Sie sind auf Seite 1von 149

E L E C T R O N I C P R O O F

confidential ● confidential ● confidential

Imprima de Bussy Ltd

London Paris Frankfurt


Tel +44 (0) 20 7902 7200 +33 (0) 1 58 36 06 60 +49 (0) 69 915 09 80
Fax: +44 (0) 20 7928 9133 +33 (0) 1 58 36 06 03 +49 (0) 69 915 09 810

Amsterdam Birmingham
Tel +31 (0) 20 5849 240 +44 (0) 121 446 4721
Fax +31 (0) 20 4880 173 +44 (0) 121 446 4731
THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
If you are in any doubt about the contents of this document or as to the action you should take, you should consult an independent professional
adviser authorised under the Financial Services and Markets Act 2000 (the ‘‘FSMA’’) who specialises in advising on the acquisition of shares and
other securities.
Application has been made for the entire issued Ordinary Share capital and to be issued Ordinary Share capital to be admitted to trading on AIM.
AIM is a market designed primarily for emerging or smaller companies to which a higher investment risk tends to be attached than to longer or more
established companies. AIM securities are not admitted to the Official List of the United Kingdom Listing Authority (the ‘‘Official List’’).
A prospective investor should be aware of the risks of investing in such companies and should make the decision to invest only after careful
consideration and, if appropriate, consultation with an independent financial adviser. Your attention is drawn in particular to the section entitled ‘‘Risk
Factors’’ in Part 3.
The rules of AIM are less demanding than those of the Official List. London Stock Exchange plc has not itself examined or approved the contents of
this Admission Document.
This document is an admission document drawn up in accordance with the AIM Rules and where relevant the Public Offers of Securities
Regulations 1995, as amended (‘‘POS Regulations’’) and has been issued in connection with the application for Admission. This document does
not constitute a prospectus drawn up in accordance with the POS Regulations and has not been delivered to the Registrar of Companies in
England and Wales in accordance with the POS Regulations.
It is expected that Admission will become effective and dealings in the Ordinary Shares will commence on AIM on or about 23 June 2005.

Peninsular Gold Limited


(Incorporated and registered in Jersey with company registration number 89895)

Introduction of 33,951,596 ordinary shares of no par value


and
Admission to trading on AIM

Nominated Adviser Broker


Nabarro Wells & Co. Limited Hichens, Harrison & Co plc

Share Capital on Admission


Authorised Issued and fully paid
Number
an unlimited number of Ordinary Shares
Ordinary Shares of no par value of no par value 33,951,596
an unlimited number of Preference Shares
Preference Shares of no par value of no par value 0

*No application has been made for the listing or quotation of the Preference Shares on AIM.
To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case), the information
contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information. The
Directors, whose names appear on page 9 of this document, accept responsibility accordingly, including individual and collective responsibility for
the information contained in this document and for compliance with the AIM Rules. In connection with this document, no person is authorised
to give any information or make any representations other than as contained in this document.
Nabarro Wells & Co. Limited (‘‘NW’’) is the Company’s nominated adviser for the purpose of the AIM Rules and is regulated by the Financial
Services Authority. Its responsibilities as the Company’s nominated advisor under the AIM Rules are owed solely to the London Stock Exchange
plc and are not owed to the Company or to any Director or any other person. NW will not be responsible to such persons for providing
protections afforded to customers of Nabarro Wells nor for advising them in relation to the arrangements described in this document.
No representation or warranty, express or implied, is made by NW as to any of the contents of this document (without limiting the statutory
rights of any person to whom this document is issued).
Hichens, Harrison & Co plc (‘‘Hichens Harrison’’) is the Company’s broker and is regulated by the Financial Services Authority. It is acting for the
Company and no one else in connection with the proposed arrangements described in this document. It will not regard any other person as its
customer nor be responsible to any other person for providing protections afforded to the clients of Hichens Harrison nor for providing advice to
any other person in connection with the arrangements described in this document. No representation or warranty, express or implied, is made by
Hichens Harrison as to the contents of this document (without limiting the statutory rights of any person to whom this document is issued).
This document does not constitute an offer in any place in which, or to any person to whom, it would not be lawful to make such offer. The
distribution of this document in jurisdictions other than the United Kingdom may be restricted by law, and therefore persons into whose
possession this document comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.
Copies of this document will be available free of charge during normal business hours on any weekday (except public holidays) at the offices of
Nabarro Wells & Co. Limited, Saddlers House, Gutter Lane, London EC2V 6HS from the date of this document for the period of one month
from Admission.
Nothing in this document or anything communicated on behalf of the Company to shareholders or potential shareholders is intended to
constitute or should be construed as advice by the Company on the merits of the purchase of or subscription for Ordinary Shares or the exercise
of any rights attached thereto or otherwise as investment advice for the purposes of the Financial Services (Jersey) Law 1998, as amended.
The Jersey Financial Services Commission (the ‘‘Commission’’) has given, and has not withdrawn, its consent under Article 4 of the Control of
Borrowing (Jersey) Order 1958, as amended, to the issue of the Ordinary Shares by the Company. A copy of this document has been delivered to
the registrar of companies in accordance with Article 5 of the Companies (General Provisions) (Jersey) Order 2002, and he has given, and has
not withdrawn, his consent to its circulation. It must be distinctly understood that, in giving these consents, neither the registrar of companies
nor the Commission takes any responsibility for the financial soundness of the Company or for the correctness of any statements made, or
opinions expressed, with regard to it.
An investment in the Company is only suitable for sophisticated investors who understand the risks involved in acquiring such an investment and
neither the Company nor the activities of any functionary with regard to the Company are subject to all the provisions of the Financial Services
(Jersey) Law 1998, as amended. No investment should be made in the Company without an understanding of the nature and extent of the mining
rights held by the Group and the manner in which they are dependent upon a substantial shareholder of the Company. Your attention is drawn in
particular to the paragraphs headed ‘‘Restrictions in Mining Rights’’ in the ‘‘Risk Factors’’ section in Part 3.
If you are in any doubt about the contents of this document you should consult your stockbroker, bank manager, solicitor, accountant or other
financial adviser.
It should be remembered that the price of the Ordinary Shares and the income from them can go down as well as up.
The Ordinary Shares may not be offered to, sold to, or purchased by persons resident for income tax purposes in Jersey (other than Financial
Institutions in the normal course of business). For these purposes a ‘‘Financial Institution’’ includes, without limitation, a bank, finance house,
insurance company, investment trust or fund, mutual fund or society, pension fund and other institution of a like nature.
The whole of this document should be read and your attention is drawn to the ‘‘Risk Factors’’ in Part 3.
17 June 2005
TABLE OF CONTENTS
Definitions 3
Admission Statistics 5
Expected Timetable 5
Corporate Directory 6
Part 1: Information on the Company 8
Introduction 8
Group Structure 8
Group Strategy and Future Prospects 8
The Market 9
Directors 9
Personnel 10
Mineral Properties 11
Related Party Contracts 15
Reasons for the Admission 15
Admission to Aim and Dealings 15
Dealing Arrangements and CREST 16
Orderly Market Arrangements 16
Dividend Policy 16
Corporate Governance 16
Taxation 16
Further Information 17
Part 2: Competent Person’s Report 18
Part 3: Risk Factors 83
General Economic Risks 83
Trading and Liquidity in the Company’s Shares 83
Raising of Future Funds and Growth of the Group 83
Related Party Contracts 84
Labour 84
Reliance on Key Personnel 84
Foreign Exchange 84
Competition 84
Exploration and Production Risks 84
Payment Obligations 85
Litigation 85
Environmental Risk 85
Country Risk 86
Enforcement of Judgments 86
City Code on Takeovers and Mergers 87
Legislative Changes 87
Retention of Key Business Relationships 87
Restrictions in Mining Rights 87
Uninsured Risks 88
Property Rights 88
Forward Looking Statements 89
General 89
Part 4: Accounting Information on the Group 90
Independent Accountants Report 90
Illustrative pro forma statement of consolidated net assets 115
Part 5: Additional Information 117
1. The Company 117
2. Group Structure 117
3. Share Capital 117
4. Articles of Association 120
5. Principal Offices 127
6. Directors’ and Other Interests 127
7. Directors’ Service Agreements 128
8. Related Party Contracts 129
9. Material Contracts 130
10. Contracts for the Sale of Gold 133
11. Overview of the Mining Regulatory Framework in Pahang 133
12. Details of the Group’s Mining Certificates, Leases and Prospecting Permits & Licences 133
13. Litigation 137
14. Working Capital 137
15. Taxation 137
16. Consents 139
17. General 139
Part 6 Glossary 141

2
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
DEFINITIONS

The following terms apply in this document unless the context requires otherwise:
‘‘Admission’’ admission of the Ordinary Shares to trading on AIM and such
admission becoming effective in accordance with the AIM Rules
‘‘AIM’’ the Alternative Investment Market of the London Stock Exchange
‘‘Akay Holdings’’ Akay Holdings Sdn. Bhd., a private limited company incorporated
in Malaysia (Company Number 160758-U)
‘‘Akay Venture’’ Akay Venture Sdn. Bhd., a private limited company incorporated
in Malaysia (Company Number: 335764-X)
‘‘AIM Rules’’ The rules for companies governing admission to and trading on
AIM published by the London Stock Exchange
‘‘Andrew Kam Guarantees’’ Personal guarantees and pledge over fixed deposits given by Dato’
Andrew Tai Yeow Kam, and a fixed legal charge over the 1669
Mining Lease given by Akay Holdings, all granted as security for
certain credit facilities granted to RAGM and Serem by Southern
Bank
‘‘Articles’’ The Articles of Association of the Company
‘‘Block 8 Area’’ The area identified as the ‘‘Prospecting Areas’’ in an agreement
dated 9 July 1990 and entered into between Pahang SEDC, Serem
and Perak Motor Company, and illustrated in the form of a map
appearing in the section of this document entitled ‘‘Mineral
Properties’’
‘‘BNM’’ Bank Negara Malaysia, the central bank of Malaysia
‘‘Board’’ or ‘‘Directors’’ The directors of the Company at the date of this document
‘‘Broker’’ Hichens Harrisons & Co plc, broker to the Company
‘‘Bumiputras’’ The indigenous population of Malaysia
‘‘CIL Plant’’ The 1.1 million tonne per annum treatment capacity carbon-in-
leach plant proposed to be constructed at the site of RAGM’s
existing processing facilities
‘‘City Code’’ The City Code on Takeovers and Mergers
‘‘Combined Code’’ The code of best practice, including the principles of good
governance titled the ‘‘Combined Code on Corporate
Governance’’ published by the Financial Reporting Council in
July 2003 and appended to, but not forming part of, the Listing
Rules of the UK Listing Authority
‘‘Company’’ or ‘‘PG’’ or ‘‘PGL’’ Peninsular Gold Limited
‘‘Companies Law’’ The Jersey (Companies) Law 1991, as amended
‘‘Competent Person’’ A.C.A. Howe International Limited of 254 High Street,
Berkhampstead, Hertfordshire HP4 4BN
‘‘CREST’’ The computerised settlement system, operated by CRESTCo
Limited, which facilitates the transfer of title to shares in
uncertificated form
‘‘CREST Regulations’’ The Uncertificated Securities Regulations 2001 (SI 2001 No. 01/
3755)
‘‘Department of Land and Mines’’ The Department of Land and Mines of the State of Pahang,
Malaysia
‘‘Directors’’ The directors of the Company as at the date of this document
‘‘ECM Notices’’ Exchange Control of Malaysia notices issued pursuant to the
Exchange Control Act, as amended
‘‘Exchange Control Act’’ The Malaysian Exchange Control Act 1953, as amended
‘‘FIC’’ Foreign Investment Committee, Malaysia

