a B $ 2 e v i t n e c n I m r e T t r o h S $ 6 s t n e m y a P r e h t O $ e s n e p x E e v a e L l a u n n A $ n o i t a u n n a r e p u S $ e s n e p x E e v a e L e c i v r e S g n o L $ i s t h g R e c n a m r o f r e P $ l a t o T $ T. Holohan3 S. Gale4 499,619 — 180,775 69,022 52,118 44,662 — 127,850 974,047 144,786 2,086 — — 18,941 6,534 (25,102) (298,179) (150,934) G. Montgomery5 91,678 — 64,650 — 37,558 — — 38,068 231,954 D. Warden 331,222 6,258 136,207 67,503 29,896 16,975 9,772 64,042 661,875 R. Steenhof 186,383 6,258 80,516 — 18,574 16,697 9,425 18,166 336,019 Total 1,253,688 14,602 462,148 136,525 157,087 84,868 (5,905) (50,053) 2,052,961 Performance Related d n a e v i t n e c n I m r e T t r o h S i s t h g R e c n a m r o f r e P % i s t h g R e c n a m r o f r e P % 32 — 44 30 29 13 — 16 10 5 1. Non-monetary benefits include, where applicable, the cost to the Company of providing fringe benefits, the fringe benefits tax on those benefits and all other benefits received by the Executive. 2. The STI for the year ended 31 December 2023 was paid in cash in March 2023. 3. Mr T. Holohan was Chief Operating Officer from 1 January 2022 until 19 April 2022. On 19 April 2022, Mr T. Holohan was appointed Chief Executive Officer. On 23 May 2022, Mr T. Holohan was appointed Managing Director and Chief Executive Officer. 4. Mr S. Gale ceased employment as Managing Director and Chief Executive Officer effective 19 April 2022. 5. Mr G. Montgomery was appointed as Chief Operating Officer effective 25 August 2022. 6. This relates to a retention bonus for Mr T Holohan for remaining in employment up to 31 December 2021, and Mr D Warden for remaining in employment up to 31 December 2022. No other terms and conditions are associated with these payments. 7. The table above is presented in United States dollar currency. The remuneration for 2023 was converted at the average exchange rate of US$1:A$1.4934 and an average exchange rate of US$1:£0.7898. Mr T. Holohan is remunerated in £. Mr G. Montgomery is remunerated in USD and the other KMPs are remunerated in A$. 56 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT DIRECTORS’ REPORT Remuneration Report 3d. Remuneration Policy and Outcomes (continued) STI outcomes Performance Measure Company Operating Cash Flow ($million) Cash Operating Cost Per Tonne Milled ($) Production Target (Gold Poured) (oz) Sustainability Performance Area Weighting 30.0% 30.0% 30.0% 10.0% Financial Report Actual Performance Outcome Weighted Performance Outcome Target 146,694 64.06 350,000 133,753 69.55 330,994 YOY Improvement YOY Improvement Total Payout 20.1% 29.5% 17.8% 10.0% 77.4% RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 57 Financial Report DIRECTORS’ REPORT 4. NON-EXECUTIVE DIRECTOR REMUNERATION ARRANGEMENTS AND OUTCOMES Objective The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to Shareholders. Structure The Company’s constitution and the ASX Listing Rules specify that the aggregate remuneration of NEDs shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided between the Directors as agreed. The latest determination was at the Annual General Meeting held on 29 November 2016 when the Shareholders approved an aggregate remuneration of A$1,000,000 per year. The Chairman’s fee is A$180,000 and NED fees are A$100,000. In addition, the Chair of the Audit and Risk Committee receives a Committee Chair fee of A$15,000 and the Chair of the Remuneration Committee receives a Committee Chair fee of A$15,000. Members of Committees do not receive a separate fee. The amount of aggregate remuneration sought to be approved by Shareholders and the manner in which it is apportioned amongst Directors is reviewed annually. The Board considers fees paid to NEDs of comparable companies when undertaking the annual review process. Each NED receives a fee for being a Director of the Company. The fee size is commensurate with the workload and responsibilities undertaken. NEDs do not participate in any incentive programs. Position Current Annual Fee (A$) Chair of Board Non-Executive Director Audit and Risk Committee Chair Remuneration Committee Chair 1. Payable in addition to the annual NED fee. Non-Executive Director remuneration for the year ended 31 December 20231 Short Term Benefits Post Employment Benefits Remuneration $ Non-Monetary Benefits $ Superannuation $ 120,530 77,005 60,685 66,961 36,270 77,005 438,456 — — — — — — — — — 6,276 — — — 6,276 M. Botha M. Potts S. Shugg A. Reynolds K. Marshall S. Jackson Total 1. The table above is presented in United States dollar currency. The total remuneration for 2023 was converted at the average exchange rate of US$1:A$1.4934. Non-Executive Director remuneration for the year ended 31 December 20221 Short Term Benefits Post Employment Benefits Remuneration $ Non-Monetary Benefits $ Superannuation $ 121,506 74,254 61,228 67,503 77,629 402,120 — — — — — — — — 6,864 — — 6,864 M. Botha M. Potts S. Shugg A. Reynolds S. Jackson Total 1. The table above is presented in United States dollar currency. The total remuneration for 2022 was converted at the average exchange rate of US$1:A$1.332. 58 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT $180,000 $100,000 $15,0001 $15,0001 Total $ 120,530 77,005 66,961 66,961 36,270 77,005 444,732 Total $ 121,506 74,254 68,092 67,503 77,629 408,984 Financial Report DIRECTORS’ REPORT Remuneration Report 5. ADDITIONAL DISCLOSURES Executive Employment Contracts Remuneration arrangements for KMP are formalised in employment agreements. The following table outlines the details of contracts with key management personnel: Term of Agreement Notice Period by Executive Notice Period by Company Termination Benefit Open 6 months 6 months Redundancy as per UK ERA1 Open Open Open Open 6 months 6 months Redundancy as per NES3 6 months 6 months Redundancy as per UK ERA 6 months 6 months Redundancy as per NES 3 months 3 months Redundancy as per NES Name Title Terry Holohan Managing Director and Chief Executive Officer Chris Eger2 Chief Financial Officer Geoff Montgomery Doug Warden4 Chief Operating Officer Chief Financial Officer Richard Steenhof5 General Counsel and Company Secretary 1. UK ERA is the UK Employment Rights Act. 2. Appointed effected 27 February 2023. 3. NES is the National Employment Standards. 4. Until 31 March 2023. 5. Until 19 January 2024. No options were held by KMP during the year. Details of Performance Rights holdings of KMP are as follows: r a e y e h t f o t r a t s e h t t a e c n a a B l d e t n a r G r e b m u N e t a d t n a r G Granted during the year as compensation2 e c n a m r o f r e P f o e u a v r i a F l e t a d t n a r g t a s t h g R i i t n a r g t a s t h g R e c n a m r o f r e P l f o e u a v r i a F l a t o T 2 e t a d A$ A$ ) s r a e y ( d o i r e p g n i t s e V e t a d g n i t s e V i s t h g R e c n a m r o f r e P f o y r i p x E e c n a m r o f r e P f o e c i r p e s i c r e x E r a e y e h t g n i r u d d e t n a r g s t h g R i A$ r a e y e h t f o d n e e h t t a e c n a a B l r a e y e h t g n i r u d d e s p a L r a e y e h t g n i r u d d e t s e V Directors T. Holohan1 2,401,863 3,548,554 45,071 — 1,405,227 3 46,022 48,214 nil 443,719 — 5,506,698 Other key management personnel G. Montgomery 697,950 1,800,385 45,062 — 712,953 3 46,022 48,214 C. Eger — 1,513,325 44,927 — 599,277 3 46,022 47,484 D. Warden 1,204,960 — 45,062 — — 3 46,022 48,214 R. Steenhof 431,738 1,105,952 45,062 — 437,957 3 46,022 48,214 nil nil nil nil 211,276 — 2,287,059 — 1,513,325 1,204,960 — 1,537,690 — — — 1. Mr T. Holohan had 1,000,000 shares approved at the Annual General Meeting on 25 May 2023 which have not been granted as the performance measures have not been finalised. 2. Performance Rights vest in accordance with the Resolute Mining Limited Remuneration Policy and Equity Incentive Plan which outline the key performance indicators that need to be satisfied. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 59 Financial Report DIRECTORS’ REPORT 5. Additional Disclosures (continued) Details of shareholdings of KMP are as follows: Received during the year on the vesting of Performance Rights Balance at the start of the year Purchased during the year Other changes during the year Shares sold on market during the year Balance at the end of the year Directors M. Botha T. Holohan M. Potts S. Shugg K. Marshall A. Reynolds S. Jackson 236,405 — 234,839 27,273 — 50,000 — Other key management personnel G. Montgomery C. Eger D. Warden R. Steenhof — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — 236,405 — 234,839 27,273 — 50,000 — — — — — Every Director is encouraged to hold shares in the Company. The Board considered a share ownership requirement policy for Directors, however, is not proposing to introduce a formal requirement due to the current tenure of Directors and to ensure that diversity is one of the priorities without imposing limitations on any potential candidate. The Board will continue reviewing this policy on an ongoing basis to ensure it meets the requirements of the Company and its stakeholders. This is the end of the remuneration report. 7. OTHER INFORMATION Performance Rights Outstanding Performance Rights at the date of this report are as follows: Grant date 26/10/2018 21/5/2019 22/6/2022 1/1/2023 Vesting date Exercise price Number on issue 30/6/2021 31/12/2021 31/12/2024 31/12/2025 — — — — 13,550 73,377 5,266,104 8,883,437 14,236,468 60 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS’ REPORT Indemnification and Insurance of Directors and Officers Resolute maintains an insurance policy for its Directors and Officers against certain liabilities arising as a result of work performed in the capacity as Directors and Officers. The Company has paid an insurance premium for the policy. The contract of insurance prohibits disclosure of the amount of the premium and the nature of the liabilities insured. Indemnification of Auditors To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment has been made to indemnify Ernst & Young during or since the financial year. Auditor Independence Refer to the Auditor’s Independence Declaration to the Directors of Resolute Mining Limited. Directors’ Meetings The number of meetings of Directors (including meetings of committees of Directors) held during the year and the number of meetings attended by each Director were as follows: M. Botha T. Holohan M. Potts S. Shugg A. Reynolds K. Marshall1 S. Jackson Number of meetings held Board Audit and Risk Remuneration Nomination Sustainability 8 8 8 8 8 4 8 8 4 n/a 4 4 4 2 4 4 3 n/a 3 2 3 2 3 3 2 n/a 2 2 2 1 2 2 n/a 2 n/a 3 3 2 n/a 3 1. Mr K. Marshall was appointed as Non Executive Director, effective 17 June 2023. The details of the functions of the other committees of the Board are presented in the Corporate Governance Statement. The Directors Report has been prepared in US dollars and all values are rounded to the nearest thousand dollars ($'000) unless otherwise stated in line with Australian Securities and Investments Commission (ASIC) Corporations (Rounding in Financial/ Directors’ Reports) Instrument 2016/191 Non-Audit Services Non-audit services have been provided by the entity’s auditor, Ernst & Young for the year ended 31 December 2023 for $nil (year ended 31 December 2022: $17,045). Signed in accordance with a resolution of the Directors. Martin Botha Chairman Perth, Western Australia 27 March 2024 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 61 Financial Report 62 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Contents About this Report Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Cash Flow Statement Notes to the Financial Statements A A.1 A.2 A.3 A.4 B B.1 B.2 B.3 C C.1 C.2 C.3 C.4 C.5 C.6 D D.1 D.2 D.3 D.4 D.5 D.6 E E.1 E.2 E.3 E.4 E.5 E.6 E.7 E.8 E.9 Earnings for the year Segment revenues and expenses Dividends paid or proposed Loss per share Taxes Production and growth assets Mine properties and property, plant and equipment Exploration and evaluation assets Segment expenditure, assets and liabilities Cash, debt and capital Cash Financial liabilities Interest bearing liabilities Financing facilities Contributed equity Other reserves Other assets and liabilities Receivables Inventories Payables Provisions Leases Financial instruments Other items Ravenswood receivables Commitments Auditor remuneration Subsidiaries and non-controlling interests Subsequent events Related party disclosures Parent entity information Employee benefits and share-based payments Other accounting policies Directors’ Declaration Independent Auditor’s Report Shareholder Information 64 66 68 69 70 71 71 74 74 75 78 78 80 80 82 82 83 84 85 85 85 87 87 88 88 89 91 93 94 94 95 96 96 97 97 98 98 102 103 104 110 Financial Report RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 63 ABOUT THIS REPORT The Financial Report of Resolute Mining Limited and its controlled entities (“Resolute”, “consolidated entity” or “the Group”) for the year ended 31 December 2023 was authorized for issue on 27 March 2024 in accordance with a resolution of the Directors. Resolute Mining Limited (the parent) is a for profit company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange and the London Stock Exchange. The nature of the operations and principal activities of the Group are described in the Directors’ Report and in the