THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN REGULATION NO. 596/2014 (AS IT FORMS PART OF RETAINED EU LAW AS DEFINED IN THE EUROPEAN UNION (WITHDRAWAL) ACT 2018) AND IS IN ACCORDANCE WITH THE COMPANY'S OBLIGATIONS UNDER ARTICLE 7 OF THAT REGULATION.

6 September 2024             

Eurasia Mining Plc

Annual Results for the year ended 31 December 2023

Lifting of Suspension of Trading on AIM

Eurasia Mining Plc ("Eurasia" the "Company" or the "Group"), the palladium, platinum, rhodium, iridium and gold mining company, announces its audited financial results and operational summary for the year ending 31 December 2023 (the "2023 Annual Results").

The Company's full Annual Report, including the audited financial statements for the year ended 31 December 2023 (the "Annual Report") will be posted to those Eurasia shareholders electing to receive paper format notifications, next week. The Company is grateful to the remaining shareholders choosing to receive digital notifications and the Annual Report is also available for download from the Company's website at: https://www.eurasiamining.co.uk/investors/financial-reports.

Following the publication of the 2023 Annual Results and the Annual Report, the suspension of the Company's securities from trading on AIM is expected to be lifted at 07.30 a.m. on Monday 9 September 2024.

Information regarding the Company's forthcoming Annual General Meeting will be announced shortly.

For further information, please contact:

Eurasia Mining Plc

Christian Schaffalitzky

+44 (0)207 932 0418

SP Angel Corporate Finance LLP (Nomad and Broker)

Jeff Keating / David Hignell / Adam Cowl

+44 (0)20 3470 0470

Yellow Jersey PR (Financial PR) 

Charles Goodwin / Shivantha Thambirajah

+44 (0)207 932 0418

eurasia@yellowjerseypr.com

Chairman's statement

The calendar year 2023 was a quiet one for the Company, in that all our efforts were focused on the possible sale of our Russian assets. To date there has been interest, but it is clear that the Ukraine crisis continues to hang over our businesses there. Nevertheless, we have ensured that the Group complies with all sanctions legislation and we continue to monitor the ever-changing situation.

The year of 2023 also saw the outlook for precious metals change due to higher interest rates, which typically affect their prices. At the time of writing in September 2024, with the easing of interest rates, we believe this can be a stepping stone towards the improvement of prices, with a rally already seen in some of the metals in our production suite and the retained stockpile.

In the meantime, work has continued through the year on optimising the asset base prior to a possible sale. In particular, work has focused on ensuring that the projects are kept in good standing and in an optimal state for a possible transaction.

West Kytlim

As previously announced in 2022, we took the decision to stockpile the mine product (a 'black sand' concentrate containing platinum, osmium, palladium, iridium, rhodium and gold) from West Kytlim. This has worked in our favour. Mine product stockpiled now has an approximate value of circa £5 million (net of VAT as of the date of this report and is securely stored.

An increase in value of the stockpile will occur due to high grades of Osmium that was confirmed recently on three randomly selected samples by Anserteko, an internationally certified laboratory in the course of the annual audit. West Kytlim has high grades of Iridium confirmed during exploration (2000-2015) and production (2016-2022), while high grades of Osmium are often seen in combination with high grades of Iridium.

No revenue was received in 2023 apart from £2.07 million generated from a test sale of the concentrate produced at the mine at the end of 2023, in compliance with sanctions regulations and to confirm the net realisable value of the inventory as set out in this annual report.

Monchetundra

DFS

At Monchetundra, the DFS study for the several open pits at Loipishnune and West Nittis was completed for the project's development and submitted at the end of 2022 and the final approvals from all the relevant authorities were received in the summer of 2023.

Whereas limited work has continued at site to keep the ground in good standing, there have been no material developments regarding the Monchetundra DFS since the Company's announcement of 3 July 2023.

NKT / Monchetundra Flanks

The NKT project comprises a brownfield Tier-1 scale deposit: 305Kt of Nickel, 143Kt of Copper, 57 tons of PGM and Gold (11.2Moz of Platinum equivalent) as estimated by Wardell Armstrong International as JORC-compliant resources for an underground mining operation. We continue to look at the potential for additional reserves on the property. For now, the NKT Project sits as considerable upside adjacent the Monchetundra asset.

Possible sale of Russian Assets

During the year, a number of parties were in discussions with the Company regarding the potential acquisition of our Russian assets. Eurasia continues to seek a complete exit from Russia via either selling all remaining Russian assets (comprising West Kytlim, Monchetundra and NKT) via a competitive process among strategic investors, or via the option of a transaction involving Russian management, in partnership with a strategic investor.

As ever, there can be no guarantee that Eurasia will enter into binding agreements regarding the sale process.

Sanctions

During 2023, the Company continued to monitor the sanctions regime, with additional changes throughout the year, supported by legal advice sought where appropriate. The Board remains satisfied the Company's activities are not prohibited under the sanctions' rules. Furthermore, the Group does not engage and has not engaged with any sanctioned persons, entities or agencies.

Legal Disputes

Post period end, tax litigation against tax authorities was won at the Supreme Court. Thus, this is the final decision and binding on the tax authorities to return to the Company in cash the excessive mining tax in total amount of $1.3 million including legal costs. The interest will be added to this amount at the date of its return at the prevailing rate, which is currently fixed at 16% per annum.

All the other disputes were also settled in 2023. There have been no other disputes as of the date of this report.

Outlook

Our strategy continues to focus primarily on the potential sale of the Company's assets in Russia, being the West Kytlim operating mine, the Monchetundra Project mining license, the NKT brownfield project and the entitlement to the Nyud brownfield project. The Company remains committed to this possible sale.

In conclusion, and following a challenging year for the Company, I want to thank my staff, colleagues and fellow directors for their hard work and dedication. I would also like to thank shareholders, who continue to show great patience with us in recognising that much of our development plans have been disrupted by the continuing difficult geopolitical situation which is outside our control. We look forward to providing our shareholders with further updates regarding our key objectives, including the possible sale of our Russian assets.

C. Schaffalitzky

Executive Chairman

6 September 2024

Our investment case for potential buyers of our Russian assets

Mining Company with focus on Battery Metals and PGM

•      PGM markets likely to be in deficit for 2024 and medium to long term outlook generally positive for PGM.

•      Battery metals Nickel and Copper future outlook also positive.

•      DFS at Monchetundra achieved during 2022 and approved in June 2023, with development work at the adjacent NKT Nickel/Copper PGM mine relaunch.

•      Surface mining with simple and lower cost beneficiation methods than underground alternatives targeting lower Carbon PGM production.

Environmental and Social Governance

•      Environmental stewardship is a primary concern for a modern mining company.

•      Low impact (zero concrete and asphalt) and low emissions (hydroelectric dragline) mining at West Kytlim.

•      Shallow surface mining with remediation following mining.

•      Mine product with significant demand component in engine exhaust cleaning.

•      Senior team of mining and mineral industry licensing experts with strong governance from Board with wide ranging and international experience.

•      Representative office in Japan to develop connections to Far East markets - Japan, China, Hong Kong SAR.

West Kytlim PGM and gold mine

•      Significantly increased available stripping capacity at West Kytlim using electric dragline.

•      All infrastructure and machinery now in place for sustained production over 15+ years LOM.

•      Tipil and West Kytlim Flanks licences add to the project as exploration upside.

•      Platinum as primary commodity with associated PGM (osmium, rhodium, iridium, palladium) and gold.

