12
AltynGold plc
Annual Report 2022
Statement by the directors in performance of their
statutory duties in accordance with s172 (1)
Companies Act 2006.
The Board of Directors of AltynGold Plc both
individually and collectively act in the way they
consider in good faith would be most likely to
promote the success of the Company for the benefit
of its members as a whole (having regard to
the stakeholders and considerations set out in s172 (1)
(a-f ) of the Act). In decisions taken to the year ended
31 December 2022, we would reference our approach
to our business plan, social and corporate
responsibility and the supporting control environment
which deliver good outcomes for the company and
wider stakeholders. In achieving this, the following
areas are highlighted:
The Company maintains good lines of communication
with the workforce and relevant government bodies,
and there have been no material disruptions in the
year.
In making their decisions the Board carefully assessed
the future long-term aim of growing the Company. It
has made its decisions balanced against the need to
maintain safe working practices for its employees,
achieving the increase in production capacity at a
reasonable cost of capital, being aware of the
environmental consideration and to obtain a good
return to shareholders.
The Board has maintained regular contact with its
principal customer and suppliers, as well as
cooperating with the national and regional authorities
to ensure all regulatory and legal requirements were
met. Regular contact has also been maintained with
bankers and suppliers on a personal level and with its
refiner. Shareholders have been communicated with,
through the online messaging services and the
website where presentations and Company
broadcasts are available. The Company AGM also
provides a portal where shareholders will be able to
physically attend and ask any questions that they may
have.
The Board made the following key decisions in the
year;
a)
Our Company’s plans were designed to have a
long-term beneficial impact on the Company and
to contribute to the success in delivering the
business of exploration and developing and
operating a mine to produce gold and other
precious metals as outlined in our strategy and
business model on page 118, and in relation to our
longer term plan in the Chief Executives’ report on
page 3. We continue to operate our business
within a structured control environment and
comply with all necessary regulated requirements
necessary to maintain the operating licences. Key
decisions in the year were:
In order to progress the development plan and
provide funding to increase the capacity of the
processing plant, further funds were obtained
from Bank Center Credit during the year.
The contract with the subcontractor
responsible for the extraction of ore and capital
development of the underground mine was
continued and will be renewed.
The terms of the licence at Teren-Sai were
renegotiated with the relevant authorities in the
year, and this is expected to be renewed in the
second half of 2023.
The management renegotiated the off take
agreement with its principal customer, detailing
the quantity of dore to be supplied and
payment terms for the period to December
2023.
Post year end in April 2023 further funding was
raised from a US$10m bond at a coupon of
10.5% (US$9.4m net of expenses) on the Astana
International Exchange (AIX).
b)
Our employees are fundamental to the delivery of
our business. AltynGold wants to build teams that
are loyal and committed to the long term success
of the Company and create a pleasant work
environment where all employees can thrive. We
have put steps in place for workforce engagement,
training and development, employee networks,
and regular communication updates with senior
management. During the year the company has
worked closely with its employees and local
authorities at both head office and the mine site to
ensure that the staff were able to engage in the
Company’s activities in a safe working
environment.
During the year the Company recognised its wider
responsibilities to the wider community and
assisted the development of the local community
infrastructure, as well as supporting government
led initiatives for the wider benefit of residents of
Kazakhstan.
c)
At AltynGold, we think about the implications of
our decisions on everyone in our Group, our
industry and our community, because we are
committed to building a sustainable business with
a legacy we can all be proud of. Our success
depends on our relationships with employees, a
network of experts, customers and suppliers
beyond our business.
The majority of the workforce live and work in
Sekisovska village located next to the mine. The
Company is aware of the need to foster good
relationships with the local community and try to
engage with them, keeping them informed of the
business activities.
All of our activities are informed by appropriate
engagement with stakeholders to gain an
understanding of our operating environment and
the market in which we operate. At present the
Company has a single customer for its gold output
as regulated by the Kazakh authorities and it
complies with all requirements for timings and
deliveries as appropriate. We value our suppliers
and maintain regular communication with them.
The Board has regular meetings with key
equipment suppliers, principal consumable
suppliers and its sub-contractors to agree contract
terms and to discuss any issues that may have
arisen. It has also established a good line of
communication with its principal finance providers
at the bank and AIX, to ensure that operations run
smoothly and they are kept abreast of Company
developments.
d)
Our plans take into account the impact of the
company’s operations on the community, the
environment and wider societal responsibilities,
some of which are mandated by government
legislation but others are taken up by the Company
voluntarily. The Company was able to grow
employee numbers, aiding and supporting the
local community in which the mine is the key
employer.
Further details on this and the Company’s impact
on the environment are as detailed in the
corporate Social Responsibility report on page 13.
AltynGold aims to ensure that it plays a responsible
part in society as a whole. We also evolve and
adapt as regulation changes and public interest in
emerging issues grow. The plans the Company has
developed helps it to stay focussed and make an
impact and, it is keenly aware of the mine’s
environmental impact and the dangers of not
staying focused. It ensures the Company is
pragmatic and consistent, and using local
resources and people as necessary. There are
regular checks made on the environmental
parameters by independent third parties and
government departments. No issues were
highlighted in the year. See further details in the
Corporate Social Responsibility Report on page 13.
e)
The Board of Directors’ intention is to behave
responsibly and ensure that the business operates
in a responsible manner within the high standards
of business conduct and good governance: Our
Company ensures that we meet standards
expected by our Regulators in order to ensure that
our license to operate is maintained. The Company
has regular contact with the environmental
authorities to ensure the Company complies in all
aspects with the government standards required
for the operation of the mine in Kazakhstan.
There is a policy in place for whistle blowing and
this ensures that employees feel empowered to
raise concerns in confidence and without fear of
unfair treatment. Employees can report
anonymously any areas that are of concern to the
compliance officer in charge of monitoring fraud,
money laundering and bribery.
The Audit Committee as a whole ensures that the
processes in place are adequate.
f)
We aim to act fairly between members and act for
all shareholders. The Company does have a
controlling shareholder. However, their conduct is
controlled by a relationship agreement which aims
to ensure that they act in a fair, transparent and
responsible manner. All shareholders are welcome
at the Annual General Meeting to express their
views. The Company website has a facility to obtain
regular feedback from all shareholders.
DIRECTORS’ SECTION 172 STATEMENT