segment information in Note A.1. Information on the Group’s structure is provided in Note E.5. Statement of Compliance This general purpose Financial Report has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Board and the Corporations Act 2001 (Cth). The Financial Report complies with Australian Accounting Standards as issued by the Australian Accounting Standards Board and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. The accounting policies are consistent with those disclosed in the 31 December 2022 Financial Report, except for the impact of all new or amended Standards and Interpretations as detailed in Note E.9. The Financial Report includes financial information for Resolute Mining Limited (“Resolute”) as an individual entity and the consolidated entity consisting of Resolute and its subsidiaries (“the Group”). Where appropriate, comparative information has been reclassified to align to changes in presentation in the current period to reflect more reliable and relevant information. The Company has reclassified certain expense items to costs of production to better reflect the actual costs incurred at our operations. Basis of Preparation These financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain financial assets and liabilities at fair value. The Financial Report comprises of the financial statements of the Group and its subsidiaries as at 31 December each year. Subsidiaries are fully consolidated from the date on which control is obtained by the Group and cease to be consolidated from the date at which control is transferred out of the Group. Profit or loss and each component of Other Comprehensive Income (OCI) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation. Interests in associates are equity accounted and are not part of the consolidated Group. Rounding of Amounts The Financial Report has been prepared in US dollars and all values are rounded to the nearest thousand dollars ($'000) unless otherwise stated in line with Australian Securities and Investments Commission (ASIC) Corporations (Rounding in Financial/ Directors’ Reports) Instrument 2016/191. Financial Report 64 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Currency Items in the financial statements of each of the Group’s entities are measured in their respective currencies. Resolute Mining Limited’s functional currency is Australian dollars (A$) and presentation currency is US dollars ($). Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency spot rates at the date the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date. Differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception of monetary items classified as net investment in a foreign operation. These are recognised in OCI until the net investment is disposed of, at which time, the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to exchange differences on those monetary items are also recorded in OCI. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e. translation differences on items whose fair value gain or loss is recognised in OCI or profit or loss are also recognised in OCI or profit or loss, respectively). 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: ▪ assets and liabilities for each consolidated statement of financial position presented are translated at the closing rate at the date of that consolidated statement of financial position ▪ income and expenses for each consolidated statement of comprehensive income are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions) ▪ all resulting exchange differences are recognised as a separate component of equity. On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrowings and other currency instruments that form part of a net investment in foreign operation designated as hedges of such investments, are taken to shareholders’ equity. When a foreign operation is sold or borrowings repaid, a proportionate share of such exchange differences are recognised in the consolidated statement of comprehensive income as part of the gain or loss on sale. Financial Report Financial and Capital Risk Management The Group’s activities expose it to a variety of financial risks: market risk (including diesel fuel price risk, currency risk and interest rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks, where considered appropriate, to minimise potential adverse effects on the financial performance of the Group. The Group may use derivative financial instruments to manage certain risk exposures. Derivatives have been used exclusively for managing financial risks, and not as trading or other speculative instruments. Risk management is carried out by the Group’s Audit and Risk Committee under policies approved by the Board of Directors. The Audit and Risk Committee identifies, evaluates and manages financial risks as deemed appropriate. The Board provides guidance for overall risk management, including guidance on specific areas, such as mitigating commodity price, foreign exchange, interest rate and credit risks, and derivative financial instrument risk. Foreign Exchange Risk Management The Group receives proceeds on the sale of its gold and silver production in US dollars and Australian dollars and a large portion of its costs at the Syama Gold Mine, Mako Gold Mine and the Bibiani Gold Mine are denominated in Euro, US dollars and local currencies, and as such movements within these currencies expose the Group to exchange rate risk. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the entity’s functional currency. The risk can be measured by performing a sensitivity analysis that quantifies the impact of different assumed exchange rates on the Group’s forecast cash flows. The Group’s Audit and Risk Committee continues to manage and monitor foreign exchange currency risk. At present, the Group does not specifically hedge its exposure to foreign currency exchange rate movements. Diesel Price Risk Management The Group is exposed to movements in the diesel fuel price. The costs incurred purchasing diesel fuel for use in the Group’s operations is significant. The Group’s Audit and Risk Committee continues to manage and monitor diesel fuel price risk. At present, the Group does not specifically hedge its exposure to diesel fuel price movements. The below risks arise in the normal course of the Group’s business. Risk information can be found in the following sections: ▪ Section C Capital risk, Interest rate risk, Liquidity risk, Foreign currency risk ▪ Section D Credit risk, Foreign currency risk. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 65 Financial Report CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December 2023 $'000 Note 2023 2022 Revenue from contracts with customers for gold and silver sales Costs of production Gross profit Depreciation and amortisation Royalties Gross profit from operations Interest income Other income Exploration expense Administration and other corporate expenses Share based payments expense Fair value movements and treasury transactions Inventories net realisable value movements and obsolete consumables Finance costs Share of associates’ losses Indirect tax expense Profit/(loss) before tax from operations Tax expense Profit/(loss) for the year from operations Profit/(loss) attributed to: Members of the parent Non-controlling interest A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 A.1 631,073 651,129 (400,378) (433,924) 230,695 217,205 (81,044) (85,894) (36,313) (39,574) 113,338 91,737 2,406 23,527 5,513 4,548 (14,720) (14,615) (18,450) (14,393) (605) (457) 22,442 (14,822) (12,665) (36,078) (13,583) (20,786) — (1,305) (5,367) (13,449) 96,324 (14,105) A.1 (4,791) (20,560) 91,533 (34,665) 65,577 25,956 91,533 (34,083) (582) (34,665) The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes. 66 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December 2023 (CONTINUED) $'000 Profit/(loss) for the year (brought forward) Other comprehensive income/(loss) Items that may be reclassified subsequently to profit or loss Exchange differences on translation of foreign operations: - Members of the parent - Non-controlling interest Changes in the fair value/realisation of financial assets at fair value through other comprehensive income, net of tax Other comprehensive loss for the year, net of tax Note 2023 2022 91,533 (34,665) (19,764) (18,167) (1,989) 4,507 (865) (717) (22,618) (14,377) Total comprehensive income/(loss) for the year 68,915 (49,042) Total comprehensive income/(loss)attributable to: Members of the parent Non-controlling interest Earnings/(loss) per share for net loss attributable for continuing operations to the ordinary equity holders of the parent: Basic earnings/(loss) per share Diluted earnings/(loss) per share 44,948 23,967 68,915 (52,967) 3,925 (49,042) A.3 A.3 cents 3.08 3.08 cents (2.85) (2.85) The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 67 Financial Report CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 31 December 2023 $'000 Current assets Cash Other financial assets – restricted cash Receivables Inventories Prepayments and other assets Income tax asset Total current assets Non-current assets Receivables Inventories Evaluation assets Development assets Property, plant and equipment Right of use assets Deferred tax asset Income tax asset Total non current assets Total assets Current liabilities Payables Financial liabilities Provisions Lease liabilities Current tax liabilities Total current liabilities Non current liabilities Provisions Financial liabilities Lease liabilities Total non current liabilities Total liabilities Net assets Note 2023 2022 C.1 D.1 D.2 D.1 D.2 B.2 B.1 B.1 D.5 A.4 A.4 D.3 C.2 D.4 D.5 A.4 D.4 C.2 D.5 59,769 1,412 60,102 80,873 1,406 48,793 135,417 146,430 11,021 1,810 11,141 — 269,532 288,643 54,456 42,489 6,354 53,651 42,434 3,211 298,927 222,395 160,894 234,461 10,106 3,005 13,453 — 7,317 10,545 583,547 580,150 853,078 868,793 67,302 74,066 66,188 3,070 4,791 63,700 97,180 100,377 3,373 19,107 215,417 283,737 85,863 — 9,625 71,544 29,482 12,536 95,488 113,562 310,905 397,299 542,173 471,494 Equity attributable to equity holders of the parent Contributed equity Reserves Retained earnings Total equity attributable to equity holders of the parent Non-controlling interest Total equity C.5 882,731 882,731 (40,821) (21,956) (251,764) (317,341) 590,146 543,434 E.4 (47,973) (71,940) 542,173 471,494 The above consolidated statement of financial position should be read in conjunction with the accompanying notes. 68 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT CONSOLIDATED STATEMENT OF CHANGES IN EQUITY as at 31 December 2023 Financial Report $'000 At 1 January 2023 Profit for the year Other comprehensive (loss)/income, net of tax Total comprehensive (loss)/income for the year, net of tax Shares issued (net of cost) Dividends paid Share based payments expense At 31 December 2023 At 1 January 2022 Loss for the year Other comprehensive (loss)/income, net of tax Total comprehensive (loss)/income for the year, net of tax y t i u q e d e t u b i r t n o C i / n a g d e s i l a e r n u t e N e v r e s e r ) s s o l ( y t i u q e s n o i t p o e r a h S l / s e t o n e b i t r e v n o C e v r e s e r e v r e s e r s t s e r e t n i g n i l l o r t n o c - n o N y t i u q e e e y o p m E l e v r e s e r s t i f e n e b e v r e s e r n o i t a l s n a r t y c n e r r u c n g e r o F i i / s g n n r a e d e n a t e R i l d e t a u m u c c a ( ) s e s s o l g n i l l o r t n o c - n o N t s e r e t n i l a t o T 882,731 (9,348) 4,876 (724) 20,447 (37,207) (317,341) (71,940) 471,494 — — — — — — 65,577 25,956 91,533 — (397) (555) 88 — (19,764) — (1,989) (22,618) — (397) (555) 88 — (19,764) 65,577 23,967 68,915 — — — — — — — — — — — — — — 1,763 — — — — — — — — — — — 1,763 882,731 (9,745) 4,321 (636) 22,210 (56,971) (251,764) (47,973) 542,173 777,021 (8,631) 4,876 (724) 19,813 (19,040) (283,258) (71,467) 418,590 — — — (717) — (717) — — — — — — — — — — — — (34,083) (582) (34,665) — (18,167) — 4,507 (14,377) — (18,167) (34,083) 3,925 (49,042) 105,710 — 634 — — — (4,398) (4,398) — — 634 Shares issued (net of cost) 105,710 Dividends paid Share based payments expense — — — — At 31 December 2022 882,731 (9,348) 4,876 (724) 20,447 (37,207) (317,341) (71,940) 471,494 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 69 Financial Report CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 December 2023 $'000 Note 2023 2022 Cash flows from operating activities Receipts from customers Payments to suppliers, employees and others Exploration expenditure Interest paid Interest received Indirect tax receipts/(payments) Income tax paid Net cash flows from operating activities Cash flows used in investing activities Payments for property, plant & equipment Payments for development activities Payments for evaluation activities Proceeds from sale of asset Proceeds relating to asset held for sale Proceeds from investment in associate Other investing activities Net cash flows from/(used in) investing activities Cash flows from financing activities Repayment of borrowings Proceeds from issuing ordinary shares Payments for share issue costs Dividends paid to non-controlling interest Repayment of principal portion of lease liability Net cash flows used in financing activities Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at the beginning of the year Exchange rate adjustment Cash and cash equivalents at the end of the year Cash and cash equivalents comprise the following: Cash at bank and on hand Bank overdraft Cash and cash equivalents at the end of the year 632,444 650,591 (499,808) (524,706) (4,650) (10,745) (12,279) (16,619) 519 (374) 214 164 (9,285) (7,994) 106,567 90,905 (27,264) (35,811) (40,299) (27,602) (4,234) (4,372) 3,621 — — 19,148 60,000 4,534 (725) (725) (68,901) 15,172 (55,000) (195,000) — — — 110,289 (4,579) (5,089) (2,354) (3,457) (57,354) (97,836) (19,688) 35,459 (2,198) 8,240 25,237 1,982 13,573 35,459 C.1 C.1 59,769 80,873 (46,196) (45,414) 13,573 35,459 The above consolidated cash flow statement should be read in conjunction with the accompanying notes. 