Metal and energy markets

Nickel and Copper (Kola Projects)

Nickel:

•      A strategically important raw material and industrial metal with dominant (65%¹) of demand in stainless steel production.

•      Also a key cathode metal in EV battery production.²

•      Up to 40Kg of Nickel per Electric Vehicle³ - a strong driver of demand medium to long term - Nickel Sulphide sources preferrable in battery production⁴.

•      Future demand and price strongly linked to general global economic outlook, particularly the Chinese economy's pandemic recovery, with China being the largest producer and consumer of refined Nickel⁵.

•      Nickel consumption increasing steadily with market potentially going into deficit from around 2027 at consumption above 3,750 kt per annum.

Copper (Kola Projects)

•      A critical component in all energy infrastructure scenarios - existing, transitional, future.

•      Strong correlation to global economic outlook with prices falling in recession and recovering with positive sentiment⁶

•      Net zero emissions targets driving new uses and demand adding an additional 50% demand on current levels⁷.

•      Demand outstripping supply by the end of the decade with lack of new mineable resources being the main hurdle (demand passing 36m metric tons with supply around 30m tons)⁹

^{1 https://www.usgs.gov/centers/national-minerals-information-center/nickel-statistics-and-information}

^{2 https://nickelinstitute.org/en/about-nickel-and-its-applications/nickel-in-batteries/}

^{3 https://www.reuters.com/business/autos-transportation/costs-nickel-cobalt-used-electric-vehicle-batteries-2022-02-03/}

^{4 https://www.bhp.com/-/media/documents/business/2019/191119_whatisnickel.pdf}

^{5 https://knoema.com/ydolvrc/nickel-price-forecasts-long-term-2021-to-2030-data-and-charts}

^{6 https://www.macrotrends.net/1476/copper-prices-historical-chart-data}

^{7 https://www.wsj.com/articles/copper-shortage-threatens-green-transition-620df1e5}

PGM Markets

Each of the six platinum group metals (PGMs, platinum, palladium, rhodium, iridium, ruthenium and osmium) contribute significantly to a cleaner environment owing to their catalytic properties, which allow for the conversion of detrimental exhaust gases from combustion engines to less harmful and benign gases in a more efficient way than any other catalyst. Vehicle demand and sales drive demand and supply¹, but precious and industrial uses are also significant demand components.

Platinum

·      The platinum market is expected to be in a significant (close to 476k oz) deficit for 2024² following a deficit in 2023.

·      Automotive PGM demand share has for the past decade been dominated by Palladium (around 60%) with further platinum-for-palladium substitution expected as a consequence of decisions on catalyst content taken over the past number of years in a high Palladium price environment².

·      Emissions control legislation continues to be advanced with significant advancements in China and India from 2023 (see figure 1) with a resulting positive impact on platinum demand.

·      BEV and FCEV technologies are set to dominate new light vehicle output while platinum increasingly finds further uses in the hydrogen industry, following from a 25% increase in stationary fuel cells (now at 566 MW) with platinum demand for use in electrolysers in Hydrogen production set to increase 24%³.

^{1 https://www.edisongroup.com/thematic/the-pgm-markets-outlook-and-price-forecasts/}

^{2 https://platinuminvestment.com/supply-and-demand/platinum-quarterly}

^{3 https://matthey.com/documents/161599/404086/PGM+Market+Report+May23.pdf/2f048a72-74a8-8b23-f18e-c875000ed76b?t=1684144507321}

Strategic Report

OPERATIONS UPDATE

Eurasia Mining Plc is, battery metals, PGM and green hydrogen Company with a focus on environmental and sustainability focused solutions, and with awareness of the future outlook for the world energy supply landscape. Eurasia is an international company incorporated in the UK with its headquarters in London and listed on the AIM market of London Stock Exchange.

Following construction of a power line to site, an electric dragline was assembled at the Company's West Kytlim PGM and gold mine to provide a more environmentally sustainable and attractive asset as well as a lower cost operation for the ongoing sale discussions.

The Central Kola Peninsula Battery Metals (predominantly Nickel and Copper) and PGM projects developed around the Company's fully permitted Monchetundra Project adjacent the town of Monchegorsk, home to Norilsk's Severonickel nickel and PGM processing facility. A Definitive Feasibility Study was approved for the Monchetundra Project, while the brown field NKT Mine is advanced, a former producer.

The Company has demonstrated a consistent approach to creating value by bringing quality projects from exploration through to mining, as well as marketing for its proposed strategic sale following the Board's decision to exit from Russia.

WEST KYTLIM

Open Pit PGM and Gold mine with a sustainability focus. Predominantly powered by grid (hydro-derived) electric power.

Sustainable Mining

·      Shallow open pitting has reduced environmental impact compared to conventional mining methods, and less long-term environmental footprint - no blasting on site and no chemicals used in the production process.

·      Recovery to previous land use within 5 to 10 years post remediation and with no remnant pit or tailing dumps. This allows the mine owner and management team to make provisions for remediation on a realistic time scale.

·      Hydro generated electricity powering ore body development (dragline) and beneficiation (stationary plant).

·      Water a key element in beneficiation process - recycled in a closed loop outside of river course.

·      Limiting the use of asphalt and concrete on site, many mine buildings built from timber milled on site.

Historical CAPEX Highlights

•       Three enrichment plants.

·       Powerline and electric dragline projects delivered on schedule including peripherals and high voltage substations and hook ups.

·       A large fleet of equipment to support the electric dragline shovel: 2X Komatsu D275 Dozers, 1X Cat D8 Dozer, 1X Shantui SD26AS, 6X Cat 330 excavators as well as one additional washplant.

The Operation at West Kytlim has seen very significant upgrades to machinery and mining equipment over the past years. Mining at West Kytlim was initially sub-contracted with Eurasia retaining control of the concentrate upgrade and refining components for two seasons in 2017 and 2018. From 2019 to 2021 further machinery including additional washplants were procured with stripping of overburden and parts of the mining operation contracted as required. A 14 kilometre power line was constructed from the nearby town of Kytlim allowing the mine site and all stationary plant to switch to hydro-derived grid electricity. A large electric shovel, or dragline was also procured and assembled on site during 2022 and was available to contribute to the following winter stripping programme. This machine with a 70m boom and 11m³ bucket allows stripping at greater efficiency and a fraction of the cost of excavator/bulldozer pairings.

KOLA BATTERY METALS AND PGM

World class PGM and Nickel-Copper projects on Kola Peninsula - cornerstone to a proposed new predominantly open-pittable PGM and Battery Metals mining district.

To enable the sale of the assets and to exit from Russia, the work during 2022 was dominated by the important Definitive Feasibility Study (Russian TEO of permanent conditions) for the open pits at Loipishnune and West Nittis within the Monchetundra project (License MUR 16493) which was submitted on time in December 2022. The study involved a new metallurgical sample collected from drill core and analysed following from the 2016 (pre-feasibility) metallurgical work. Land surveying, geophysics and hydrogeological and geotechnical studies were also completed. The ore at Monchetundra contains commercial grades of Palladium, Nickel, Copper, Platinum and Gold.

Monchetundra - 2023 Highlights

·      Monchetundra DFS final approval received.

·      Mine now shovel ready with further developments to be led by a new owner in the context of the Company's sale-of-assets process.

·      No significant expenditure or work programme planned for the Monchetundra Project going forward.