3
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
‘‘FSC’’ The Financial Services Committee of Jersey
‘‘FSA’’ The Financial Services Authority
‘‘FSMA’’ or ‘‘Financial Services The Financial Services and Markets Act 2000
and Markets Act’’
‘‘Group’’ The Company and its subsidiary companies
‘‘Hichens Harrison’’ Hichens, Harrison & Co. plc
‘‘London Stock Exchange’’ London Stock Exchange plc
‘‘Malaysian Securities Exchange’’ Bursa Malaysia Securities Berhad, the successor entity to the Kuala
Lumpur Stock Exchange, a recognised stock exchange under the
Malaysian Securities Industry Act 1991 as amended
‘‘MC511 Land’’ Land encompassing 93 acres situated at Tersang, Mukim Batu
Talam, District of Raub, State of Pahang, Malaysia
‘‘Mining Enactment’’ Mining Enactment 1929 and subsidiary legislation issued
thereunder as amended
‘‘Mining Rights Agreement’’ The Mining Rights Agreement entered into between Akay Holdings
and the Company, details of which are set out in paragraph 8(d) of
Part 5 of this document
‘‘MITI’’ Ministry of International Trade and Industry, Malaysia
‘‘Nabarro Wells’’ Nabarro Wells & Co Limited, nominated adviser to the Company
‘‘Official List’’ The Official List of the UK Listing Authority
‘‘Offshore Investors’’ Granite Peak Limited, Bondstar Investment Limited and Innopilot
Group Limited
‘‘Ordinary Shares’’ The ordinary shares of no par value in the capital of the Company
‘‘Ordinary Shareholders’’ Holders of Ordinary Shares
‘‘Pahang SEDC’’ Perbadanan Kemajuan Negeri Pahang, the Pahang State Economic
Development Corporation, Malaysia alternatively described as the
Pahang State Development Corporation
‘‘Panel’’ The Panel on Takeovers and Mergers
‘‘Perak Motor Company’’ Perak Motor Company Sdn. Bhd., a private limited company
incorporated in Malaysia
‘‘POS Regulations’’ The Public Offers of Securities Regulations 1995, as amended
‘‘Preference Shares’’ The redeemable convertible cumulative non voting preference
shares of no par value in the capital of the Company
‘‘Preference Shareholders’’ Holders of Preference Shares
‘‘RAGM’’ Raub Australian Gold Mining Sdn. Bhd., a private limited
company incorporated in Malaysia (Company Number 374745-K)
‘‘RBC’’ Royal Bank of Canada Trust Corporation Limited
‘‘RM’’ Ringgit Malaysia, the lawful currency of the Federation of
Malaysia
‘‘RMDC’’ Raub Mining & Development Company Sdn. Bhd. a private
company incorporated in Malaysia (Company number: 4708-A)
‘‘RMDC Land’’ means a portion of certain agricultural land known as Lot 6023,
Mukim of Gali, District of Raub, State of Pahang covering an area
of approximately 207 acres in respect of which application for a
mining lease has been made
‘‘Serem’’ S.E.R.E.M. Malaysia Sdn. Bhd. a private limited company
incorporated in Malaysia, (Company Number: 7684-U)
‘‘Share Subscription Agreements’’ The agreements entered into between the Company and the
Offshore Investors dated 17 June 2005 details of which are set
out in paragraph 8(b) of Part 5 of this document

4
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
‘‘Share Swap Agreement’’ The agreement entered into between Akay Holdings, Akay
Venture, Dato Mohamed Moiz Bin JM Ali Moiz and the
Company dated 17 June 2005 details of which are set out in
paragraph 8(a) of Part 5 of this document
‘‘Southern Bank’’ Southern Bank Berhad, a bank licensed under the Malaysian
Banking and Financial Institutions Act 1989
‘‘UK’’ The United Kingdom of Great Britain and Northern Ireland
‘‘UK Listing Authority’’ The FSA acting in its capacity as the competent authority for the
purposes of Part VI of the Financial Services and Markets Act
‘‘1669 Mining Lease’’ A mining lease expiring on 31 December 2017 over land
encompassing 303 acres situated at Lot 17478 PA 79770,
Mukim Gali, District of Raub, State of Pahang, Malaysia

Admission Statistics
33,951,596 Ordinary Shares in issue at Admission 33,951,596
Expected Timetable
* Admission and dealings commence on AIM 23 June 2005
* CREST account credited (as applicable) by 23 June 2005
* Dispatch of definitive share certificates (as applicable) by 7 July 2005

5
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
CORPORATE DIRECTORY

Directors Dato’ Andrew Tai Yeow Kam (Chairman and Chief Executive)
Jon Starink (Executive Director)
Dato’ Mohamed Moiz JM Ali Moiz (Non Executive Director)
Dr. Yves Fernand Marcel Cheze (Non Executive Director)
all of
First Island House
Peter Street
St Helier
Jersey JE2 4SP
Channel Islands

Company Secretary First Island Secretaries Limited


First Island House
Peter Street
St Helier
Jersey
JE2 4SP
Channel Islands

Registered Office First Island House,


Peter Street,
St Helier,
Jersey
JE2 4SP
Channel Islands

Nominated Adviser Nabarro Wells & Co. Limited


Saddlers House
Gutter Lane
London EC2V 6HS

Broker Hichens, Harrison & Co. plc


Bell Court House
Bloomfield Street
London EC2M 1LB

Competent Person A.C.A. Howe International Limited


254 High Street
Berkhamsted
Hertfordshire HP4 1AQ

Reporting Accountants Moore Stephens


St. Paul’s House
Warwick Lane
London EC4M 7BP

Auditors Moore Stephens


St. Paul’s House
Warwick Lane
London EC4M 7BP

6
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Legal advisers to the Company As to Jersey Law
Mourant du Feu & Jeune
4 Royal Mint Court
London EC3N 4HJ
As to Malaysian Law
Wong & Partners
(A Member of Baker & McKenzie International)
Level 41 – Suite A, Menara Maxis
Kuala Lumpur City Centre
50088 Kuala Lumpur
Malaysia
As to English Law
Baker & McKenzie LLP
100 New Bridge Street
London EC4V 6JA

Registrars Capita Registrars


Victoria Chambers
Liberation Square
No 123 Esplanade
St. Helier
Jersey JE4 0FF
Channel Islands

Bankers In Malaysia
HSBC Bank Malaysia Berhad
2 Leboh Ampang
50100 Kuala Lumpur
Malaysia
Southern Bank Berhad
Ground Floor
Wisma Genting
28, Jin Sultan Ismail
50200 Kuala Lumpur
Malaysia
In Jersey
Deutsche Bank International Limited
PO Box 727
St Paul’s Gate
New Street
St Helier
Jersey
Channel Islands

7
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART 1
INFORMATION ON THE COMPANY

Introduction
Peninsular Gold Limited was incorporated on 8 April 2005 as a public company under the laws of
Jersey, to acquire the whole of the issued capital of RAGM and Serem, which hold gold mineral
exploration rights and conduct mining activities. It has also entered into an agreement with Akay
Holdings to acquire certain rights to explore and conduct mining activities on the RMDC Land. The
Group’s mining and exploration areas are located in the vicinity of Raub, in the Central Highlands in
the State of Pahang, Malaysia astride the Raub-Bentong Suture. It is believed that the area has been
mined during various periods over the last several hundred years.
Raub is a historic mining centre that has produced approximately 872,000 oz with an average ROM
grade of 8.80 gpt between 1889 and 1954 with an additional 78,400 oz between 1954 and 1961 from
underground operations.
The Group has approximately 183,000 oz of proven reserves in a large tailings deposit immediately
adjacent to the Company’s existing plant, which is also the location for its proposed carbon-in-leach
expansion project. It also has identified inferred resources at Raub and its Tersang-Tenggalan-Chenua
project areas are estimated to contain approximately 592,000 ounces.
Details of the Group’s interests are more fully contained in the Competent Person’s Report set out in
Part 2 of this document.
The Group has financed its activities through private funding to date. It is intended that the Group
will continue to process the large tailings reserve and continue the appraisal of the Group’s
exploration interests.
The Directors are of the opinion that they and the Personnel (as set out below in the section of this
document with such heading) have extensive experience in exploration, development and financing of
natural resources projects.

Group Structure
On 17 June 2005, pursuant to the Share Swap Agreement, the Company acquired all of the issued
share capital of RAGM and Serem resulting in the following Group Corporate Structure:

Peninsular Gold Limited

100% 100%

S.E.R.E.M Malaysia Sdn.Bhd. Raub Australian Gold Mining Sdn.Bhd

Group Strategy and Future Prospects


The Group corporate plan is to achieve the discovery of a minimum of 5 million ounces of gold in
Malaysia. Specifically, the Company aims to add between one to two million oz of gold from the
well-defined Raub and Tersang targets to the existing reserves and inferred resources and to identify
regional gold exploration targets and develop them to the reserves definition stage. The Group’s
exploration interests have progressed beyond the stage of assembling and interpreting the geological
and geophysical data for the purposes of defining drill testing targets across the licensed areas. The
Company intends to advance its exploration programme with plans to commence drilling four priority
targets by the end of 2005.
The main objective at Raub is to define additional proved reserves of at least 100,000 – 200,000 oz of
gold and at least 500,000 oz resources of gold from primary ore to be mined by open pit. The second
objective is to define additional reserves of primary ore at depth and along the strike.
At Tersang the first objective is to conduct sufficient follow-up drilling to define a minimum indicated
resource of 500,000 oz of gold contained in a single ore body to be mined by open pit and to add
proximal reserves of high grade ore at Chun Chok. The second aim in this area is to establish

8
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
additional and similar resources from the same deposit and from satellite prospects at Tenggelan,
Tenggelan North and Chenua.
The Group has completed all the necessary steps to permit it to construct the CIL Plant at Raub.
While the Directors are of the opinion that the working capital available to the Group following
Admission will be sufficient for its present requirements, that is for at least 12 months from the date
of Admission, the realisation of each of the aims and objectives set out above is dependent on
securing sufficient levels of additional funding. The Company seeks to raise the additional funding at
the earliest possible opportunity.

The Market
In 2004, world gold production was approximately 2,466 tonnes per annum, while total demand was
about 3,497 tonnes a year. There is currently a nominal 1,000 tonne supply deficit which is currently
being supplied by central and bullion bank sales.
The 1970’s saw an inflationary spiral related to the energy crisis, particularly with oil and gas prices
rising sharply and unrest in the Middle East. During the 1980’s the price of gold increased to over
US$800 per ounce. Then the gold price bottomed in September 1999 and made a further double
bottom in 2001. Since then there has been a strong upward movement.
There is a strong belief by the Board that the history of the 1970’s is being repeated. There have
been major increases in energy and commodity prices and significant unrest in the Middle East. Gold
on the other hand has been lagging in price and is now catching up.
The weakness in gold prices particularly from 1996 to 2001 caused significant reductions in world
exploration for gold. At the same time the Chinese and Indian economies moved along expansionary
paths resulting in increased demand for gold. The US dollar on a trade weighted basis, peaked at the
end of January 2002 and has lost almost a third of its value since then. The gold price has reacted by
staying in a strong up trend and the Directors believe that this situation will continue over the next
few years.
In the light of these factors and in particular in the context of the developing economies of China,
India and South East Asia, it is expected that demand for gold is likely to be strongly underwritten
for some years to come.

Directors
The Board comprises 4 Directors. The Directors are seeking to strengthen the Board with several new
executive appointments.

Dato’ Andrew Tai Yeow Kam (age 43)


Chairman and Chief Executive
Dato’ Andrew Tai Yeow Kam, a Malaysian citizen, was educated in England having attended
Millfield School in Somerset and the University of Buckingham where he graduated with a law
degree. He was admitted to the Malaysian Bar in 1988. He practices at Kam Woon Wah &
Company, Kuala Lumpur. Apart from his legal practice, he has extensive entrepreneurial and
management experience. In 1991 he was involved, as a founding director and shareholder in the
development of a 440MW independent power plant in Port Dickson, Malaysia. In Raub, in addition
to the gold mining business, his businesses include the development and completion of the district’s
largest township and the management of a successful palm oil mill together with an oil palm
plantation. Further, he has experience in the quarrying industry. He is a Justice of the Peace.

Dato’ Mohamed Moiz Bin JM Ali Moiz (age 45)


Non Executive Director
Dato’ Mohamed Moiz Bin J M Ali Moiz is a Malaysian. He graduated with a Bachelor of Science
degree in Business Administration and International Finance in 1985. He joined Timbco Sdn Bhd, a
company involved in the timber trading, processing and forestry management as Project Manager
from 1985 to 1986. In 1987, he was appointed as the Chief Executive Officer of the Tradium Group
of companies, which have interests in property development, fashion retailing, manufacturing, food
and beverage and equity investments. In 1999, he was appointed Chief Executive Officer of Effective
Capital Sdn Bhd, a company which successfully undertook the migration of the central limit order
book or ‘CLOB’ securities traded in an over the counter market in Singapore from the Central

9
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Depository (Pte) Ltd to the Kuala Lumpur Stock Exchange (the predecessor entity of the Malaysian
Securities Exchange) in June 2000.
Currently, he is the non-independent non-executive chairman of Bandar Raya Developments Berhad,
a company listed on the Malaysian Securities Exchange. He also sits on the Boards of Mieco
Chipboard Berhad and several other private companies.

Dr. Yves Fernand Marcel Cheze (age 55)


Ph.D, B.Sc. and M.Sc
Non Executive Director
Dr Yves Cheze, a French citizen, studied geology at the University of Clermont-Ferrand and has
almost 30 years worldwide experience in most aspects of mineral exploration, mainly in Western and
Eastern Africa, South-East Asia (including several years in Irian Jaya, Indonesia and more than 10
years in Malaysia) and Papua New Guinea, as well as in North and South America. Whilst with the
French company BRGM, he was responsible for large international exploration projects that led to
the discovery of major gold deposits including the Ariab Gold Belt in Sudan; he was also Project
Manager for a feasibility study of a 50 million Euro progamme in Papua New Guinea, for the
European Commission. Dr Cheze resigned from BRGM in 2001 and subsequently set up his own
geological consulting company in Malaysia.