70 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS A: Earnings for the year IN THIS SECTION Results and the performance of the Group, with segmental information highlighting the core areas of the Group’s operations. It also includes details about the Group’s tax position. A.1 Segment revenues and expenses Operating segment information The Group has identified two operating segments based on the internal reports that are reviewed and used by the Chief Executive Officer (the Chief Operating Decision Maker) in resources. Operating segments are identified by management as being operating mine sites and are managed separately and operate in different regulatory and economic environments. Performance is measured based on gold poured and cost of production per ounce of gold poured. The accounting policies used by the Group in reporting segments are the same as those used in the preparation of financial statements. Recognition and measurement Revenue from gold and other sales Revenue from gold and other sales represents revenue from contracts with customers and is recognised at the point in time when the Group transfers control of products to a customer. For sales of gold bullion, control is obtained when the gold is credited to the metals account of the customer. Revenue is recognised at the amount to which the Group expects to be entitled. Revenue from the sale of by-products such as silver is included in sales revenue. Interest Interest revenue is recognised as interest accrues using the effective interest method. Key estimates and judgements Revenue from contracts with customers – Judgement is required to determine the point at which the customer obtains control of gold. Factors including transfer of legal title, transfer of significant risks and rewards of ownership and the existence of a present right to payment for the gold typically result in control transferring on delivery of the gold. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 71 Financial Report Notes to the Financial Statements for the year ended 31 December 2023 A.1 Segment revenues and expenses (continued) 31 December 2023 $'000 Syama (Mali) Mako (Senegal) Corporate/ Other (a) Total Gold and silver sales at spot to external customers 401,568 229,505 — 631,073 Costs of production Segment gross profit Depreciation and amortisation Royalties (262,472) (136,235) (1,671) (400,378) 139,096 93,270 (1,671) 230,695 (34,121) (44,491) (2,432) (81,044) (24,066) (11,475) (772) (36,313) Segment gross profit from operations 80,909 37,304 (4,875) 113,338 Interest income Other income (b) Exploration expense Administration and corporate expenses (c) Share based payment expenses 22 (140) — 2,384 (24) 23,691 2,406 23,527 (7,832) (4,455) (2,433) (14,720) — — — — (18,450) (18,450) (605) (605) Fair value movements and treasury transactions 28,749 (4,339) (1,968) 22,442 Inventories net realisable value movements and obsolete consumables (9,096) (3,569) — (12,665) Finance costs Indirect tax expense (5,062) (1,793) (6,727) (13,582) (5,363) (4) — (5,367) Segment profit/(loss) before tax from operations 82,187 23,120 (8,983) 96,324 Income tax expense (20,250) 15,459 — (4,791) Profit/(loss) for the 12 months to 31 December 2023 61,937 38,579 (8,983) 91,533 (a) This information does not represent an operating segment as defined by AASB 8, however this information is analysed in this format by the Chief Operating Decision maker, and forms part of the reconciliation of the results and positions of the operating segments to the financial statements. (b) Other income includes the gain realised on remeasurement of the contingent consideration receivables from the sale of the Ravenswood mine. (c) Administration and corporate expenses are no longer allocated to operating segments as stated in prior years. 72 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report Notes to the Financial Statements for the year ended 31 December 2023 A.1 Segment revenues and expenses (continued) 31 December 2022 $'000 Syama (Mali) Mako (Senegal) Corporate/ Other (b) Revenue from contracts with customers for gold and silver sales 414,369 236,760 Costs of production Segment gross profit Depreciation and amortisation Royalties Segment gross profit from operations Interest income Other income Exploration expense Administration and corporate expenses Share based payment expenses Fair value movements and treasury transactions Total 651,129 (433,924) 217,205 — — — (285,907) (148,017) 128,462 88,743 (41,208) (42,673) (2,013) (85,894) (27,736) (11,838) — (39,574) 59,518 34,232 (2,013) 91,737 24 14 7 — 5,482 4,535 5,513 4,549 (9,578) (1,160) (4,018) (4,777) (1,019) (14,615) (8,456) (14,393) — 879 — (457) (457) (163) (15,538) (14,822) Inventories net realisable value movements and obsolete consumables (29,073) (7,004) — (36,077) Finance costs Share of associates' losses Indirect tax expense Segment profit/(loss) before tax from operations Income tax expense Profit/(Loss) for the 12 months to 31 December 2022 (5,076) (839) (14,871) (20,786) — (13,387) — (62) (1,305) (1,305) — (13,449) 2,161 17,376 (33,642) (14,105) (4,178) (2,017) (13,411) (2,971) (20,560) 3,965 (36,613) (34,665) RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 73 Financial Report Notes to the Financial Statements for the year ended 31 December 2023 A.1 Segment revenues and expenses (continued) (a) Revenue from external sales for each reportable segment is derived from third parties. Bullion sales are conducted with third parties at market spot prices or per the terms of forward sales contracts. Customers representing more than 10% of sales in 2023 were ING Bank 49.0% and Perth Mint 37.1% (2022 being ING 17.6%, Perth Mint 27.1%, BNP Paribas 14.7% and Citibank 31.1%). (b) This information does not represent an operating segment as defined by AASB 8, however this information is analysed in this format by the Chief Operating Decision maker, and forms part of the reconciliation of the results and positions of the operating segments to the financial statements. A.2 Dividends paid or proposed The company’s dividend policy is, subject to board discretion, to pay a minimum of 2% of gold sales revenue as a dividend. A dividend has not been declared for the year ended 31 December 2023. A.3 Earnings/(loss) per share 31 December 2023 31 December 2022 Basic earnings/(loss) per share Profit/(loss) attributable to ordinary equity holders for operations of the parent for basic loss per share ($'000) Weighted average number of ordinary shares outstanding during the year used in the calculation of basic EPS and diluted EPS 65,578 (34,083) 2,129,006,569 1,196,856,518 Basic earnings/(loss) per share from operations (cents per share) Diluted earnings/(loss) per share from operations (cents per share)1 cents 3.08 3.08 cents (2.85) (2.85) 1. At 31 December 2023, a total of 14,236,468 performance rights (10,916,506 at 31 December 2022) could potentially dilute basic earnings per share in the future, but were not included in diluted earnings/(loss) per share as they are contingently issuable shares. Measurement Basic earnings per share (“EPS”) is calculated as net profit/(loss) attributable to members, adjusted to exclude preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element. Diluted EPS is calculated as the net (loss)/profit attributable to members, adjusted for: • The after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses • other non-discretionary changes in revenues or expenses during the year that would result from the dilution of potential ordinary shares • divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element. Information on the classification of securities file Options and performance rights granted to employees (including Key Management Personnel) as described in E.8 are considered to be potential ordinary shares and have been included in the determination of diluted earnings per share to the extent they are dilutive. These options and performance rights have not been included in the determination of basic loss per share. 74 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 A.4 Taxes $'000 a) Income tax (benefit)/expense Current tax expense Deferred tax (benefit)/expense Total tax expense b) Numerical reconciliation of income tax (benefit)/expense to prima facie tax (benefit)/expense Profit/(loss) before income tax from operations Total accounting gain/(loss) Prima facie income tax expense/(benefit) at 30% (31 December 2022: 30%) Add/(deduct): - net movement in temporary differences and tax losses not recognised - effect of different rates of tax on overseas income - effect of income not subject to tax - effect of share based payments expense not deductible - prior year tax losses recognised - prior year under / (over) provision - other permanent differences Income tax expense attributable to net profit c) Tax losses (tax effected) Revenue losses - Australia - Mali - Senegal - UK - Ghana Capital losses - Australia Total tax losses Total tax losses – recognised Total tax losses not used against deferred tax liabilities for which no deferred tax asset has been recognised (potential tax benefit at the prevailing tax rates of the respective jurisdictions) (tax effected) Financial Report 31 December 2023 31 December 2022 7,796 (3,005) 4,791 96,324 96,324 29,170 23,091 (7,375) (29,220) 182 — (14,422) 3,365 4,791 — 4,818 17,999 — 2,153 — 24,970 37,402 62,372 — 22,151 (1,591) 20,560 (14,105) (14,105) (4,232) 9,649 (500) — 134 (1,569) 1,256 15,822 20,560 — — 61,620 — — — 61,620 46,773 108,393 — 62,372 108,393 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 75 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 A.4 Taxes (continued) $'000 d) Deferred tax assets Balance at the beginning of the year (Utilised)/recognised during the period Foreign currency translation Balance as at the end of the year The deferred tax assets balance comprises temporary differences attributable to: Receivables Financial assets at fair value through other comprehensive income Mineral exploration and development interests Investments in associates Property, plant and equipment Payables and provisions Business related costs Financial derivative assets Temporary differences not recognised Set off of deferred tax liabilities pursuant to set off provisions Net deferred tax assets e) Deferred tax liabilities The deferred tax liabilities balance comprises temporary differences attributable to: Receivables Inventories Mineral exploration and development interests Payables Provision Total Set off of deferred tax assets pursuant to set off provisions Net deferred tax liabilities f) The equity balance comprises temporary differences attributable to: Convertible notes equity reserve Option equity reserve Unrealised loss reserve Net temporary differences in equity Set off of deferred tax liabilities pursuant to set off provisions Total temporary differences in equity Franking credits The amount of franking credits available for subsequent financial years is as follows. The amount has been determined using a tax rate of 30%. 31 December 2023 31 December 2022 — — — — 30,734 — 81,233 — — 6,597 — — (109,696) (5,863) 3,005 — 5,568 — 361 (66) 5,863 (5,863) — — — — — — — — — — — 42,924 (681) 113,745 2,870 27,740 3,778 979 464 (179,570) (12,247) — 1,176 7,559 1,350 1,705 457 12,247 (12,247) — 132 1,750 44 1,926 (44) 1,882 6,102 74 76 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 Financial Report Key estimates and judgements The Group records its best estimate of these items based upon the latest information available and management’s interpretation of enacted tax laws. Whilst the Group believes it has adequately provided for the outcome of these matters, future results may include favourable or unfavourable adjustments as assessments are made, or resolved. The recognition basis of deductible temporary differences and unused tax losses in the form of deferred tax assets is reviewed at the end of each reporting year and de- recognised to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. The deferred income tax asset recognised at 31 December 2023 is in relation to the MAKO mine. The future benefit will only be obtained if: (i) (ii) future assessable income is derived of a nature and an amount sufficient to enable the benefit to be realised the conditions for deductibility imposed by tax legislation have been continued to be complied with (iii) no changes in tax legislation adversely affect the consolidated entity in realising the benefit. A.4 Taxes (continued) Recognition and measurement The income tax expense or revenue for the year is the tax payable on the current year’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and by unused tax losses (if appropriate). Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for deductible temporary differences, unused tax losses and unused tax credits only if it is probable that sufficient future taxable income will be available to utilise those temporary differences and losses. Deferred tax is not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither taxable profit or loss; or the accounting profit or loss arising from taxable differences related to investment in subsidiaries, associates and interests in joint ventures to the extent that: ▪ ▪ the Group is able to control the reversal of the temporary difference the temporary difference is not expected to reverse in the foreseeable future. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year in which the liability is settled or the asset is realised, based on tax rates (and tax laws) that have been enacted or substantially enacted by the end of the reporting year. Deferred tax assets and liabilities are offset only if certain criteria are met. Income taxes relating to items recognised directly in equity are recognised in equity. Tax consolidation Resolute and its wholly-owned Australian controlled entities implemented the tax consolidation legislation as of 1 July 2002 and the entities in the tax consolidated group entered into a tax sharing agreement, which limits the joint and several liability of the wholly-owned entities in the case of a default by the head entity, Resolute Mining Limited. The entities have also entered into a tax funding agreement under which the wholly-owned entities fully compensate Resolute Mining Limited for any current tax payable assumed and are compensated by Resolute Mining Limited for any current tax receivable. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 77 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 B: Production and growth assets IN THIS SECTION Included in this section is relevant information about recognition, measurement, depreciation, amortisation and impairment considerations of the core producing and growth (exploration and evaluation) assets of Resolute. B.1 Mine properties and property, plant and equipment Recognition and measurement Stripping activity asset The Group incurs waste removal costs (stripping costs) in the creation of improved access and mining flexibility in relation to ore to be mined in the future. The costs are capitalised as a stripping activity asset, where certain criteria are met. Once the Group has identified its production stripping for each surface mining operation, it identifies the separate components for the orebodies in each of its mining operations. An identifiable component is a specific volume of the ore body that is made more accessible by the stripping activity. The costs of each component are amortised on a units of production basis in applying a stripping ratio. Development expenditure (a) Areas in Development: Costs incurred in preparing mines for production including required plant infrastructure. (b) Areas in Production: Represent the accumulation of all acquired exploration, evaluation and development expenditure in which economic mining of an Ore Reserve has commenced. Amortisation of costs is provided on the unit of production method. Property, plant and equipment Property, plant and equipment are stated at cost less any accumulated depreciation and any impairment losses. The cost of an item of property, plant and equipment comprises: ▪ Its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates ▪ Any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management ▪ The initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located. Depreciation is provided on the following basis: Life Method Motor vehicles 3-5 years Straight line Office equipment 3 years Straight line Plant and equipment Life of mine years or 2-6 years Straight line over life of mine years or straight line Processing plant Life of mine production Units of production 78 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Key estimates and judgements Stripping activity assets Judgement is required to identify a suitable production measure to be used to allocate production stripping costs between inventory and any stripping activity asset(s) for each component. The Group considers that the ratio of the expected volume of waste to be stripped for an expected volume of ore to be mined for a specific component of the orebody, to be the most suitable production measure. An identifiable component is a specific volume of the ore body that is made more accessible by the stripping activity. Judgement is also required to identify and define these components, and also to determine the expected volumes (e.g. tonnes) of waste to be stripped and ore to be mined in each of these components. These assessments are based on the information available in the mine plan which will vary between mines for a number of reasons, including, the geological characteristics of the ore body, the geographical location and/or financial considerations. Stripping ratio The Group has adopted a policy of capitalising production stage stripping costs and amortising them on a units of production basis. Significant judgement is required in determining the contained ore units for each mine. Factors that are considered include: ▪ any proposed changes in the design of the mine; ▪ estimates of the quantities of ore reserves and mineral resources for which there is a high degree of confidence of economic extraction ▪ ▪ ▪ future production levels future commodity prices and future cash costs of production and capital expenditure. Determining the beginning of production The Group ceases capitalising pre-production costs and begins depreciation and amortisation of mine property assets at the point commercial production commences. This is based on the specific circumstances of the project, and considers when the specific asset becomes ‘available for use’ as intended by management which includes consideration of the following factors: ▪ completion of a reasonable period of testing of the mine plant and equipment ▪ mineral recoveries, availability and throughput levels at or near expected/feasibility study levels ▪ ▪ the ability to produce gold into a saleable form (where more than an insignificant amount is produced) the achievement of continuous production and ▪ estimation of mineral reserves and resources. Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 B.1 Mine properties and property, plant and equipment (continued) Plant and Equipment Mine Properties n o i t c u r t s n o C r e d n U s t e s s A s e l c i h e V r o t o M i t n e m p u q E e c i f f O t e s s A y t i v i t c A g n p i r t S i s e i t r e p o r P e n M i l a t o T i t n e m p u q E d n a t n a P l 31 December 2023 $'000 Cost s g n d i l i u B Balance as at 1 January 2023 26,311 513,899 13,764 18,560 — 746,061 51,876 1,370,471 Additions/expenditures Transfers/reallocations Change in estimate of environmental rehabilitation provision Disposals Foreign currency translation — — — 70 26,892 13,654 36,678 77,294 (8,711) (50,221) 492 2,013 36,894 (311,107) 330,640 — — — 73 — — 987 — (21) 18 — — 30 — — 788 10,619 — — — 10,619 (21) 2,451 2,904 7,254 Balance as at 31 December 2023 17,673 464,665 14,253 20,673 64,574 461,679 422,099 1,465,617 Accumulated Depreciation Balance as at 1 January 2023 Depreciation/amortisation Transfers/reallocations Disposals (16,574) (293,699) (12,117) (15,686) — (552,290) (23,252) (913,618) (1,063) (17,612) (1,105) (2,653) — (38,280) (31,488) (92,199) 6,131 (69,599) — — 501 21 242 2,267 181,254 (120,796) — — — — — 21 Balance as at 31 December 2023 (11,506) (380,910) (12,700) (18,097) 2,267 (409,316) (175,535) (1,005,796) Carrying Amounts As at 1 January 2023 9,737 220,203 1,647 2,874 — 193,771 28,624 456,856 Balance as at 31 December 2023 6,167 83,755 1,553 2,578 66,841 52,363 246,564 459,821 31 December 2022 $'000 s g n d i l i u B i t n e m p u q E d n a t n a P l s e l c i h e V r o t o M i t n e m p u q E e c i f f O s e i t r e p o r P e n M i t e s s A y t i v i t c A g n p i r t S i l a t o T Opening written down value 10,636 212,425 2,320 3,783 246,714 17,777 493,655 Additions Transfers (to)/from areas in exploration and development Reallocations Disposals Depreciation expense Amortisation expense Adjustments to rehabilitation and restoration obligations 671 33,888 428 (12) 463 (412) — — (351) (223) — — 912 78 351 — (1,009) (16,645) (556) (1,989) 6,024 25,296 67,219 — — — — — — — — 117 — (223) (20,199) — — — — — — — (49,472) (16,233) (65,705) — (197) — (197) Foreign currency translation (549) (9,345) (133) (261) (9,298) 1,784 (17,802) At 31 December net of accumulated depreciation Cost 9,737 220,212 26,311 513,899 1,647 13,764 2,874 193,771 28,624 456,865 18,560 746,061 51,876 1,370,471 Accumulated depreciation and impairment (16,574) (293,696) (12,117) (15,686) (552,290) (23,252) (913,615) Net carrying amount 9,737 220,203 1,647 2,874 193,771 28,624 456,856 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 79 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 B.2 Exploration and evaluation assets Exploration and evaluation (at cost) Balance at the beginning of the year Evaluation expenditure during the year Transfers to areas in exploration and development Foreign currency translation Balance at the end of the year 31 December 2023 $'000 31 December 2022 $'000 3,211 3,111 — 32 6,354 2,909 1,524 (117) (1,105) 3,211 Recognition and measurement Exploration expenditure is expensed to the consolidated statement of comprehensive income as and when it is incurred and included as part of cash flows from operating activities. Exploration costs are only capitalised to the consolidated statement of financial position if they result from an acquisition. Evaluation expenditure is capitalised to the consolidated statement of financial position. Evaluation is deemed to be activities undertaken from the beginning of the pre-feasibility study conducted to assess the technical and commercial viability of extracting a mineral resource before moving into the Development phase. The Company also capitalises any costs incurred from any joint venture agreements it is a part of. The criteria for carrying forward the costs are: ▪ Such costs are expected to be recouped through successful development and exploitation of the area of interest, or alternatively by its sale ▪ Evaluation activities in the area of interest which has not yet reached a state which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area are continuing. Costs carried forward in respect of an area of interest which is abandoned are written off in the year in which the abandonment decision is made. Exploration commitments It is difficult to accurately forecast the nature or amount of future expenditure, although it is necessary to incur expenditure in order to retain present interests in mineral tenements. Expenditure commitments on mineral tenure can be reduced by selective relinquishment of exploration tenure or by the renegotiation of expenditure commitments. The level of exploration and evaluation expenditure expected in the 12 months ending 31 December 2024 for the consolidated entity is approximately $17.5 million (actual expenditure for the year ended 31 December 2023: $18.2 million). This includes the minimum amounts required to retain tenure. There are no material exploration commitments further out than one year. B.3 Segment expenditure, assets and liabilities 31 December 2023 Capital expenditure Segment assets Segment liabilities 31 December 2022 Capital expenditure Segment assets Segment liabilities Mako (Senegal) Syama (Mali) Corp/ Other $'000 $'000 $'000 Total $'000 30,357 39,880 163 70,400 193,412 613,521 46,145 853,078 74,049 197,114 39,742 310,905 Mako (Senegal) Syama (Mali) Corp/ Other $'000 $'000 $'000 Total $'000 21,966 44,662 2,116 68,744 260,949 551,377 56,467 868,793 142,045 211,916 43,338 397,299 80 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 C: Cash, debt and capital IN THIS SECTION Cash, debt and capital position of the Group at the end of the reporting year. C.1 Cash Cash at bank and on hand Cash and cash equivalents For the purpose of the cash flow statement, cash and cash equivalents comprise the following at the end of each year: Cash at bank and on hand Bank overdraft – ref C.3 Total 31 December 2023 $'000 31 December 2022 $'000 59,769 59,769 59,769 (46,196) 13,573 80,873 80,873 80,873 (45,414) 35,459 The credit quality of cash and cash equivalents can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates: Cash at bank and short-term deposits Counterparties with external credit ratings (S&P and Fitch) AA- A A+ BB B Counterparties without external credit ratings Total cash at bank and short term deposits 31 December 2023 $'000 31 December 2022 $'000 253 943 48,396 67 10,060 50 59,769 215 520 68,997 67 11,074 — 80,873 Recognition and measurement Cash and cash equivalents in the statement of financial position comprise cash at bank and short-term deposits with an original maturity of three months or less. Cash and cash equivalents are stated at face value in the statement of financial position. Fair value and foreign exchange risk The