Golden Prospect Precious Metals Ltd Annual Report and Audited Financial Statements (3175L)

TIDMGPM

RNS Number : 3175L

Golden Prospect Precious Metals Ltd

18 April 2018

Golden Prospect Precious Metals Limited

Annual Report and Audited Financial Statements

for the year ended 31 December 2017

Contents Page

_________________________________________________________________________________

Chairman's Statement 2

Board Members 3

Directors' Report 4

Investment Manager's Report 11

Independent Auditor's Report 13

Financial Statements

Statement of Comprehensive Income 17

Statement of Changes in Equity 18

Statement of Financial Position 19

Statement of Cash Flows 20

Notes to the Financial Statements 21

Unaudited Portfolio Statement 40

Management and Administration 43

Unaudited Report of the UK Investment Adviser Relating to Matters under the

45

Alternative Investment Fund Managers' Directive

Notice of AGM 47

Form of Proxy 50

Chairman's Statement

For the year ended 31 December 2017

In my June 2017 report I set out my views on the global impacts influencing precious metals and in the interest of brevity I would encourage shareholders to revisit these comments as the situation is little changed (the report remains available on our web-site). I believe precious metals currently sit as an attractive investment asset class in relation to today's geo-political and macro-economic climate. The salient factors currently in play include peak gold, inflation, China and Russia Central Bank buying, Fed policies on interest rates, mounting debt issues, equity bubbles, global conflicts and more recently the emergence of super power trade wars.

With gold performing well the immediate focus has switched to the micro situations which offers a very compelling case for significantly adding to the undervalued gold and silver equities sector.

There is some extremely interesting punditry by international specialist newsletters and commentators which point to the deep value opportunities that many well-known mining companies currently offer in the Australian, USA and Canadian markets which have rarely been in better shape in terms of cash flows and profit margins. I do not wish to duplicate, repeat or compete with our own investment managers very professional and informed views of the present attractions that exist and on which they are currently taking full advantage. Their report is on page 11 and is a must read for interested followers of our specialist sector. Our message is to continually increase investor weightings to both gold and silver stocks while both the fundamental and technical picture remains so strong.

Shares are truly languishing, trading at prices only seen when gold was half or even a quarter of current levels.

During the year shareholders were offered a subscription share which we believe provides an opportunity to participate in potential growth in the precious metals sector. Further details on the subscription shares can be found under note 11.

As part of our continuing corporate governance oversight the Directors have undertaken an evaluation of the Board of Directors, the Investment Manager and our Auditor. As part of these evaluations it has been decided that Kaare Foy will step down as Chairman of the Audit Committee and he is resigning as a Director with effect from today, 17 April 2018. I would like to thank Kaare for his input and support over the years; he has been my trusted ally since the launch of the Company. I would like to wish Kaare well in the future.

I would at the same time like to welcome Graeme Ross, who joins the Board today. Graeme will assume the role of the Chairman of the Audit Committee. Graeme's details are set out on page 3.

Malcolm Burne

Chairman

Board Members

For the year ended 31 December 2017

__________________________________________________________________________________

The Directors have overall responsibility for the Company's activities including the review of its activities and performance.

The Directors of the Company at the date of signing the accounts, all of whom are non-executive, are listed below. Kaare Foy resigned from and Graeme Ross was appointed to the Board after the signing of the accounts.

Malcolm Burne, is a former stockbroker and financial journalist with The Financial Times. He has controlled and managed fund management, venture capital and investment banking companies in London, Australia, Hong Kong and North America. He has been a director of more than 20 companies, many of which have been in the mineral resource and gold exploration fields. In 1997, he founded Golden Prospect plc and was executive chairman until 2007 when the company changed its name to Ambrian Capital plc. In addition, he was executive chairman of the Australian Bullion Company (Pty) Limited, which at the time was Australia's leading gold dealer and member of the Sydney Futures Exchange.

Kaare Foy, was an executive director of Great Panther Silver Limited, a silver exploration and mining company based in Vancouver, from 1994 until the beginning of 2012 and was its Executive Chairman when it reached a market capitalisation of more than US$600 million in 2011. He is currently chairman of Viscount Mining Limited, and has been heavily involved with silver and gold projects in North America, and worked with Malcolm Burne at the Australian Bullion Company (Pty) Limited during the 1980s. Kaare Foy is resigning as a Director on 17 April 2018.

Robert King, is a non-executive director of a number of open and closed ended investment funds and companies including Chenavari Capital Solutions Limited, Tufton Oceanic Assets Limited and Weiss Korea Opportunities Fund Ltd. He was a director of Cannon Asset Management Limited and its associated companies from October 2007 to February 2011. Prior to this, he was a Director of Northern Trust International Fund Administration Services (Guernsey) Limited (formerly Guernsey International Fund Managers Limited) where he had worked from 1990 to 2007. He has been in the offshore finance industry since 1986 specialising in administration and structuring of offshore open and closed ended investment funds. Rob is British and resident in Guernsey.

Toby Birch, is a non-executive director of a number of investment funds and companies, including BullionRock which merged with Guernsey Gold during 2014. Previously he was managing director of Oppenheim & Co Limited in Guernsey and Blackfish Capital Holdings, the private investment arm of a single family office. He was also investment manager of the Blackfish Capital Exodus Fund trading in commodities, precious metals and real asset themes and was a director of the Blackfish-Investec Resources Special Situations Fund, investing in mining companies. He is a Chartered Fellow, and committee member, of the Chartered Institute for Securities and Investments, who have appointed him a Chartered Wealth Manager. He is a regular public speaker on the conference circuit and in the media, covering financial megatrends, precious metals, agricultural investment and monetary reform.

Graeme Ross, was educated at Perth Academy and Dundee College of Technology in Scotland and qualified as a Chartered Accountant with Arthur Young McClelland, Moores in 1984. He then moved to Jersey in the Channel Islands and spent two years with KPMG on financial services audits before joining the embryonic fund administration arm of Rawlinson & Hunter, Jersey in 1986. He was admitted to the Partnership of Rawlinson & Hunter, Jersey in 1995 and was the Managing Director of the fund administration division from then until his retiral at the end of 2016. Graeme has significant experience of the management, administration and oversight of all types of collective investment vehicles and has served as a Director on open ended, closed ended and limited partnership vehicles investing in a wide variety of asset classes and sectors including many listed funds. Graeme is a resident of Jersey. Graeme will be appointed to the Board on 17 April 2018.

Directors' Report

For the year ended 31 December 2017

__________________________________________________________________________________

The Directors present their Report and the Audited Financial Statements of Golden Prospect Precious Metals Limited (the 'Company') for the year ended 31 December 2017.

The Company

The Company was registered in Guernsey on 16 October 2006 and is an authorised closed-ended investment scheme under the Protection of Investors (Bailiwick of Guernsey) Law 1987. The Company's Ordinary Shares were admitted to the Official List of the Channel Islands Stock Exchange ('CISX') on 24 June 2008.The Channel Islands Security Exchange rebranded to The International Securities Exchange ('TISE') on 6 March 2017. Effective 21 September 2009, the Ordinary Shares trade on the London Stock Exchange Electronic Trading Service SETS QX with code GPM.

Subscription Shares

On 22 December 2017 the Company issued, by way of bonus issue and on a one subscription share for every two ordinary shares, 28,500,995 Subscription Shares. These were admitted to listing on The International Stock Exchange trading on SETS QX. The subscription price is equal to the published unaudited net asset value per ordinary share as at the close of business on 20 December 2017 plus a premium depending on the year in which they are exercised. See note 6 and 11 for further details.

Shareholder information

Up to date information regarding the Company, including a daily announcement of Net Asset Value, can be found on the Company's website, which is www.ncim.co.uk/gppm_top.php

Results and dividends

The Company's performance during the year is discussed in the Investment Manager's Report on page 11. The results for the year are set out in the Statement of Comprehensive Income on page 17. The Directors do not recommend the payment of a dividend for the year ended 31 December 2017 (2016: GBPnil).

Directors' responsibilities statement

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare Financial Statements for each financial year. Under that law the Directors have elected to prepare the Financial Statements in accordance with International Financial Reporting Standards as adopted by the European Union ('IFRS').

The Directors are required by the Companies (Guernsey) Law, 2008 to prepare Financial Statements for each financial period which give a true and fair view of the state of affairs of the Company and of the surplus or deficit of the Company for that period.

Directors' responsibilities statement (continued)

In preparing those Financial Statements the Directors are required to:

   --     select suitable accounting policies and then apply them consistently; 
   --     make judgements and estimates that are reasonable and prudent; 

-- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the Financial Statements; and

-- prepare the Financial Statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors confirm that they have complied with the above requirements in preparing the Financial Statements.

The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and which enable them to ensure that the Financial Statements comply with the Companies (Guernsey) Law, 2008. The Directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Directors

The Directors of the Company who served during the year and to date are set out on page 3.

Directors' interests

The Directors held the following interests in the share capital of the Company either directly or beneficially as at 31 December 2017, and as at the date of signing these Financial Statements:

 
             Ordinary   Subscription   Ordinary   Subscription 
               Shares         Shares     Shares         Shares 
 Director        2017           2017       2016           2016 
 
 M Burne      437,500        218,750    437,500              - 
 K Foy         25,000         12,500     25,000              - 
 R King        20,000         10,000     20,000              - 
 T Birch       50,000         25,000     50,000              - 
 

The Directors who served in the year received the following fees:

 
                2017     2016 
 Director        GBP      GBP 
 
 M Burne *    15,000   12,000 
 K Foy **     15,000   12,000 
 R King       15,000   12,000 
 T Birch      15,000   12,000 
              60,000   48,000 
 

The amounts paid by the Company to the Directors were for services as non-executive Directors.

   *     Chairman 
   **   Chairman of the Audit Committee 

Directors' authority to buy back shares

As agreed at the Company AGM on 23 May 2017, and in accordance with the Articles of Association of the Company and the Companies (Guernsey) Law, 2008, as amended (the 'Law'), the Company is authorised to make market purchases of up to a maximum of 15 per cent of its existing issued ordinary Share Capital. This authority is renewable annually. At the Annual General Meeting to take place on 23 May 2018 the Company will seek to renew such authority and will seek to renew such authorities at annual general meetings thereafter.

Any buy back of shares will be made subject to Guernsey law and within any guidelines established from time to time by the Board and the making and timing of any buy backs will be at the absolute discretion of the Board and not at the option of the Shareholders.

Purchases of shares will only be made through the market for cash. The minimum price (exclusive of expenses) which may be paid for the shares is GBP0.001 per share. The maximum price (exclusive of expenses) payable by the Company for the shares will be no more than 5% above the average of the middle closing market quotations taken from the London Stock Exchange Daily Official List on each of the five business days before the closing purchase is made.

During the year no shares (2016: no shares) were acquired by the Company under the above authority.

Board responsibilities and corporate governance

The Board has determined that no Director shall be considered non-independent as a consequence of their length of tenure, as long as there are no other issues which would impact their independent status.

Although Mr Burne and Mr King have served on the Board for more than nine years they are considered independent Directors as they do not have any contract for services or any other connection, paid or otherwise, with any related party of the Company.

The Board of Directors is responsible for the corporate governance of the Company. The Board will ensure that the Company's operations are conducted reasonably and within the framework of all applicable laws, regulations, rules, guidelines and codes as well as established policies and procedures. The Directors will regularly assess and document whether the Board's approach to corporate governance achieves its objectives and, consequently, whether the Board itself is fulfilling its own responsibilities. The Board will review through its board evaluation the effectiveness of its overall approach to governance and make changes where that effectiveness needs to be enhanced.

The Board meets at least four times a year. Between these formal meetings there is regular contact with the Investment Manager and the Secretary. The Directors are kept fully informed of investment and financial controls and other matters that are relevant to the business of the Company and which should be brought to the attention of the Directors. The Directors also have access to the Administrator and, where necessary in the furtherance of their duties, to independent professional advice at the expense of the Company. The Board is responsible for the appointment and monitoring of all service providers to the Company.

As an investment company, most of the Company's day to day responsibilities are delegated to third parties and all of the Directors are non-executive. As a Guernsey incorporated company, the Company is required to comply with the Finance Sector Code of Corporate Governance issued by the Guernsey Financial Services Commission ('the Code').

The Directors have taken the action that they consider appropriate to ensure that the appropriate level of corporate governance, for an investment company incorporated in Guernsey whose securities are listed on The

Board responsibilities and corporate governance (continued)

International Stock Exchange, is attained and maintained. The Company does not, nor intends to, adopt the UK Code of Corporate Governance.

For the purposes of assessing compliance with the Code, the Board considers all of the Directors as independent of the Investment Manager.

Audit Committee: K Foy (Chairman)

The Audit Committee has been established with written terms of reference and comprises all of the Board members. The Audit Committee members have recent and relevant financial experience. The terms of reference of the Audit Committee are reviewed and re-assessed for their adequacy on an annual basis.