Jon Starink (age 54)


BSc(Honsl), BChemE(Hons l), MApplSc.
FAusIMM, FIEAust, FIChemE, MRACI, MTMS, CPEng, CChem, CSci
Executive Director
Mr Starink, a Dutch/Australian citizen, studied science and engineering at the University of Sydney.
He has 30 years experience in the Mining Industry. This includes R&D and project management,
technical and financial project evaluation, corporate finance and provision of strategic business
development advice, investment risk management and corporate management and governance.
He worked for eight years with McSweeney & Partners where he held senior R&D management and
project management positions before being appointed as principal engineering consultant and client
representative with responsibility for process and plant design, technical audit and financial feasibility
and environmental and other regulatory compliance. Subsequently he was appointed as the
Partnership’s General Manager.
He has fifteen years experience in private practice, providing professional services ranging from R&D
and innovation management through to negotiation and documentation of acquisitions and joint
ventures and providing corporate advice generally to domestic and international corporations. For a
period of four years, he was engaged by UBS Warburg’s Corporate Finance Department in
Melbourne, Australia to provide advice relating to corporate finance, corporate strategy, mergers and
acquisitions, asset disposals and corporate and project evaluation.
He was Managing Director of an Australian gold mining and exploration company between October
1996 and March 1999, where he was responsible for securing the company’s successful IPO, including
preparation and publishing of the Prospectus, negotiation of all agreements, preparation of all
relevant legal documentation and securing underwriting and sub-underwriting. Following successful
listing and until his resignation, he assumed direct responsibility for all aspects of corporate
governance and operational management of the company.

Personnel
The Directors believe the Group now has the financial and human resources to achieve its strategy.
Led by Dato’ Andrew Tai Yeow Kam, the management team has extensive experience of minerals
projects and includes:
* Mr Ir.Wan Anuar Bin Haji Ibrahim, Mine Manager. Mr. Wan is a mining engineer qualified by
the Camborne School of Mines. He also has a Diploma in Petroleum & Natural Gas
Engineering from the University Technology Malaysia and is a Member of the Malaysian
Institute of Quarrying and of the Malaysian Institute of Minerals Engineering. He has been a
mining engineer for over 20 years in Malaysia including tin, bauxite and gold mining and he has
worked for RAGM since 2002.

10
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
* Ms Geraldine Ng Kim Lee, who is the chief financial officer, graduated with a Bachelor of
Accounting (First Class Honours) from the University of Malaya. She has over 10 years
working experience and has worked for companies listed on the Kuala Lumpur Stock Exchange.
She has been involved in financial matters including group accounting, management accounting,
group tax planning and internal audit. She has also worked in the finance departments of
companies involved in trading, education and information technology.
The day to day operations are managed from the Malaysian offices, as set out in paragraph 5 of Part
5 of this document and integrates practitioners from Australia with local experts, although Board
decisions are made outside Malaysia. In addition to the foregoing ‘‘front-line’’ members of the
management team, the Company has the support of specialist consultants and advisers such as Time
Mining (Pty) Ltd. of South Africa.

Mineral Properties
Following the consolidation of exploration and mining interests, the Company intends to operate a
cash-generative tailings retreatment project, carry out exploration for extensions to the mineralised
ground at Raub and at the Chun Chok prospect in the Tersang-Tenggelan-Chenua (‘‘TTC’’) project
area, carry out major exploration of known mineralised ground at Raub and in the TTC project area
and explore for new deposits elsewhere.
The Company’s projects are all centred on Raub which is about 110 km from Kuala Lumpur.
Its most developed projects are at Raub and in the TTC project area, which is centred approximately
35 kilometres north of Raub.
The Group has received approval for the grant of 6 Prospecting Licences/Permits and has applied for
a further 6 Prospecting Licenses/Permits, ranging in size from 38 to 9,227 hectares. It also applied for
three mining leases, in addition to rights over the 1669 Mining Lease and the mining certificate in
respect of the MC511 Land which it presently holds. Two of these applications were approved and
offers of mining leases were made by the Pahang State Government. These offers have not been
accepted and they have since lapsed. The Directors are of the opinion that it may be possible to
apply for and obtain a fresh offer upon substantially similar terms. The acceptance of an offer for a
mining lease entails the payment of various fees. In total the Company’s current and prospective
mining and exploration interests encompass an area of approximately 22,000 hectares.
The Company’s mining and exploration interests are all located in Malaysia’s central gold belt, which
consists of a deeply eroded fold and thrust belt composed of Permo-Triassic marine and continental
shelf sediments. This belt hosts including the Raub, Selinsing and Penjom gold mines and the Cheroh
and Tersang deposits.
The central gold belt is bounded to the west by the north-south trending Raub-Bentong Suture,
which forms a zone up to 20 kilometres wide, extending along the entire backbone of Peninsular
Malaysia and into Thailand, Cambodia and Laos to the north. The known deposits in the region
have a number of features in common with mesothermal lode gold deposits worldwide, such as the
Bendigo-Ballarat district in Australia, the Mother Lode district in California and the Meguma district
in Canada. These deposits are often characterised by considerable vertical extent and high grade ore
shoots.
At Raub, the areas designated for exploration are comprised of two titles, covering approximately
206 hectares (511 acres) and encompassing approximately 2,300 meters of the Central and Eastern
Lode of the Raub System, which has a known 6,000-meter strike. The Company’s tailings reserves
and existing crushing grinding and gravity recovery plant are located here.
At Tersang, the TTC project area covers approximately 79.42 square kilometres (7,942 hectares or
19,625 acres). Located within the TTC project area are the Tersang, Tenggelan, Tenggelan North,
Chenua and Chun Chok prospects, each defined by significant soil and/or geophysical anomalies and
other prospects, defined by stream sediment anomalism.
Between Raub and the TTC project area, the Bukit Kajang Prospecting License application covers
approximately 30.51 square kilometres (3,051 hectares or 7,540 acres) defined by regional stream
sediment anomalism whilst to the south of Raub three Prospecting License applications cover an
additional 107.40 square kilometres (10,740 hectares or 26,540 acres) likewise defined by regional
stream sediment anomalism.

11
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
This map and caption are replicated from the Competent Person’s Report. The foregoing map shows
the Company’s region of interest and highlights the location of the Group’s interests in tenements,
comprised of mining certificates and leases (as the case may be) and prospecting permits and licences
and its applications for tenements.

12
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
1. Identified Target Areas
The Company has a number of well defined exploration targets within its tenement portfolio.
The proposed exploration program has four distinct objectives. These are:
(a) to define additional resources and reserves in areas the Directors believe are topographically
favourable areas amenable to early development as satellite mining areas for the Raub treatment
plant following completion of the proposed CIL Expansion project;
(b) to systematically evaluate by drilling the major mineralised Raub system, with a view to defining
very significant resources within the Central Lode amenable to long-term open-pit and
underground mining;
(c) to systematically evaluate by drilling the major mineralised TTC system, with a view to defining
sufficient resources at Tersang, Tenggelan, Tenggelan North and Chenua to permit the
stand-alone development of a major open-pit mining operation; and
(d) to systematically follow-up regional stream sediment anomalism by the application of systematic
soil sampling and ground geophysics.
The target areas where the Company will be seeking to fulfil objective (a) above are:
(i) the Eastern Lode System at Raub in the vicinity of Bt Malacca and Ward where surface
exploration identified a zone up to 160 metres wide of lower grade mineralised ground and
where shallow drilling (to 50 metres) defined an inferred resource estimated to contain
59,830 ounces of gold. The Directors are of the opinion that the topographic disposition of this
mineralised ground is particularly favourable for a low stripping ratio open-cut mine, occupying
the top and western slopes of north trending low hills within 1,000 metres of the Raub plant
location; and
(ii) the Chun Chok prospect which is located within the TTC area lying approximately 2 kilometres
south of the Tersang Prospect. This prospect is largely obscured by alluvial deposits, however
limited outcrop of silicified metasediments returned between 0.12 and 12.3 gpt. The Directors are
of the opinion that the potential for higher grade material favourably located at or near surface
make the Chun Chok prospect an excellent target for a small-scale satellite mining operation to
provide additional reserves for the Raub CIL project.
The target area where the Company will be seeking to fulfil objective (b) above is the Raub Central
Lode, where the program will target:
(i) the Central Lode, near surface oxidised ore located along strike from the major historic
workings at Bt Koman, between Bt Derrick and Ward, an area the Directors believe is
characterised by favourable geochemistry and geophysics targeting areas which the Directors
believe contain potentially unexploited high grade shoots and their lower grade envelopes;
(ii) the Central Lode, below the Bt Koman open pit, targeting open-pit mineralisation surrounding
the previously exploited high grade shoots, the target being defined by the extent of historic
underground workings;
(iii) the Central Lode, targeting down-dip extension of known high grade shoots, and the Directors
believe, mineralised envelopes amenable for underground mining, below historic working in the
Bt Koman area, and
(iv) the Central Lode, targeting areas which the Directors believe have potential high grade shoots
and mineralised envelops that are amenable to underground mining at depth between Bt Derrick
and Ward.
The target area where the Company will be seeking to fullfil objective (c) above is the TTC project
area, where the program will target the Tersang, Tenggelan, Tenggelan North and Chenua prospects
to build upon the 528,000 ounces inferred resource already outlined at the Tersang Prospect.
The program will comprise progressive systematic drill-testing of all of the anomalies identified,
focussing initially on conducting sufficient initial drilling to enable estimation of indicated resources at
Tersang.
The targets are:
(i) the Tersang Prospect, which is defined by a 3,000 meter long coincident 4100 ppb gold &
arsenic soil anomaly.

13
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The Directors are of the opinion that the portion of the Tersang anomaly thus far tested by
reconnaissance drilling occupies the top and western side of a 1.4 kilometre north trending hill
capped by the sill. Reconnaissance drilling of the sill outlined an inferred resource of
aproximately 528,000 ounces.
The Directors are of the opinion that the sill is underlain by graphitic shales containing well-
developed quartz veining and stockwork. This footwall zone has not been tested by drilling.
The Directors are of the opinion that the topographic location of the mineralised material is
particularly favourable for the possible development of a low stripping ratio low-cost open pit
mining operation;
(ii) the Tenggelan Prospect, located around 6,000 meters north of the Tersang Prospect;
(iii) the Tenggelan North Prospect, located around 1,500 meters north of the Tenggelan Prospect;
and
(iv) the Chenua Prospect is located around 3,000 meters east of the Tersang Prospect.
The target area where the Company will be seeking to fulfil objective (d) above are the targets
defined by regional stream sediment anomalism. The target areas include the Bukit Kajang area
located between the Raub and TTC project areas, and the Kelau-Bilut, Sempalit and Tras areas
located along strike, to the south of the Raub area.

2. Exploration Strategy
The Group proposes, subject to securing sufficient levels of additional funding, to conduct an
exploration program that is comprised predominantly of systematic Reverse Circulation (‘‘RC’’)
drilling and Diamond Drilling (‘‘DD’’) of already defined targets.
The proposed drilling program calls for a total of 85,450 meters of drilling to be conducted over
three years comprising 23,950 meters of DD and 61,500 of RC drilling. The Company plans to drill
41,500 meters at Raub and 42,000 meters in the TTC project area, with the balance allocated to
reconnaissance drilling of such targets in the regional prospects as may be identified by systematic
exploration employing surface geochemistry and geophysics.

3. Taxation
Pioneer status is granted to companies in respect of income derived from promoted activities or
promoted products by the Ministry of International Trade and Industry (‘‘MITI’’).
In 1997, RAGM was awarded a Manufacturing licence by MITI, with the consent of the Ministry of
Finance. In 1998 RAGM received approval to apply for Pioneer Status. RAGM has submitted an
application for pioneer status in the eastern corridor. If approved, RAGM would receive tax relief of
up to 100% for a period of up to 15 years.

4. Mining Laws
The Directors believe that Malaysia has a modern and robust mining law that provides security of
tenure. There is a strong tradition and culture of mining in Malaysia, and mining, especially tin
mining, has been an important contributor to national wealth in the past.

5. Access and infrastructure


The Directors believe that Peninsula Malaysia is served by a network of well-maintained highways.
The area of interest is served with a modern infrastructure, good communications and access to
power from the national electricity grid, local engineering services, trained labour and contract
suppliers of earthmoving and trucking.
The Directors believe that Malaysia provides an internationally competitive, low operating cost
environment, particularly in respect of the costs of fuel, electric power and labour.