NKT (Nittis-Kumuzhya-Travyanaya) Project - Base metals mine relaunch adjacent the Monchetundra project

Tier-1 scale Nickel deposit with JORC MRE containing: 305Kt Nickel, 143Kt Copper, and 57 tonnes PGM and Gold (11.2Moz of Platinum equivalent) estimated by Wardell Armstrong International (WAI) as JORC-compliant resources for a step room and pillar mining operation, with nickel comprising half of the value in the metal basket on a Net Smelter Royalty basis.

The NKT Project is being developed under license MUR 00950 BP.

A mine was successfully operated by Norilsk Nickel in the area, put on hold because of low IRR at a Nickel price in the region of US$2/lb versus about US$7.7/lb today¹.

Following receipt of the Monchetundra Flanks exploration license in August 2020, work commenced on collation of the very significant body of historic and recent exploration and mining data available. Originally developed as early as the 1930's, some further drilling was completed in the early 1990's. Subsequently, further exploration programs were completed by SeveroNickel, PechengaNickel, Kolskaya Mining Metallurgical Company (Kolskaya MMC), and more recently a drilling program undertaken by Rosgeo from 2015 to 2017.

Eurasia commissioned Wardell Armstrong International to complete a JORC analysis of the principal targets on the site during 2021 leading to publication of an NKT Competent Persons Report describing the feasibility of a room and pillar mining operation based on a 93,422kt (room-and-pillar mineable ore per 2021 WAI CPR) with a total resource of Tier-1 scale: 305Kt of Nickel, 143Kt of Copper, 57 tons of PGM and Gold (11.2Moz of Platinum equivalent) - as estimated by WAI as JORC-compliant resources. The net present value ("NPV") using an 8.33% discount rate for the underground part of the NKT project is $1.2bn under the WAI price forecast and $1.7bn under spot prices. The study had an IRR of 47% with a payback period of 3 years.

The WAI report also included open pit optimisations for the project area and a development program progressed to further detail the overall geometry of all open pittable mineralisation throughout the project area but principally at Kumuzhya, while also gathering additional information on underground mining targets. Mineralisation presents in two principal categories throughout the area, both of which contribute to both open pit and underground mineral resources;

A.    Shallow epigenetic/post-magmatic low sulphide nickel-palladium disseminated and vein (chalcopyrite-pyrrhotite-pentlandite) mineralisation more concentrated in the axis of the massif

B.    Bottom lode syngenetic mineralisation (wider interval and lower grade) occurring on the margins of the massif - Open pit and underground mining potential.

^{1 Nickel price history : https://www.mining.com/markets/commodity/nickel/all/}

Key performance indicators

Results for the year - the Group has made a loss before tax of £6,680,940 for the year ended 31 December 2023 (2022: loss before tax of £7,230,088). The single largest item causing this variation is the absence of revenue in 2022.

Shareholder return and share price performance. The Company's shares are quoted on the AIM market of the London Stock Exchange and the shares have traded at between 1.475p and 4.5p* (2022: 4.1p and 28.5p) during the year under review. A range of factors both internal and external to the Company can impact share price performance, including significant geopolitical developments and uncertainty therein, commercial and new business developments, operational performance and metal price and metal price forecasting fluctuations. The ongoing conflict in Ukraine had a significant effect on the Company's share price as investor perception was affected across all business sectors.

Exploration and development.

The Group maintained sufficient funding to develop and expand operations during the year reported.

The West Kytlim asset, following considerable investment over the past number of years is considered by management to be fully capitalised and capable of sustained production at current levels for a life of mine in excess of 15 years, excluding further resources and reserves to be defined in both the West Kytlim Flanks and Typil license areas adjacent to the mining license.

A Definitive Feasibility Study ('DFS') for the Monchetundra project was approved by authorities in 2023. No further significant expenses are forecast for the Monchetundra project.

The NKT Project is being assessed either as a standalone mine relaunch adjacent to the Monchetundra Project or with its reserves and resources integrated with those at the Monchetundra Project for concurrent development.

No funds were raised in equity or debt capital markets and no warrants were exercised in the period reported. Options were fully exercised by the Executive Chairman to demonstrate his trust in and commitment to the Company. No further options are outstanding.

^{*Based on yahoo finance closing prices for 01 January 2023 to 31 December 2023.}

Principle risks assessment

Environmental management: the Group has environmental policies in place and receives annual approvals for development work at West Kytlim, where adherence to the relevant environmental subsoil licensing laws is clearly stipulated. All relevant codes in managing exploration programmes (specifically drilling) are also strictly adhered to. Performance against environmental policies is continuously monitored and annually audited including a provision for environmental rehabilitation (note 28).

Health and Safety: the Group has occupational health and safety policies and procedures in place ensuring that all efforts are made to minimise adverse personal and corporate outcomes, through best practice training, implementation and monitoring. These were appropriately reviewed including appointment of a permanent health and safety office following supply of high-voltage electric power and oversized machinery to West Kytlim. The Group's LTIFR (Lost time injury frequency ratio) remains at zero for the year reported.

Operational: The Group has achieved further milestones at each of the Monchetundra, NKT and West Kytlim Projects during the year in review, as discussed in the Operations section herewith. Key deliverables at each project are the Definitive Feasibility Study approved at Monchetundra, and the ongoing development program for the NKT project.

Governance: The Company followed the appointment of Artem Matyushok in May 2022 with two nominations to the Board in 2024. Artem brings significant international mergers and acquisitions experience to the Board which now comprises four Directors and an Executive Chairman. New appointments were made to roles within key subsidiary Kosvinsky Kamen and the creation of a new Country Manager role in May 2023.

The risks inherent in all mineral exploration and development businesses are kept under constant review by the Board and the executive team. The risks affecting the Group and the Company are described in detail in the Directors' report and Notes 2 (Going concern) and 32 (Risk management objectives and policies) to the financial statements. The principal operating risks affecting the Group are highlighted below:

Exploration and project development risks

Mineral exploration presents an inherent risk in that information on in-ground resources is both limited (quantitatively and qualitatively) and in most instances expensive to obtain. This presents a challenge which if not properly managed can lead to misallocation of exploration funds, not identifying reserves and resources or, following discovery, not demonstrating the economics of an ore reserve to accepted industry standards. The necessary consents and approvals to conduct exploration and development work must also be obtained and managed.

Mitigation: The Group maintains appropriate in-house expertise and long-standing relationships with external consultancies in mining and metallurgy to keep abreast of their changing requirements, and to make sure all regulatory obligations are met and duly reported. Together these increase the prospect of a successful outcome which is measured in terms of a project meeting its licensing and reporting requirements and the overall financial and other metrics of the project. The Board impress on senior management the need to identify and address the major sources of execution risk in any development project, and to continuously monitor diversion from schedules or targets.

Operating mine risks

Machinery breakdowns, departures from expected grade and other operational risks may have a significant impact on revenue, which is a component of the group's financial capacity.

Mitigation: Multiple areas are developed concurrently to mitigate risks of a lower than calculated grade at any location. In-fill drilling and in pit sampling are carried out as required, and in addition to resource definition requirements. Most of the machinery and mine fleet is relatively new, having been acquired from 2021 onwards. Skilled operators and mechanics were appointed as required to operate and service this significant new item of machinery at the mine site, as well as new health and safety protocols.

Political risk and sanctions compliance

In view of sanctions imposed on individuals and entities in Russia, from 2014 until the present time, further legal and economic risks may arise. Further sanctions were imposed on Russia from late February 2022 and were subject to further updates during 2022 and 2023.