carrying amount of cash and cash equivalents approximates their fair value. The Group held $59.8 million of cash and cash equivalents at 31 December 2023 (31 December 2022: $72.7 million) in currencies other than that of the functional currency of the company which holds the item. These exposures are predominantly US dollars (December 2023: $47.2 million; December 2022: $66.7 million equivalent) and West African CFA franc (December 2023: $7.0 million; 31 December 2022: $4.9 million). RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 81 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 C.2 Financial liabilities Current Interest bearing liabilities Financial derivative liabilities Total financial liabilities 31 December 2023 $'000 31 December 2022 $'000 71,594 2,472 74,066 95,634 1,546 97,180 During 2022, the Group entered into zero-cashflow collar contracts whereby the Group purchased a total of 12,000 ounces of gold call options and sold a total of 12,000 ounces of gold put options contracts with equal and offsetting values at inception. These contracts are comprised of put options at an average of $1,600/oz and call options at an average of $1,873/oz. All of these contracts were outstanding at 31 December 2023 and mature over the period January to March 2024. The gold zero- cashflow collars are classified as level 2 in the fair value hierarchy valued at $2.5 million (31 December 2022: $1.5 million). These zero- cashflow collar contracts are valued using valuation techniques, which employ the use of market observable inputs. The most frequently applied valuation techniques include forward pricing using present value calculations. Key financial risks associated with other assets and liabilities Interest rate risk, diesel price risk and foreign exchange risk management Refer to About this Report and Section C for details of how these risks are managed. Credit risk management The Group’s exposure to credit risk arises from potential default of the counterparty, with a maximum exposure equal to the carrying amount of the financial assets. Credit risk is managed on a Group basis. Credit risk predominately arises from cash, cash equivalents (refer to C.1), gold bullion held in metal accounts, derivative financial instruments, deposits with banks and financial institutions and trade and other receivables from statutory authorities. For derivative financial instruments, management mitigates some credit risk by using a number of different hedging counterparties. Credit risk further arises in relation to financial guarantees given to certain parties. Such guarantees are only provided in exceptional circumstances and are subject to Audit and Risk Committee approval. With the exception of those items disclosed in C.4, no guarantees have been provided to third parties as at the reporting date. The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates. With respect to credit risk arising from other financial assets for the Group, which comprise financial instruments, asset sale receivables (refer to E.1) and contingent receivables (refer to E.1), the Group’s exposure to credit risk arises from default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. The Group limits its counterparty credit risk on these assets by dealing only with financial institutions with credit ratings of at least B or equivalent. 82 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 C.3 Interest bearing liabilities Interest bearing liabilities (current) Bank overdraft Insurance premium funding Bank borrowings Total Interest bearing liabilities (current) Interest bearing liabilities (non current) Bank borrowings Total Interest bearing liabilities (non current) Financial Report 31 December 2023 $'000 31 December 2022 $'000 46,196 180 25,218 71,594 — 71,594 45,414 — 50,220 95,634 29 125,116 Recognition and measurement All loans and borrowings are initially recognised at fair value less transaction costs and subsequently at amortised cost. Any difference between the proceeds received and the redemption amount is recognised in the income statement over the year of the borrowings using the effective interest method. Resolute has a Security Trust Deed in place with various banks. The total assets of the entities over which security exists amounts to $853.1million (as at December 2022: $868.8 million). $160.9 million (as at December 2022: $234.5 million) of these assets relate to property, plant and equipment. Interest bearing liabilities The Group’s interest bearing liabilities have a fair value equal to the carrying value. The Group held $71.6 million of interest bearing liabilities at 31 December 2023 (As at 31 December 2022: $125.1 million) in currencies other than Australian dollars or a different currency to that of the functional currency of the company which holds the item. The average interest rates charged on interest bearing liabilities for the year ended 31 December 2023 was 10.24% (2022: 6.79%). The Group’s main LIBOR exposure at 31 December 2023 was in relation to the Syndicate Borrowing Facility which was indexed to the 3-month US dollar LIBOR. The alternative reference rate for US dollar LIBOR is the Secured Overnight Financing Rate (SOFR). All newly transacted floating rate financial assets and liabilities are linked to an alternative benchmark rate, such as SOFR or if, linked to LIBOR, include detailed fallback clauses clearly referencing the alternative benchmark rate and the trigger event on which the clause is activated. Maturity profile of interest-bearing liabilities The maturity profile of the Group’s interest-bearing liabilities in total and for finance leases is as follows: Borrowings Due within 1 to 3 months Due within 4 months to one year Due between one and five years Total contractual repayments Less future interest charges Total interest bearing liabilities 31 December 2023 $'000 31 December 2022 $'000 71,594 — — 71,594 — 71,594 76,712 26,122 25,340 128,174 (3,057) 125,117 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 83 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 Pursuant to the Syndicated Facility Agreement, the following ratios are required: (i) Interest Cover Ratio: the ratio of EBITDA to Net Interest Expense will be greater than 5.00 times (ii) Net Debt to EBITDA: the ratio of Net Debt to EBITDA will be less than 2.50 times (iii) Consolidated Gearing: the ratio of Net Debt to Equity will be less than 1.00 times (iv) Reserve Tail Ratio: will exceed 30% (v) Project Life Coverage Ratio: will be equal to or greater than 1.50:1 (vi) Tangible Net Worth: will be equal to or greater than A$500,000,000 (vii) Minimum Liquidity Test: aggregate of Liquid Assets is more than US$35.0 million. There have been no breaches of these ratios. C.4 Financing facilities C.4.1 Bank overdraft The current overdraft facilities with the Bank Du Mali SA are in place and are subject to an annual revision in May 2024. The facilities total CFA 25.0 billion ($42.1 million) ($40.8 million as at 31 December 2022) and as at 31 December 2023, $12.2 million ($4.7 million at 31 December 2022) of the facility was undrawn. The current overdraft facility with Orabank is subject to an annual revision in March 2024. The facility totals CFA 7.0 billion ($11.8 million) and as at 31 December 2023, $11.8 million ($1.9 million at 31 December 2022) of the facility was undrawn. C.4.2 Syndicated facilities On 25 March 2020, Resolute entered into a $300.0 million Syndicated Facility Agreement (the “SFA”) comprising a three- year $150.0 million revolving credit facility (Facility A) and a four- year $150.0 million term loan facility (Facility C) with the participation of Investec, BNP Paribas S.A, Citibank N.A, ING Group, Societe Generale and Nedbank Limited. In addition, Facility B is a three-year $5.0 million letter of credit facility which relates mainly to lease guarantees. Facility C is scheduled to mature on 25 March 2024. As at 31 December 2023, $25.0 million of Facility C has been drawn. The SFA and hedging facilities (which are also provided by the lenders or their affiliates) are secured and guaranteed by the following: (i) Cross guarantee and indemnity given by Resolute Mining Limited, Resolute (Treasury) Pty Ltd, Resolute (Somisy) Pty Ltd, Carpentaria Gold Pty Ltd, Resolute Treasury UK Limited, Resolute (Finkolo) Pty Ltd, Toro Gold Limited and Bambuk Minerals Limited (ii) Share Mortgage granted by Resolute Mining Limited over all of its shares in Carpentaria Gold Pty Ltd (iii) Specific security deed granted by Resolute Mining Limited over all of its shares in Resolute (Somisy) Pty Ltd (iv) Fixed and Floating Charge granted by Resolute (Treasury) Pty Ltd over all its current and future assets including bank accounts and an assignment of all Hedging Contracts (v) Mining Mortgage and Fixed and Floating Charge granted by Carpentaria Gold Pty Ltd over all the current and future assets including bank accounts and an assignment of all Hedging Contracts (vi) Mortgage of Contractual Rights granted by Resolute Mining Limited over a loan provided to Société des Mines de Syama SA to fund the development of the Syama Gold project in Mali (vii) Security Agreement granted by Resolute Treasury UK Limited over all current and future assets including bank accounts and assignment of all Hedging contracts (viii) Specific Security Deed granted by Resolute Mining Limited over all its share in Resolute (Finkolo) Pty Ltd and a featherweight security over its assets not secured under a Security Document (ix) Share Pledge Agreement granted by Toro Gold Limited over all its shares in Bambuk Minerals Limited. 84 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 C.5 Contributed equity Ordinary share capital: 2,129,050,013 ordinary fully paid shares (2022 2,129,006,569) Movements in contributed equity, net of issuing costs: Balance at the beginning of the year Placement of shares Share issue costs Balance at the end of the year Financial Report 31 December 2023 $'000 31 December 2022 $'000 882,731 882,731 882,731 — — 882,731 777,021 110,289 (4,579) 882,731 Recognition and measurement Issued and paid up capital is recognised at the fair value of the consideration received by the Company. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Terms and conditions of contributed equity Ordinary shares have the right to receive dividends as declared and in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. Rights of employee share-based payment recipients Refer to E.9 for details of the employee share-based payment plans which includes option and performance rights plans. Each option entitles the holder to purchase one share. The names of all persons who currently hold employee share options or performance rights, granted at any time, are entered into the register kept by the Company, pursuant to Section 215 of the Corporations Act 2001 (Cth.). Persons entitled to exercise these options and holders of performance rights have no right, by virtue of the options, to participate in any share issue by the parent entity or any other body corporate. C.6 Other reserves Reserve Nature and purpose Net unrealised gain/(loss) reserve This reserve records fair value changes on financial assets at fair value through other comprehensive income. Convertible notes/Share options equity reserve This reserve records the value of the equity portion (conversion rights) of the convertible notes and records the fair value of share options issued. Employee benefits equity reserve Foreign currency translation reserve Non-controlling interests’ reserve This reserve is used to recognise the fair value of options and performance rights granted over the vesting year of the securities provided to employees. Represents exchange differences arising on translation of foreign controlled entities. This reserve records the difference between the fair value of the amount by which the non-controlling interests were adjusted to record their initial relative interest and the consideration paid for Resolute’s acquisition for that share of the interest. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 85 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 C.6 Other reserves (continued) Key financial and capital risks associated with Cash, Debt and Capital Liquidity risk management Prudent liquidity risk management implies maintaining sufficient cash and marketable securities or having the availability of funding through an adequate amount of undrawn committed credit facilities. Interest rate risk management Borrowings issued at variable rates expose the Group to cash flow interest rate risk. The Group constantly analyses its interest rate exposure. Within this analysis consideration is given to the potential renewals of existing positions, alternative financing, alternative hedging positions and the mix of fixed and variable interest rates. There is no intention at this stage to enter into any interest rate swaps. Capital risk management The Group’s and the parent entity’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain a capital structure that is appropriate for the Group’s current and/or projected financial position. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders (if any), returns of capital to shareholders, buybacks of its shares, the issue of new shares, the level of borrowing from financiers or the sale of assets to reduce debt. The Group monitors the adequacy of capital by analysing cash flow forecasts over the term of the Life of Mine for each of its projects. To a lesser extent, gearing ratios are also used to monitor capital. Appropriate capital levels are maintained to ensure that all approved expenditure programs are adequately funded. This funding is derived from an appropriate combination of debt and equity. The gearing ratio at 31 December 2023 is 2% (31 December 2022: 8%). The Group is not subject to any externally imposed capital management requirements. The gearing ratio is calculated as net debt divided by total capital. Net debt is defined as interest bearing liabilities less cash, cash equivalents and market value of bullion on hand. Total capital is calculated as ‘equity’ as shown in the Consolidated Statement of Financial Position (including non‐controlling interest) plus net debt. The following table summarises the post-tax effect of the sensitivity of the Group’s cash and debt items on profit and equity at reporting date to movements that are reasonably possible in relation to interest rate risk and foreign exchange currency risk. Carrying Amount $’000 Interest rate1 Foreign exchange risk2 -1.00% +1.00% -10% +10% Profit $’000 Equity $’000 Profit $’000 Equity $’000 Profit $’000 Equity $‘000 Profit $’000 Equity $‘000 31 December 2023 Cash 59,769 Interest bearing liabilities 71,594 Total (decrease)/increase 31 December 2022 117 147 117 117 147 117 (117) (147) (117) (117) (6,221) (6,221) 5,090 5,090 (147) (2) (2) 2 2 (117) (6,221) (6,221) 5,090 5,090 Cash 80,873 (484) (484) 484 484 5,213 5,213 (4,265) (4,265) Interest bearing liabilities 125,116 Total (decrease)/increase 876 392 876 392 (876) (876) (6,222) (6,222) 5,091 (392) (392) (1,009) (1,009) 826 5,091 826 1. The above analysis principally relates to the risks associated with movements in the 3-month US Dollar London Interbank Offered Rate. 2. The above analysis principally relates to the risks associated with movements in the Australian dollar against the US dollar. 86 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D: Other assets and liabilities IN THIS SECTION Other assets and liabilities position at the end of the reporting year. D.1 Receivables Current Gold price contingent receivable Trade and other receivables Taxation receivables¹ Total Non-current Gold price contingent receivable Other receivables Promissory notes receivables Taxation receivables¹ Total Financial Report 31 December 2023 $'000 31 December 2022 $'000 34,060 8,743 17,299 60,102 — 29 42,378 12,049 54,456 — 37 48,756 48,793 13,636 — 40,015 — 53,651 1. The taxation receivables primarily relate to indirect taxes. Trade and other receivables for $8.7 million relates to gold sales for which funds have not been received at 31 December 2023. The tax receivable balance includes VAT receivables of $19.4 million (31 December 2022 $12.1 million) largely attributable to the Syama operation and a VAT receivable of $9.9 million (31 December 2022 $34.9 million) due to the Mako’s operations post exoneration. Resolute continues to work with its advisors and the Malian and Senegalese Authorities on the timely release of VAT refunds. Refer to Note D.4. Gold price contingent receivable of $34.1 million (31 December 2022 $13.6 million) relates to the notes receivable for the sale of the Ravenswood mine have been moved to current assets in the 2023 period as all performance hurdles associated with the sale are expected to be met, and payment is expected in the next twelve months. The credit quality of receivables can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates: Counterparties with external credit ratings F1 AA+ Counterparties without external credit ratings(*) Group 1 Group 2 Total receivables 31 December 2023 $'000 31 December 2022 $'000 8,743 352 51,003 3 60,102 — 52 34,912 13,829 48,793 * Group 1 refers to existing counterparties with no defaults in the past. Group 2 refers to existing counterparties where difficulty in recovering these debts in the past has been experienced. Recognition and measurement Trade receivables are initially recognised at fair value and subsequently at amortised cost less a provision for any expected credit losses. Trade receivables are due for settlement no more than 30 days from the date of recognition. Taxation receivables are considered statutory in nature and therefore not accounted for as financial assets under AASB 9. Taxation receivables are initially recognised and subsequently measured at amortised cost. Fair value and foreign exchange risk The carrying amount of receivables determines their approximate fair value. The Group always recognises the lifetime expected credit loss for trade receivables carried at amortised cost. The expected credit losses on these financial assets are estimated based on the Group’s historic credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as forecast conditions at the reporting date. For all other receivables measured at amortised cost, the Group recognises lifetime expected credit losses when there has been a significant increase in credit risk since initial recognition. If the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for the financial instrument at an amount equal to expected credit losses within the next 12 months. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 87 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D.2 Inventories Doré bars Gold in circuit1 Ore stockpiles2 Consumables, spare parts and supplies3 Total inventories Less: Non-current metal inventories Current portion of inventories 31 December 2023 $'000 31 December 2022 $'000 13,340 50,837 47,523 66,206 177,906 (42,489) 135,417 10,276 41,755 60,747 76,086 188,864 (42,434) 146,430 1. 2. 3. Includes a charge of $1.6 million to adjust the costs of gold in circuit to net realisable value ("NRV"). Includes a charge of $85.0 million to adjusts the costs of ore stockpiles to NRV. Includes a charge of $13.0 million to adjust the costs of consumables, spare parts and supplies to NRV. Recognition and measurement Finished goods (bullion), gold in circuit and stockpiles of unprocessed ore are stated at the lower of cost and estimated net realisable value. Cost comprises of 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 ore stockpiles and gold in circuit items of inventory on the basis of weighted average costs. Net realisable value is the estimated selling price in the ordinary course of business (excluding derivatives) less the estimated costs of completion and the estimated costs necessary to make the sale. Inventory write offs and net realisable value movements are presented in the Statement of Comprehensive Income in “inventories write off and net realisable value movements” as these are non-cash and do not relate to cost of production for gold sales during the year. Consumables have been valued at cost less an appropriate provision for obsolescence. Cost is determined on a weighted average basis. D.3 Payables Trade creditors Accruals Total payables 31 December 2023 $'000 31 December 2022 $'000 35,277 32,025 67,302 28,937 34,763 63,700 Recognition and measurement Liabilities for trade creditors and other amounts are carried at amortised cost which is the amount initially recognised, minus repayments whether or not billed to the consolidated entity. Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as an expense on an accruals basis. Payables are non-interest bearing and generally settled on 30-90 day terms. Due to the short-term nature of these payables, their carrying value is assumed to approximate their fair value. 88 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D.4 Provisions Current Site restoration Employee entitlements Dividend payable Provision for indirect taxes Other provisions Total provisions (current) Non Current Site restoration Employee entitlements Total provisions (non current) Financial Report 31 December 2023 $'000 31 December 2022 $'000 626 5,744 136 57,021 2,661 66,188 85,570 293 85,863 1,220 4,336 136 92,936 1,749 100,377 70,874 670 71,544 The Group has reversed $66.7 million (comprised of $34.9 million VAT, $17.3 million indirect taxes, and $14.5 million income tax) of the tax claim by the Senegalese tax authority as the exoneration dispute was settled for an amount of $5 million. Recognition and measurement Provisions are recognised when the Group has a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a borrowing cost. Employee benefits The Group does not expect its long service leave or annual leave benefits to be settled wholly within 12 months of each reporting date. The Group recognises a liability for long service leave and annual leave 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 expected future wage and salary levels, experience of employee departures, and years of service. Expected future payments are discounted using market yields at the reporting date on high quality corporate bonds with terms to maturity and currencies that match, as closely as possible, the estimated future cash outflows. Restoration obligations The Group records the present value of the estimated cost of obligations, such as those under the consolidated entity’s Environmental Policy, to restore operating locations in the year in which the obligation is incurred. The nature of restoration activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities, closure of plant and waste sites and restoration, reclamation and revegetation of affected areas. Site restoration Balance at the beginning of the year Rehabilitation and restoration provision accretion Change in scope of restoration provision Utilised during the year Foreign exchange translation Balance at the end of the year Reconciled as: Current provision Non current provision Total provision 31 December 2023 $'000 31 December 2022 $'000 72,094 2,930 11,647 (1,139) 664 86,196 626 85,570 86,196 73,967 1,047 (996) (630) (1,294) 72,094 1,220 70,874 72,094 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 89 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D.4 Provisions (continued) Balance at the beginning of the year Reversal of prior year provisions Tax payments Foreign exchange translation Current year provisions Closing Balance 31 December 2023 $'000 31 December 2022 $'000 92,936 (53,121) (4,455) 440 21,221 57,021 50,381 — (1,610) 1,965 42,200 92,936 Key estimates and judgements Taxation The Group operates mainly in Australia, Senegal, and Mali, and has entities in several other countries. Accordingly, it is subject to, and pays taxes under the applicable tax regimes in those countries in which it operates. Significant judgement is required in the interpretation or application of certain tax rules when determining the provision for taxes due to the complexity of the legislation and differing government practices. The Group has recognised tax provisions with respect to current assessments received from the tax authorities in the jurisdictions in which it operates. The provisions for these assessments are based on management’s and its advisor's best estimate of the outcome of those assessments, based on the validity of the issues in the assessment, management's support for their position, and the expectation with respect to any negotiations to settle the assessment. Management re-evaluates the outstanding tax assessments regularly to update their estimates related to the outcome for those assessments considering the criteria above. Management considers any other claims to be without merit or foundation and will strongly defend its position in relation to these matters and follow the appropriate process to support its position. Accordingly, no provision or further disclosure has been made as the likelihood of a material outflow of economic benefits in respect of those claims whose outcome is considered to be remote. In forming this assessment, management has considered the professional advice received, the mining conventions and tax laws in place in the various jurisdictions, and the facts and circumstances of each individual claim. As at 31 December 2023, the Group had total tax exposures of up to $250.0 million reflecting new assessments received for which a provision of $112.1 million has been recognised in current liabilities prior to the application of tax offsets of $55.1 million. (As at 31 December 2022, the Group had total tax exposures of up to $200.0 million for which a net provision of $146.4 million prior to the application of tax offsets of $53.5 million was recognised as tax payable included in current liabilities). Restoration In determining an appropriate level of provision, consideration is given to the expected future costs to be incurred, the timing of these expected future costs (largely dependent on the life of the mine), and the estimated future level of inflation. The discount rate used in the calculation of these provisions is consistent with the risk-free rate. The ultimate cost of decommissioning and restoration is uncertain, and costs can vary in response to many factors including changes to the relevant legal requirements, the emergence of new restoration techniques or experience at other mine sites. The expected timing of expenditure can also change, for example in response to changes in reserves or to production rates. Changes to any of the estimates could result in significant changes to the level of provisioning required, which would in turn impact future financial results. 