6. Restrictions in Mining Rights


The Group does not have proprietary interest in all its mining tenements and is dependent on its
substantial shareholder Akay Holdings for the right to mine certain of its mining tenements. At
present, the Group has interests in two mining tenements, namely the sub-lease of the MC511 Land
and the permit to mine the 1669 Mining Lease. The MC511 Land is the subject of a mining
certificate held by Abdul Aziz Bin Othman who has in turn granted a sub-lease to Serem to mine the
land for a period expiring on 28 February 2007 (the details of which are set out in paragraph 12 of
part 5 of this document). Approval for the extension of the mining certificate and the sub-lease until

14
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
28 February 2017 has recently been granted. Serem’s right to mine the MC511 Land is a proprietary
interest under the provisions of the National Land Code of Malaysia (‘‘NLC’’).
The mining certificate held by Abdul Aziz bin Othman is subject to a number of conditions, including
the requirement that not more than one-third of the share capital of the holder of the mining
certificate may be owned by non-Malaysians or non-Malaysian corporations. Under section 18 of the
Mining Enactment, the implied and express covenants and conditions imposed on any mining lease or
certificate are, by operation of law, also binding on the sub-lessee of such mining lease or certificate.
Following Admission, if non-Malaysian citizens or corporations own more than one-third of the
Company, this condition will be breached and may render the mining certificate liable to forfeiture by
the government of the State of Pahang. The Company is seeking a waiver of this condition.
The 1669 Mining Lease is held by Akay Holdings. Akay Holdings has granted RAGM two permits
to mine the land forming the subject of the 1669 Mining Lease (the details of which are set out in
paragraph 12 of part 5 of this document). Akay Holdings’ interest in the 1669 Mining lease is
proprietary and registered under the provisions of the NLC. However, RAGM’s right to mine is a
contractual and not proprietary right. It is subject to the terms of the permits to mine and may be
terminated in certain circumstances (as more particularly described in paragraph 12 of part 5 of this
document).
As the permits to mine are contractual in nature and RAGM does not have a proprietary interest in
the 1669 Mining Lease, RAGM’s rights to mine are limited and may be at risk in certain
circumstances as set out in the paragraphs headed ‘‘Restrictions in Mining Rights’’ in the ‘‘Risk
Factors’’ section in Part 3 of this document.
The Company has entered into the Mining Rights Agreement in order to secure rights over a portion
of RMDC land of approximately 207 acres. Pursuant to the Mining Rights Agreement, Akay
Holdings is to procure from RMDC a sub-lease of a mining lease over part of the RMDC Land.
Akay Holdings is in turn required to grant to RAGM or an entity nominated by the Company
(‘‘Relevant Entity’’), a permit to mine in respect of such land. RMDC is in the process of applying
for the necessary approvals from the Pahang State Government to obtain the relevant mining lease. If
the approvals are obtained and the mining lease issued, the Relevant Entity will be reliant on the
contractual rights which are similar in nature to the permits to mine over the 1669 Mining Lease
granted to RAGM. The risks and limitations set out in the paragraphs headed ‘‘Restrictions in
Mining Rights’’ in the ‘‘Risk Factors’’ section in Part 3 of this document in respect of RAGM’s right
to mine the 1669 Mining Lease would equally apply to the rights of the Relevant Entity in respect of
the relevant portion of the RMDC Land.

Related Party Contracts


The Company is controlled by its primary shareholders, Dato’ Andrew Tai Yeow Kam (through
Akay Holdings and Akay Venture) and Dato’ Mohamed Moiz Bin JM Ali Moiz, who as at 17 June
2005 (the latest practicable date prior to the publication of this document) beneficially own or have
an interest in over 99% of the Company’s shares. The Company has entered into a number of
transactions with these related parties, which are described in the ‘‘Group Restructuring and Related
Party Contracts’’ section of Part 5. Although the Board believes that the transactions were on terms
reflecting then prevailing market conditions, the Company cannot be certain that the terms of these
transactions were as favourable as the terms that could have been obtained in similar transactions
with unrelated third parties. See ‘‘Related Party Contracts’’ at Section 8 of Part 5.

Reasons for the Admission


The Company is seeking Admission to AIM in order that funds might be raised to pursue the
Group’s strategy as set out under the heading ‘‘Group Strategy and Future Prospects’’ in this Part 1.
Also, the Directors believe that the higher profile afforded by an AIM listing should help to make
the Ordinary Shares an attractive currency for acquisitions.

Admission to AIM and Dealings


Application has been made for the Ordinary Shares to be admitted to trading on AIM. Dealings in
the Ordinary Shares are expected to commence on 23 June 2005. No applications have been or will
be made for the Preference Shares and any share options to be admitted to trading on AIM.

15
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Dealing Arrangements and CREST
CREST is a computerised paperless settlements system, which allows securities to be evidenced
otherwise than by certificate and transferred via electronic means, without the need for a written
instrument of transfer in accordance with the CREST Regulations.
Participation in CREST is voluntary and shareholders who wish to hold share certificates may do so.
They will not, however, then be able to settle their Ordinary Shares through CREST and will have
their holding recorded on the Company’s share register in Jersey.
Application has been made by Capita Registrars for the Ordinary Shares to be admitted to CREST
on Admission.

Orderly Market Arrangements


At Admission the Directors and persons connected with them will own 33,951,596 Ordinary Shares
representing all of the Ordinary Shares. The Directors and substantial shareholders have entered into
an orderly market agreement with the Company, Nabarro Wells and Hichens Harrison. A summary
of the orderly market agreement is set out in paragraph 9(g) and 9(h) of Part 5.

Dividend Policy
The Directors do not envisage declaring a dividend on the Ordinary Shares in the short to medium
term. However, if or when sufficient distributable reserves are available, the Directors intend to
pursue a progressive dividend policy. The Preference Shares are entitled to a fixed dividend.

Corporate Governance
The Directors intend that the Company will comply with the main provisions of the Combined Code
in so far as it is appropriate for a company of its size. The Company has appointed two
non-executive directors with relevant sector experience to complement the executive directors and to
provide an independent view to the Board. In due course, the Company will be seeking to appoint an
appropriately qualified Finance Director.
An Audit Committee, comprising two non-executive Directors, has been established by the Company
to operate from Admission. The Audit Committee will be chaired by Dato’ Mohamed Moiz bin JM
Ali Moiz and will meet at least twice each year. The Audit Committee will be responsible for
ensuring that appropriate financial reporting procedures are properly maintained and reported on and
for meeting with the Group’s auditors and reviewing their reports on the accounts and the Group’s
internal controls.
The Company has in addition established a Remuneration Committee, comprising two non-executive
Directors, to operate from Admission. The Remuneration Committee will be chaired by
Dr. Yves Cheze. The Remuneration Committee will be responsible for reviewing the performance of
the executives, setting their remuneration, determining the payment of bonuses and, in particular, the
price per share and the application of performance standards which may apply to any such grant.
The Company has in addition established a Risks Committee, comprising two non-executive Directors
to operate from Admission. The Risks Committee will be chaired by Dato’ Mohamed Moiz Bin JM
Ali Moiz. The Risks Committee will be responsible for reviewing the compliance with regulatory and
industry standards for environmental performance and occupational health and safety of personnel
and the communities affected by the Company.
The Board intends regularly to review key business risks including the financial risks facing the
Group in the operation of its business.
The Company will operate a share dealing code to prevent Directors and applicable employees from
dealing in Ordinary Shares and Preference Shares during close periods in accordance with Rule 21 of
the AIM Rules.

Taxation
Information regarding taxation is set out in paragraph 15 of Part 5. The details are based on the law
and understanding of the practice of tax authorities in the UK and Jersey at the date of this
document. The comments do not apply to certain categories of shareholder, such as persons owning
Ordinary Shares as securities to be realised in the course of a trade. All persons are advised to obtain
their own professional advice on the tax implications of acquiring, owning and/or disposing of
Ordinary Shares.

16
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Ordinary Shareholders who are in any doubt as to their tax position should consult their professional
advisers immediately.

Further Information
Your attention is drawn to the additional information set out in Part 5 of this document.

17
c92113pu010 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART 2
COMPETENT PERSON’S REPORT

A C A HOWE INTERNATIONAL LIMITED

Geological and Mining Consultants

254 High Street, Berkhamsted, Hertfordshire, HP4 1AQ, UK Tel: (01442) 873398
Fax: (01442) 865710
E-mail: howe@easynet.co.uk

The Directors The Directors


Peninsular Gold Limited Nabarro Wells & Co Limited
First Island House Saddlers House
Peter Street Gutter Lane
St Helier London
Jersey JR2 4SP EC2V 6HS
Channel Islands United Kingdom
17 June 2005
Dear Sirs

COMPETENT PERSONS’ REPORT


At the request of the Directors of Peninsular Gold Limited (‘‘Peninsular’’) and Nabarro Wells & Co
Limited (‘‘Nabarro’’), A.C.A. Howe International Limited (‘‘Howe’’) has prepared a Competent
Persons’ Report for Peninsular’s proposed tailings retreatment programme and their regional
exploration projects located in Pahang State, Malaysia. Howe retained GBM Minerals Engineering
Consultants Limited (‘‘GBM’’) to review the metallurgical test work and CIL Plant capital and
operating cost budget generated by Time Mining Pty Ltd’s (‘‘Time Mining’’) metallurgical tests and
the 2005 update of an earlier 1996 Fluor Daniel bankable feasibility study.
Howe has also conducted an independent valuation of RAGM’s proposed CIL Expansion Project
based on RAGM’s tailings reserve of approximately 183,000 ounces of gold based on the Net Present
Value of forecast Discounted Cash Flows for the project.
Howe understands that this Competent Person’s Report is in relation to the issue of an Admissions
Document with regard to a proposed application by Peninsular for admission of its ordinary shares
to trading on the Alternative Investment Market of the London Stock Exchange plc (‘‘AIM’’) and
will be included in the Admission Document to be dated on or about 23rd June 2005.

Yours faithfully,

D J Patrick
A.C.A. Howe International Limited
Geological and Mining Consultants

Directors: A C A Howe - C W Armstrong PhD - D J Patrick PhD Registered in England No. 1363028

18
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PENINSULAR GOLD LIMITED
REVIEW OF PROPOSED CIL PLANT
OPERATIONS AND THE EXPLORATION
POTENTIAL OF MINERAL PROPERTIES
LOCATED IN THE STATE OF PAHANG
MALAYSIA

for
Peninsular Gold Limited

by
ACA Howe International Limited

June, 2005 Berkhamsted


Herts, UK

19
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
EXECUTIVE SUMMARY
A.C.A. Howe International Limited (‘‘Howe’’) has been retained by Peninsular Gold Limited
(‘‘Peninsular’’) and Nabarro Wells & Co Limited (‘‘Nabarro’’) to complete a Competent Persons
report (‘‘Report’’) for Peninsular’s proposed tailings retreatment programme and their regional
exploration projects located in Pahang State, Malaysia.
Peninsular has informed Howe that the company will have acquired immediately prior to listing, two
100 % owned subsidiaries, namely Raub Australian Gold Mining Sdn Bhd (‘‘RAGM’’) and
S.E.R.E.M. Malaysia Sdn Bhd (‘‘SEREM’’). Akay Holdings Sdn Bhd (‘‘Akay’’) has rights over a 207
acres mining lease application (the ‘‘Plantation MLA’’) lying North and adjacent to ML 1669 made
by Raub Mining Development Company Sdn Bhd (‘‘RMDC’’), approval of which application is still
pending. Peninsular will be granted rights to mine by Akay Holdings in respect of the Plantation
MLA.
Peninsular intends to carry out several parallel gold related activities in Pahang State in Malaysia;
comprising the consolidation of exploration and mining title, operating a cash-generative tailings
retreatment project, based on historic tailings reserves at the old Raub gold mine (Carbon-in-Leach
treatable), brownfield exploration for vein system extensions at Raub and major greenfield exploration
for new and known gold deposits.
Peninsular plans to explore an aggregated area of approximately 219 square kilometres (km2) of
approved and pending exploration and mining title in the vicinity of and along strike from the Raub
gold mine in the State of Pahang in Malaysia (Figure 1). This area sits astride a 60 kilometre long
length of the highly prospective Raub - Bentong Suture.
The ground holding position of the subsidiaries that Peninsular will have acquired at listing is that
only some exploration title has been granted to SEREM (6 of 12 applications covering 67 km2)
subject to the payment of fees (see Table 3), whilst approval of the balance of the exploration title is
expected shortly. The subsidiaries currently hold two areas of mining title (see Table 4), namely ML
1669 (held by RAGM at Raub) and MC 511 (held by SEREM at Tersang). A further two mining
lease applications at Tersang and Tenggelan have been approved subject to payment of the lease
premium quit rent, registration fees and deposits by SEREM and the renewal of the offers to grant
such mining leases as more particularly described in the ‘‘Additional Information’’ section of
Peninsular’s Admission Document. A third mining lease application at Raub covering known
mineralised lode extensions, the RMDC application for the Plantation MLA, is pending approval (see
Table 4). Further information on the status of Peninsular’s subsidiaries’ groundholdings is given in
the ‘‘Additional Information’’ section of Peninsular’s Admission Document.
The largest gold deposit in the region was the Raub underground mine which closed in 1961. The
mine worked a 6 km long lode strike, part of the northern half of which (some 2,300 m) is held by
RAGM, with the remainder being under urban and plantation development to the south. Later (1978-
1995) surface mining showed that further mineralisation in the form of parallel lodes (East Lode
Zone) were present in addition to the main or Central Lode. This parallel, hangingwall mineralisation
was confirmed by follow-up drilling carried out by RAGM in 2004.
The Raub deposit has produced more than 1.0 million troy ounces (Moz) of gold between 1889 and
2004. This production came largely from underground operations and some surface mining prior to
1961, from low grade surface strip mining after 1978 and to a lesser extent from gravity tailings
operations since 1999. In aggregate, an estimated 7.52 million tonnes (Mt) of ore and tailings at an
estimated average head grade of approximately 4.14 grams per tonne (g/t) has been treated to the end
of 2004. The gold production is known to be significantly under-reported (see Table 2) as no gold
production figures are available for surface strip mining carried out in the period between 1978 to
1995.
The Raub orebodies are low-sulphide, quartz veins in fissile, partly graphitic shales. Local, rich pay-
shoots on the Central Lode structural trend are surrounded by lower grade stockworks and parallel
veins. The gold deposit is of the well known mesothermal, turbidite-hosted gold sub-type, similar in
nature to the deposits in Victoria, Australia (Bendigo-Ballarat) and New Zealand (Reefton).
The 2004 Reverse Circulation (RC) drilling in the vicinity of the old mine has outlined 2.17 Mt of
sub-1 g/t inferred resources and mineralised ground. Howe considers that, for a variety of reasons,
this material requires further drilling to bring it into the indicated resource category and ultimately in
part into the probable reserve class of ore.