Mitigation: Strict adherence to the Group's sanctions policy. The Group does not engage with politically exposed or sanctioned persons or entities. The Company employs expert legal advisors and continues to monitor updates to international sanctions legislation focused on Russia and resulting from the conflict in Ukraine to determine their effect on the businesses operations and medium and long-term strategies.

Environmental

The Group's operations are subject to statutory environmental regulation, including environmental impact assessments and permitting including forestry permitting. The environmental legislation comprises numerous federal and regional codes discussed further in the environmental report herewith. The Group assesses the environmental impact when applying for permits and licences. Review and approval of the rehabilitation plan is a pre-requisite of the mine plan approval for each season of mining.

Mitigation: The Group mitigates risk to the operation arising from environmental issues by strictly adhering to relevant environmental laws and codes and by ensuring an appropriate plan for managing the environmental impact of any operation is in place prior to commencement of on-site activity. The West Kytlim mine, by nature of the relatively simple beneficiation methods employed does not require management of hazardous mine and process plant tailings within a tailings dam, as is necessary in large scale underground and open pit mining operations.

The regulatory environment

The Company and the group's activities are subject to laws and regulations governing various matters, including licensing, production, taxes, mine safety, labour standards, occupational health and safety and environmental protections.

Mitigation: The Group closely monitors all regulatory requirements and changes to the laws, rules and regulation taking steps whenever necessary to comply with regulation. The board considers the regulatory environment for mining companies to be transparent, not more difficult than other jurisdictions, sufficiently prescriptive and in general navigable for a company employing sufficient expertise and resources to manage that aspect of its business. Sanctions legislation has presented a new challenge to the Company which has been met by the appointment of suitably qualified and UK based firm.

Commodity risk

A potential fall in commodity prices could result in it becoming uneconomic for the Group to mine its assets.

Mitigation: The Group closely monitors the markets for platinum group metals and battery metals, changes in their demand and supply, and the effect these have on metal prices, with a view to taking necessary measures in response to such changes, including stockpiling concentrate as has occurred during 2023. The group continues to consider potential opportunities in other mineral and energy industries which can diversify risk.

Demand for platinum group metals from their principal use - autocatalysts, which reduce harmful engine emissions is perceived by market commentators to remain strong as electric vehicle uptake is offset by tighter emissions control for traditional internal combustion engine vehicles, and as PGM continue to find application in emerging transport technologies such as Fuel Cell Electric Vehicles. For further details see the PGM market summary section at the front of this report.

Loss of key personnel risk

The loss of key personnel consists of the departure (voluntary or otherwise) of an important employee, which will, in all likelihood, result in a financial loss or increased expense to the small or medium business. The expenses may be of a temporary or a permanent nature. These increased expenses relate to the search for and hiring of a new employee, training costs for the new hire, possible "signing" bonus and higher remuneration packages.

Mitigation: The Group takes measures to motivate and retain existing employees and has retained a significant number of its senior management for more than ten years. There is not currently a shortage of Mining industry personnel and expertise and the Group is confident a suitable replacement could be found should it be necessary to replace any key member of staff.

Financing risk

Historically, the Company has relied on international equity and to a lesser extent debt capital markets to maintain adequate levels of working capital.

Mitigation: The Group maintains tight financial and budgetary controls as well as cost controls which with forward planning help ensure the Company is adequately funded to reach its objectives. The Russian assets' sale process is in progress.

The Board considers risk assessment to be important in achieving its strategic objectives. Further details of the Group's financial risk management policies can be found in note 32.

Research and future development

The Group's activities during the year continued to be concentrated on advancing mineral exploration projects through feasibility to mine development. While developing its core projects as discussed in the Operations Update the Company will continue to consider new directions for the business in other minerals and energy markets globally.

Section 172 Statement

Company Background

Eurasia Mining Plc ("Eurasia" or the "Company") is a public limited company incorporated and domiciled in the United Kingdom with its registered office at International House, 142 Cromwell Road, London, SW7 4EF, United Kingdom. The Company's shares are quoted on AIM, a market operated by the London Stock Exchange Group plc. The principal activities of the Company and its subsidiaries (the "Group") are related to international new energy metals and new energy markets.

The purpose of the Strategic Report is to inform members of the Company and help them to assess how the Directors have performed their duties under section 172 of the Companies Act 2006 (duty to promote the success of the Company).

The Board is ultimately responsible for the direction, management, performance and long-term success of the Company. It sets the Group's strategy and objectives, considering the interests of all its stakeholders. A good understanding of the Company's stakeholders enables the Board to factor the potential impact of strategic decisions on each stakeholder group into a boardroom discussion. The Board considers the Company's purpose, vision and values together with its strategic priorities in arriving to Board decisions. Board resolutions are always determined with reference to the interests of the Company's shareholders as well as its employees, its business relationships with suppliers and customers, and the impact of its operations on communities and the environment. This statement serves as an overview of how the Directors have performed this duty during 2023 and engaged with the Company's key stakeholders to help to inform the Board's decision-making.

The conflict in Ukraine presented many challenges to the Company and the Group of Companies. Despite challenges, the Group's overall progress, following from Board decision making, is demonstrated by progress at each of its key projects through the year in review to progress the sale of the Russian assets.

The Board acknowledges that there is a legal requirement for the Company to report on how the Board and its Committees have considered the requirements of s.172 of the Companies Act 2006 in their decision making. These are here considered under the following headings.

1.     The likely long-term consequences of any corporate action or decision;

Two of the Group's key assets have been progressed from discovery and early-stage exploration through feasibility and the Board recognises the time scales on which Projects of this type are developed to return value on investment (The International Energy Agency has estimated an average of 16.9 years to take a mining project from discovery through feasibility to production¹). The Board also recognises that a life of mine often extends beyond the tenure of all personnel and executives and plans accordingly. Mine plans at West Kytlim, include budgets and schedules for remediation of mined out areas.

The Board remains committed to progressing a sale-of-assets process as described elsewhere in this report.

2.     The interests and professional development of the Company's employees;

Staff are encouraged to maintain their professional credentials and the Company meets annual subscriptions to professional bodies on behalf of its employees as well as, from time to time, tuition fees for short- and longer-term studies, and attendance fees for industry events.

3.     The need to foster business relationships with suppliers, customers and other stakeholders;

The commercial reputation of the Group and each group Company is recognised as critical to the Group's future success. The group employs local workers, contractors and suppliers wherever possible and maintains a network of contacts in the industry and values long standing commercial relationships with consultants and contractors.

4.   The impact of the company's operations on the communities adjacent its projects and the environment;

Rehabilitation plans are submitted as a necessary aspect of all mineral industry statutory reporting instruments and these ensure a mine site is returned to its previous land use following mining.

5.     The desirability of the Company to maintain a reputation for high standards of business conduct and corporate governance;

The Company applies the Quoted Companies Alliance code and considers its Corporate Governance responsibilities under their 10 guiding principles (see Directors Responsibilities section). The Company also maintains an extensive internal body of policy and procedures documentation which is regularly updated and strictly adhered to. Where necessary the Company has resort to its Nominated Advisor and Corporate legal advisors on matters concerning the UK regulatory environment, corporate law and top-tier corporate governance standards.

6.     The need to treat all members of the company fairly and equitably.

No individual shareholder/ member has greater influence, rights (excepting voting rights) or obligations than any other shareholder.