Role of the Audit Committee

A summary of the Committee's main audit review functions is shown below:

-- to review and monitor the effectiveness of the internal control systems and risk management systems on which the Company is reliant;

-- to monitor the integrity of the interim and annual financial statements of the Company by reviewing, and challenging where necessary, the actions and judgements of the Manager, the Company Secretary and the Administrator;

-- to review and monitor the effectiveness of the Company's other third party service providers;

-- overseeing the Company's relationship with the external auditor BDO Limited and to review their proposed audit programme of work and their findings;

   --     approval of the remuneration and terms of engagement of the external auditor; 

-- to develop and implement policy on the engagement of the external auditor to supply non-audit services; and

-- to monitor and review annually the external auditor's independence, objectivity, effectiveness, resources and qualification.

To assess the effectiveness of the external auditor, the Audit Committee reviewed:

   --     the external auditor's fulfilment of the agreed audit plan and variations from it; 

-- the Audit Committee Report from the auditor highlighting the major issues that arose during the course of the audit; and

-- feedback from the Investment Manager and Administrator evaluating the performance of the audit team.

The Audit Committee has assessed the performance of the external auditor, as described above, and is satisfied with its effectiveness and as such no change in auditor is proposed.

Auditor

The Audit Committee is responsible for overseeing the Company's relationship with the external auditor, including making recommendations to the Board on their appointment of the external auditor and their remuneration. BDO Limited has been the Company's external auditor since the Company's inception. The lead audit director, Mr Justin Hallett was initially appointed for the year end 31 December 2013 audit. In accordance with normal audit director rotation arrangements, Mr Hallett will rotate off the audit of the Company at the conclusion of the audit of these Financial Statements. The Board has noted recommendations to put the external audit out to tender at least every ten years and during the year undertook a review of the audit services provided by our Auditors and concluded that there was currently no requirement to make any changes to their appointment.

Auditor (continued)

The Board has noted the review undertaken by the Audit Committee of the audit services provided to the Company by its auditor, BDO Limited as they have been appointed as the Company's auditor for over 10 years.

The Directors are of the opinion that BDO Limited remain independent and provide experience and knowledge in the audit of the Company's accounts which the Board considers to be in the best interest of the Shareholders.

The auditor, BDO Limited, has indicated its willingness to continue in office. Accordingly, a resolution for its reappointment will be proposed at the forthcoming Annual General Meeting.

Annual Report and Financial Statements

The Board of Directors is responsible for preparing the Annual Report and Financial Statements. The Audit Committee advises the Board on the form and content of the Annual Report and Financial Statements, any issues which may arise and any specific areas which require judgement.

Investment policy

The Company's investment objective is to generate above average returns for Shareholders primarily through the capital appreciation of its investments. The Directors believe that such returns can be obtained by investing in a selective portfolio of securities and other instruments in the precious metals, diamond and uranium sectors.

Anti-bribery and corruption

The Board acknowledges that the Company's international operations may give rise to possible claims of bribery and corruption. In consideration of the UK Bribery Act the Board reviews the perceived risks to the Company arising from bribery and corruption to identify aspects of the business which may be improved to mitigate such risks. The Board has adopted a zero tolerance policy towards bribery and has reiterated its commitment to carry out business fairly, honestly and openly.

Alternative Investment Fund Managers Directive ('AIFMD')

Our Investment Manager, CQS (UK) LLP, has been authorised by the UK Financial Conduct Authority ('FCA') as an Alternative Investment Fund Manager ('AIFM') under the Alternative Investment Fund Managers Directive ('AIFMD'). The funds managed by the AIFM are now defined as Alternative Investment Funds ('AIFs') and are subject to the relevant articles of the AIFMD. Further AIFM disclosures are shown on pages 45 and 46. The Board has appointed INDOS Financial Limited as the Company's Depositary.

Internal control and financial reporting

The Board is responsible for establishing and maintaining the Company's system of internal controls. Internal control systems are designed to meet the specific needs of the Company and the risks to which it is exposed, and, by their very nature, provide reasonable, but not absolute, assurance against material misstatement or loss.

The key procedures which have been established to provide effective internal controls include:

-- Maitland Administration (Guernsey) Limited (formerly R&H Fund Services (Guernsey) Limited) is responsible for the provision of administration and company secretarial duties;

-- The duties of investment management, accounting and the custody of assets are segregated. The procedures are designed to complement one another;

-- The Board clearly defines the duties and responsibilities of the Company's agents and advisers in the terms of their contracts;

Internal control and financial reporting (continued)

-- The Board receives assurances from the Company's agents and advisers that any amendments required as a result of regulatory change, including the General Data Protection Regulations (effective 25 May 2018), are actioned accurately and timeously;

-- The Board reviews financial information and compliance reports produced by the Administrator on a regular basis and;

   --     The Custodian holds all assets of the Company, in the name of the Company. 

The Board and Audit Committee have reviewed the Company's risk management and internal control systems and believe that the controls are satisfactory, given the size and nature of the Company.

Environment

The Company seeks to conduct its affairs responsibly and environmental factors are, where appropriate, taken into consideration with regard to investment decisions taken on behalf of the Company. The Investment Manager considers socially responsible investment and actively engages with investee companies.

The Directors recognise that their first duty is to act in the best financial interests of the Company's shareholders and to achieve good financial returns against acceptable levels of risk, in accordance with the objectives of the Company.

In asking the Company's Investment Manager to deliver against these objectives, they have also requested that the Investment Manager take into account the broader social, ethical and environmental issues of companies within the Company's portfolio, acknowledging that companies failing to manage these issues adequately run a long term risk to the sustainability of their businesses. More specifically, they expect companies to demonstrate ethical conduct, effective management of their stakeholders' relationships, responsible management and mitigation of social and environmental impacts, as well as due regard for wider societal issues.

Going concern

The Directors believe that it is appropriate to continue to adopt the going concern basis in preparing the Financial Statements since:

   --     the assets of the Company consist mainly of securities which are readily realisable and; 

-- the Company has an agreed overdraft facility provided by its Custodian for which margin requirements are monitored and reported on a monthly basis. There were no breaches of these requirements during the year or prior year.

Accordingly, the Company has adequate financial resources to continue in operational existence for the foreseeable future.

Shareholders' significant interests

The following shareholders had a substantial interest of 5% or more of the Company's issued share capital as at 31 December 2017, and as at the date of the signing of these Financial Statements:

 
                                               % of issued share 
                                                         capital 
 
 Clients of HSBC Global Custody Nominee 
  (UK)                                                    14.28% 
 Clients of Hargreaves Lansdown (Nominees) 
  Limited                                                 12.67% 
 Clients of the Bank of New York (Nominees) 
  Limited                                                 10.81% 
 
 

Material contracts

The Company's material contracts are with New City Investment Managers (a trading name of CQS (UK) LLP), to provide investment management services, Maitland Administration (Guernsey) Limited (formerly R&H Fund Services (Guernsey) Limited), which acts as Secretary and Administrator for the Company, Credit Suisse AG Dublin Branch, which acts as Custodian, INDOS Financial Limited, which acts as Depositary and Computershare Investor Services (Guernsey) Limited, which acts as Registrar for the Company.

Details of the fees payable under these contracts are as detailed in note 5 to the Financial Statements.

Relations with Shareholders

The Directors place a great deal of importance on communication with shareholders. The Annual Report and Financial Statements are distributed to other parties who have an interest in the Company's performance. Additional information on the Company can be obtained through the Investment Manager's website www.ncim.co.uk.

The Notice of the Annual General Meeting included within the Annual Report and Financial Statements is sent out at least 20 working days in advance of the meeting. All shareholders have the opportunity to put questions to the Board or the Investment Manager formally at the Company's Annual General Meeting.

The Company Secretary and Investment Manager are available to answer general shareholder queries at any time throughout the year.

Disclosure of information to the auditor

The Directors confirm that, so far as each of the Directors is aware, there is no relevant audit information of which the Company's auditor is unaware, having taken all the steps the Directors ought to have taken to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Approved by the Board of Directors on 17 April 2018 and signed on behalf of the Board by:

Robert King Toby Birch

Investment Manager's Report

For the year ended 31 December 2017

__________________________________________________________________________________

2017 saw a 13% gain in the gold price and 6% increase in silver, whilst equities lagged this marked improvement in underlying fundamentals. The valuations of smaller cap miners continue to look relatively attractive, especially given their improved earnings. M&A within the sector remains elusive with only a few smaller deals, despite the widening gap in valuations, whether measured on an NAV or earnings basis, and increasing need for large cap producers to replenish reserves. We believe underlying stock liquidity remains the key factor behind this relative valuation gap, as fund flows have increasingly rotated into passive strategies such as ETFs, which prioritise liquidity over valuation.

Gold remains an important portfolio diversifier and in this context geopolitical risks continue to exert an important influence on gold prices. Latterly these have been dominated by Trump trade tariffs, a shift from North Korea's sabre rattling during 2017. This has caused some reversal in investor risk appetite in 2018 with funds flowing back from cyclical assets preferred in 2017 into safe haven gold and at the time of writing gold has gained approximately 3% versus a 7% decline for copper during 2018. Holdings of gold by physically backed ETFs showed healthy 7.4Moz additions over 2017 with recent trade risks providing further support in the current year. Tellingly, physical gold held by ETF's have continued to climb and now exceed the level reached prior to Trump's election testament to wider caution to his pro-US policy making which has seen considerable turnover in White House advisory staff. Another, less favoured outcome of Trump policy may be an increase in tax rates, most recently mooted in the technology sector which has been a significant driver of equity market performance. This may act as a drag to broader US equity market earnings growth and cause some rotation into safer assets given relatively extended equity market valuations.

Performance commentary

The rebalance of the GDXJ (Van Eck Junior Gold Miners ETF) weighed heavily on the small cap end of the precious metal sector in 2017. The shift in fund flows into passive strategies over the last few years has resulted in an outsized influence from passive strategies such as ETF's. This has led to a growing valuation differential between smaller and large capitalised producers. The moves in the funds NAV were also exacerbated by volatile currency fluctuations. Following the Brexit announcement in June 2016 sterling declined 16% versus the USD over the year which significantly benefited the Fund NAV. However, this reversed in 2017 with sterling gaining 9% against the dollar, weighed on Fund returns and the headwind of sterling's strengthening trend has continued in 2018.

Portfolio themes

One of the most striking sector features, as referenced above, is the extreme valuation disparity between the large precious metal stocks and the smaller capitalised stocks to which the Fund is primarily exposed. Indeed despite gold's price rise related equities, especially smaller capitalised stocks, remained out of favour and the Fund's NAV declined 10% over the year. However, over time we believe this situation will correct either via merger of like sized entities or as larger companies seek to replace reserves via acquisition or joint venture and that anomalous small-cap valuation differentials offer investors significant opportunity. Despite a valuation gap that would support accretive acquisitions the market continues to shun acquisitive companies, leading to reticence in management teams pushing for transactions. The sector has increasingly shifted to the larger producers paying significant premiums for 10-20% stakes in developers or late stage explorers such as Goldfield's acquisitions of an 11.5% stake in Cardinal Resources and Newcrest's 19.9% farm-in to Continental Resources.

Exchange rate movements led to some shift in regional and metal exposure within the Fund during 2017. Direct silver exposure was reduced as the Mexican Peso, like other currencies, strengthened against the US dollar pressuring operating margins of mining groups in this dominant producing region. In order to maintain exposure to industrial metal by-products produced with silver such as zinc, which has seen considerable improvement in price due to China's environmental reforms that have removed significant domestic production the Fund increased exposure to zinc heavy silver miners, such as Americas Silver, which we expect to generate over 40% of its revenues from zinc at current prices. The Fund's exposure to platinum group metals was mixed with disappointing performance from South African producer Platinum Group Metals offset by exposure to rhodium, whose price rose 100% during the year. Rhodium price rise bears testament to its wider use in reducing nitrogen fossil fuel vehicles exhaust and has benefitted from supply constraints from South Africa's dominant PGM

Investment Manager's Report (continued)

For the year ended 31 December 2017

__________________________________________________________________________________

industry following changes in the country's mining code. Exposure to this metal has been reduced following further strong performance in the current year.

But background support remains in place

Despite investors' preference for risk we believe some macro aspects remain supportive to gold. While US inflation has remained relatively manageable we note that hourly wages increased by 2.6% at the end of 2017 and have continued to rise at a more appreciable rate than the 2.2% rise of broader consumer prices. With little slack in the US labour market we believe inflationary pressures are currently building. This should provide a more supportive backdrop for gold prices. Importantly, the latest extension to the US debt ceiling, in February, acts as a useful reminder of a potential limitation to FED interest rate policy and the extent to which interest rates can be increased.

Elsewhere, the improving economic outlook in Europe has allowed perceptions of risks to become more sanguine though regional inequalities and increasing nationalism within the Eurozone remain a threat which could undermine this stance. The success of the Five Star Movement in the recent Italian election highlights this as Italy still looks to create a coalition government.