A C A HOWE INTERNATIONAL LIMITED

20
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
A C A HOWE INTERNATIONAL LIMITED

21
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Peninsular’s stated intention is to target low grade, mass mining, weathered mineralisation targets.
Earlier regional exploration of the Block 8 area by SEREM in the 1990’s located numerous stream
sediment gold anomalies. This regional work was halted in favour of more detailed work on the
deposits in the Tersang, Tenggelan and Chenua areas (the ‘‘TTC’’ area) in the northeast portion of
the Block 8 area. Here a large area, some 37 km2 in size, was shown to contain anomalous gold
values in streams and soils.
SEREM’s work in the TTC area was halted by budget cut-backs and SEREM was acquired by Akay
Venture Sdn Bhd (‘‘Akay Venture’’) in 1997. However, before halting work, scout diamond drilling in
1994 on the Tersang prospect outlined large quantities of mineralised ground. SEREM’s field estimate
of this resource at that time (1994) was 25.9 Mt at an average grade of 0.57 g/t and containing
14,686 kg of gold (472,154 oz). SEREM’s present estimate of these inferred resources is 18.9 Mt at
an average grade of 0.87 g/t at a cut-off of 0.6 g/t and containing 528,000 oz or 16,422 kg of gold.
SEREM will become a 100 % subsidiary of Peninsular immediately prior to listing.
Apart from the tailings project’s reserve estimate, Peninsular has not as yet generated any resource
estimates that are acceptable under either the IMMM or JORC definitions of either Measured or
Indicated Resources, though potential for economic recovery has been shown at both Tersang and
Malacca South. There appears little doubt that reserves of the type being sought by Peninsular should
be found by Peninsular, probably both at Raub and in the TTC area.
The proposed exploration programme will target both brownfield (Raub mine and Tersang) and
greenfield sites. The overall budget for the proposed programme has been estimated by Peninsular at
US $6.9 million. The proposed work programmes have been reviewed by Howe. The project timeline
charts shows that much detailed planning has gone into the designs of each of the three main
programmes, that there are no obvious timing inconsistencies and that numerous data analysis and
progress decision points have been included.
The drilling budgets are predicated on grid drilling for resource purposes in the TTC and Raub mine
areas. These grids, particularly the second phase of RC drilling and the follow-up diamond drilling,
may or may not be drilled to completion depending on field results.
The budgets presented to Howe appear to comprehensively cover the likely costs of the elements of
this programme. The estimated exploration expenditure of US $6.9 million will be underpinned by the
tailings treatment programme – a carbon-in-leach (‘‘CIL’’) plant treating 8 Mt of Raub mine tailings
over a planned life of 7 years. The tailings reserve estimate was originally done to a high standard by
McDonald Speijers (1994). Though later tailings processing for coarse gold recovery by gravity
methods has complicated the original tailings dispositions, gold balance calculations correct for this.
RAGM Tailings Reserve Volume Tonnes Grade Content kg Content Oz

Adj. Reserves - 31/12/04 6,259,000 m3 8,026,000 t 0.71 g/t 5,689 kg Au 182,900 oz Au


Note: Updated from Table in Section 7 of Cowan, 2004 and later reconciliations.

The tailing reserves are estimated to currently grade an average 0.71 grams of gold per tonne (g/t)
and to contain 182,900 oz of gold.
Some 4.47 Mt of the tailings in reserve have already been partially retreated by RAGM between 1999
and 2004 using Knelson gravity concentrators to recover 38,548 oz of fine gold. The overall gravity
gold process yield of 0.26 g/t is low because the process was not fully efficient and some ‘coarse’
gold, as well as the fine gold remains to be recovered. The new tailings treatment plant has been
designed to treat an average of 130,000 tonnes per month (‘‘tpm’’) of tailings with the CIL circuit
treating 90,000 tpm of fine material amenable to cyanidation. A cyanide detoxification circuit is
included in the circuit, however if detoxification is not required, this can be converted to a CIL tank
to increase either the plant’s throughput or leach residence time.
Peninsular plans to progressively displace the CIL plant’s tailings feed with higher grade oxidised
surface material if such material is found within trucking distance (about 35 km) of the Raub CIL
plant. This is one of the primary objectives of the brownfield exploration programme.
Discounted cashflow modelling shows the tailings project is most sensitive to head grade, followed by
gold price. The modelled present day value (‘‘NPV’’) of the project is US $17.2 million at a gold

A C A HOWE INTERNATIONAL LIMITED

22
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
price of US $420 per ounce and a discount rate of 10 %. The NPV at US $435 per ounce is US
$19.0 million.
Howe’s view is that the most important operational aspects of potential opencast mining of the low
grade gold deposits in the TTC Area and the Raub East Lode Zone is the relatively low cost of
doing so. This is because the most expensive portions of the mining cycle have either been eradicated
or greatly reduced because the local, deep saprolitic weathering has removed the bulk of the silica
from the ore whilst leaving the quartz veins. Because of this, it is likely that this ’free-dig’ material
will require only very minor drilling and blasting of large weathering core stones and that only minor
proportions of the ore will require intensive crushing and grinding. These lower mining, crushing and
milling costs will offset the expected low grades.
In addition, the study of the regional exploration model also indicates that other discrete, higher
grade vein mineralisation could also be found within the Peninsular target areas.
Howe concludes that Peninsular’s proposed operations fall into three distinct categories, namely:
* Brownfield exploration for low grade extensions to known deposits,
* Greenfields exploration for new gold deposits, and;
* Tailings retreatment by CIL, based on the tailings reserves of an old, major gold mine.
Howe believes that, given the known brownfield targets at Raub and Tersang and the greenfield
exploration targets in the TTC area, Peninsular is likely to be successful in fulfilling its stated
intention of discovering low grade weathered surface bodies of mineralisation suitable for treatment.
The discovery of non-oxidised, lower tonnage, higher grade (around 4 to 5 g/t) vein system
mineralisation (as at Raub and nearby Penjom) should not be discounted.
Concerning the proposed CIL tailings treatment plant at Raub, Howe concludes that:
* The appropriate processing method has been selected and is based on adequate and
appropriate testwork.
* The proposed production rates and gold recoveries are reasonable and should be
achievable.
* The capital and operating costs are reasonable and have been estimated in accordance with
industry standards for an accuracy of -5% +10%.
* The production figures, capital and operating costs used in the financial model
appropriately reflect the proposed process.
* The operation of the CIL plant should provide a post-royalty and post-tax discounted
cashflow whose NPV is estimated to be US $17.2 million.

A C A HOWE INTERNATIONAL LIMITED

23
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
LIST OF CONTENTS
EXECUTIVE SUMMARY
1.0 INTRODUCTION
1.1 GENERAL
1.2 TERMS OF REFERENCE
1.3 SCOPE AND PERSONNEL
1.4 UNITS
1.5 SOURCES OF INFORMATION AND DISCLAIMER
2.0 COUNTRY AND PROJECT BACKGROUND
2.1 MALAYSIA – GENERAL BACKGROUND
2.2 PROJECT LOCATION AND PHYSIOGRAPHY
2.3 CLIMATE
2.4 INFRASTRUCTURE, SERVICES AND UTILITIES
3.0 HISTORICAL EXPLORATION AND MINING ACTIVITY
3.1 INTRODUCTION
3.2 ALLUVIAL GOLD PRODUCTION
3.3 RAUB GOLD MINE PRODUCTION
3.3.1 RAUB MINE PAST PRODUCTION
3.3.2 RAUB MINE PRODUCTION HISTORY
4.0 MINERAL TITLE AND OPERATIONAL PERMITTING
4.1 MALAYSIAN MINERAL TITLE
4.2 BLOCK 8 AREA TITLE
4.3 PROSPECTING PERMITS AND LICENCES
4.4 MINING CERTIFICATE AND MINING LEASES
4.5 OPERATIONAL PERMITTING AND AGREEMENTS
4.5.1 ENVIRONMENTAL PERMITTING
4.5.2 OTHER PERMITS, LICENCES AND PERMISSIONS
5.0 GEOLOGY AND MINERAL DEPOSITS
5.1 REGIONAL GEOLOGY
5.1.1 REGIONAL GEOLOGY AND METALLOGENY
5.1.2 STRATIGRAPHY
5.1.3 SAPROLITIC WEATHERING HORIZON
5.1.4 THE RAUB GROUP
5.2 INDIVIDUAL DEPOSIT GEOLOGY
5.2.1 RAUB GOLD MINE
5.2.2 OTHER REGIONAL GOLD DEPOSITS
5.2.3 OTHER NEARBY DEPOSITS IN PAHANG STATE
5.3 CONCEPTUAL DISTRICT GOLD DEPOSIT MODEL
5.3.1 KNOWN DEPOSIT SIZES AND GRADES
5.3.2 DEPOSIT DEFINING GEOLOGY AND STRUCTURE
5.3.3 DISTRICT MINERALISATION MODEL
6.0 EXPLORATION
6.1 EXPLORATION HISTORY
6.1.1 INTRODUCTION
6.1.2 HISTORICAL EXPLORATION
6.2 RAGM’S 2004 EXPLORATION
6.2.1 DRILLING IN THE RAUB AREA
6.2.2 TERSANG SAMPLING
6.3 PROPOSED EXPLORATION PROGRAMME
6.3.1 INTRODUCTION
6.3.2 GENERAL EXPLORATION METHODOLOGIES
6.3.3 TTC PROJECT AREA
6.3.4 RAUB ML 1669 AND PLANTATION MLA AREA
6.3.5 REGIONAL EXPLORATION OF OTHER TARGETS
6.3.6 RAUB TAILINGS DRILLING
6.3.7 EXPLORATION CONCLUSIONS
7.0 MINERAL RESOURCES AND RESERVES
7.1 TAILINGS RESOURCE AND RESERVE ESTIMATES
7.1.1 MCDONALD SPEIJERS 1995 TAILINGS RESERVE ESTIMATE
7.1.2 TONNAGE WORKED AND TAILINGS RESERVE ESTIMATE
7.1.3 RAGM 2004 TAILINGS RESERVE ESTIMATE
7.2 RAUB OXIDISED OPEN-CAST RESOURCE ESTIMATES

A C A HOWE INTERNATIONAL LIMITED

24
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
7.2.1 EASTERN LODE ZONE BULK DENSITIES
7.2.2 MALACCA SOUTH FREE DIG OXIDE RESOURCES
7.2.3 WARD FREE DIG OXIDE RESOURCES
7.2.4 COMMENT ON DRILLING RECOVERIES AND SAMPLE STATISTICS
7.2.5 TERSANG RESOURCE ESTIMATES
7.3 RESOURCE CONCLUSIONS
8.0 TAILINGS DUMP PROCESSING
8.1 INTRODUCTION
8.2 METALLURGICAL TESTWORK
8.3 RAGM GRAVITY PLANT OPERATIONAL RESULTS
8.4 PENINSULAR’S PROPOSED TAILINGS TREATMENT
8.4.1 PROCESS OVERVIEW
8.4.2 COMMENTS ON PROPOSED OPERATIONS AND DESIGN
8.5 PROPOSED PROCESSING OF OPEN-CAST MATERIAL
8.6 TAILINGS TREATMENT COMMENTS AND CONCLUSIONS
9.0 VALUATION OF CIL PLANT OPERATIONS
9.1 KEY ASSUMPTIONS, RISKS AND LIMITATIONS
9.2 DISCOUNTED CASHFLOW VALUATION
9.3 VALUATION DISCUSSION AND CONCLUSIONS
10.0 COMMENTS AND CONCLUSIONS
References