^{1 https://www.iea.org/data-and-statistics/charts/global-average-lead-times-from-discovery-to-production-2010-2019}

Christian Schaffalitzky

Executive Chairman

Environmental, social and governance

Introduction

Environmental, Social and Governance priorities are a clear focus of the mining industry generally and increasingly mining industry investors. The Board welcome changes to the international mining landscape particularly with respect to environmental responsibility, and the example being set by industry majors in setting net zero emissions targets, as well as developments in international reporting standards to ensure adequate reporting mechanisms. The Company's West Kytlim operation has undergone significant changes in energy usage which will determine its future environmental impact. With the Monchetundra Project on Kola in pre-mine development, the Board feel it is premature for the Group to set a net-zero emissions target but has taken steps to commence appropriate environmental reporting going forward.

This section of the report describes how Directors consider and adopt principles of corporate governance, as well as environmental and social governance and apply them through the group of Companies while achieving corporate objectives and ensuring the overall direction, supervision and accountability of the organisation. Other key aspects of Corporate Governance within this report are;

·      The Section 172 Statement (Strategic Report above) describes how Directors promote the Company for the benefit of members as a whole;

·      Financial and non-financial Key Performance Indicators which are outlined to measure performance of the board year on year; and

·      Principal Risks and Uncertainties demonstrate an awareness of potential obstacles to achieving corporate goals.

The Board has adopted the QCA Corporate Governance Code (2018) ("QCA Code") and strives to follow its 10 principles to the fullest extent possible. Directors consider the West Kytlim operation, one of the largest mines of its type in the world, to be an opportunity to demonstrate a potential new style of lower emissions PGM production, competing with other global sources of PGM in terms of CO2/oz metal produced as well as long term environmental disturbance. The Group ensures the land disturbed by mining activities is returned, post mining, to a safe and stable landform. Rehabilitation plans set out land and forestry is managed with an equal amount of forest planted as is removed for mining. Open pits are infilled with the overburden removed prior to mining, top-soil is replaced and the land regenerates over a period of five to ten growing seasons.

Environmental report

West Kytlim

The area developed at West Kytlim will itself be replanted with appropriate local species and will recover to its pre-mine condition within 5 to 10 years following mining.

Surface mining requires significant disturbance of the upper layers of topsoil and river sediment terraces which are removed to allow access to mineral bearing gravels. These areas are then scheduled for remediation following mining.

Water is a key resource in any stable natural environment. Process water at the mine site is derived from river water and is fully recirculated meaning the water used to disintegrate and beneficiate pay gravels is continuously recycled in a closed loop maintained separate to any free-flowing water course. This hydro infrastructure of damns, roads and ponds is constructed as required at washplant sites in the mining area. There have not as yet been cases of contamination of rivers or streams in the areas under development in the year under review or in previous years. Tails from the mining operation do not contain hazardous chemicals but do include large volumes of sediment and clay, which could damage the ecosystem in a natural river course if not correctly managed. Several relatively small specially protected water environments are defined within the mine license and particular care is taken to not disturb these areas.

Waste management

The tailings of alluvial mining do not contain any hazardous substances as no chemicals are used in the beneficiation process which is driven by gravity and hydro-mechanical operations. Measures are taken at site to ensure mine site water is maintained in a closed loop separate from river courses.

Air emissions

The switch to electric powered draglines as the key machine component for overburden stripping will remove a significant amount of the vehicle emissions associated with overburden stripping. Tracked and heavy machinery on site complies with the latest accepted emissions standards having mostly been purchased new and is specified to the latest environmental compliance standards.

Social

Relationship with the local community

Consultation

Giving notice of pre-approved and permitted work such as the West Kytlim Power line project, and receiving feedback from the local community who may be affected is a key element of good community relations. No impact on local communities or their activities has been identified at the West Kytlim Mine which is situated in an area of unpopulated wilderness without nearby farming operations. The Monchetundra operation adjacent the town of Monchegorsk is located in a mining friendly jurisdiction with mining and metallurgical processing being the largest employer in the town and district.

Health and Safety report

During 2023 and in the year to date there have been no injuries or accidents on operational sites. Health and safety protocols have been upgraded at the West Kytlim mine site following the arrival of electric draglines and high voltage electricity. Appropriate HSE is available to all employees and its use closely monitored. Signage is a key element of safety awareness which is maintained by the mine site Health and Safety Officer. The highest risk situations are during construction and assembly of various components of the washplants and their peripherals as no on foot presence is required in pit during excavation, and no drilling and blasting required prior to digging.

Maintaining best-in-class Environmental, Social and Governance position remains a key focus

OUR MINE SITES ARE ENGAGED WITH LOCAL COMMUNITIES

·      Consultation - A key aspect of community involvement for high impact projects.

·      All mine workers and equipment operators are local (within 70km area), Project companies registered locally and taxes are paid locally.

·      The mine has a sustainability focus - for example most mine building structures and interiors are constructed from timber milled on site and move to electric power.

ENVIRONMENTAL PROTECTION IS FRONT OF MIND

·      Minimise impact - Surface mining with limited remnant waste and tails heaps

·      Limit use of concrete, steel and asphalt at the mine site

·      Rehabilitate - Eurasia is committed to ensuring the land disturbed by mining is returned to a safe and stable landform with no long-term damage to the environment or eco system

·      Rehabilitation plans envisage works impacting local climate, geochemistry of soils, fertility, degree of disturbance, specific landscape and topography features

·      GHG emissions reduction - Installation of electric draglines powered by mains hydro-derived electricity

OVER 20 YEARS' EXPERIENCE

·      Building robust partnerships and developing industry contacts

·      Leveraging an in-depth knowledge of the licensing system in partnership with support from expert international technical consultants

·      Group companies maintain strong contacts base amongst machinery suppliers, contractors, industry consultants, and sub-soil licensing professionals

Christian Schaffalitzky

Executive Chairman

Directors report

Directors

The Directors who served during the period were:

Christian Schaffalitzky - Executive Chairman

Anthony James Nieuwenhuys - Chief Executive Officer (retired July 2023)

Tamerlan Abdikeev - Executive Director

David Iain Rawlinson - Non-Executive Director

Kotaro Kosaka - Non-Executive Director

Artem Matyushok - Non-Executive Director

Directors serving at the reporting date:

Christian Schaffalitzky, appointed October 2002.

EurGeol, FIMMM, PGeo, CEng. Christian has over 45 years' experience in mineral exploration and development. From 1984 to 1992, he founded and managed the international minerals consultancy, CSA Group, now CSA Global. He was also a founder of Ivernia West plc, where he led the exploration and discovery of the Lisheen zinc deposit in Ireland. Christian is also a non-executive director of MetalNRG.   

Kotaro Kosaka, appointed December 2021.

Kotaro holds a master's degree from Stanford University (USA) as well as a BA Degree from Keio University (Japan). Following 15 years in management roles with Mitsubishi Corporation, Kotaro has focused on his chairman role at Kono Foundation, Japanese business executives of Industrial Technology Investment Corporation (Taiwan) amongst other interests. He is a specialist of marketing and business development in East Asian Regions.

Artem Matyushok, appointed May 2022.

Appointed 16 May 2022 Artem has served in senior Mergers and Acquisitions roles with major resource companies and has amassed 20+ years' experience in the Energy & Natural Resources sector ranging from the start-up operational environment to the corporate division of a major FTSE 100 company. Artem is PhD in Economics and CIMA (UK) qualified and is a former Shell alumnus, in recent years expending his focus on Energy Transition and Decarbonisation.

Iain Rawlinson, appointed May 2020.