Current demand pull inflation has heralded an interest rate tightening cycle and following an initial 25bp rise by the US Federal Reserve Bank in December 2017 and another in March 2018, consensus expectations are for at least another two 25bp interest rate increases in the US over the remainder of the year. However, this has not been matched by US dollar strength with central bank policy elsewhere having a more meaningful effect on exchange rates. In particular, the prospect of removing ultra-loose quantitative easing in Europe and Japan has driven relative strength in those currencies versus the US dollar. Sterling has been a no exception to this trend and despite protracted Brexit negotiations it strengthened a significant 10% versus the dollar over the financial year, resulting in a more muted sterling gold price rise of around 3% during the year.

A longer-term influence on US reserve currency is an underlying trend of de-dollarisation as evidenced by China's recent development of a domestic oil futures market, as it seeks to trade oil for Yuan with the likes of Russia, diluting the need for it and some other trading partners such as Russia, to hold dollars as a trading currency. The pull-back of crypto currencies, following the ground swell of 2017, may also free up funds for investment in more traditional precious metals providing some short-term relief to the sector.

New City Investment Managers

(a trading name of CQS (UK) LLP)

Independent Auditor's Report to the Members of

Golden Prospect Precious Metals Limited

_________________________________________________________________________________

Opinion

We have audited the financial statements of Golden Prospect Precious Metals Limited ("the Company") for the year ended 31 December 2017 which comprise the Statement of Comprehensive Income, the Statement of Changes in Equity, the Statement of Financial Position, the Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards as endorsed by the European Union.

In our opinion, the financial statements:

-- give a true and fair view of the state of the Company's affairs as at 31 December 2017 and of its loss for the year then ended;

-- have been properly prepared in accordance with International Financial Reporting Standards; and

-- have been properly prepared in accordance with the requirements of the Companies (Guernsey) Law, 2008.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Section 262 of the Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

-- the Directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-- the Directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

 
 Key Audit Matter                         Audit Response 
---------------------------------------  ------------------------------------------------ 
 Investments (note 7) The investment                 We agreed the existence of the 
  portfolio at 31 December 2017                       investment portfolio holdings 
  comprised either listed investments                 to the Custodian confirmation. 
  and warrants whose price is                         We tested the valuation of all 
  readily available but also                          listed investments held by agreeing 
  unlisted warrants. Unlisted                         the prices used in the valuation 
  warrants are valued using valuation                 to independent third party sources. 
  models. We focused on the valuation                 For the unlisted warrants we 
  and existence of investments                        utilised the audit team's valuation 
  because investments represent                       experts to value these instruments 
  the principal element of the                        and then compared this to the 
  net asset value as disclosed                        valuations prepared by management. 
  in the Statement of Financial 
  Position in the financial statements. 
---------------------------------------  ------------------------------------------------ 
 

Our application of materiality

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial statements. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.

Based on our professional judgment, we determined materiality for the financial statements as a whole to be GBP488,000 (2016: GBP515,000), which is based on a level of 1.75% of total assets. We considered total assets to be the most appropriate benchmark due to the Company being an investment fund with the objective of long term capital growth.

Performance materiality for the company has been set at GBP341,000 which is 70% of materiality (2016: GBP360,000). This has been set based upon the control environment in place, the directors' assessment of risk and our past experience of adjustments.

International Standards on Auditing (UK) also allow the auditor to set a lower materiality for particular classes of transaction, balances or disclosures for which misstatements of lesser amounts than materiality for the financial statements as a whole could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. In this context, we set a lower level of materiality to apply to investment income and sensitive fees including: investment management fees, administration fees, directors' fees, legal and professional fees; audit fees, financial advisers' fees, depository fees, registrar's fees and custodian fees. We determined materiality for these areas to be GBP50,000.

We agreed with the audit committee that we would report to the committee all individual audit differences identified during the course of our audit in excess of GBP12,200 (2016: GBP15,450). We also agreed to report differences below these thresholds that, in our view, warranted reporting on qualitative grounds.

There were no misstatements identified during the course of our audit that were individually, or in aggregate, considered to be material in terms of their absolute monetary value or on qualitative grounds.

An overview of the scope of our audit

We carried out a full scope audit of the Company which was tailored to take into account the nature of the Company's investments, involvement of the Investment Manager, the Company's Administrator and Custodian, the accounting and reporting environment and the industry in which the Company operates.

In designing our overall audit approach, we determined materiality and assessed the risk of material misstatement in the financial statements.

This assessment took into account the likelihood, nature and potential magnitude of any misstatement. As part of this risk assessment we considered the Company's interaction with the Investment Manager and the Company's Administrator and Custodian. We assessed the control environment in place at the Investment Manager and the Company's Administrator to the extent that it was relevant to our audit.

Following this assessment, we applied professional judgement to determine the extent of testing required over each balance in the financial statements.

Other information

The Directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies (Guernsey) Law, 2008 requires us to report to you if, in our opinion:

   --     proper accounting records have not been kept by the Company; or 
   --     the financial statements are not in agreement with the accounting records; or 

-- we have failed to obtain all the information and explanations which, to the best of our knowledge and belief, are necessary for the purposes of our audit.

Responsibilities of Directors

As explained more fully in the Directors' report, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view and for such internal control as the Directors determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the Financial Reporting Council's website at:

https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

The engagement director on the audit resulting in this independent auditor's report is Justin Hallett.

BDO Limited

Chartered Accountants

Place du Pré

Rue du Pré

St Peter Port

Guernsey

Statement of Comprehensive Income

For the year ended 31 December 2017

__________________________________________________________________________________

 
                                                                                           2017             2016 
                                                    Revenue           Capital             Total            Total 
                                       Notes            GBP               GBP               GBP              GBP 
 Income 
 Income from investments designated 
  at fair value through profit or 
  loss                                   7           87,530                 -            87,530          208,890 
 Net capital (losses)/gains on 
  investments at fair value through 
  profit or loss                         7                -       (1,924,424)       (1,924,424)       13,475,134 
 Net investment (losses)/gains                       87,530       (1,924,424)       (1,836,894)       13,684,024 
                                              -------------   ---------------   ---------------   -------------- 
 
 Expenses 
 Investment management fees              5        (306,142)                 -         (306,142)        (312,889) 
 Exchange loss                                     (99,913)                 -          (99,913)        (233,168) 
 Administration fees                     5         (65,000)                 -          (65,000)         (65,000) 
 Directors' fees                         5         (60,000)                 -          (60,000)         (48,000) 
 Legal and professional fees                       (23,219)                 -          (23,219)          (9,757) 
 Audit fees                                        (22,245)                 -          (22,245)         (20,000) 
 Other expenses                                    (19,331)                 -          (19,331)         (20,238) 
 Financial advisers fees                 5         (17,500)                 -          (17,500)         (17,354) 
 Sponsor fees                                      (17,282)                 -          (17,282)          (8,601) 
 Depositary fees                         5         (16,800)                 -          (16,800)         (16,850) 
 Registrar's fees                        5         (14,905)                 -          (14,905)         (10,563) 
 Custodian fees                          5         (14,294)                 -          (14,294)         (12,165) 
 
 Total operating expenses                         (676,631)                 -         (676,631)        (774,585) 
                                              -------------   ---------------   ---------------   -------------- 
 
 Operating (loss)/profit                          (589,101)       (1,924,424)       (2,513,525)       12,909,439 
 
 Finance cost 
 Finance income                                      16,201                 -            16,201            1,406 
 Overdraft interest                      8        (112,532)                 -         (112,532)         (64,693) 
 
 (Loss)/profit for the year before tax            (685,432)       (1,924,424)       (2,609,856)       12,846,152 
 
 Withholding tax                                   (13,458)                 -          (13,458)         (37,651) 
                                              -------------   ---------------   ---------------   -------------- 
 (Loss)/profit for the year after 
  tax                                             (698,890)       (1,924,424)       (2,623,314)       12,808,501 
 Other comprehensive income                               -                 -                 -                - 
                                              -------------   ---------------   ---------------   -------------- 
 
 Total comprehensive (loss)/income 
 for the year                                  (GBP698,890)    (GBP1,924,424)    (GBP2,623,314)    GBP12,808,501 
                                              =============   ===============   ===============   ============== 
 
 Basic and diluted (loss)/earnings 
  per Ordinary share (pence)            6                                               (4.60p)           22.47p 
                                                                                ===============   ============== 
 
 

The 'Total' column of this statement represents the Company's Income Statement, prepared in accordance with IFRS as endorsed by the European Union. The supplementary 'Revenue' and 'Capital' columns are both prepared for information purposes only.

All the items in the above statement derive from continuing operations.

The notes on pages 21 to 39 form an integral part of these Financial Statements.

 
                                                                                      Unrealised 
                       Share          Revenue   Distributable          Realised          Capital 
                     Capital          Reserve         Reserve   Capital Reserve          Reserve    Total Equity 
                         GBP              GBP             GBP               GBP              GBP             GBP 
 
 Balance as at 1 
  January 2016        57,002      (3,916,365)      43,995,959      (20,402,470)      (7,322,650)      12,411,476 
 
 Total 
  comprehensive 
  (loss)/income 
  for the year             -        (666,633)               -         3,900,219        9,574,915      12,808,501 
 
 
 Balance as at 
 31 December 
 2016              GBP57,002   (GBP4,582,998)   GBP43,995,959   (GBP16,502,251)     GBP2,252,265   GBP25,219,977 
                  ==========  ===============  ==============  ================  ===============  ============== 
 
 For the year 
 ended 31 
 December 2017 
 
 Balance as at 1 
  January 2017        57,002      (4,582,998)      43,995,959      (16,502,251)        2,252,265      25,219,977 
 
 Total 
  comprehensive 
  (loss)/income 
  for the year             -        (698,890)               -         2,038,414      (3,962,838)     (2,623,314) 
 
 Transactions 
 with owners: 
 Subscription 
  share issue 
  costs (note 
  11)                      -                -        (93,000)                 -                -        (93,000) 
 
 Balance as at 
  31 December 
  2017             GBP57,002   (GBP5,281,888)   GBP43,902,959   (GBP14,463,837)   (GBP1,710,573)   GBP22,503,663 
                  ==========  ===============  ==============  ================  ===============  ============== 
 

The notes on pages 21 to 39 form an integral part of these Financial Statements

Statement of Financial Position

As at 31 December 2017

__________________________________________________________________________________

 
 
                                                                      2017            2016 
                                                     Notes             GBP             GBP 
 Current Assets 
 Investments at fair value through profit or loss      7        26,324,365      29,352,529 
 Cash and cash equivalents                             8         1,609,584          61,400 
 Receivables                                           9             8,461          16,602 
                                                            --------------  -------------- 
 Total Assets                                                   27,942,410      29,430,531 
                                                            --------------  -------------- 
 
 Current Liabilities 
 Payables and accruals                                10         (207,754)       (115,955) 
 Bank overdraft                                        8       (5,230,993)     (4,094,599) 
                                                            --------------  -------------- 
 Total Liabilities                                             (5,438,747)     (4,210,554) 
                                                            --------------  -------------- 
 
 Net Assets                                                  GBP22,503,663   GBP25,219,977 
                                                            ==============  ============== 
 
 Equity 
 Share capital                                        11            57,002          57,002 
 Revenue reserve                                      12       (5,281,888)     (4,582,998) 
 Distributable reserve                                12        43,902,959      43,995,959 
 Realised capital reserves                            12      (14,463,837)    (16,502,251) 
 Unrealised capital reserves                          12       (1,710,573)       2,252,265 
                                                            --------------  -------------- 
 Total Equity                                                GBP22,503,663   GBP25,219,977 
                                                            ==============  ============== 
 
 Number of Ordinary Shares in issue                   11        57,002,026      57,002,026 

                                                            ==============  ============== 
 
 Net Asset Value per Ordinary Share (pence)           17            39.48p          44.24p 
                                                            ==============  ============== 
 

The Financial Statements on pages 17 to 39 were approved by the Board of Directors and authorised for issue and signed on 17 April 2018 on its behalf by:

Robert King Toby Birch

The notes on pages 21 to 39 form an integral part of these Financial Statements.