LIST OF TABLES

TABLE 1. MODERN GOLD MINING HISTORY OF BLOCK 8


TABLE 2. GLOBAL ESTIMATE RAUB MINE GOLD PRODUCTION AND RESOURCES
TABLE 3. CURRENT PENINSULAR EXPLORATION TITLE APPLICATIONS
TABLE 4. PENINSULAR MINING TITLE AND APPLICATIONS
TABLE 5. STRATIGRAPHY OF THE RAUB AREA
TABLE 6. ESTIMATE OF REGIONAL GOLD PRODUCTION & KNOWN RESOURCES
TABLE 7. HISTORICAL GOLD EXPLORATION IN THE RAUB-TERSANG AREA
TABLE 8. RAGM’S 2004 RC DRILLING PROGRAMME
TABLE 9. PENINSULAR GOLD PLANNED EXPLORATION EXPENDITURE
TABLE 10. PENINSULAR GOLD PROPOSED DRILLING IN THE TTC AREA
TABLE 11. MCDONALD SPEIJERS / FLUOR DANIEL PROVED TAILINGS RESERVES
TABLE 12. MCDONALD SPEIJERS INFERRED TAILINGS RESOURCES
TABLE 13. MCDONALD SPEIJERS INFERRED FILL RESOURCES
TABLE 14. RAGM TAILINGS RESOURCE BALANCE AS AT END 2003
TABLE 15. DECLARED RAGM TAILINGS RESERVES (* ADJUSTED)
TABLE 16. CIL LEACH TEST RESULTS
TABLE 17. R4 BANKA SAMPLE CIL LEACH TESTS
TABLE 18. CIL RECOVERY TESTS
TABLE 19. RAGM ANNUAL GRAVITY FINE GOLD PRODUCTION TO END 2004
TABLE 20. RAGM CAPITAL COST ESTIMATE
TABLE 21. RAGM OPERATING COST ESTIMATES
TABLE 22. SINGLE PARAMETER SENSITIVITY TABLE (IN US $ MILLIONS)
TABLE 23. SCENARIO SENSITIVITY TABLE (IN US $ MILLIONS)

A C A HOWE INTERNATIONAL LIMITED

25
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
LIST OF FIGURES
FIGURE 1. PENINSULAR GOLD PROJECT LOCATION MAP
FIGURE 2. PENINSULAR GOLD MINERAL TITLE MAP
FIGURE 3. PENINSULAR MALAYSIAN METALLOGENIC BELTS
FIGURE 4. GENERAL GEOLOGY OF THE RAUB REGION
FIGURE 5. RAUB GOLD MINE LOCATION PLAN
FIGURE 6. LODE CROSS-SECTIONS IN THE RAUB DEPOSIT
FIGURE 7. SKETCH OF TERSANG FOOTWALL SHALE MINERALISATION
FIGURE 8. STREAM AND SOIL GOLD ANOMALIES IN THE TTC AREA
FIGURE 9. RAGM TAILINGS PONDS AND DRILL SAMPLING LOCATIONS
FIGURE 10. RAGM CASHFLOW SENSITIVITY CURVES

A C A HOWE INTERNATIONAL LIMITED

26
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
1.0 INTRODUCTION
1.1 GENERAL
A.C.A. Howe International Limited (‘‘Howe’’) has been retained by Peninsular Gold Limited
(‘‘Peninsular’’) and Nabarro Wells & Co Limited (‘‘Nabarro’’) to complete a Competent Persons
report (‘‘Report’’) for Peninsular’s proposed tailings retreatment programme and its regional
exploration projects located in the State of Pahang in Malaysia.
Following completion of the acquisition of its Malaysian subsidiaries, Peninsular’s assets will be held
within two 100 % owned subsidiaries whose operations will be as follows:
* S.E.R.E.M. Malaysia Sdn Bhd (‘‘SEREM’’) which will carry out brownfield and greenfield
exploration in the Tersang-Tenggelan-Chenua (‘‘TTC’’) Project area and elsewhere in the
‘‘Block 8’’ area, and
* Raub Australian Gold Mining Sdn Bhd (‘‘RAGM’’) which will carry out brownfield
exploration and operate the CIL plant based on tailings situated on an existing mining
licence and a mining lease application (Plantation MLA) over the northern portion of the
old Raub mine, north of the town of Raub.
It is Howe’s understanding that this Report will be used in conjunction with Peninsular’s application
to join AIM, a component market of the London Stock Exchange.

1.2 TERMS OF REFERENCE


RAGM and SEREM initially approached Howe to complete a summary evaluation report of the
RAGM tailings project in August, 2004 and subsequently a further summary evaluation report of the
Block 8 area ground holdings in November, 2004. Subsequently, this Competent Person’s report was
prepared for inclusion in an Admission Document with regard to the Admission of Peninsular to the
Alternative Investment Market (‘‘AIM’’) of the London Stock Exchange Plc.
Howe’s technical review of the project comprised a gravity plant and exploration project site visit in
November, 2004 and a review of information made available by RAGM and SEREM. To
complement the site visit Howe utilised the expertise of GBM Minerals Engineering Consultants
Limited (‘‘GBM’’) to review the metallurgical test work and CIL Plant capital and operating cost
budget generated by Time Mining Pty Ltd’s (‘‘Time Mining’’) metallurgical tests and their 2005
update of the earlier 1996 Fluor Daniels Pty Limited (‘‘Fluor’’) feasibility study (Fluor, 1996).
Howe is an international geological and mining consulting firm which provides a wide range of
geological and mining consulting services to the international mining industry. The firm’s services are
provided through offices in Berkhamsted, UK and Toronto, Canada.
Neither Howe nor any of the authors of this Report have any business relationship, other than acting
as independent consultants, with Peninsular or any associated company, nor with any company
mentioned in the Report which is likely to materially influence their impartiality or create the
perception that the credibility of the Report could be compromised or biased in any way. The views
expressed herein are genuinely held and deemed independent of Peninsular.
Moreover, neither the authors of the Report nor Howe have any financial interest in the outcome of
any transaction involving the properties considered in this Report, other than the payment of normal
professional fees for the work undertaken in their preparation (which are based upon standard
charge-out rates and the reimbursement of expenses). The payment of such fees is not dependent
upon the content or the conclusions of either this Report, or any consequences of any proposed
transaction.

1.3 SCOPE AND PERSONNEL


The Report has been prepared principally by Mr. Andrew Phillips, MSc CEng, Senior Associate
Geologist with Howe and Mr. Christopher Stinton, MSc CEng, Senior Metallurgist with GBM, who
conducted an office study of metallurgical documentation, as construction of the proposed CIL plant
has not commenced.
The preparation of the Report was carried out in consultation with Dr. D. Patrick, PhD CEng, a
director of Howe. Dr Patrick has over 30 years experience in the international mining industry
including extensive experience in international mineral exploration and deposit evaluations. Mr.

A C A HOWE INTERNATIONAL LIMITED

27
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Phillips has over 30 years experience in the mining industry, including experience in the evaluation of
gold exploration and mining projects throughout the world. Mr. Stinton has over 20 years experience
in the extractive metallurgical industry that includes extensive experience in gold extraction from ores
in deposits throughout the world.
Peninsular has accepted that the qualifications, expertise, experience, competence, and professional
reputation of Howe’s Principals, Senior Associate Geologists and Metallurgical Engineers are deemed
appropriate and relevant for the preparation of this Report. Peninsular has also accepted that Howe’s
principals are members of professional bodies that are appropriate and relevant for the preparation of
this Report.

1.4 UNITS
All units of measurement used in this report are metric unless otherwise stated. Gold values are
reported in g/t and gold content in both kilograms (kg) and troy ounces (oz). The U.S. dollar (US $)
is used throughout this Report, unless otherwise stated.

1.5 SOURCES OF INFORMATION AND DISCLAIMER


In preparing this Report, Howe reviewed geological reports and maps, miscellaneous technical papers,
company documentation and other public and private information as listed in the ‘‘References’’
section at the end of this report. Howe has assumed that all of the information and technical
documents reviewed and listed in the ‘‘Sources of Information’’ are accurate and complete in all
material aspects. Howe has not been asked to verify mineral title, compliance with Malaysian laws
and regulations or the underlying inter-company agreements and title transfers. Though Howe has
carefully reviewed the available information, Howe has not concluded any extensive independent
investigation or any sampling to verify its accuracy and completeness.
Mr. Andrew Phillips, accompanied by Dr. Yves Cheze, a consulting geologist and former director of
SEREM, carried out a site visit to the Northern portion of the old Raub Mine Area, the current
Phase 1 gravity plant and the Tersang and Chun Chok prospects during the period 25th to 27th
November, 2004.
Peninsular and its subsidiaries have warranted that a full disclosure of all material information in its
possession or control has been made to Howe. Peninsular has agreed that neither it nor its associates
will make any claim against Howe to recover any loss or damage suffered as a result of Howe’s
reliance upon the information provided by Peninsular or its proposed subsidiaries for use in the
preparation of this Report. Peninsular has also indemnified Howe against any claim arising out of the
assignment to prepare this Report, except where the claim arises as a result of any proved wilful
misconduct or negligence on the part of Howe. This indemnity is also applied to any consequential
extension of work through queries, questions, public hearings or additional work required arising
from Howe’s performance of the engagement.
Peninsular has reviewed draft copies of the Report for factual errors. Hence, the statement and
opinions expressed in this document are given in good faith and in the belief that such statements
and opinions are not false and misleading at the date of this Report.
Howe’s opinion is provided solely for the purposes outlined in Section 1.1 and Howe consents to the
inclusion of this report in Peninsular’s Admission Document. Howe reserves the right to, but will not
be obligated to, revise this Report and conclusions thereto if additional information becomes known
to Howe subsequent to the date of this report.
The volume of information available for the RAGM tailings project is large and includes a
comprehensive feasibility study conducted by Fluor Daniel Pty Limited in 1996, in which a milling
and carbon-in-leach (CIL) treatment plant was proposed (Fluor, 1996). Malaysian, Australian and
South African consultants were and are still used extensively for geology and mineral resource
evaluation, mine design and ore reserve estimation.

2.0 COUNTRY AND PROJECT BACKGROUND


2.1 MALAYSIA – GENERAL BACKGROUND
The Malaysian peninsula is located in the heart of South East Asia, bordering Thailand to the north,
Indonesia to the west and south, Singapore to the south and Borneo/Kalimantan to the east.

A C A HOWE INTERNATIONAL LIMITED

28
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Historically Malaysia has been influenced by waves of immigrants from the North and Sumatra (8-
13th Centuries) and was also subject to later Indian and Islamic influences. The indigenous trading
empire centred at Malacca fell to the Portuguese in the early 16th Century. They were ousted in turn
by the Dutch in 1641 and the British obtained control of the peninsula in 1824 following the
Napoleonic War. Malaysia became a federation in 1948 and became independent from Britain in
1957.
Malaysia has a bicameral parliamentary democracy and is a constitutional monarchy, with 9 states
(including Pahang) headed by Sultans and hereditary Rulers who rotate the kingship every 5 years.
The legal system is based on English Common Law. The British retained the local state structures
during their presence, leading to local legal variations. The country covers an area of 329,758 square
kilometres (km2) and has a population of approximately 25.5 million people. Ethnically the
population is mixed, being composed largely of Malays (approximately 58 %), Chinese (approximately
24 %) and Indians (approximately 10 %). English is widely spoken and is now a compulsory school
subject, with science and mathematics being taught in English. Kuala Lumpur is the commercial and
business capital of Malaysia, it has a population of approximately 1.5 million and has grown from an
alluvial tin mining centre.
The local currency is the Malaysian Ringgit (‘‘RM’’), which has been pegged to the US Dollar at a
rate of RM 3.8 per US Dollar (US $) since 2nd September, 1998.

2.2 PROJECT LOCATION AND PHYSIOGRAPHY


The RAGM tailings operation is located 3 km north of the town of Raub in westernmost-central
Pahang State in the Malaysian peninsula, near the centre of Peninsular’s extensive regional
exploration area. Raub is 110 km (approximately 1.5 hours and approximately 75 km direct) from
Kuala Lumpur by motorway and bituminised regional roads. RAGM’s gravity recovery plant lies
directly north of and bounds the village of Bukit Koman (see Figure 1).
The physiography of the region is a broad, northerly trending, flat-lying valley some 10 to 20 kms
wide between the Main Granite Range of mountains to the west and the Benom Mountains to the
east. Drainage in the region is generally from west to east, before turning northward into the South
China Sea, due to the intervening Benom Mountains in the east.

2.3 CLIMATE
The project area is located close to the Equator (48 North) with a hot and humid equatorial climate.
There are two annual monsoon seasons in Malaysia, namely the southwest or ‘‘dry’’ monsoons (May
to September) and the northeast or ‘‘wet’’ monsoons (November to March), with a wet season peak
in December to January. Annual rainfall in the Raub area is approximately 2,200 mm per annum.
Temperatures vary daily between 238 and 378 throughout the year, with Relative Humidity remaining
in the low to mid 80 percents.