90 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D.5 Leases The Group has lease contracts for various items of mining equipment and buildings used in its operations. Leases of mining equipment generally have lease terms between three and seven years, while buildings generally have lease terms between three and five years. Generally, the Group is restricted from assigning and subleasing the leased assets. The Group also has certain contracts which contain a lease with terms of 12 months or less and contracts which contain a lease of low value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these. 31 December 2023 Lease assets At 1 January 2023 Additions Lease Termination Depreciation Foreign currency translation Balance at the end of the year At 31 December 2023 Historical cost Accumulated depreciation Net carrying amount Lease liabilities At 1 January 2023 Additions Lease Termination Repayments Accreretion of interest Foreign currency translation Balance at the end of the year At 31 December 2023 Current Non current Carrying amount at 31 December 2023 Buildings $'000 Plant and Equipment $'000 Total $'000 1,609 168 (277) (540) (12) 948 11,844 13,453 — — 168 (277) (2,960) (3,500) 274 9,158 262 10,106 4,006 36,652 40,658 (3,058) (27,494) (30,552) 948 9,158 10,106 1,710 168 (334) (620) 65 137 14,199 15,909 — — 168 (334) (3,408) (4,028) 817 (39) 882 98 1,126 11,569 12,695 278 848 2,792 8,777 3,070 9,625 1,126 11,569 12,695 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 91 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D.5 Leases (continued) 31 December 2022 Lease assets At 1 January 2022 Additions Depreciation Foreign currency translation Balance at the end of the year At 31 December 2022 Historical cost Accumulated depreciation Net carrying amount Lease liabilities At 1 January 2022 Additions Repayments Accretion of interest Foreign currency translation Balance at the end of the year At 31 December 2022 Current Non current Carrying amount at 31 December 2022 Buildings $'000 Plant and Equipment $'000 1,057 1,137 6,651 7,371 Total $'000 7,708 8,508 (550) (1,904) (2,454) (35) (273) (308) 1,609 11,845 13,453 3,839 36,422 40,261 (2,230) (24,578) (26,808) 1,609 11,844 13,453 1,219 1,137 9,858 7,371 11,077 8,508 (614) (3,084) (3,698) 39 (71) 447 (393) 486 (464) 1,710 14,199 15,909 645 1,065 1,710 2,728 11,471 14,199 3,373 12,536 15,909 Maturity profile of lease liabilities The table below presents the contractual undiscounted cash flows associated with the Group’s lease liabilities, representing principal and interest. The figures will not necessarily reconcile with the amounts disclosed in the consolidated statement of financial position. Due for payment in: 1 year or less 1-2 years 2-3 years 3-4 years 4-5 years More than 5 years Total 31 December 2023 $'000 31 December 2022 $'000 3,346 3,323 826 625 625 5,784 14,529 4,299 3,848 3,421 860 796 6,216 19,440 92 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 D.5 Leases (continued) Key estimates and judgements Incremental borrowing rate The Group cannot readily determine the interest rate implicit in its leases. Therefore, it uses the relevant incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the lessee would have to pay to borrow over a similar term and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR, therefore, reflects what the lessee would have to pay, which requires estimation when no observable rates are available and to make adjustments to reflect the terms and conditions of the lease. Lease liabilities were discounted using a weighted average incremental borrowing rate for 31 December 2023 of 5.8% (December 2022: 8.1%). D.6 Financial instruments Foreign exchange risk management The following table summarises the sensitivity to a reasonably possible change in foreign exchange rates with all other variables held constant: 31 December 2023 Other financial assets Loans to subsidiaries Payables Total increase/(decrease) 31 December 2022 Loans to subsidiaries Payables Total increase/(decrease) Foreign exchange risk1 +10% -10% Carrying Amount $'000 Profit $'000 Equity $'000 Profit $'000 Equity $'000 1,412 570,625 67,302 128 51,875 16,157 128 51,875 16,157 (157) (157) (63,403) (63,403) 14,024 14,024 68,160 68,160 (49,536) (49,536) 691,630 62,876 62,876 (76,848) (76,848) 63,700 137 137 (168) (168) 63,013 63,013 (77,016) (77,016) 1. The above analysis principally relates to the risks associated with movements in the Australian dollar against the US dollar. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 93 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E Other items IN THIS SECTION Information on items which require disclosure to comply with Australian Accounting Standards and the Corporations Act 2001 (Cth). This section includes group structure information and other disclosures. E.1 Ravenswood receivables On 15 January 2020, Resolute signed a definitive agreement for the sale of the Ravenswood Gold Mine in Queensland to a consortium comprising of a fund managed by private equity manager EMR Capital and energy and mining company Golden Energy and Resources Limited. The consideration for the sale comprised A$50.0 million of cash up front, A$50.0 million promissory note and up to A$200.0 million potential payments. The asset sale was completed on 31 March 2020 and was reported in the comparative period as a discontinued operation. Gold Price Contingent Payment Instrument A Gold Price Contingent Payment is payable to Resolute for years following Financial Close based on the following bands: ▪ A$10m if the average gold price is greater than A$1,900/oz ▪ A$20m if the average gold price is greater than A$1,975/oz ▪ A$30m if the average gold price is greater than A$2,050/oz ▪ A$40m if the average gold price is greater than A$2,075/oz ▪ A$50m if the average gold price is greater than A$2,100/oz. Payment of the Gold Price Contingent Payment is subject to the cumulative ounces produced from Ravenswood exceeding 500,000oz of gold over the four-year period and is subject to adjustment if the production adopted by the buyer is reduced or lower than expected. For the Gold Price Contingent Payment Instrument, we have assessed the likelihood of the production target being met as well as the likely weighted average gold price to be achieved over the four-year period. We have used the following assumptions in the determination of this variable consideration: ▪ Resolute assumed that the 500,000oz of gold production over the four-year period will be met. ▪ Resolute used forecast gold prices submitted by reputable banks and brokerage firms and forecast out to a period of up to 5 years. ▪ Resolute assessed that the occurrence of a liquidity event (defined as a completion of a disposal, an initial public offering where control is not maintained or a winding up of the company) within the 4-year period to be unlikely. The Gold Price Contingent Payment Instrument is valued at a net present value of A$50.0 million ($34.0 million) at 31 December 2023 and 31 December 2022, based on the most likely amount method. The Promissory Note is initially valued at net present value of A$50.0 million and subsequently measured at amortised cost under AASB 9 of A$62.2 million ($42.4 million) as at 31 December 2023 ( $58.7 million/ $40.0 million at 31 December 2022). Financial Instruments Due between one and five years Total contractual receipts Less future interest charges Total promissory notes receivable 31 December 2023 $'000 31 December 2022 $'000 51,213 51,213 (8,835) 42,378 51,259 51,259 (11,244) 40,015 94 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.2 Commitments Other commitments not disclosed elsewhere in this report include: Randgold/Syama Royalty Pursuant to the terms of the Syama Sale and Purchase Agreement, Randgold Resources Limited (now Barrick Gold Corporation) receive a royalty on Syama production, where the gold price exceeds US$350 per ounce, of US$10 per ounce on the first million ounces of gold production attributable to Resolute Mining Limitedand US$5 per ounce on the next three million attributable ounces of gold production. As at 31 December 2023, Resolute’s 80% attributable share of Syama’s project to date gold production was 1,729,336 ounces of gold, therefore the royalty is currently US$5 per ounce. Gold contracts As part of its risk management policy, the Group enters into gold forward contracts to manage the gold price for a proportion of anticipated sales of gold. As at 31 December 2023, 48,500 ounces were hedged. The gold forward contracts disclosed below did not meet the criteria of financial instruments for accounting purposes on the basis that they met the normal purchase/sale exemption because physical gold would be delivered into the contract. Accordingly, the contracts were accounted for as sale contracts with revenue recognised in the year in which the gold commitment was met. 31 December 2023 US$ Within one year Total 31 December 2022 US$ Within one year Between one and five years Total Gold for Physical Delivery Ounces Contracted Gold Sale Price per Ounce Value of Committed Sales $'000 48,500 48,500 $1,995 $1,995 $94,818 $94,818 Gold for Physical Delivery Ounces Contracted Gold Sale Price per Ounce Value of Committed Sales $'000 155,000 17,500 172,500 $1,890 $1,849 $1,886 $292,950 $32,358 $325,308 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 95 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.3 Auditor remuneration EY Australia Total amounts received or due and receivable for an audit or review of the parents financial statements EY Australia Other EY firms Other non-EY firms 31 December 2023 $ 31 December 2022 $ 225,921 225,921 133,227 87,500 113,348 133,522 133,522 193,954 109,375 75,234 Total amounts received or due and receivable for an audit or review of any controlled entities financial statements 334,075 378,563 E.4 Subsidiaries and non-controlling interests Material subsidiaries The following were materially controlled entities during the year and have been included in the consolidated accounts. All entities in the consolidated entity carry on business in their place of incorporation. Name of Controlled Entity and Country of Incorporation Consolidated Entity Company Holding the Investment 31 December 2023 % 31 December 2022 % Percentage of Shares Held by Consolidated Entity Bambuk Minerals Limited, Mauritius Toro Gold Limited Carpentaria Gold Pty Ltd, Australia Resolute Mining Limited Petowal Mining Company S.A., Senegal Bambuk Minerals Limited Resolute Corporate Services Pty Ltd, Australia Resolute (Treasury) Pty Ltd Resolute Corporate Services UK Limited, UK Toro Gold Limited Resolute UK 1 Limited, UK Resolute Mining Limited Resolute UK 2 Limited, UK Resolute UK 1 Limited Société des Mines de Finkolo S.A., Mali Resolute (Finkolo) Pty Ltd Société des Mines de Syama S.A., Mali Resolute (SOMISY) Pty Ltd Material partly-owned subsidiaries Accumulated share of (deficiency)/equity attributable to material Non- Controlling Interest: Société des Mines de Syama SA ("SOMISY") Société des Mines de Finkolo SA ("Finkolo") Petowal Mining Company SA ("Mako") Total Non-Controlling Interest Profit/(loss) allocated to material Non-Controlling Interest: SOMISY Finkolo Mako Total Non-Controlling Interest 100 100 90 100 100 100 100 90 80 100 100 90 100 100 100 100 90 80 31 December 2023 $'000 31 December 2022 $'000 (58,199) (4,043) 14,269 (47,973) 21,079 (382) 5,259 25,956 (77,412) (3,538) 9,010 (71,940) (163) (1,722) 1,303 (582) 96 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.4 Subsidiaries and non-controlling interests (continued) The summarised financial information of subsidiaries with non-controlling interests is provided below. This information is based on amounts before inter-company eliminations. Statement of Comprehensive Income Revenue Gain/(loss) for the year 31 December 2023 31 December 2022 31 December 2023 31 December 2022 31 December 2023 31 December 2022 $'000 $'000 $'000 $'000 $'000 $'000 SOMISY Finkolo Mako 370,429 350,687 31,140 63,682 229,298 236,760 106,114 (3,967) (14,955) (18,388) 30,610 4,027 4,470 Total comprehensive (loss)/income for the year 109,130 (26,059) (15,073) (19,271) 25,351 Summarised Statement of Financial Position Current assets Non current assets Current Liabilities 183,115 221,905 312,649 295,899 61,917 15,606 12,716 20,139 58 801 76,394 135,422 (133,808) (143,749) (3,273) (16,785) (122) (97,083) Non current liabilities – External — (42,279) — (9,103) — (25,951) Non current liabilities – Intra Resolute Mining Limited Group (538,162) (695,606) (65,286) (48,054) Net asset/(deficiency) (176,206) (363,830) 8,964 (41,087) 5,500 6,237 3,739 92,521 E.5 Subsequent events On 25 March 2024 the Company repaid the remaining $25.0 million outstanding on the Syndicated Debt Facility. E.6 Related party disclosures Resolute is the ultimate Australian holding company and there is no controlling entity of Resolute at 31 December 2023. No related party transactions occurred during the period other than payments to KMP as disclosed in E.8. RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 97 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.7 