Statement of Cash Flows

For the year ended 31 December 2017

__________________________________________________________________________________

 
                                                                                             2017             2016 
                                                                            Note              GBP              GBP 
 
 Cash flows from operating activities 
 (Loss)/profit for the year                                                           (2,623,314)       12,808,501 
 Adjustment for: 
 Capital loss/(gain) on investments at fair value through profit or loss                1,924,424     (13,475,134) 
 Operating cash flows before movements in working capital                               (698,890)        (666,633) 
 
 Decrease in receivables                                                                    8,141           13,148 
 (Decrease)/increase in payables and accruals                                             (1,201)           32,830 
 Purchase of investments                                                     7       (10,778,884)     (18,412,394) 
 Proceeds from sale of investments                                           7         11,882,624       15,984,763 
                                                                                  ---------------  --------------- 
 Net cash generated from/(used in) operating activities                                   411,790      (3,048,286) 
 
 Net increase/(decrease) in cash and cash equivalents                                     411,790      (3,048,286) 
 Net cash and cash equivalents at beginning of year                                   (4,033,199)        (984,913) 
 Cash and cash equivalents at year end                                       8     (GBP3,621,409)   (GBP4,033,199) 
                                                                                  ===============  =============== 
 

Supplementary cash flow information

 
 Net cash generated from/(used in) operating activities include:           GBP        GBP 
 
 Interest received on cash balances                                     15,015      1,406 
 Interest paid on cash balances                                      (113,571)   (64,693) 
 Income received from investments                                       98,528    224,047 
                                                                    ==========  ========= 
 

The notes on pages 21 to 39 form an integral part of these Financial Statements.

Notes to the Financial Statements

For the year ended 31 December 2017

__________________________________________________________________________________

   1.     COMPANY INFORMATION 

Golden Prospect Precious Metals Limited (the 'Company') was incorporated in Guernsey on 16 October 2006 as an authorised closed-ended investment scheme under the Protection of Investors (Bailiwick of Guernsey) Law 1987, as amended. The Company's registered office is shown on page 43.

The Company's Ordinary Shares are traded on London Stock Exchange SETS QX with code GPM.

During the year, the Company issued 28,500,995 Subscription Shares. For further details see note 11.

The Company's Ordinary Shares were admitted to the Official List of the Channel Islands Stock Exchange ('CISX') on 24 June 2008. The Channel Islands Securities Exchange rebranded to The International Securities Exchange ("TISE") on 6 March 2017.

The Company's investment objective is to generate above average returns for Shareholders primarily through the capital appreciation of its investments. The Directors believe that such returns can be obtained by investing in a selective portfolio of securities and other instruments in the precious metals, diamond and uranium sectors.

   2.     SIGNIFICANT ACCOUNTING POLICIES 

The following accounting policies have been applied consistently in dealing with items which are considered to be material in relation to the Company's Financial Statements:

Basis of preparation

The Financial Statements have been prepared in accordance with International Financial Reporting Standards ('IFRS') as endorsed by the European Union which comprise standards and interpretations as issued and approved by the International Accounting Standards Board ('IASB'), and International Financial Reporting Standard Interpretations ('IFRIC's') that remain in effect, and to the extent that they have been adopted by the European Union, and reflect the following policies, which have been adopted and applied consistently.

Items included in the Company's Financial Statements are measured using the currency of the primary economic environment in which it operates ('the functional currency'). The currency in which the Company's shares are denominated, and in which its operating expenses are incurred, is Sterling. The Company's investments are denominated in many different currencies. Accordingly, the Directors regard Sterling as the functional currency. The Company has also adopted Sterling as its presentational currency.

The Financial Statements have been prepared on a historical cost basis except for the measurement of certain financial assets at fair value through profit or loss.

Accounting judgements and estimates

The preparation of the Financial Statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

   2.     SIGNIFICANT ACCOUNTING POLICIES (continued) 

Accounting judgements and estimates (continued)

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of revision and future periods if the revision affects both current and future periods.

The most significant accounting judgements made by management are deemed to be the fair value estimation of non-listed investments described below.

The valuation techniques used by the Company include inputs that are not based on the observable market data to estimate the fair value of its unlisted investments. Significant judgement has been applied by the Directors when valuing these investments.

The Directors believe that the applied valuation techniques and assumptions used are appropriate in determining the fair value of unlisted investments. Further details are provided in note 7.

Adoption of new and revised standards

The accounting policies adopted in the year are consistent with those of the previous financial period, with the exception of new standards that have become effective during the year. Although there were a number of new standards and interpretations that apply for the first time in 2017, none of these had any significant impact of the Company's Financial Statements.

Standards and interpretations in issue and not yet effective

At the date of authorisation of these Financial Statements, the following standards and interpretations, which will become relevant to the Company but have not been applied in these Financial Statements, were in issue but not yet effective:

- IFRS 9, 'Financial Instruments - Classification and Measurement' (effective 1 January 2018, as set by the IASB).

- IFRS 7, Financial Instruments Disclosures - Amendments regarding initial application of IFRS 9* - effective for when IFRS 9 is applied.

- IFRS 15, Revenue from contracts with customers - effective for periods commencing on or after 1 January 2018.

The Directors have considered the impact of IFRS 9. IFRS 9 will replace the existing guidance in IAS 39. It includes revised guidance on the classification and measurement of financial instruments based on the Company's business model. All of the existing investments are already fair valued, using either listed prices or Black Scholes models, in accordance with IAS 39 and the Company does not issue any debt. On this basis there will be no material impact on the financial statements with the adoption of IFRS 9.

These above standards and interpretations will be adopted by the Company when they become effective. The Directors anticipate that the adoption of these standards and interpretations in future periods will not have a material impact on the Financial Statements of the Company.

The Company has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

   2.     SIGNIFICANT ACCOUNTING POLICIES (continued) 

Financial instruments

Financial assets and financial liabilities are recognised in the Statement of Financial Position when the Company becomes a party to the contractual provisions of the instrument. Financial assets and financial liabilities are only offset and the net amount reported in the Statement of Financial Position and Statement of Comprehensive Income when there is a currently enforceable legal right to offset the recognised amounts and the Company intends to settle on a net basis or realise the asset and liability simultaneously.

Financial assets

The classification of financial assets at initial recognition depends on the purpose for which the financial asset was acquired and its characteristics. All financial assets are initially recognised at fair value. All purchases of financial assets are recorded at trade date, being the date on which the Company became party to the contractual requirements of the financial assets. The Company has not classified any of its financial assets as Held to Maturity or as Available for Sale. The Company's financial assets fall within the loans and receivables and financial assets at fair value through profit or loss categories.

Loans and receivables

These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They principally comprise of other receivables and cash balances held with financial institutions. These are subsequently measured at amortised cost using the effective interest rate method, less provisions for impairment. The effect of discounting is immaterial.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, bank overdrafts and demand deposits and other short-term highly liquid investments with an original maturity of three months or less that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. Bank overdrafts that are repayable on demand and form an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose of the Statement of Cash Flows.

Financial assets at fair value

Classification

All investments are classified as 'financial assets at fair value'. These financial assets are designated by the Board of Directors at fair value through profit or loss at inception.

Financial assets designated at fair value through profit or loss at inception are those that are managed and their performance evaluated on a fair value basis in accordance with the Company's documented investment strategy. The Company's policy is for the Investment Manager and the Board of Directors to evaluate the information about these financial assets on a fair value basis together with other related financial information.

Recognition

Purchases and sales of investments are recognised on the trade date, the date on which the Company commits to purchase or sell the investment.

Derecognition of financial assets

A financial asset (in whole or in part) is derecognised either (i) when the Company has transferred substantially all the risks and rewards of ownership; or (ii) when it has neither transferred nor retained substantially all the risks and rewards and when it no longer has control over the assets or a portion of the asset; or (iii) when the contractual right to receive cash flow has expired. Any gain or loss on derecognition is taken to the Statement of Comprehensive Income as appropriate.

   2.     SIGNIFICANT ACCOUNTING POLICIES (continued) 

Financial assets at fair value (continued)

Derecognition of financial assets (continued)

Sales of investments awaiting settlement are sales of securities transacted before the year end with a post year end settlement date.

Measurement

Financial assets at fair value are initially recognised at fair value. Subsequent to initial recognition, all financial assets at fair value through profit or loss are measured at fair value. Gains and losses arising from changes in the fair value of the 'financial assets at fair value' category are presented in the Statement of Comprehensive Income in the period in which they arise.

Fair value estimation

The fair value of financial assets traded in active markets is based on quoted market prices at the Statement of Financial Position date. The quoted market price used for the financial assets held by the Company is the bid price at the close of the respective market at the Statement of Financial Position date. Debt securities are carried at fair value using discounted cash flow techniques/models. Warrants are carried at fair value using standard Black Scholes valuation models. Further details are disclosed in note 7. Unlisted investments are carried at such fair value as the Directors consider appropriate given the performance of each investee company and after considering the financial position of the entity, latest news and developments.

Fair value measurement hierarchy

IFRS 13 requires disclosure of fair value measurements by level of the following fair value measurement hierarchy:

   -       Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1). 

- Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2).

- Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).

The level in the fair value hierarchy within which the financial asset or financial liability is categorised is determined on the basis of the lowest input that is significant to the fair value measurement. Financial assets and financial liabilities are classified in their entirety into one of the three levels.

For financial instruments that are recognised at fair value on a recurring basis, the Board determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

Financial liabilities

The classification of financial liabilities at initial recognition depends on the purpose for which the financial liability was issued and its characteristics. All financial liabilities are initially recognised at fair value net of transaction costs incurred. The Company's financial liabilities only consist of financial liabilities measured at amortised cost.

   2.     SIGNIFICANT ACCOUNTING POLICIES (continued) 

Financial liabilities (continued)

Financial liabilities measured at amortised cost

These include payables and other short-term monetary liabilities, which are initially recognised at fair value and subsequently carried at amortised cost using the effective interest rate method. Bank borrowings are initially recognised at fair value net of attributable transactions costs incurred. Such interest bearing liabilities are subsequently measured at amortised cost using the effective interest rate method.

Derecognition of financial liabilities

A financial liability (in whole or in part) is derecognised when the Company has extinguished its contractual obligations, it expires or is cancelled. Any gain or loss on derecognition is taken to the Statement of Comprehensive Income.

Interest income and expense

Interest income and interest expense are recognised within the Statement of Comprehensive Income using the effective interest rate method.

Income

All other income is accounted for on an accrual basis and is recognised in the Statement of Comprehensive Income.

Expenses

Expenses are accounted for on an accrual basis and are recognised in the Statement of Comprehensive Income. Expenses in relation to share issues are treated as a component of equity within the Distributable Reserve.

Capital reserves

Gains and losses recorded on the realisation of investments are accounted for in the Realised Capital Reserve. Unrealised gains and losses recorded on the revaluation of investments held at the year end and unrealised exchange differences on investments are accounted for in the Unrealised Capital Reserve.

Revenue reserves

All income and expenses are accounted for in the Revenue Reserve.

Translation of foreign currency

Transactions in currencies other than the functional currency are recorded using the exchange rate prevailing at the transaction date. Foreign exchange gains and losses resulting from the settlement of such transactions and those from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income.

Segmental reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Board. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors of the Company.

For management purposes, the Company is organised into one main operating segment, which invests in precious metals securities which are principally listed on the stock exchanges of London, Toronto and Sydney. All of the Company's activities are interrelated, and each activity is based upon analysis of the Company as one segment.

   2.     SIGNIFICANT ACCOUNTING POLICIES (continued) 

Segmental reporting (continued)

On a day to day basis investment decisions have been delegated to the Investment Manager, New City Investment Managers.

The Company does not hold any non-current assets which require disclosure under IFRS 8. The Company also does not have any external customers and therefore the disclosure of customers geographically required under IFRS 8 is not applicable. However, for additional information, the fair value of each geographical base and the respective percentages of the total value of the Company can be found in the Portfolio Statement beginning on page 40.

   3.     TAXATION 

The Company has been granted exemption from Guernsey taxation and has paid an annual exemption fee for the year of GBP1,200 (2016: GBP1,200). It should be noted, however, that interest and dividend income accruing from the Company's investments may be subject to withholding tax in the country of origin.

The Company has suffered withholding tax in the year under review of GBP14,916 (31 December 2016: GBP37,651).

   4.     DISTRIBUTION TO SHAREHOLDERS 

The Directors do not expect income (net of expenses) to be significant and do not currently expect to declare any cash dividends. In the event that net income is significant, the Directors may consider the distribution of net income in the form of cash dividends. To the extent that any cash dividends are paid, they will be paid in accordance with any applicable laws and the regulations of the TISE.

   5.     RELATED PARTY TRANSACTIONS AND OTHER SIGNIFICANT AGREEMENTS 

Related party transactions

Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.

Directors' Fees

The Directors are responsible for the determination of the investment policy of the Company and have overall responsibility for the Company's activities. Up until 31 March 2017 all Directors were entitled to remuneration for their services of GBP12,000 per annum. From 1 April 2017 all Directors are entitled to remuneration for their services of GBP16,000 per annum. During the year Directors' fees of GBP60,000 were charged to the Company (2016: GBP48,000) and GBP12,000 was payable at the year end (31 December 2016: GBP12,000). All Directors are non-executive.

Other significant agreements

Investment Manager

The Investment Manager, New City Investment Managers (a trading name of CQS (UK) LLP, previously CQS Asset Management Limited) is entitled to an annual management fee, payable monthly in arrears, of 1.25% of the Company's Net Asset Value. The Investment Manager is also entitled to reimbursement of certain expenses incurred by it in connection with its duties. During the year investment management fees of GBP306,142 were charged to the Company (2016: GBP312,889) and GBP45,996 was payable at the year end (2016: GBP54,005).