2.4 INFRASTRUCTURE, SERVICES AND UTILITIES


The Raub area is generally well served with respect to modern infrastructure, communications and
road links. The Malaysian railway, from Singapore, passes through Kuala Lipis, some 50 km north
of Raub. The primary industry in the area is agricultural, being based on commercial palm oil,
rubber and timber plantations. Mining was important in the recent past, based on alluvial tin
extraction and the Raub gold mine. Light engineering works are present in Raub for fabrication and
repair purposes.
Peninsular’s CIL plant will use hydraulic mining, with adjunct load and haul mining methods. Labour
experienced in alluvial mining and earth moving techniques is available in the district. Additionally,
earth moving contractors, using fleets of locally assembled, 10 tonne ‘‘Ghost’’ trucks can provide
cheap bulk material transport.
Electricity is obtained from an 11 kV High Tension spur line off the 132 kV National Grid, supplied
by Suruhanjaya Tenaga Nasional Berhad, the State Power Supply company. A 2,000 kVA Low
Tension transformer is currently installed on site and 3-phase, 440 V power is available to a
maximum of 2,000 amps. This transformer will be retained for the crushing and milling circuit
following the installation of a new, higher duty unit for the CIL plant.

A C A HOWE INTERNATIONAL LIMITED

29
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Water is currently obtained from the open-pits created during the 1978-1995 mining campaigns by
local tributors. These also act as settling ponds for clear water return to the Koman River.
Additional water supplies can be obtained from the underground workings of the Raub mine or from
boreholes, if required. Process water will be recycled from the CIL plant thickener and the tailings
ponds.

Peninsular, through RAGM, has been granted access to and the use of the surface of what is termed
(by Howe) the ‘‘Plantation Block’’ by the Raub Mining and Development Company Sdn Bhd
(‘‘RMDC’’). This block of alienated (i.e. privately owned) ground is contiguous with and lies to the
north of RAGM’s mining lease (‘‘ML 1669’’). This area is a portion of a commercial oil palm
plantation which is underlain by the northernmost Sections of the old Raub Gold Mine, namely the
Malacca North, Ward and Sungai Agas sections (see later). RMDC has recently applied for a mining
lease over the southern portion of the Plantation Block (see later) and will grant to Akay Holdings
the right to explore and conduct mining operations on this mining lease once it has been approved
and granted. Akay Holdings will in turn enter into an agreement with Peninsular to provide
Peninsular or a person or entity nominated by Peninsular with the right to explore and conduct
mining operations on this to-be approved mining lease. Additional information on the surface right,
exploration and mining agreements is given in the ‘‘Additional Information’’ section of Peninsular’s
Admission Document.

3.0 HISTORICAL EXPLORATION AND MINING ACTIVITY

3.1 INTRODUCTION
The known gold exploration and mining history of the Block 8 geographic area is shown sequentially
in Table 1 and discussed in part below and elsewhere.

Table 1. MODERN GOLD MINING HISTORY OF BLOCK 8


Company Period Activity

Raub Australian Gold Mining Limited 1889 – 1942 Original exploration and exploitation
1947 – 1961 Post World War Two (‘‘WWII’’) exploitation

Alluvial dredger on Raub River 1927 – 1931 Produced 1,775 oz of 931 fine gold

Tersang and Chun Chok Alluvials 1933 – 1938 Produced 2,312 oz of 962 fine gold

Cheroh Prospect Pre 1939 3 levels on brecciated aplite dyke

Raub Mining and Development Company 1962 – 1965 Reclamation and surface mining

Kim Yew Lee opencast mine (ML 483) 1978 – 1985 Exploitation of weathered surface material

Kim Chuan opencast mine 1991 – 1995 Exploitation of stope-fill and surface material

Tersang open-pit (MC 511) 1994 – 2003 Mechanically dug open-pit

RAGM (ML 1669) 1999 – Current Tailings treatment and bulk surface sampling

New ML Application 2004 Delineation of free-dig oxide material

Note: Data taken largely from Richardson, 1939, Lee Ah Kow et al, 1986 and Cowan, 1994 & 2004. Tin exploration and mining also
took place, especially in the Southwest and West of Block 8.

3.2 ALLUVIAL GOLD PRODUCTION


Data on alluvial gold [and tin] production in the Block 8 Area relates largely to the pre-WWII era
(Richardson, 1939). Old alluvial workings are normally a useful field guide to underlying and adjacent
hard rock gold deposits, e.g. as at Raub, Tersang, Chun Chok and Chenua.

A C A HOWE INTERNATIONAL LIMITED

30
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Production records from a suction-cutter dredge that worked the Raub River between 1927 and 1931
showed production of 1,652 oz (51.37 kg) of fine gold from 9,500 cubic metres (m3) of material
worked. The average quoted grade was 5.41 grams/m3 and the gold averaged 931 fine.
The Tersang alluvials occur under an alluvial flat in the Sungai Tersang, a tributary of the Sungei
Lipis River, immediately west of the Tersang primary gold deposit. Data for the period 1933 to 1938
shows production of 2,205 oz (68.59 kg) of fine gold from the Tersang alluvial flat. The gold was 962
fine. A quoted grade of 4.66 g/yd3 or 6.09 g/m3 was given for the 1936 production. Bedrock was a
pyritic, graphitic shale (Richardson, 1939). Production from nearby Chun Chok was 19.38 oz (0.60
kg) in 1937. No information is available apart from the bedrock being graphitic shale. The alluvial
workings surround the known mineralised outcrop. No data is available on the extensive Chenua
alluvials which lie east of Tersang. These cover an area of several km2 and obscure a potassic
radiometric anomaly.
Banka drilling was carried out in 2004 by RAGM for R3 tailings pond reserve estimation and also
for R1, R3 and R4 tailings pond metallurgical test purposes. The drilling and sampling logs show
what could be alluvial sediments with sporadic +1 g/t values below the tailings.

3.3 RAUB GOLD MINE PRODUCTION

3.3.1 RAUB MINE PAST PRODUCTION


Gold has been mined at Raub since prehistoric times. The deposit was re-discovered in 1885 and
operations commenced in 1889. The mine was not worked from 1942 to 1946 during the Japanese
occupation of Malaysia, and underground operations finally ceased in 1961 due to the fixed gold
price (then US $35 per ounce).
The available data regarding production, reserves and resources in and adjacent to the old Raub gold
mine are summarised in Table 2 below. The old Raub mine grades and sources of tailings are
discussed in some detail because of their important contribution to the district mineralisation model
for exploration and Peninsular’s proposed CIL plant.
It is obvious that both the actual tonnes mined and in particular, the actual gold recovered are
under-reported at differing stages in the life of the Raub mine. This is especially relevant when
considering the large opencast working along the mine outcrop and further north which was dug
between 1978 to 1995, where only partial, early data is available (Lee Ah Kow et al, 1986).

3.3.2 RAUB MINE PRODUCTION HISTORY


Known mine production from the Raub mine between 1889 and 1995 was 7.520 Mt from all sources,
at a recovered grade of approximately 4.14 g/t to produce 31.18 tonnes of gold or 1.002 Moz.
The underground mine ran at particularly high grades between 1889-1900 and 1925-1933, with grades
in the order of 17 g/t. Its long term annual yield varied between 6 to 26 g/t and prior to WWII it
averaged about 11 g/t. The mine’s grade fell steadily during its final years and was around 8 g/t in
1954, prior to closure in 1961.
The mine also produced significant surface material which occurs between and adjacent to the high
grade quartz veins. For example, 550,000 t at 2.7 g/t was mined on surface in the Malacca Section
between 1905-1919, with corresponding underground grades of about 11 g/t (Richardson, 1939). The
availability of cheaply won surface ore to replace lower grade underground ore (during inter-payshoot
development periods) was a factor in the mine’s long life. Peninsular plans to drill for further surface
material as part of their brownfield exploration programme.
The next significant phase in the mine’s life was the operation of opencast mines by local tributors
between 1978 and 1985 (Kim Yew Lee Mine) and between 1991 and 1995 (Kim Chuan Mine).
The Kim Yew Lee (‘‘KYL’’) mine treated ‘‘free-dig’’ material by scrubber, trommel and palong
sluicing. The mine deposited its tailings over the old Raub mine tailings in tailings ponds R1, R2, R3,
R4, R5 and R7 (Cowan, 1994 & 1997). The material was neither crushed nor milled and any
entrained gold would not have been recovered (see Figure 9 for pond locations).

A C A HOWE INTERNATIONAL LIMITED

31
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 2. GLOBAL ESTIMATE RAUB MINE GOLD PRODUCTION AND RESOURCES

Raub Gold Mine – By Date and Source of Known Production

Source Tonnes Grade Kgs Troy Ounces

Raub Mine: 1889 to 1954* 3,077,000 8.80 27,078 870,564

Raub Mine: 1955-1961 n.a. n.a. 2,439 78,404

RMDC:1962-1965 n.a. n.a. 323 10,383

Raub Open-cast 1978-1995 4,400,000 n.a. +77 +2,463

Raub E Zone (RAGM) 40,000 2.00 64 2,057

Raub Tailings: 1999-2004 4,474,000 0.26 1,199 38,548

Bukit Malacca: 2003 3,700 0.24 1 32

Raub Overall +7,520,700 ~4.14 +31,181 +1,002,451

Raub Gold Mine – Reserves and All Resources (including Mineralised Ground)

Tailings 8,026,000 0.71 5,689 182,878

Malacca South: Inferred 1,062,000 0.63 669 21,510

Ward: Mineralisation 1,117,000 0.52 581 18,674

Reserves and Resources 10,205,000 0.68 6,939 223,062

Assumed 90% Recovery# Est. of Yield 0.61 6,245 200,755

Raub Gold Mine – Total ‘‘Yield’’ Based Production, Reserves and Resources

Total and Average +10,250,000 3.66+ +37,424 +1,203,206


Note: * Raub mine tonnage and grades given in original McDonald Speijers table are assumed to be long tons and in pennyweights per
long ton (dwt/lt) reflecting Australian usage (Cowan, 1994). Totals and averages will not compute due to rounding and truncation.
Production figures are yield based while reserve and resource figures are head grades. The symbol # denotes that assumptions have been
made with regard to the figures shown, which may not be wholly valid. Data Sources: Richardson, 1939, McDonald Speijers (1995),
Cowan (1994 & 1997) and Lee Ah Kow et al., 1986.

The Kim Chuan (‘‘KC’’) mine was a more sophisticated operation which worked near-surface stope
fill and remnant crown pillar and outcrop material, largely in the Koman and Derrick areas. Oversize
material was milled and gold was again recovered by sluicing. Tailings were deposited over the earlier
tailings in ponds R5 and R6 (Cowan, 1994 & 1997) and form part of the project reserves.

There are effectively no production records for this extended period of working so Cowan (1994) used
digital terrain models (DTMs) based on different ages of aerial photography and land surveys to
estimate that approximately 4.4 Million tonnes (Mt) of material were excavated during this period.
The tailings produced during this period of the mine’s life form part of the CIL plant’s reserves.

The sequence of mining has led to a complicated tailings stratigraphy, with older dark grey,
unoxidised underground mine tailings (which are higher grade, in some part cyanided and also
include minor oxidised surface material) being overlain by one or two generations of buff coloured,
younger, generally oxidised tailings. Additionally, waste and rubble tailings containment dam walls are
present, which can be internal to as well as external to the tailings ponds. RAGM has itself
mechanically mined some 50 % of the tailings from almost all of the ponds between 1999 and 2004.
The resultant, partially coarse gold depleted tailings have been re-deposited into available voids within
the tailings pond system. Only two tailings ponds (R3 and R4) remain undisturbed, because they are
predominantly composed of fine grained material not suitable for gravity recovery.

A C A HOWE INTERNATIONAL LIMITED

32
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
RAGM have demonstrated through drilling in 2004 at the Koman, Malacca and Ward Sections that
significant ‘‘brownfield’’ resources remain to be located east of, adjacent to, and within the Central
Lode.

4.0 MINERAL TITLE AND OPERATIONAL PERMITTING


4.1 MALAYSIAN MINERAL TITLE
Howe has not been asked to carry out legal due diligence or to verify mineral title, compliance with
laws and regulations or the underlying inter-company agreements and title transfers. The information
shown below and in Table 4.1 was obtained from Akay Holdings, RAGM, SEREM and Peninsular.
The relevant Federal Malaysian Law under which mining title and permissions are granted and
regulated is the Mining Enactment and The National Land Code 1965. A review of the Mining
Enactment has been undertaken by the Malaysian Government and new legislation has been proposed
to replace the Mining Enactment, including the Mineral Development Act (Act 525 of 1994), together
with the Pahang State Mineral Enactment regulations (2001). Though extant, this new legislation has
not yet been gazetted and is not in force. Malaysia published a National Minerals Policy in 1998
which devolved mineral affairs and their regulation to the various State governments, in this case to
the Minerals and Geoscience Department of Pahang State located at 11th Floor, Wisma Persekutuan,
Jalan Gambut, 25000 Kuantan, Pahang, Malaysia.
Mineral rights in Malaysia belong to the State. With respect to ‘‘private land’’ alienated from State
ownership, mining title cannot be granted without the consent of the landowner. This is relevant in
the case of the new mining lease application over agricultural land immediately north of ML 1669
(the ‘‘Plantation MLA’’), where the landowner and applicant for the Mining Lease is RMDC. Two
types of mining title are issued, namely Prospecting Permits and Licenses which confer the right to
search for minerals and Mining Certificates (unsurveyed) and Mining Leases (surveyed) which confer
the right to mine identified mineral occurrences. Mining can however only commence once an
‘‘Authority to Mine’’ has been issued by the relevant State authority.