Iain is an experienced board director and a corporate strategy consultant. He has a law degree from Cambridge University, is a qualified barrister, and prior to taking up several Board appointments was a corporate financier with Lazard in UK and Flemings in UK and South Africa. Iain's independent board appointments in the corporate sector include Lithic Metals and Energy PLC (2007 to 2009), Dana Petroleum PLC (2005 to 2010), The Monarch Group (2009 to 2014), and Parkmead Group PLC (2010 to 2020).

Tamerlan Abdikeev, appointed April 2021.

Tamerlan holds a master's degree in international relations and modern Japanese Studies from Oxford University and has held a range of positions in finance houses with an Asian and European focus including corporate planning at the State Street Bank and business development director at United Investments Japan. In 2005 Tamerlan joined PIMCO, a global investment management firm with more than US$2.21 trillion in assets, establishing the company's Hong Kong office in 2006. Later he relocated to PIMCO Europe in Munich, assuming responsibility for regional business development covering CIS and Eastern European markets.

Directors' interests

Share interests

The Directors of the Company active at 31 December 2023 held the following beneficial interests (including interests held by spouses and minor children) in the ordinary shares of the Company:

Options were exercised by the Executive Chairman in 2023 to demonstrate his trust in and commitment to the Company.  (2022 - nil). No further options are outstanding.

Dividends and profit retention

No dividend is proposed in respect of the year (2022: nil) and the retained loss for the year attributable to the equity holders of the parent of £5,484,067 (2022: loss of £5,840,245) has been taken to reserves.

Share capital

The issued capital of the Company as at 31 December 2023 was:

Risk Management

The Directors consider that assessing and monitoring the inherent risks in the exploration and mine development business, as well as other financial risks, is crucial for the success of the Group. The Board regularly reviews the performance of the Company's projects against plans and forecasts. Further detail on management of financial risks, which includes foreign currency, interest rate, credit, liquidity and capital risks are set out in Note 32.

Going Concern

The going concern position of the Group covers period of not less than 12 months from the date of signing of this annual report (the "Review period").

As at 31 December 2023, the Group's net current assets amounted to £4,384,398 (£5,883,581 in 2022). As at the same date, the Group's cash balance was £1,318,065 (£1,009,908 in 2022).

The asset value of the concentrate stockpile to date is approximately £5 million (see below).

The Group's debt consists of (i) borrowings of £44,014 (at 31 December 2022 - nil) and (ii) lease liabilities in relation to the acquisition of mining machinery for a total amount of £164,144 (at 31 December 2022 - £348,269).

New Trade Finance Facility

As also announced on 6 September 2024, in order to finance its liabilities outside Russia, (the Company currently has a limited cash runway in the United Kingdom due to the expected timing of receipts of proceeds in UK from the sale of concentrate in Russia), the Company has entered into a trade finance loan ("TFL") facility with Sanderson Capital Partners Limited (the "Lender") in the total amount of up to £2,500,000 to be used for working capital and general corporate purposes until the inventory of PGM concentrate or the Companies' assets are sold.

Christian Schaffalitzky, the Company's Chairman, has pledged 94,619,517 of his ordinary shares in the Company as collateral for the TFL. The TFL is interest free and is repayable twelve months from the date of the agreement or such other date(s) as the parties may agree.

The TFL may be drawn down on the following basis: £250,000 immediately; £750,000 on or around 24 September 2024; £500,000 following the Company listing its shares on an additional Recognised Exchange; and the balance of the Loan (being tranches 4 and 5) subject to the Company entering into a term sheet to sell its Russian assets and signing of a share purchase agreement on such a sale (of which there can be no guarantee).    

As noted above, the proceeds will be used for working capital and general corporate purposes of the Company and its subsidiaries, as determined by the Company at its sole discretion. It is a term of the TFL that the Company will not pay any compensation to any its directors, other than costs or expenses incurred on behalf of the Company, whilst any part of the trade finance facility is still outstanding.

The Lender has agreed that it will not elect to convert any of the TFL to shares in Eurasia during the first 90 days the TFL is in place.  

The grant of the warrants and any issue of new shares pursuant to the TFL is dependent upon the approval of share issuance authorities at the Company's next Annual General Meeting, details of which will be announced shortly.

Further sources of finance

In addition to the TFL detailed above, the Directors are currently focused on the various other sources of funding to ensure that the Group has sufficient financial resources to continue as a going concern for a period of not less than twelve months from the date of the signing of these financial statements.

The Directors have prepared detailed bottom-up financial forecasts to address these various scenarios for the Group's operations. The forecasts for the current mining operations in Russia show that sufficient cashflow is expected to be generated in Russia to finance the operating costs of its operations, expenditure across other parts of its asset portfolio and to keep the projects in good standing.

Under the terms of the TFL, an amount of £1.5 million from tranches 3, 4 and 5 is dependent on the occurrence of future events (completion of a dual listing and sale of assets). The Board has been working on the materialisation of one or more of these events.

If these events do not materialise, the Directors are aware that the current cash and liquid investments reserve funding following the signing of the TFL may need to be supplemented during the Review Period.

Accordingly, alongside working on these future events noted above, the Directors are also focused on the sale of concentrate from the stockpile as the principal source of additional financing - which the directors are confident of being able to implement within the required going concern timetable (i.e., before the time when such additional funding is required):

(a) The Group currently has an inventory of PGM concentrate, which has been retained in a safe vault covered by insurance. The concentrate (as of 27 August 2024) has a total net weight of 239 kg and a realisable value of not less than £5 million (not including the value of Osmium and Ruthenium contained in the concentrate).

(b) The Company's subsidiary is in advanced negotiations with a number of parties to realise this value in the near future that should also include credits for Osmium and/or Ruthenium (not included in the value stated above).

(c ) These funds will be used to support working capital of the Group's operations in Russia and UK.

(d) The Remittance of funds from Russia to the UK is permissible under the current banking and sanctions legislation.

In addition to the above, various other measures are available to the Company to support its working capital position:

·      Operations of the Company's subsidiary at West Kytlim

The Group's mining operations in West Kytlim mine were running at reduced capacity at the start of the mining season, mostly focused on stripping activity powered from hydroelectric source with very significant reduction in diesel and labour costs. The Group will continue to monitor and reduce mining operating costs when necessary.

·      Expenditure on Monchetundra asset

The Group has spent £912,820 on a development programme for the Monchetundra asset during 2023 in preparation for its ultimate development. No further significant outgoings have been budgeted for this asset, as the EPCF structure put in place assumes deferred payment after the launch of the asset.

In addition to the above, the Group has the ability to manage and where required, reduce expenditure as needed.

Additional sources of funding

In addition to the TFL, the Company is also due VAT refunds totalling £0.323 million which is expected from HMRC. The Company's subsidiary in Russia has also secured a long-term loan facility of US$1.3 million to be used for working capital purposes.

The Company's cash reserves outside of Russia are held in GBP and USD accounts and therefore not directly or indirectly exposed to Rouble foreign exchange fluctuations.

Basis of preparation of the financial statements and disclosure

The financial statements for the year ended 31 December 2023 have been prepared on a going concern basis, which assumes that the Group has access to funding which will meet its cashflow requirements during the Review Period.

The Directors remain confident of the Group's ability to finance its activities in the Review Period through a combination of the TFL, the sale of concentrate from the stockpile, and the occurrence of the future events noted above.

Accordingly, the financial statements have been prepared on a going concern basis as the Directors are of the opinion that the Group has sufficient funds to meet ongoing working capital and general corporate expenses.

The financial statements do not include any adjustments that might result if the Group were unable to continue as a going concern.