   5.     RELATED PARTY TRANSACTIONS AND OTHER SIGNIFICANT AGREEMENTS (continued) 

Investment Manager (continued)

The Investment Manager is also entitled to receive an annual performance fee equal to 20% of the increase in the Company's Net Asset Value on the last Trading Day of each calendar period, above an annual hurdle for growth of 8% and subject to a high water mark. During the year no performance fees had accrued to the Investment Manager (2016: GBPnil).

Administrator

The Company's Administrator is Maitland Administration (Guernsey) Limited (formerly R&H Fund Services (Guernsey) Limited). In consideration for the services provided by the Administrator under the Administration Agreement, the Administrator is entitled to receive from the Company an annual fee of GBP65,000 per annum payable quarterly in arrears. During the year administration fees of GBP65,000 were charged to the Company (2016: GBP65,000) and GBP16,250 was payable at the year end (2016: GBP16,250).

Custodian Fees

The Company's Custodian is Credit Suisse AG Dublin Branch. Custodian fees are charged monthly at 5 basis points based on the Company's assets under management. During the year custodian fees of GBP14,294 were charged to the Company (2016: GBP12,165) and GBP1,037 was payable at the year end (2016: GBPnil).

Depositary Fees

The Company's Depositary is INDOS Financial Limited. In consideration for the services provided by the Depositary under the Depositary Agreement, the Depositary is entitled to receive from the Company an annual fee of 0.02% of the Company's Net Asset Value up to GBP150 million; 0.015% up to GBP300 million; 0.0125% up to GBP450 million and 0.015% thereafter, subject to a minimum fee of GBP1,400 per month. During the year depositary fees of GBP16,800 were charged to the Company (2016: GBP16,850) and GBP5,512 was payable at the year end (2016: GBP1,476).

Financial Adviser and Corporate Broker

The Company's Financial Adviser and Corporate Broker ('Financial Adviser') is Cantor Fitzgerald. Under the agreement, the Financial Adviser is entitled to receive from the Company an annual fee of GBP17,500 per annum payable quarterly in advance. During the year financial adviser fees of GBP17,500 (2016: GBP17,374) were charged to the Company and GBPnil (2016: GBPnil) was payable at the year end.

Registrar Fees

The Company's Registrar is Computershare Investor Services (Guernsey) Limited. In consideration for the services provided by the Registrar under the Registrars Agreement, the Registrar is entitled to receive from the Company an annual fee of GBP8,100 per annum payable monthly in arrears as well as all reasonable out-of-pocket expenses. During the year registrar fees of GBP14,905 were charged to the Company (2016: GBP10,563) and GBP1,878 was payable at year end (2016: GBP849).

   6.     BASIC AND DILUTED (LOSS)/EARNINGS PER ORDINARY SHARE 

Basic (loss)/earnings per Ordinary Share is calculated by dividing the comprehensive loss for the year of GBP2,623,314 (2016: gain GBP12,808,501) by the weighted average number of Ordinary Shares outstanding during the year. The weighted average number of Ordinary Shares for the year is 57,002,026 (2016: 57,002,026). The 28,500,995 Subscription Shares are non-dilutive as at 31 December 2017 as the average share price for the period was below the exercise price together with the Company making a loss. Assuming all Subscription Shares are exercised at the first possible opportunity, being the last business day in November 2018, and given no further changes in share capital of the Company, the (loss)/earnings per Ordinary Share is expected to be diluted by 4%.

   7.     INVESTMENTS AT FAIR VALUE 

Details of the significant accounting policies and methods adopted by the Company, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of its financial assets and liabilities are disclosed in note 2. The following table analyses the fair value of the Company's financial assets and liabilities by category as defined in IFRS 13.

 
                                                 Fair Value   Fair Value   Fair Value     Fair Value 
                                                    Level 1      Level 2      Level 3          Total 
                                                        GBP          GBP          GBP            GBP 
 
     Opening fair value at 1 January 2017        28,211,439    1,141,090            -     29,352,529 
     Purchases                                   10,653,853      125,031            -     10,778,884 
     Sales                                     (11,005,965)    (876,659)            -   (11,882,624) 
     Transfers                                            -            -                           - 
     Gain/(loss) 
            - realised                            1,930,072      108,342            -      2,038,414 
           - unrealised                         (4,173,853)      211,015            -    (3,962,838) 
                                                                          ----------- 
     Closing fair value at 31 December 2017      25,615,546      708,819            -     26,324,365 
                                              =============  ===========  ===========  ============= 
 
 
     Split by: 
     Listed equities    25,615,546         -   -   25,615,546 
     Bonds                       -         -   -            - 
     Warrants                    -   708,819   -      708,819 
                       -----------  --------      ----------- 
                        25,615,546   708,819   -   26,324,365 
                       ===========  ========      =========== 
 

During the year ended 31 December 2017 there were no transfers of fair value measurements between the levels. There are two investments held at Level 3 with a total value of nil.

   7.     INVESTMENTS AT FAIR VALUE (continued) 

Please refer to pages 40 to 42 for an analysis of financial assets at fair value through profit or loss which are disclosed above.

 
                                                 Fair Value   Fair Value   Fair Value     Fair Value 
                                                    Level 1      Level 2      Level 3          Total 
                                                        GBP          GBP          GBP            GBP 
 
     Opening fair value at 1 January 2016        12,949,568      500,196            -     13,449,764 
     Purchases                                   18,016,120      396,274            -     18,412,394 
     Sales                                     (15,984,763)            -            -   (15,984,763) 
     Transfers                                            -            -            -              - 
     Gain/(loss) 
            - realised                            3,900,219            -            -      3,900,219 
           - unrealised                           9,330,295      244,620            -      9,574,915 
                                                                          ----------- 
     Closing fair value at 31 December 2016      28,211,439    1,141,090            -     29,352,529 
                                              =============  ===========  ===========  ============= 
 
 
                        Fair Value   Fair Value   Fair Value   Fair Value 
                           Level 1      Level 2      Level 3        Total 
                               GBP          GBP          GBP          GBP 
     Split by: 
     Listed equities    28,211,439            -            -   28,211,439 
     Bonds                       -      754,562            -      754,562 
     Warrants                    -      386,528            -      386,528 

                       -----------  -----------  -----------  ----------- 
                        28,211,439    1,141,090            -   29,352,529 
                       ===========  ===========  ===========  =========== 
 

During the year ended 31 December 2016 there were no transfers of fair value measurements between the levels. There were two investments held at Level 3 with a total value of nil.

Net (losses)/gains on financial assets at fair value through profit or loss:

 
                                                                   2017            2016 
                                                                    GBP             GBP 
     Realised gain on financial assets 
  designated as at fair value through profit or loss          2,038,414       3,900,219 
     Net unrealised (losses)/gain on financial assets 
  designated as at fair value through profit or loss        (3,962,838)       9,574,915 
                                                        ---------------  -------------- 
     Net capital (losses)/gains on financial assets         (1,924,424)   GBP13,475,134 
     Dividend income and interest on bonds                       87,530         208,890 
     Total net (losses)/gains on financial assets        (GBP1,836,894)   GBP13,684,024 
                                                        ===============  ============== 
 
   7.     INVESTMENTS AT FAIR VALUE (continued) 

Valuation techniques used in the determination of fair values, including the key inputs used, are as follows:

 
                                    Fair value 
                                     hierarchy 
 Item                                level       Valuation techniques 
 
 Financial assets at fair           Level 1      Fair value is the quoted 
  value through profit or                         bid price 
  loss - Listed equity securities 
 
 Financial assets at fair           Level 2      The fair value of prior 
  value through profit or                         year debt securities was 
  loss - Debt securities                          calculated as the present 
                                                  value of the estimated future 
                                                  cash flows based on observable 
                                                  gold price, time value and 
                                                  discount rates. 
 
 Financial assets at fair           Level 2      The fair value of warrants 
  value through profit or                         has been calculated using 
  loss - Warrants                                 the underlying listed prices, 
                                                  expiry dates and observable 
                                                  future volatility. 
 
 
 

The Directors believe that the use of reasonable possible alternative assumptions for its two Level 3 holdings would not result in a valuation materially different from the valuation of nil included in these financial statements.

   8.     CASH AND CASH EQUIVALENTS 

Cash and cash equivalents comprise the following:

 
                                 2017             2016 
                                  GBP              GBP 
 
     Cash at bank           1,609,584           61,400 
     Bank overdraft       (5,230,993)      (4,094,599) 
                       (GBP3,621,409)   (GBP4,033,199) 
                      ===============  =============== 
 

Credit Suisse AG Dublin Branch ('CSAGDB') may determine from time to time the overdraft limit it will provide to the Company and may provide reasonable notice in writing of such an amount.

Overdraft interest is calculated on a daily basis using the one month Libor rate plus 175 basis points and is charged to the Company on a monthly basis. In order to satisfy CSAGDB of liquidity, a margin requirement is calculated to establish a net equity and cash position that must be maintained as collateral. If the Company falls into deficit then more funds are called. If the margin calls are not met then CSAGDB can call in all outstanding funds. At no point during the year did the Company fall into deficit and at the year end the Company held an excess over the margin requirement of GBP11,453,570 (2016: GBP13,764,177 ).

The overdraft interest during the year of GBP112,532 (2016: GBP64,693) represents the only gain or loss on financial liabilities measured at amortised cost.

In addition to the above there is a provision for an event of default where the NAV changes from the previous highest NAV of the previous calendar year by more than 50%, 40% for the previous 3 months and 20% for the previous month. These are monitored on a monthly basis and the Directors confirm there were no breaches in the year.

   9.     RECEIVABLES 
 
                                     2017        2016 
                                      GBP         GBP 
 
     Bond interest receivable           -       9,540 
     General expenses prepaid       6,999       6,786 
     Bank interest receivable       1,462         276 
                                 GBP8,461   GBP16,602 
                                =========  ========== 
 

The Directors consider that the carrying amount of receivables approximates their fair value due to their short term nature.

10. PAYABLES AND ACCRUALS

 
                                                         2017         2016 
                                                          GBP          GBP 
 
     Subscription share issue costs (note 11)          93,000            - 
     Investment management fee payable (note 5)        45,996       54,005 
     Audit fee                                         20,000       20,000 
     Administration fee payable (note 5)               16,250       16,250 
     Directors' fees payable (note 5)                  12,000       12,000 
     Bank overdraft interest (note 8)                  10,080       11,119 
     Depositary fee payable (note 5)                    5,512        1,476 
     Sundry creditor                                    3,038          256 
     Registrar fee payable (note 5)                     1,878          849 
                                                   GBP207,754   GBP115,955 
                                                  ===========  =========== 
 

The Directors consider that the carrying amount of payables and accruals approximates their fair value due to their short term nature.

11. SHARE CAPITAL

Authorised Share Capital as at 31 December 2017 and 31 December 2016

 
                                             No. of shares            GBP 
     Ordinary Shares of GBP0.001 par value     200,000,000     GBP200,000 
     Subscription Shares of no par value        28,500,995              - 
                                            --------------    ----------- 
 
 
                                              No. of Shares           Share Capital 
                                                 2017         2016     2017     2016 
     Issued and Fully Paid Share Capital                                GBP      GBP 
     Equity Shares 
     Ordinary Shares of GBP0.001 each at inception 
     As at 1 January                       57,002,026   57,002,026   57,002   57,002 
     Issued during the year                         -            -        -        - 
                                       --------------  -----------  -------  ------- 
     As at 31 December                     57,002,026   57,002,026   57,002   57,002 
                                       --------------  -----------  -------  ------- 
 

11. SHARE CAPITAL (continued)

Ordinary Shareholders are entitled to one vote for each Ordinary Share held and are entitled to receive any distributions declared by the Company. On a winding-up, the Ordinary Shareholders shall be entitled, pro rata to their holdings, to all the assets of the Company available for distribution to Shareholders.

On 22 December 2017, the Company issued Subscription Shares for nil consideration to all registered shareholders, by way of bonus issue, on the basis of one Subscription Share for every two existing ordinary shares held on the 20 December 2017. No fractions of Subscription Shares were issued so the actual number issued was 28,500,995. Each Subscription Share confers the right, but not the obligation, to subscribe for one Ordinary Share. The subscription rights may be exercised annually on the last business day in November 2018 for 40.37p; in November 2019 for 42.30p and in November 2020 for 46.14p, after which time the subscription rights will lapse.

The costs incurred in relation to the issue of Subscription Shares of GBP93,000 are accounted for as a component of equity through the Distributable Reserve.

12. RESERVES

Revenue Reserve

Any surplus/(deficit) arising from total comprehensive income is taken to this reserve, which may be utilised for the buy-back of shares and payments of dividends.

Distributable Reserve

The Distributable Reserve can be used for all purposes permitted under Guernsey company law, including the buy-back of shares and payment of dividends.