Parent entity information Current assets Total assets Current liabilities Total liabilities Net assets Issued capital Accumulated losses Reserve Total shareholders’ equity Total comprehensive profit/(loss) of Resolute Mining Limited 31 December 2023 $'000 31 December 2022 $'000 76,583 544,342 (2,169) (2,169) 542,173 882,731 (423,245) 82,687 542,173 71,980 77,242 477,319 (5,825) (5,825) 471,494 882,731 (469,485) 58,248 471,494 (177,694) Refer to E.2 for the commitments of Resolute Mining Limited. The parent company guarantees provided by Resolute Mining Limited are outlined in C.4. E.8 Employee benefits and share-based payments Salaries Superannuation and oncosts Share-based payments expense Total employee benefits charged to profit and loss 31 December 2023 $'000 31 December 2022 $'000 44,918 10,324 1,763 57,005 47,036 9,942 634 57,612 Share-based payments Equity-based compensation benefits are provided to employees via the Group’s share option plan and performance rights plan. The Group determines the fair value of securities issued and recognises an expense in the profit and loss over the vesting year with a corresponding increase in equity. Key management personnel Details of remuneration provided to key management personnel are as follows: Short-term employee benefits Post-employment benefits Long-term employment benefits Share-based payments Total 31 December 2023 $ 31 December 2022 $ 2,743,244 107,016 (6,006) 540,940 3,385,194 2,426,172 91,143 (5,905) (50,053) 2,461,357 Key estimates and judgements Share-based payments The Group measures the cost of equity settled share-based payment transactions with reference to the fair value at the grant date using a Black Scholes formula or Monte Carlo simulation. The valuations take into account the terms and conditions upon which the instruments were granted such as the exercise price, the term of the option or performance right, the vesting and performance criteria, the impact of dilution, the non-tradeable nature of the option or performance right, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option or performance right. 98 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.8 Employee benefits and share-based payments (continued) Performance rights plan Performance Rights Plan Category Type of employee Band A0 Managing Director and CEO Band A1 and A2 CFO COO Executive General Manager – Exploration General Counsel & Company Secretary Band B1 General Managers Plan category Grant and frequency Performance measures Band AO Annually set at 100% of fixed remuneration for the Managing Director and CEO The rights will be performance tested against the relative total shareholder return (“RTSR”) measure over a 3 year period Performance period 3 years Band A1 and A2 Annually set at 65% of fixed remuneration The rights will be performance tested against the RTSR measure over a 3 year period Band B1 Annually set at 40% of fixed remuneration The rights will be performance tested against the RTSR measure over a 3 year period 3 years 3 years Performance rights on issue Band A1 and A2 Band A1 and A2 Band A0 Band A1, A2 and B1 Band A0 Band A1, A2 and B1 As at 31 December 2023 Issue Date Total Number Fair Value per Right at Grant Date A$ 26/10/2018 21/5/2019 22/6/2022 22/6/2022 16/5/2023 16/5/2023 13,550 73,377 1,958,147 3,307,957 3,548,554 5,334,883 14,236,468 $0.92 $0.93 $0.26 $0.26 $0.40 $0.40 Vesting Date 30/6/2021 31/12/2021 31/12/2024 31/12/2024 31/12/2025 31/12/2025 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 99 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.8 Employee benefits and share-based payments (continued) Opening number of performance rights1 Decrease through lapsing of performance rights (Band A0) Decrease through conversion of shares upon vesting of performance rights (Band A1 to A2) Decrease through lapsing of performance rights (Band A1 to A2) Decrease through lapsing of performance rights (Band A1, A2 and B1) Decrease through lapsing of performance rights (Band A1) Decrease through lapsing of performance rights (Band B1) Decrease through lapsing of performance rights (Band A1 to A2) Decrease through lapsing of performance rights (Band A1, A2, B1) Increase through issue of performance rights to eligible employees (Band A0) Increase through issue of performance rights to eligible employees (Band A1, A2 and B1) Closing number of performance rights 1. All performance rights have an exercise price of $nil. Fair Value per Right at Grant Date A$ Vesting Date Issue Date Total Number 10,916,506 22/5/2020 (194,352) $0.56 31/12/2022 22/5/2020 (863,792) $0.85 31/12/2022 14/7/2021 (443,716) $0.43 31/12/2023 14/7/2021 (1,398,849) $0.57 31/12/2023 6/12/2021 (211,276) $0.37 31/12/2023 6/12/2021 (219,942) $0.31 31/12/2023 6/12/2021 (264,171) $0.32 31/12/2023 16/5/2023 (3,932,077) $0.40 31/12/2025 16/5/2023 3,548,554 $0.40 31/12/2025 16/5/2023 9,266,960 $0.40 31/12/2025 14,236,468 100 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.8 Employee benefits and share-based payments (continued) The following tables list the key variables used in the valuation of each performance rights granted to key management personnel during the year ended 31 December 2023: Hurdle Number of performance rights issued Underlying share price ($) Exercise price ($) Risk free rate Volatility factor Dividend yield Period of the rights from grant date (years) 1 January 2023 Grant Band A0 1 January 2023 Grant Band A1,A2 and B1 RTSR rights RTSR rights 3,548,554 9,266,960 0.20 0.00 3.79% 68.50% —% 3.00 0.20 0.00 3.79% 68.50% —% 3.00 Effect of performance hurdles Fair value of performance rights granted Value of performance right at grant date (Band A0) Value of performance right at grant date (Band A1, A2 and B1) $0.40 $0.40 The following tables list the key variables used in the valuation of each performance rights granted to key management personnel during the year ended 31 December 2022: Hurdle Number of performance rights issued Underlying share price ($) Exercise price ($) Risk free rate Volatility factor Dividend yield Period of the rights from grant date (years) 22 June 2022 Grant RTSR rights $8,516,376 0.28 0.00 79.00% 58.30% 91.00% 3.00 Effect of performance hurdles Fair value of performance rights granted Value of performance right at grant date (Band A0) Value of performance right at grant date (Band A1, A2 and B1) 0.19 0.19 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 101 Financial Report NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2023 E.9 Other accounting policies New and amended Accounting Standards and Interpretations issued but not yet effective A number of new Standards, amendment of Standards and interpretations have recently been issued but are not yet effective and have not been adopted by the Group as at the financial reporting date. The potential effect of these Standards is yet to be fully determined. However, it is not expected that the new or amended standards will significantly affect the Group’s accounting policies, financial position or performance, except for the following: Title Application Date for Group Detail Amendments to AASB 101: 1 January 2024 Classification of Liabilities as Current or Non-current Amendments to AASs – Lack of Exchangeability 1 January 2025 In January 2020, the IASB issued amendments to paragraphs 69 to 76 of AASB 101 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify: ▪ what is meant by a right to defer settlement ▪ ▪ ▪ that a right to defer must exist at the end of the reporting year that classification is unaffected by the likelihood that an entity will exercise its deferral right that only if an embedded derivative is a convertible liability is itself an equity instrument would the terms of a liability not impact its classification. The Group is currently assessing the impact the amendments will have on current practice and whether existing loan agreements may require renegotiation. In August 2023, the International Accounting Standards Board (IASB) issued Lack of Exchangeability, which amended IAS 21 The Effects of Changes in Foreign Exchange Rates. The amendments require a consistent approach to determining: ▪ Whether a currency is exchangeable into another currency ▪ The spot exchange rate to use when it is not exchangeable. The amendments are not expected to have a material impact on the Group. 102 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Financial Report DIRECTORS' DECLARATION In accordance with a resolution of the directors of Resolute Mining Limited, we state that: In the opinion of the directors: a. the financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001, including: i. giving a true and fair view of the consolidated entity’s financial position as at 31 December 2023 and of its performance for the year ended on that date; and, ii. complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; b. c. the financial statements and notes also comply with International Financial Reporting Standards as disclosed throughout this report; and there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. This declaration has been made after receiving the declarations required to be made to the directors in accordance with section 295A of the Corporations Act 2001 for the year ended 31 December 2023. On behalf of the Board Terry Holohan Managing Director and Chief Executive Officer Perth, Western Australia 27 March 2024 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 103 Financial Report AUDITORS' REPORT 104 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT AUDITORS' REPORT Financial Report RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 105 Financial Report AUDITORS' REPORT 106 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT AUDITORS' REPORT Financial Report RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 107 Financial Report AUDITORS' REPORT 108 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT AUDITORS' REPORT Financial Report RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 109 Financial Report SHAREHOLDER INFORMATION As at 31 December 2023 Substantial Shareholders Ordinary Shares Condire Management, LP Dimensional Fund Advisors LP Vanguard Group Holdings Distribution Of Equity Securities Size of Holding 1-1,000 1,001-5,000 5,001-10,000 10,001-100,000 100,001-and over Total equity security holders Number of equity security holders with less than a marketable parcel Voting Rigths a) Ordinary Shares Number of Shares % of Issued Capital 212,509,830 120,855,790 111,602,015 10.04 5.71 5.28 Number of Shares Ordinary Shares 2,035 4,048 1,941 4,004 696 12,724 1,124 0.05 0.52 0.72 6.13 92.58 100.00 Under the Company’s Constitution, all ordinary shares issued by the Company carry one vote per share without restriction Twenty Largest Shareholders Name 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 Condire Management, LP Baker Steel Capital Managers LLP Van Eck Associates Corporation Vinva Investment Management Limited The Vanguard Group, Inc. Dimensional Fund Advisors, L.P. DFA Australia Ltd. Konwave AG Macquarie Investment Management Global Ltd. Asf Yova Mining Holding Ltd Franklin Advisers, Inc. State Street Global Advisors Australia Ltd. Vanguard Investments Australia Ltd. Regal Funds Management Pty. Ltd. ICM Limited First Sentier Investors Realindex Pty Ltd. UBS Securities Australia Ltd. Wellington Management Company, LLP Schroder Investment Management Ltd. (SIM) 20 American Century Investment Management, Inc. 110 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT Number of Shares % of Issued Capital 212,509,830 120,855,790 111,602,015 108,717,000 107,758,078 93,567,760 55,572,446 52,514,098 45,460,000 45,086,438 43,538,138 41,189,189 40,600,773 32,606,610 27,095,400 24,225,693 22,155,057 21,900,865 21,850,933 21,101,879 10.04 5.71 5.28 5.14 5.09 4.42 2.63 2.48 2.15 2.13 2.06 1.95 1.92 1.54 1.28 1.15 1.03 1.04 1.03 1.00 1,249,907,992 59.06 ADDITIONAL INFORMATION RESOLUTE MINING LIMITED 2023 ANNUAL REPORT 111 Additional Information Corporate Directory Stay In Touch Registered Office Level 17, Australia 2 Esplanade Perth,Western Australia 6000 PO Box 7232 Cloisters Square Perth, Western Australia 6850 T + 61 8 9261 6100 F + 61 8 9322 7597 E contact@rml.com.au www.rml.com.au Website Resolute maintains a website where all major announcements to the ASX/LSE are available: www.rml.com.au www.linkedin.com/company/resolute-mining Australian Business Number ABN 39 097 088 689 Share Registry Computershare Investor Services Pty Limited Level 11, 172 St Georges Terrace Perth, Western Australia 6000 @ResoluteMining Home Exchange Australian Securities Exchange Level 40, Central Park 152-158 St Georges Terrace Perth, Western Australia 6000 Quoted on the official lists of the Australian Securities Exchange (ASX) and the London Stock Exchange (LSE) under the ticker “RSG” Auditor Ernst & Young Ernst & Young Building 11 Mounts Bay Rd Perth, Western Australia 6000 Shareholders wishing to receive copies of Resolute’s ASX announcements by e-mail should register their interest by contacting the Company at contact@rml.com.au Securities on Issue 27 March 2024 Ordinary Shares Performance Rights 2,129,050,013 14,236,468 112 RESOLUTE MINING LIMITED 2023 ANNUAL REPORT CREATING VALUE FOR SHAREHOLDERS AND COMMUNITIES WHERE WE OPERATE. 

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