2023 Events and sanctions compliance

The Group's assets are located in Russia. From 2022 additional sanctions to those which had existed since 2014 are being imposed on certain activities, entities and individuals connected with Russia, which continue to evolve and which are being carefully monitored by the Company in accordance with its sanctions compliance policy, and with the assistance of its external legal advisers. While Eurasia is not an entity connected with Russia, the Company has satisfied itself that neither of its current activities are prohibited under US, UK or EU sanctions rules. Furthermore, the Company does not engage and has not engaged with any sanctioned persons/ entities or agencies.

Sanctions introduced by the Russian Federal government have also not affected the Company, although this is being closely monitored. The Company closely monitors all regulatory requirements and changes to the laws, rules and regulations, taking steps whenever necessary to ensure compliance with new legislation.

Debt and equity capital markets are expected to remain as options for the Company going forward.

Directors have concluded that the combination of the above factors, with account of the current applicable sanctions regimes, support the Board's opinion that it has a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, which management has determined to be at least 12 months from the signing of this Annual Report.

The Board therefore believes it is appropriate to adopt a going concern basis in preparing the Annual Report and Accounts.

Directors Responsibilities statement

The Directors are responsible for preparing the Strategic report and the Directors' report.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors must prepare the financial statements in accordance with UK adopted International Accounting Standards and in accordance with the Companies Act 2006. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs and profit or loss of the Company and Group for that period. In preparing these financial statements, the Directors are required to;

•  select suitable accounting policies and apply them consistently;

•  make judgements and accounting estimates that are reasonable and prudent;

•  state whether applicable accounting standards have been followed, subject to any material departures being disclosed and explained in the financial statements;

•   prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time, the financial position of the Company and Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors confirm that: so far as each Director is aware there is no relevant audit information of which the Company's auditor is unaware; and the Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Revenue

No revenue was received in 2022 or 2023 apart from £2.07 million generated from a test sale of the concentrate produced at the mine, in compliance with sanctions regulations and to confirm the net realisable value of the inventory as set in this annual report. In prior years revenue was generated from sale of pure metals refined from the concentrate. Historically, revenues generated by the Group have been from sale of refined metals. Refinery receipts record the parameters of metal sales priced individually for platinum, gold and other metals at respective market rates, throughout the mining season.

Directors Indemnity

The group maintains Directors and Officers liability insurance as an indemnity provision renewed annually.

Corporate Governance

Eurasia Mining applies the QCA Code as a Corporate Governance framework to ensure adequate corporate governance standards for the current business and mindful of how the business will evolve in-line with its corporate strategy and business goals. The QCA Code's ten principles describe how the code should be applied to any company.

Eurasia has established a strategy designed to promote long-term value and a return on investment for its shareholders, a strategy which also aims to build the Company to an increasingly profitable enterprise while maintaining good corporate governance and social and environmental responsibility standards.

Delivering Growth

Eurasia has established a strategy designed to promote long term value and a return on investment for its shareholders, a strategy which also aims to build the Company to an increasingly profitable enterprise while maintaining good corporate governance and social and environmental responsibility standards.

Principle 1:

Strategy

The Company's strategy is to self-fund exploration and development of marketable resource and energy projects in various commodities, and to realise a return on investment, either by carrying the project through feasibility to commissioning or by straightforward sale at any stage of development. The Company recognises that all project development expenditure adds value to a project by increasing its resource and reserve base. Risk to further investment in development expenditure, or in mine development, is also reduced as resources are moved to lower risk categories. The Company has adopted a dual strategy of both project development towards mining, while also investing significant resources in active high-level mergers and acquisitions activity. The Company adapts this strategy in response to external stimulus such as geopolitical events.

The Company is focused on selling its assets in Russia while maintaining corporate governance principles in line with the QCA Code. The key commitments and challenges in adhering to the QCA's 10 principles are set out below.

Principle 2:

Understanding shareholders

Eurasia seeks to maintain open, direct and two-way communication with its shareholders through various media including press releases, the Company website, interviews and industry events. The Company employs public relations professionals and maintains third-party contracts as required to better disseminate Company news-flow. Through shareholder feedback the Company ensures that it remains in touch with the information requirements of shareholders, their expectations regarding their investment, and the motivation behind their voting decisions. Director's consider shareholder's expectations to be correlated with that of the Company and the Company's strategy. The Company aims to update on key operation and commercial events as appropriate and the Board recognises that shareholders require complete and timely information as a necessary input to their investment decisions. Working with its Nominated Advisor the Company maintains strict adherence to the AIM rules for Companies.

Principle 3:

Stakeholders and social responsibility

Experienced and knowledgeable long-standing employees and service providers are a recognised key asset within the Company and our Corporate Governance principles seek to cultivate a productive and fulfilling working environment within the Company and the Group of companies. Our mining and other operations are a further key asset and attention is paid to how these operations engage with society and the various stakeholders important to the project's continuous success. Any issue arising from any stakeholder will immediately be dealt with or communicated to the required level to allow for action to be taken. No material events have occurred in the history of the mining operation and where an issue may arise it is reported in full to senior management and Directors. Managing relationships within the Company's workforce, and its outward interactions with local communities, service providers, and the environment, all have the potential to impact on the Company's ability to achieve its medium to long term goals - managing these relationships is considered a fundamental facet of good Corporate Governance operating at project level.

Principle 4:

Risk management

The leading risks at operational level relate to the reliability of our resource and reserve estimations and our ability to manage the mining operation to achieve its goals. These risks are mitigated by ensuring qualified and knowledgeable personnel are employed and that they are adequately resourced and supported by effective management. Resource exploration involves inherent risks stemming from the fact that information relating to the mineralisation is not immediately available and is expensive to obtain. Recognising this risk and then managing it effectively is a critical aspect of a successful resource exploration and development business. The Company's annual audit provides an opportunity to reassess the key risks facing the business at both a corporate and operational level (see principal risks and uncertainties herewith). These are agreed by directors and delineated and audited on an annual basis, thus ensuring adequate recognition and articulation of each risk category.

Principle 5:

Maintaining a dynamic management framework

The Board consists of a Chairman and Managing Director supported by three non-executive Directors. The Board aims to maintain two independent Non-Executive Director positions at all times. At the date of this revision Iain Rawlinson, Artem Matyushok and Kotaro Kosaka are considered independent Non-Executive Directors. In addition, the board maintains appointments made as strategic advisors with the Mergers and Acquisitions Officer role recognised as pivotal in the current overall strategy.

The board meets when an executive decision requires board approval, and in any event no less than once per six-week period. Board members are regularly consulted on executive decisions which would benefit from specific input relevant to a board members area of expertise. All board members are aware of and comfortable with the time and resource requirements associated with their position. Relevant information relating to a board discussion is prepared and circulated in advance of board meetings. An attendance record for each director is maintained and annualised for distribution within the board. Separately, the Company secretary, is considered a key position necessary in preserving a functional and ergonomic management framework within the Company and good communication across the Group of companies.

Principle 6:

Experience and skills

The board has an effective combination of commercial and technical experience, being led by a chair with a strong background in geology, who is supported by non-executive directors with commercial, legal and mergers and acquisitions experience in a range of markets and jurisdictions. Board members retire on a fixed rota and declare themselves eligible for reappointment by shareholders at the Company's AGM.