Realised Capital Reserve

The Realised Capital Reserve contains realised gains and losses on the disposal of investments, together with any expenses allocated to capital.

Unrealised Capital Reserve

The Unrealised Capital Reserve contains unrealised increases and decreases in the fair value of the Company's investment portfolio.

13. FINANCIAL RISK MANAGEMENT

The Company is exposed to a variety of financial risks as a result of its activities. These risks include credit risk, liquidity risk and market risk (including currency risk, fair value interest rate risk and price risk). The Company's risk management policies, approved by the Board of Directors, seek to minimise the potential adverse effects of these risks on the Company's financial performance.

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.

As at the date of the Statement of Financial Position, financial assets exposed to credit risk comprise bank balances and receivables. It is the opinion of the Board of Directors that the carrying amount of these

13. FINANCIAL RISK MANAGEMENT (continued)

Credit risk (continued)

financial assets represents the maximum credit risk exposure as at the date of the Statement of Financial Position.

As at 31 December 2017 there was no financial assets which were past due or impaired (31 December 2016: none).

The Board of Directors is satisfied that the Company's transactions are concluded with a suitably approved counterparty with an appropriate credit quality, CSAGDB currently has a Standard and Poor's credit rating of A-1/A (31 December 2016: A-1/A). The Investment Manager carefully selects debt securities with counterparties displaying the necessary experience and financial stability. The Company's exposures to these counterparties, and their credit rating or financial results, are monitored by management. The following table illustrates the credit concentration by category:

 
                                               2017         2016 
                                                GBP          GBP 
 
     Debt securities                              -      754,562 
 
     Cash and cash equivalents: 
     Credit Suisse AG Dublin Branch       1,609,584       61,400 
 
     Receivables                              1,462        9,816 
     Total assets at credit risk       GBP1,611,046   GBP825,778 
                                      =============  =========== 
 

Liquidity risk

Liquidity risk is the risk that the Company will encounter in realising assets or otherwise raising funds to meet financial commitments.

Whilst most of the Company's financial assets are listed securities which are considered readily realisable as they are listed on major recognised stock exchanges, some of the financial assets held by the Company may not be listed on recognised stock exchanges and so will not be readily realisable and their marketability may be restricted. The Company might only be able to liquidate these positions at disadvantageous prices, should the Investment Manager determine, or it become necessary, to do so. The fair value of these financial assets as at 31 December 2017 amounts to GBP708,819 (2016: GBP1,141,090).

13. FINANCIAL RISK MANAGEMENT (continued)

Liquidity risk (continued)

The following table details the Company's liquidity analysis for its financial liabilities. The table has been drawn up based on the undiscounted net cash flows on the financial liabilities that settle on a net basis and the undiscounted gross cash flows on those financial liabilities that require gross settlement.

 
                                                                                                 1 year           2017 
                                      Less than 1 month   1-3 months   3 months to 1 year    to 5 years          Total 
                                                    GBP          GBP                  GBP           GBP            GBP 
     Gross settled: 
     Bank overdraft                           5,230,993            -                    -             -      5,230,993 
     Bank overdraft interest                     10,080            -                    -             -         10,080 
     Investment management fee 
      payable                                    45,996            -                    -             -         45,996 
     Subscription share issue costs                   -            -               93,000             -         93,000 
     Administration fee payable                  16,250            -                    -             -         16,250 
     Directors' fees payable                     12,000            -                    -             -         12,000 
     Audit fee                                        -            -               20,000             -         20,000 
     Depositary fee payable                       5,512            -                    -             -          5,512 
     Sundry creditor                              4,916            -                    -             -          4,916 
                                           GBP5,325,747         GBP-           GBP113,000          GBP-   GBP5,438,747 
                                     ------------------  -----------  -------------------  ------------  ------------- 
 
 
                                                                                                 1 year           2016 
                                    Less than 1 month     1-3 months   3 months to 1 year    to 5 years          Total 
                                                  GBP            GBP                  GBP           GBP            GBP 
     Gross settled: 
     Bank overdraft                                 -      4,094,599                    -             -      4,094,599 
     Bank overdraft interest                   11,119              -                    -             -         11,119 
     Investment management fee 
      payable                                  54,005              -                    -             -         54,005 
     Administration fee payable                16,250              -                    -             -         16,250 
     Directors' fees payable                   12,000              -                    -             -         12,000 
     Audit fee                                      -              -               20,000             -         20,000 
     Depositary fee payable                     1,476              -                    -             -          1,476 
     Sundry creditor                            1,105              -                    -             -          1,105 
                                            GBP95,955   GBP4,094,599            GBP20,000          GBP-   GBP4,210,554 
                                   ------------------  -------------  -------------------  ------------  ------------- 
 

CSAGDB as Custodian has a fixed charge on all the Company's cash and investments held by Credit Suisse in return for services provided including execution of transactions, custody of investments and financing. As per note 8 CSAGDB also calculates a margin requirement to establish a net cash and equity position that must be maintained as collateral. As at the year end the Company had a significant excess over this requirement. Should there be a deficit at any point CSAGDB is entitled to call in all outstanding funds.

13. FINANCIAL RISK MANAGEMENT (continued)

Liquidity risk (continued)

The Investment Manager manages liquidity and margin on a daily basis. The Company's overall exposure to liquidity risk is monitored by the Board of Directors on a quarterly basis.

Market Risk

The Company's activities expose it primarily to the market risks of changes in market prices, interest rates and foreign currency exchange rates.

Price risk

Price risk is the risk that the fair value of future cash flows of a financial instrument will adversely fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk).

The Company is exposed to market price risk arising from its financial assets designated as at fair value through profit or loss. The performance of these financial assets will be affected by the performance of the investee companies. The exploration, development and production of metal and mineral deposits involve significant uncertainties and the investee companies will be subject to all the hazards and risks normally encountered in such activities. Many of these are difficult to predict and are outside the control of the investee companies. They include, amongst others, issues relating to the environment, the climate, the geographical environment, local and international regulatory requirements, licensing terms, planning permission, unexpected geological formations, rock falls, flooding, pollution, legal liabilities, the availability and reliability of plant and equipment, the scaling-up of operations, the reliance on key individuals, local finance and tax regimes, foreign currency repatriation, capital and budget constraints, contractors and suppliers, local employment regulations and practices, employment unions and the availability of suitable labour. In addition, there is often no guarantee that the estimates of quantities and grades of metals and minerals disclosed by investee companies will be available for extraction.

The Company's financial assets are exposed to market price fluctuations which are monitored by the Investment Manager in pursuance of the Company's investment objectives and policies. Adherence to investment guidelines and to investment and borrowing powers set out in the Placing and Offer for Subscription document mitigates the risk of excessive exposure to any particular type of security or issuer. However, with respect to the investment strategy utilised by the Company there is always some, and occasionally some significant, degree of market risk.

Price sensitivity

The value of the Company's financial assets had a sensitivity of GBP7,897,310 (2016: GBP8,805,759 ) to a 30% (2016: 30%) increase or decrease in the market prices with other variables being held constant as at 31 December 2017. A 30% change is the sensitivity rate currently used when reporting price risk internally to key management personnel.

13. FINANCIAL RISK MANAGEMENT (continued)

Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

The Company is directly exposed to interest rate risk as it holds cash and cash equivalents which are invested at short term rates and debt securities, when held, which receive interest at a fixed rate and on the bank overdraft. The Investment Manager manages the Company's exposure to interest rate risk on a daily basis in accordance with the Company's investment objectives and policies. The Company's overall exposure to interest rate risk is monitored on a quarterly basis by the Board of Directors.

Returns from debt securities are fixed at the time of purchase, as the fixed coupon payments are known, as are the final redemption proceeds. Consequently, if such a debt security is held until its redemption date, the total return achieved is unaltered from its purchase date. However over its life the market price at any given time will depend on the market environment at that time. Therefore, a debt security sold before its redemption date is likely to have a different price from its purchase level and a profit or loss may be generated. Interest rate risk on fixed interest debt securities is considered to be part of market price risk as disclosed above.

The following table analyses the Company's interest rate risk exposure. The Company's assets and liabilities are included at fair value and categorised by the earlier of contractual re-pricing or maturity dates. There are no assets or liabilities maturing within four to twelve months of the year end.

 
 
 
                                             0-3 Months   1-5 Years         Total 
       As at 31 December 2017                       GBP         GBP           GBP 
 
     Variable rate assets 
     Cash and cash equivalents                1,609,584           -     1,609,584 
 
     Fixed rate assets 
     Debt securities                                  -           -             - 
                                           ------------  ----------  ------------ 
     Total interest bearing assets            1,609,584           -     1,609,584 
                                           ------------  ----------  ------------ 
 
     Variable rate liabilities 
     Bank overdraft                         (5,230,993)           -   (5,230,993) 
                                           ------------  ----------  ------------ 
     Total interest bearing liabilities     (5,230,993)           -   (5,230,993) 
                                           ------------  ----------  ------------ 
 
 
      13. FINANCIAL RISK MANAGEMENT (continued) 
       Interest rate risk (continued) 
                                                     0-3 Months   1-5 Years         Total 
       As at 31 December 2016                               GBP         GBP           GBP 
 
     Variable rate assets 
     Cash and cash equivalents                           61,400           -        61,400 
 
     Fixed rate assets 
     Debt securities                                          -     754,562       754,562 
                                                   ------------  ----------  ------------ 
     Total interest bearing assets                       61,400     754,562       815,962 
                                                   ------------  ----------  ------------ 
 
     Variable rate liabilities 
     Bank overdraft                                 (4,094,599)           -   (4,094,599) 
                                                   ------------  ----------  ------------ 
     Total interest bearing liabilities             (4,094,599)           -   (4,094,599) 
                                                   ------------  ----------  ------------ 
 

All other assets and liabilities of the Company are non-interest bearing.

Interest rate sensitivity

The sensitivity analysis has been determined based on the Company's exposure to interest rates for interest bearing assets and liabilities at the date of the Statement of Financial Position and the stipulated change taking place at the beginning of the financial period and held constant throughout the reporting period in the case of instruments that have floating rates.

If interest rates had been 25 basis points higher or lower and all other variables had been held constant, the Company's net assets attributable to holders of Ordinary Shares at the year end would have been GBP8,253

(2016: GBP7,412) lower or higher due to the change in the interest payable on the bank overdraft and the interest receivable on cash and cash equivalents.

Currency risk

Currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in foreign currency exchange rates. The presentation currency of the Company is Sterling. The majority of the Company's financial assets are currently denominated in various currencies other than Sterling and the Company may hold other financial instruments, the price of which may be determined with reference to currencies other than Sterling.

To the extent that these financial instruments are unhedged, or are not adequately hedged, the value of the Company's financial instruments may fluctuate with exchange rates as well as with price changes in various local markets and currencies. The value of the financial assets may therefore be affected unfavourably by

fluctuations in currency rates and exchange control regulations. The Investment Manager has the power to manage exposure to currency movements by using hedging instruments.

There were no hedging instruments held at the year end or used in the year (2016: None).

13. FINANCIAL RISK MANAGEMENT (continued)

Currency risk (continued)

The carrying amounts of the Company's foreign currency denominated financial assets and financial liabilities at the date of the Statement of Financial Position were as follows:

 
                                             2017                       2016 
                                       Assets   Liabilities       Assets   Liabilities 
                                          GBP           GBP          GBP           GBP 
 
     Australian Dollar (AUD)        8,520,437             -    7,108,510   (2,355,916) 
     Canadian Dollar (CAD)         15,285,299      (65,590)   18,244,469   (1,023,205) 
     United Stated Dollar (USD)     4,124,953             -    2,765,826     (706,780) 
     Swiss Franc (CHF)                    218             -          228             - 
     Mexican Peso (MXN)                 4,504             -    1,304,713             - 
                                   27,935,411      (65,590)   29,423,746   (4,085,901) 
                                  -----------  ------------  -----------  ------------ 
 

Foreign currency sensitivity

The Company is mainly exposed to AUD, CAD and USD.

The following table details the Company's sensitivity to a 10% (2016: 10%) increase or decrease in Sterling against the relevant foreign currencies. A 10% change is the sensitivity rate currently used when reporting foreign currency risk internally to key management personnel. The sensitivity analysis includes only outstanding foreign currency denominated financial assets and financial liabilities and adjusts their translation at the year end for a 10% change in the foreign currency rates. A positive number indicates an increase in net assets attributable to holders of Ordinary Shares where Sterling weakens against the relevant currency and a negative number indicates a decrease in net assets where Sterling strengthens against the relevant currency.

 
                                                    AUD           CAD         USD         MXN 
     31 December 2017                               GBP           GBP         GBP         GBP 
 
     Change in net assets in response to a      946,715     1,691,679     458,328         500 
     10% change in foreign currency rates     (774,585)   (1,383,610)   (374,996)       (409) 
                                             ----------  ------------  ----------  ---------- 
 
     31 December 2016 
 
     Change in net assets in response to a      528,066     1,913,474     228,783     144,968 
     10% change in foreign currency rates     (432,054)   (1,565,569)   (187,186)   (118,610) 
                                             ----------  ------------  ----------  ---------- 
 

13. FINANCIAL RISK MANAGEMENT (continued)

Capital management

The primary objective of the Company's capital management is to ensure that it maintains shareholder value and that it is able to continue as a going concern. The Company manages its capital structure and, where necessary, makes adjustments to it in light of changes in economic conditions. The Company's overall strategy remains unchanged from the prior year.

The capital structure of the Company consists of net debt, as disclosed in note 8 and equity as per note 11.

The Company is not exposed to any externally imposed capital requirements.

The Company expects to meet its other obligations for operating cash flows at the Statement of Financial Position date. The Company expects to maintain its current debt to equity security ratio of 30%.

14. EVENTS AFTER THE FINANCIAL REPORTING DATE

Mr Kaare Foy resigned from the Board of Directors and as Chairman of the Audit Committee with effect from 17(th) April 2018. Mr Graeme Ross was appointed to the Board of Directors and as Chairman of the Audit Committee with effect from 17(th) April 2018.

15. CONTROLLING PARTY

The issued Ordinary Shares of the Company are owned by numerous parties and therefore, in the opinion of the Directors, there is no immediate or ultimate controlling party of the Company.

16. NAV RECONCILIATION

 
                                                                    2017            2016 
                                                                     GBP             GBP 
 
     Net Asset Value per financial statements              GBP22,503,663   GBP25,219,977 
     Number of Ordinary Shares in issue at the year end       57,002,026      57,002,026 
     IFRS NAV per Ordinary Share                                  39.48p          44.24p 
     Issued NAV per Ordinary Share                                40.03p          44.76p 
 

The difference in IFRS NAV per Ordinary Share to the Issued NAV per Ordinary Share relates to the pricing of the Investment Portfolio which is valued at a bid price for accounting purposes under IFRS and mid price for the Issued NAV purposes.

Unaudited Portfolio Statement

As at 31 December 2017

__________________________________________________________________________________

 
                                                                               Fair 
                                                                              Value             % of Total 
 Description                                          Holding                   GBP             Net Assets 
 
 Equities 
 
 Australia 
 Amani Gold                                        17,263,141               219,478                   0.98 
 Ausgold Ltd                                        3,375,000                60,462                   0.27 
 Cardinal Resources                                 2,807,991               811,361                   3.61 
 Doray Minerals                                     3,769,418               446,557                   1.98 
 Independence Group                                   484,176             1,331,860                   5.92 
 Lachlan Star Ltd *                                   600,000                     -                      - 
 Metals X                                             535,836               320,495                   1.42 
 Oklo Resources                                       250,000                58,512                   0.26 
 S2 Resources                                         628,898                79,956                   0.36 
 Troy Resources                                     7,821,268               438,427                   1.95 
 West African Resources                            10,782,920             2,461,399                  10.93 
 Westgold Resources                                 2,072,258             2,095,706                   9.31 
                                                                          8,324,213                  36.99 
                                                               --------------------  --------------------- 
 Canada 
 Americas Silver                                      575,799             1,541,953                   6.85 
 Asanko Gold                                        1,554,583               805,166                   3.58 
 Ascendant Resources                                1,980,087               827,430                   3.68 
 Bluestone Resources                                  275,000               178,039                   0.79 
 Columbus Gold                                        367,000               164,160                   0.73 
 Continental Gold                                     570,000             1,127,205                   5.01 
 Dalradian Resources                                  301,879               230,975                   1.03 
 First Majestic Silver Corp                            28,140               140,114                   0.62 
 Fortuna Silver Mines                                 473,118             1,823,894                   8.09 
 Guyana Goldfields                                    521,610             1,553,407                   6.90 
 Integra Resources (Placement)                        588,333               380,894                   1.69 
 Klondex Mines                                        303,455               582,238                   2.59 
 Liberty Gold                                       1,251,000               323,965                   1.44 
 Lydian International                               3,058,000               665,929                   2.96 
 Mandalay Resources                                 2,660,396               414,936                   1.84 
 Pretium Resources                                     30,000               251,961                   1.12 
 Pure Gold Mining (Placement)                         962,000               317,068                   1.41 
 Roxgold                                            1,833,859             1,489,477                   6.62 
 Sabina Gold & Silver                                 388,435               516,673                   2.30 
 Santacruz Silver Mining                            1,828,243               107,603                   0.48 
                                                                               Fair 
                                                                              Value             % of Total 
 Description                                          Holding                   GBP             Net Assets 
 
 Equities - continued 
 
 Canada - continued 
 Tahoe Resources Inc                                  168,700               598,716                   2.66 
 Trevali Mining                                       416,667               370,301                   1.65 
 West African Resources                             1,273,381               284,794                   1.27 
                                                               --------------------  --------------------- 
                                                                         14,696,898                  65.31 
                                                               --------------------  --------------------- 
 United Kingdom 
 DB Physical Rhodium                                    7,904               830,952                   3.69 
 Sovereign Bauxite of Guinea Ltd *                    100,000                     -                      - 
                                                                            830,952                   3.69 
                                                               --------------------  --------------------- 
 United States 
 First Majestic Silver                                 95,000               473,347                   2.10 
 MAG Silver                                            35,000               319,501                   1.42 
 Platinum Group Metals                                571,556               127,877                   0.57 
 Pretium Resources                                     99,852               842,758                   3.74 
                                                                          1,763,483                   7.83 
                                                               --------------------  --------------------- 
 
 Total Equities                                                          25,615,546                 113.82 
                                                               --------------------  --------------------- 
 
 Warrants 
 American Silver 10/02/2019 *(2)                      250,000               492,917                   2.19 
 American Silver 09/06/2021*(2)                     1,148,279                     -                      - 
 American Silver 16/06/2021*(2)                       364,060                     -                      - 
 Ascendant Resources 09/03/2022                       514,043                69,585                   0.31 
 Condor Gold 16/109/2018 *(2)                         277,777                     -                      - 
 Liberty Gold Equity 16/05/2019                       677,000                25,899                   0.12 
 Santacruz Silver Mining                              493,750                     -                      - 
 Westgold Resources                                   926,106               120,418                   0.54 
 Total Warrants                                                             708,819                   3.16 
                                                               --------------------  --------------------- 
 
 
 
                                                                 Fair 
                                                                Value         % of Total 
 Description                                                      GBP         Net Assets 
 
 Total investments                                         26,324,365             116.98 
 
 Other current assets less payables and accruals            1,410,291               6.27 
 Bank overdraft                                          (5,230,993)             (23.25) 
                                                     ----------------  ----------------- 
 
 Total Net Assets                                        22,503,663               100.00 
                                                     ================  ================= 
 

* Level 3 unlisted equities

*(2) Level 2 unlisted warrants

Management and Administration

_______________________________________________________________________

Directors

Malcolm Burne

Toby Birch

Kaare Foy (resigned 17 April 2018)

Robert King

Graeme Ross (appointed 17 April 2018)

Details available at - www.ncim.co.uk

Secretary and Administrator

Maitland Administration (Guernsey) Limited

(formerly R&H Fund Services (Guernsey) Limited)

1 Le Truchot

St Peter Port

Guernsey

GY1 1WD

Registered office

1 Le Truchot

St Peter Port

Guernsey

GY1 1WD

Investment Manager

CQS Cayman Limited Partnership

P.O. Box 242

45 Market Street

Gardenia

Camana Bay

Grand Cayman KY1-1104

Cayman Islands

Note: the Company has appointed CQS as its investment manager. However, CQS has, with the agreement of the Board, delegated that function to NCIM.

New City Investment Managers

(a trading name of CQS (UK) LLP, previously CQS Asset Management Limited)

1 Strand

London

WC2N 5HR

AIFM

CQS (UK) LLP

1 Strand

London

WC2N 5HR

Independent Auditor to the Company

BDO Limited

P.O. Box 180

Rue du Pré

St Peter Port

Guernsey

GY1 3LL

Depositary

INDOS Financial Limited

25 North Row

London

W1K 6DJ

Principal Bankers and Custodian

Credit Suisse AG Dublin Branch

Kilmore House

Park Lane, Spencer Dock

Dublin 1

Financial Adviser and Broker to the Company

Cantor Fitzgerald Europe L.P.

One Churchill Place

Canary Wharf

London

EH14 5RD

TISE Sponsor

Ogier Corporate Finance Limited

44 Esplanade

St Helier

Jersey

JE4 9WG

Registrar and CREST Agent

Computershare Investor Services (Guernsey) Limited

c/o Queensway House

Hilgrove Street

St Helier

Jersey JE1 1ES

Advocates to the Company as to Guernsey Law

Babbé

18-20 Smith Street

St Peter Port

Guernsey

GY1 4BL

Solicitors to the Company as to English Law

Gowling WLG (UK) LLP

4 More London Riverside

London

SE1 2AU

Market Makers

Nplus 1 Singer Limited

One Bartholomew Lane

London EC2N 2AX

Winterflood Securities

25 Dowgate Hill

London EC4R 2GA

Shore Capital

Bond Street House

14 Clifford Street

London W15 4JU

KBC Peel Hunt

111 Old Broad Street

London EC2N 1PH

Cantor Fitzgerald Europe

17 Crosswall

London EC3N 2LB

Golden Prospect Precious Metals Limited

Registered Office Address: 1 Le Truchot, St. Peter Port, Guernsey, GY1 1WD

Registration Number: 45676

Golden Prospects Precious Metals Limited

Unaudited Report of the UK Investment Adviser Relating to Matters under the Alternative Investment Fund Managers' Directive

For the year ended December 31, 2017

Risk management systems

The Company's Offering Memorandum sets out the risks to which the Company is exposed. The UK Investment Adviser employs risk management disciplines which monitor the Company's portfolio and to quantify and manage the associated market and other risks. A permanent independent department has been established by the UK Investment Adviser to perform the risk management function. The risk management and performance analysis team ("RMPA") is led by the Chief Risk Officer and is functionally and hierarchically separate from the operating units of the portfolio managers of the Company.

RMPA is a dedicated control function over the operating units of the Investment Adviser and is not involved in the performance activities of the Company. RMPA has designed, documented and implemented effective risk management policies, processes and procedures in order to identify, quantify, analyse, monitor, report on and manage all material risks relevant to the Company's investment strategy. The systems include third party vendor applications such as Tradar, Sungard Front Arena and MSCI Risk Metrics, complemented with a number of proprietary applications.

Material changes to information required to be made available to investors of the Company

The following limit has been implemented effective 12 July 2017 in response to Regulation (EU) 2015/2365 of the European Parliament and of the Council of 25 November 2015 on transparency of securities financing transactions and of reuse and amending Regulation (EU) No 648/2012:

 
 Limit type                     % of Net assets 
-----------------------------  ---------------- 
 Margin lending transactions          25% 
-----------------------------  ---------------- 
 

Assets of the Company subject to special arrangements arising from their illiquid nature

There are no assets of the Company which are subject to special arrangements arising from their illiquid nature.

Remuneration

The AIFM has adopted a remuneration policy which meets the requirements of the Directive and has been in place for the current financial year of the Company. The variable remuneration period of the AIFM ended on 30 September 2017.

The remuneration process is overseen by the remuneration committee (comprised predominately of independent non-executive parties). An internal working group encompassing senior management is responsible for gathering relevant information (both quantitative and qualitative) to evaluate the performance (both short and long term) of individuals, teams and the AIFM as a whole, against external market benchmarks and to utilise this to develop proposals for fixed and variable remuneration for all staff. The remuneration committee receives these proposals and the supporting information and is responsible for independently reviewing and scrutinising the proposals and evidence provided in line with the AIFM's stated objectives and developing its final recommendations for delivery to the governing body of the AIFM and other entities associated with the AIFM.

The variable remuneration of all staff in excess of a threshold, which includes those individuals categorised as remuneration code staff ("code staff"), is subject to the following:

   --      deferred payment of up to 50% of the variable remuneration for a period of 3 years, 
   --      deferred remuneration is linked to funds managed by the AIFM , 
   --      the breaching of certain covenants may lead to forfeiture of deferred remuneration, and 

-- a claw-back provision of deferred remuneration in certain circumstances including future performance issues by the individuals.

The below information provides the total remuneration paid by the AIFM during the year to September 30, 2017. This has been presented in line with the information available to the Company. There is no allocation made by the AIFM to each AIF and as such the disclosure reflects the remuneration paid to individuals who are partly or fully involved in the AIF.

Of the total remuneration paid of $92.5m for the year ended September 30, 2017 to 172 individuals (full time equivalent), $26.1m has been paid as fixed remuneration determined based upon the FCA guidance with the remainder being paid as variable remuneration.