The board considers the skill sets within the current board to be sufficient for the successful running of the business, and the delivery of the stated corporate strategy and goals through the medium to long term, however further appointments may be made in due course. In addition, where more specialised skills are required, the board has access to a network of individuals and organisations with whom it can consult for further information. This can include input to operational decisions relating to the Company's operating mine, or advice of a commercial nature. Each board member's long-standing career in the industry is invaluable in this regard. Continuing Professional Development ('CPD') and membership of institutions which promote best practice in industry is encouraged in all board members, though not compulsory to board membership. As an example, the professional accreditations PGeo ('Professional Geologist', Institute of Geologists of Ireland) and EurGeol ('European Geologist', European Federation of Geologists), attained by the Executive Chairman, are maintained by adherence to a programme of CPD activities.

All board members regularly attend industry events and conferences to keep abreast of developments in their area of expertise. No one board member, or group of board members, dominates decision making within the Board.

Principle 7:

Board performance

The Remuneration Committee, whose membership is considered annually is responsible for evaluating the performance of the executive directors. As mentioned above board members retire on a fixed rota, and efforts are made with regard to succession planning and appointment of new board members.

The appointment process involves; assessment of suitability based on qualifications and work history, due diligence by the Company and its Nominated Adviser, a series of meetings with board members and key personnel, and finally contract negotiation and appointment. Board evaluations are internal to the Company and on an ad-hoc basis, as befits the small scale of the Company currently, but not less than once per year at the time of the Company AGM. Adhering to the Company's strategy, achieving the Company's goals, and maintaining good corporate governance standards are the three most prominent identifiers by which board effectiveness is evaluated. Board evaluations are not currently made public, and it is the Company's intention to reconsider this position and ensure continued compliance with the Code as the Company develops.

Principle 8:

Values

The Company is founded on a culture of following and promoting the highest ethical standards with regard to its commercial transactions, business practices, strategy, internal employee relations and outward-facing stakeholder and community relationships. The Company is incorporated and domiciled in the UK and governed by the laws of England and Wales and its corporate culture and values extend from PLC level throughout the organisation irrespective of jurisdiction. An ability to recognise and promote good ethical values is seen throughout the organisation as an asset to an employee, potential employee or board member. The current board members have been chosen with awareness of the Company's corporate culture and the Company's ethical standards in mind - new board appointments are also considered in this light. Corporate culture, and high ethical standards with regard to business practices are considered a critical element in attaining the Company's strategy and goals and these standards are reinforced through the nominations and staff appraisal process. High standards of ethics create a competitive advantage for the Company and are a core element of the Company's business model, as they ensure the Company's long-term sustainability. Eurasia is an equal opportunities employer, and the Board has recognised a lack of board diversity which it intends to address.

Principle 9:

Governance

Maintaining governance structures that are fit for use as the Company evolves in size and complexity is an essential element of good corporate governance. Maintenance of the corporate governance code is the sole remit of the Chairman, who instigates changes in policy, and ensures the code is applied throughout the organisation. Non-executive directors are appointed and participate in all board level decisions and also provide scrutiny and oversight of the executive director's roles. The board's non-executive directors are each skilled in different aspects of commerce, law, finance and the UK regulatory environment, with a combined breath of experience across various markets, commodities and jurisdictions. They communicate regularly with the Chairman and executive directors and provide reliable advice in their areas of expertise. The terms and functions of the audit and risk, remuneration and nomination committees are set out below. The Company Secretary is available to non-executive directors to support their information requirements and decision making and reports directly to the Chairman.

Audit and Risk Committee

The Audit and Risk Committee may examine any matter relating to the financial affairs of the Group and the Group's audits, this includes reviews of the annual financial statements and announcements, internal control procedures, accounting procedures, accounting policies, the appointment, independence, objectivity, terms of reference and fees of external auditors and such other related functions as the Board may require. The external Auditors have direct access to the members of the committee, without presence of the executive Directors, for independent discussions. Several Audit and Risk Committee meetings are held during the year, prior to and during the annual audit; and to approve Interim and Annual Financial Statements. The Audit and Risk Committee opines on whether accounts are in compliance with UK adopted International Accounting Standards.

The Chairman of the Audit and Risk Committee is Iain Rawlinson, and the committee comprises Iain Rawlinson and Christian Schaffalitzky. The Audit and Risk Committee is guided by company policy and procedure including the Audit and Risk Committee terms of reference.

Remuneration Committee

The Remuneration Committee determines the terms and conditions of employment and annual remuneration of the executive Directors and senior staff. It consults with the Executive Chairman, takes into consideration external data and comparative third-party remuneration and has access to professional advice outside the Company.

The Chairman of the Remuneration Committee is Iain Rawlinson and the committee comprises Iain Rawlinson and Tamerlan Abdikeev.

The key policy objectives of the Remuneration Committee in respect of the Company's executive Directors and other senior executives are to ensure that individuals are fairly rewarded for their personal contribution to the Company's overall performance, and to act as an independent committee ensuring that due regard is given to the interests of the Company's Shareholders and to the financial and commercial health of the Company. Remuneration of executive Directors comprises basic salary, discretionary bonuses, participation in the Company's Share Option Scheme and other benefits. The Company's remuneration policy with regard to options is to maintain an amount of not more than 10% of the issued share capital in options for the Company's management and employees which may include the issue of new options in line with any new share issues. The Remuneration Committee is guided by company policy and procedure including the Remuneration Committee terms of reference.

Nominations Committee

The Chairman of the Nominations Committee is Christian Schaffalitzky and the committee comprises Christian Schaffalitzky and Iain Rawlinson. The committee convenes at a minimum twice annually to consider board composition, and, if considered necessary, seek further appointments. The committee is conscious of a need for board diversity when considering future appointments. The Nominations Committee is guided by company policy and procedure including the Nominations Committee terms of reference.

Principle 10:

Build trust

The Board seeks to maintain both direct and two-way communication with its shareholders through its public and investor relations programmes. All shareholders may at their discretion chose to attend the Company AGM either virtually or in person. The Company employs Public Relations and Investor Relations professionals and maintains several third-party contracts to better disseminate Company news-flow. Through shareholder feedback the Company ensures that the Board's communication of the Company's progress is thorough and well understood. A clear statement on the outcomes of board resolutions is communicated immediately after the Company's AGM by RNS and posted to the Company's website. This includes a summary of votes for and against the resolutions put before the shareholders, and where a significant number of votes is cast against a resolution this is clearly stated, with an explanation as to possible remediation regarding that voting. A catalogue of historical annual reports and AGM notices is maintained at an appropriate location on the Company's website.

Matters which are reserved strictly for the consideration of the board include, but are not limited to, discussions and decision on Company strategy, major investment decisions in new business development, commercial arrangements including funding requirements, high-level decisions on distribution of funds, and recruitment or dismissal of senior personnel and board members. The above outline of the Company's corporate governance framework befits the current scale of the Company but will be subject to appropriate modifications as the Company grows in line with its stated strategy.

An annual review of the corporate governance framework outlined above is undertaken at the board meeting preceding or directly following the Company's AGM. Changes considered to the current corporate governance framework, to be assessed in due course, include further appointments to the board, and establishing independent bodies to review and assess board performance.

UK Code on Takeovers and Mergers: Eurasia Mining is subject to the UK City code on takeovers and mergers, which was revised and extended to apply to all companies listed on the AIM market in October 2013.

Auditors Grant Thornton are willing to continue in office and a resolution proposing their re-appointment as auditors of the Company and a resolution authoring the Directors to agree their remuneration will be put to shareholders at the Annual General Meeting.

By order of the Board

Anna Price

Company Secretary

6 September 2024