The AIFM has assessed the members of staff whom it determines to be code staff in line with AIFMD as reflected in SYSC 19b.3.4R. Senior management and staff engaged in the control functions are identified based upon their roles and responsibilities within the AIFM. With respect to investment professionals, in determining whether such staff are code staff, due consideration is taken of the allocated capital and trading limits that apply to the Company managed and whether the individuals report into and seek consent for investment decisions from others who are themselves code staff. There are 13 individuals (full time equivalent) who meet this definition and these individuals have collectively been compensated $25.4m.

Not all individuals are directly remunerated by the AIFM due to the structure of the AIFM entity, however in the interests of meeting the underlying requirement of this disclosure all staff involved have been assessed as if directly remunerated by the AIFM.

The Fund is subject to the Regulation (EU) 2015/2365 on Transparency of Securities Financing Transactions and of Reuse and Amending Regulation (EU) No 648/2012 of the European Parliament ("SFTR"). The regulation was issued on November 25, 2015 effective for all alternative investment funds from January 12, 2016. The disclosure requirements accompanying this regulation are effective for annual reports published after January 13, 2017.

A Securities Financing Transaction ("SFT") is defined per Article 3(11) of the SFTR as;

   --      a repurchase transaction or a reverse repurchase transaction; 
   --      a securities or commodities lending and securities or commodities borrowing; 
   --      a buy-sell back transaction or sell-buy back transaction; 
   --      a margin lending transaction. 

The regulation also covers transactions that are commonly referred to as total return swaps ("Swaps"). As at December 31, 2017, there were no SFT's or Swaps held by the Fund and as such there are no disclosure requirements in respect of these securities. The Fund did however incur margin lending fees during the year and these have been disclosed below.

Data on return and cost for each type of SFT and Swap

The following table reflects the return and cost for each type of SFT and Swap broken down between the Fund, the Investment Manager and third parties for the year ended December 31, 2017.

 
                                                                                Fund    Manager    Third parties 
                                                                                 GBP        GBP              GBP 
 Repurchase transaction                                                            -          -                - 
 Securities or commodities lending and securities or commodities borrowing         -          -                - 
 Buy-sell back transactions or sell-buy back transactions                          -          -                - 
 Margin lending transactions                                                 128,374          -                - 
 Total return swaps                                                                -          -                - 
                                                                            --------  ---------  --------------- 
 
 Total                                                                       128,374          -                - 
                                                                            --------  ---------  --------------- 
 

These disclosures have been prepared by the Investment Manager and reflect the Investment Managers data as at December 31, 2017.

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting of Members of Golden Prospect Precious Metals Limited (the 'Company') will be held at 1 Le Truchot, 3rd Floor, St. Peter Port, Guernsey on 23 May 2018 at 11:00 BST to transact the business set out in the Resolutions below.

ORDINARY RESOLUTIONS

1. To receive the Company's Annual Report and Audited Financial Statements for the year ended 31 December 2017.

2. To re-appoint BDO Limited as auditor to the Company until the conclusion of the next general meeting at which accounts are laid before the Company.

   3.         To authorise the Directors of the Company to determine the remuneration of the auditor. 

4. To re-elect Mr Graeme Ross as a Director of the Company who retires by rotation in accordance with Article 18.3 of the Articles of Association of the Company.

5. To re-elect Mr Malcolm Burne as a Director of the Company who retires by rotation in accordance with Article 18.3 of the Articles of Association of the Company.

6. To re-elect Mr Robert King as a Director of the Company who retires by rotation in accordance with Article 18.3 of the Articles of Association of the Company.

7. To re-elect Mr Toby Birch as a Director of the Company who retires by rotation in accordance with Article 18.3 of the Articles of Association of the Company.

SPECIAL BUSINESS

8. To authorise the Company, in accordance with Article 4.8 of the Articles of Association of the Company and The Companies (Guernsey) Law, 2008, as amended (the 'Law'), to make market purchases of its own ordinary shares of GBP0.001 each ('Ordinary Shares'), such authorisation conditional upon the Ordinary Shares of the Company continuing to be admitted to listing on the Official List of The International Securities Exchange ('TISE') and, with the exception of a tender offer or partial offer being made to all holders of Ordinary Shares on the same terms:-

8.1 the maximum number of Ordinary Shares hereby authorised to be purchased shall be up to 15% of the Company's existing issued ordinary share capital;

8.2 the minimum price (exclusive of expenses) which may be paid for the Ordinary Shares to be GBP0.001 per Ordinary Share;

8.3 the maximum price (exclusive of expenses) payable by the Company for the Ordinary Shares to be 5% above the average of the closing middle market quotations (as derived from Bloomberg) of an Ordinary Share for the five (5) consecutive dealing days preceding the date on which the purchase is made;

8.4 the authority (unless previously renewed or revoked) will expire at the end of the annual general meeting of the Company to be held in 2019 or, if earlier, the date being fifteen months from the date of this resolution;

8.5 the Company may make a contract to purchase its own Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be executed or wholly or partly executed after the expiry of such authority, and may make a purchase of its own Ordinary Shares in pursuance of any such contract; and

8.6 the purchase price for any Ordinary Shares may be paid by the Company out of distributable profits or out of capital and share premium or otherwise to the fullest extent permitted by The Companies (Financial Assistance for Acquisition of Own Shares) Ordinance, 1998.

By order of the Board

Maitland Administration (Guernsey) Limited

1 Le Truchot

St Peter Port

Guernsey

GY1 1WD

17 April 2018

NOTES

1. Members entitled to attend and vote at the Meeting are entitled to appoint one or more proxies to attend, speak and vote instead of him or her, provided that each proxy is appointed to exercise the rights attached to a different share or shares held by such member. A proxy need not be a member of the Company. A form of proxy accompanies this notice. Completion and return of the form of proxy will not preclude members from attending or voting at the Meeting, if they so wish. The fact that members may have completed forms of proxy will not prevent them from attending and voting at the Meeting in person should they afterwards decide to do so.

2. To be valid, the form of proxy, together with the power of attorney or the authority, if any, under which it is executed (or a notarially, certified copy of such power of attorney) must be deposited with Computershare Investor Services (Guernsey) Limited, c/o The Pavillons, Bridgewater Road, Bristol, BS99 6ZY by no later than 11:00 BST on 19(th) May 2018 before the time for holding the Meeting or adjourned Meeting or the taking of a poll at which the person named in the instrument proposes to vote.

3. A member must first have his or her name entered on the register of members not later than 11:00 BST on 19(th) May 2018. If the Meeting is adjourned, members entered on the register not later than 11:00 BST on 19(th) May 2018 before the time fixed for the adjourned Meeting shall be entitled to attend and vote at the Meeting. Changes to entries in the register after that time shall be disregarded in determining the rights of any holders to attend and vote at the Meeting.

4. If you do not intend to attend the Meeting please complete and return the form of proxy as soon as possible.

FORM OF PROXY

For use at the Annual General Meeting of Golden Prospect Precious Metals Limited (the 'Company') to be held on 23 May 2018 at 11:00 BST

I/We (block capitals please) ___________________________________________________________________

of (address)_______________________________________________________________________________

_________________________________________________________________________________________being (a) member(s) of the Company appoint the Chairman of the meeting or (see note 1)

_________________________________________________________________________________________--

As my/our proxy and, on a poll, to vote for me/us on my/our behalf at the Annual General Meeting of the Company to be held at 1 Le Truchot, 3(rd) Floor, St. Peter Port, Guernsey on 23 May 2018 at 11:00 BST and any adjournment thereof.

Please indicate with an 'X' in the spaces provided how you wish your votes to be cast on the resolutions specified.

ORDINARY RESOLUTIONS

 
                                               For   Against   Abstain 
--------------------------------------------  ----  --------  -------- 
 1. To receive the Company's Annual Report 
  and Audited Financial Statements for 
  the year ended 31 December 2017. 
--------------------------------------------  ----  --------  -------- 
 2. To re-appoint BDO Limited as auditor 
  to the Company until the conclusion of 
  the next general meeting at which accounts 
  are laid before the Company. 
--------------------------------------------  ----  --------  -------- 
 3. To authorise the Directors of the 
  Company to determine the remuneration 
  of the auditor. 
--------------------------------------------  ----  --------  -------- 
 4. To re-elect Mr Graeme Ross as a Director 
  of the Company who retires by rotation 
  in accordance with Article 18.3 of the 
  Articles of Association of the Company. 
--------------------------------------------  ----  --------  -------- 
 5. To re-elect Mr Malcolm Burne as a 
  Director of the Company who retires by 
  rotation in accordance with Article 18.3 
  of the Articles of Association of the 
  Company. 
--------------------------------------------  ----  --------  -------- 
 6. To re-elect Mr Robert King as a Director 
  of the Company who retires by rotation 
  in accordance with Article 18.3 of the 
  Articles of Association of the Company. 
--------------------------------------------  ----  --------  -------- 
 7. To re-elect Mr Toby Birch as a Director 
  of the Company who retires by rotation 
  in accordance with Article 18.3 of the 
  Articles of Association of the Company. 
--------------------------------------------  ----  --------  -------- 
 

SPECIAL BUSINESS

 
                                                          For   Against   Abstain 
-------------------------------------------------------  ----  --------  -------- 
 
    8. To authorise the Company, in accordance 
     with Article 4.8 of the Articles of Association 
     of the Company and The Companies (Guernsey) 
     Law, 2008, as amended (the 'Law'), to 
     make market purchases of its own ordinary 
     shares of GBP0.001 each ('Ordinary Shares'), 
     such authorisation conditional upon the 
     Ordinary Shares of the Company continuing 
     to be admitted to listing on The International 
     Stock Exchange ('CISEAL') and, with the 
     exception of a tender offer or partial 
     offer being made to all holders of Ordinary 
     Shares on the same terms:- 
     8.1 the maximum number of Ordinary Shares 
     hereby authorised to be purchased shall 
     be up to 15% of the Company's existing 
     issued ordinary share capital; 
     8.2 the minimum price (exclusive of expenses)which 
     may be paid for the Ordinary Shares to 
     be GBP0.001 per Ordinary Share; 
     8.3 the maximum price (exclusive of expenses) 
     payable by the Company for the Ordinary 
     Shares to be 5% above the average of 
     the closing middle market quotations 
     (as derived from Bloomberg) of an Ordinary 
     Share for the five (5) consecutive dealing 
     days preceding the date on which the 
     purchase is made; 
     8.4 the authority (unless previously 
     renewed or revoked) will expire at the 
     end of the annual general meeting of 
     the Company to be held in 2018 or, if 
     earlier, the date being fifteen months 
     from the date of passing of this resolution; 
     8.5 the Company may make a contract to 
     purchase its own Ordinary Shares under 
     the authority hereby conferred prior 
     to the expiry of such authority which 
     will or may be executed or wholly or 
     partly executed after the expiry of such 
     authority, and may make a purchase of 
     its own Ordinary Shares in pursuance 
     of any such contract; and 
     8.6 the purchase price for any Ordinary 
     Shares may be paid by the Company out 
     of distributable profits or out of capital 
     and share premium or otherwise to the 
     fullest extent permitted by The Companies 

     (Financial Assistance for Acquisition 
     of Own Shares) Ordinance, 1998. 
------------------------------------------------------- 
 
 

Subject to any voting instructions so given, the proxy will vote, or may abstain from voting, on any resolution as he/she may think fit.

Signature__________________________________________________________________________________

Dated this _________________________day of ______________________________________________2018

PROXY NOTES

1. If you so desire you may delete the words 'Chairman of the meeting' and insert the name of your own choice of proxy, who need not be a member of the Company. Please initial such alteration.

2. A corporation must execute the proxy under its common seal or under the hand of an officer or attorney duly authorised.

3. In the case of joint holders, the signature of any one holder will be sufficient, but the names of all the joint holders should be stated. Joint holders are not permitted to vote independently of each other and must vote as one.

4. To appoint more than one proxy to vote in relation to different shares within your holding, you may photocopy this form. Please indicate on each copy of the form the proxy's name and the number of shares in relation to which they are authorised to act as your proxy (which, in aggregate, should not exceed the number of shares held by you).

Please also indicate if the appointment of a proxy is one of multiple appointments being made. All such forms should be signed and returned together in the same envelope. Appointing a proxy shall not preclude a member from attending and voting in person at the meeting.

5. If this form is returned without indication as to how the person appointed proxy shall vote, he will exercise his discretion as to how he votes or whether he abstains from voting.

6. To be valid, this form of proxy, duly executed together with the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of that power or authority, must be deposited at Computershare Investor Services (Guernsey) Limited, c/o The Pavillions, Bridgewater Road, Bristol, BS99 6ZY by no later than 11:00 BST on 19(th) May 2018 before the time for holding the meeting or adjourned meeting or the taking of a poll at which the person named in the instrument proposes to vote.

7. No member shall be entitled to be present or take part in any proceedings or vote either personally or by proxy at any meeting unless all calls due from him have been paid.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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(END) Dow Jones Newswires

April 18, 2018 07:30 ET (11:30 GMT)