4.2 BLOCK 8 AREA TITLE


In order to attract mineral exploration funds into the mining sector, the Pahang State Government
introduced a block system in 1990 wherein large blocks of ground containing State land were
tendered to companies in joint venture with the Pahang State Economic Development Corporation
(‘‘PKNP’’). A prospecting and mining agreement covering the Block 8 ‘‘Prospecting Area’’ was signed
by SEREM and Perak Motor Company Sdn. Bhd. (Perak Motors) with PKNP on the 9th July, 1990
(‘‘1990 Agreement’’). SEREM was then a subsidiary of BRGM, the French State mining and
exploration company.
SEREM’s work in the Block 8 area was halted following BRGM scaling down its worldwide
operations. Akay Venture Sdn Bhd (‘‘Akay Venture’’) entered into a sales agreement with SEREM in
1997 and SEREM became a wholly owned subsidiary of Akay Venture in 1999. SEREM will become
a 100 % subsidiary of Peninsular immediately prior to the listing of Peninsular.
An agreement between SEREM and the Perak Motor Company, dated 26th December 1989, grants
an option to the Perak Motor Company to purchase up to 5% of the paid-up capital of any
company incorporated to undertake the mining operation for all minerals in hard rock in those areas
subject to the 1990 Agreement.
Though nominally only having a 5 year term, PKNP has apparently confirmed in a letter dated 31st
December, 2004 that the terms and conditions of the 1990 agreement are still valid. This agreement is
complex and its terms are discussed in the ‘‘Additional Information’’ section of the Peninsular
Admission Document and only some points are mentioned briefly here. The original 1990 agreement
committed the Pahang Government to grant SEREM access to and the exclusive right to prospect for
minerals to all of the approximately 111,265 hectares of Pahang State land within Block 8. SEREM
carries all costs and operates under an agreed exploration programme and budget with PKNP, who
have full access to all data generated. Annual relinquishment provisions apply to any prospecting
permits and licenses granted within the block.
Mining title areas selected by SEREM will be applied for by PKNP at SEREM’s expense, but in
PKNP’s name and PKNP will then issue a mining sub-lease to SEREM, who undertake to keep it in

A C A HOWE INTERNATIONAL LIMITED

33
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
2005

97
212

217
MC 511

243

21
TERSANG
215

6
GOLD DEPOSIT 218
267
265

Cheroh
266

P A H A N G

MLA
P E R A K
RAUB
GOLD
MINE
ML 1669
269
Raub

27
0
LEGEND

Block 8 Boundary
268
Peninsula Mining Titles & Applications
[with Application / Title Name or Number]

Peninsula Prospecting Titles & Applications


[with Application / Title Name or Number]

Gold Mine or Deposit


S E L A N G O R
Other State Lands

Perak Motor Corp Agreement Areas

Town

State Boundary

Road

Track

0 5 10 15

Scale in Kms

FIGURE 2: THE PENINSULA GOLD PROJECT MINING & A C A Howe International Limited
PROSPECT TITLES

good standing. SEREM is also required to make various mineral title related, staged payments and in
return for the effective exclusive right to mine granted by this agreement, SEREM is required to pay
2 % of the gross value of gold extracted from primary deposits and 6 % of alluvial and eluvial gold
gross value to PKNP. These tributes are subject to minimum payments and various other costs and
benefits apply. SEREM is also required to pay the gazetted ad valoram tax of 5 % of gold value to
the Pahang State Government. The gazetted gold price is currently valued at RM 890 or US $235 per
ounce.

A C A HOWE INTERNATIONAL LIMITED

34
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Howe has reviewed the various prospecting and mining agreements discussed above in as far as they
may influence the technical status and development of Peninsular’s assets. Further information on the
agreements discussed above is given in and should be read together with the ‘‘Additional
Information’’ section of Peninsular’s Admission Document.

4.3 PROSPECTING PERMITS AND LICENCES


Prospecting Permits (‘‘PP’’) generally cover smaller areas for shorter periods than do Prospecting
Licences (‘‘PL’’), which are issued for larger areas (maximum 20,000 acres), for longer tenures
(maximum 10 years) and which enable mining rights to be granted. It is understood by Howe that all
prospecting permit (‘‘PP’’) and license (‘‘PPL’’) title applications that have been applied for will be
granted under the original conditions pertaining to the 1990 Agreement, as outlined above. It should
be noted that the prospecting licence applications are for five years, while the applications for
prospecting permits have three year validities in terms of the 1990 Agreement. Prospecting licenses
can be issued for up to 10 years and prospecting permits normally only have a one year term. The
new areas under application and the areas for renewal of old lapsed title (now largely approved) are
shown in Table 3 and in Figure 2; no new prospecting title applications have been granted as at the
date of writing, though their approval is expected shortly.

Table 3. CURRENT PENINSULAR EXPLORATION TITLE AND APPLICATIONS

Land Office Area in


Land Parcel Location File No. Acres/Hectares Target Area Type, Period & Status

Prospecting Permit and Prospecting Licence Applications North of Raub

HS Tersang, Telang Lipis1 PTL 9/002/2005 6,433 / 2,603.3 Regional PP, 3 yrs, Approved*

HS Tersang, Sega, Raub PTR 1/04/S/0212 8,991 / 3,638.5 Regional PP, 3 yrs, Approved*

Sg Tersang, Batu Talam, Raub2 PTR 1/04/BT/0215 928 / 375.5 Tersang PL, 5 yrs, Approved*

HS Tersang, Batu Talam, Raub PTR 1/04/BT/0216 458 / 185.3 Tersang PP, 3 yrs, Approved*

HS Tersang, Batu Talam, Raub4 PTR 1/04/BT/0217 896 / 362.6 Tersang PP, 3 yrs, Approved*

HS Tersang, Semantan, Raub PTR 1/04/SU/0218 411 / 166.3 Regional PP, 3 yrs, Approved*
3
Sg Tersang, Batu Talam, Raub PTR 1/04/BT/0265 94.2 / 38.14 Chun Chok PLA, Application, 5 yrs

Sg Tersang, Batu Talam, Raub3 PTR 1/04/BT/0267 165 / 66.7 Chun Chok PLA, Application, 5 yrs

Bukit Kajang, Mukim Gali, Raub PTR 1/04/G/0266 7,538 / 3,050.5 Regional PLA, Application, 5 yrs

Sub-total – All: — 25,914/10,487 North of Raub —

Sub-total Approved: TTC Area 18,117 / 7,332

A C A HOWE INTERNATIONAL LIMITED

35
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Land Office Area in Acres/
Land Parcel Location File No. Hectares Target Area Type, Period & Status

Prospecting License Applications South of Raub

Kelau-Bilut, Mukim Tras, Raub PTR 1/04/T/0268 22,800/9,226.8 Regional PLA, Application, 5 yrs

Sempalit, Mukim Gali, Raub PTR 1/04/G/0269 1,250/505.8 Regional PLA, Application, 5 yrs

Tras, Mukim Tras, Raub PTR 1/04/T/0270 2,490/1,007.6 Regional PLA, Application, 5 yrs

Sub-total: — 26,540/10,740 South of Raub —

All Applications and Renewals: — 52,454/21,227 All —

Note: * These prospecting permits and or licences were renewed on the 19th May, 2005, subject to fee payments. The remainder are still
under application at the date of this report. Mineral title overlaps are shown by corresponding superscript numbers that may span both
exploration and mining title tables. The areas shown are based on SEREM documentation as at 1st April, 2005; the exact areas will be
confirmed on title issuance by the Pahang State authorities. The area, type, status and period of prospecting title shown may differ from the
title to be granted by the Pahang State Authorities.

There are some prospecting title overlaps within the TTC area due to different dates and application
basis. These also include overlaps of prospecting title with mining title and total approximately 607
hectares (ha). The area covered by approved prospecting title applications in this area is 18,117 acres
or 7,331 hectares (ha), which is reduced to approximately 6,724 ha because of these overlaps.
Additional information on the prospecting rights applied for and to be held by Peninsular is given in
the ‘‘Additional Information’’ section of Peninsular’s Admission Document.

4.4 MINING CERTIFICATE AND MINING LEASES


Mining Certificates (‘‘MC’’) and Mining Leases (‘‘ML’’) can be applied for at any time after the
granting of a prospecting license. Both grant the right given to carry out mining activities in specific
areas for extended periods. Subject to satisfying all the necessary provisions of the Mining Enactment,
an Authority to Mine would be issued which would allow mining operations to commence. Outline
details of applied-for mining leases (‘‘MLA’’) and mining title granted to Peninsular are given in
Table 4 and additional detail is given below the table. The mining title locations are shown in Figure
2.

Table 4. PENINSULAR MINING TITLE AND APPLICATIONS

Land Office
Land Parcel Location File No. Acres/Hectares Deposit Type, Period & Status

ML, 10 years,
Sg Tersang, Batu Talam Raub#2, 4
PTR 1/04/BT/0243 606/245.2 Tersang Approved*

Sg. Tenggelan, Telang, Lipis1 PTL PL 03/97 550/222.5 Tenggelan ML, 5 years, Approved*

MC, to 28/02/07, issued


10 year renewal
Tersang, Batu Talam, Raub#2 MC 511 93 / 37.6 Tersang approved

P. Lot 17478, Bukit Koman,


Mukim Gali, Raub ML 1669 304 / 123.0 Raub ML, to 31/12/17, issued

P. Lot 6023, Mukim Gali, Raub PTR 1/04/G/0263 207 / 83.8 Raub MLA, application

Total Areas: — 1,760 / 712.1 All —


Note: # MC511 is located wholly within the boundaries of application PTR 1/04/BT/0243 (MLA243). The area specified above in Table
3 for application PTR 1/04/BT/0243 (MLA243) excludes MC 511. Other overlaps with prospecting title are shown by corresponding
superscript numbers in Table 3. * Two mining lease applications have been approved, subject to the payment of lease premium, quit rent,
registration fees and deposit by SEREM and the renewal of the offers to grant such mining leases as more particularly described in the
‘‘Additional Information’’ section of Peninsular’s Admission Document.

A brief overview of the individual mining title areas is given below. Additional information is given
in the ‘‘Additional Information’’ section of Peninsular’s Admission Document.

A C A HOWE INTERNATIONAL LIMITED

36
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
ML 1669: This mining lease was originally granted on 01/01/1966 as MC 483 and was transferred to
Akay Holdings in 1987. It was originally issued for a 32 year period and was converted to a mining
lease in 1999. The present mining lease will expire on 31/12/2017, at which time application can be
made for a further extension. It covers an area of 122.984 hectares (approximately 303.9 acres) and is
described as Lot 17478, Mukim Gali, Raub District. Its boundaries encompass portions of the
Koman, Derrick, and Malacca South Sections of the Central Lode system, the Eastern Lode Zone
and the Tailings Lode Zone and the majority of the tailings ponds (except R3, R4 and Malacca).
Annual permission to mine has been granted to RAGM by Akay Holdings upon terms a summary of
which are described in the ‘‘Additional Information’’ section of Peninsular’s Admission Document.
PLANTATION MLA: This new Mining Lease application (PTR 1/04/G/0263) lies on the Southern
edge of RMDC’s palm oil Plantation Block and is contiguous with RAGM’s ML 1669 to the South.
It is termed the ‘‘Plantation MLA’’ for discussion purposes and the application was made by RMDC.
Akay Holdings is in the process of securing a sub-lease of the mining rights to the Plantation MLA
from RMDC. Once the MLA has been approved, Akay Holdings will grant a permit to mine to
Peninsular or a person or entity nominated by Peninsular. The mining lease application covers an
area of 83.725 hectares (206.890 acres) and forms part of land parcel Lot 6023, Mukim Gali, Raub
District. It encompasses portion of the Malacca South, the Malacca North and the Ward Sections of
the Raub Central Lode, Eastern Lode Zone and the Tailings Zone Lodes (see lode zone descriptions
below) and the R3, R4 and Malacca tailings ponds. Application for a mining lease was made on 08/
07/2004 and approval is pending.
MC 511: This mining certificate covers an area of 37.6 hectares (approximately 93 acres) and it lies
over the south-eastern portion of the Tersang mineralisation where mining was carried out in 1994 to
2003. It was previously renewed on 01/03/1997 for a period of 10 years, expiring on 28/02/2007. A
mining agreement was entered into between SEREM and the present lease owner for a sublease until
28th February 2007. An application for a further 10 year period was lodged by the present lessor on
12th May, 2004. Approval for lease renewal has been granted (on 20th May, 2005), valid to 28th
February, 2017, pending payment of the lease premium and other relevant fees. Once the lease
premium and relevant fees have been paid and renewal approval is granted, approval will be sought
to transfer the interest in the mining certificate to SEREM.
TERSANG MLA ‘‘243’’: This Mining Lease application (PTR 1/04/BT/0243) covers an area of 606
acres (245.2 Ha) over the part-prospected Tersang deposit. This application excludes the 93.6 acre
area of MC 511, which lies entirely within the boundary of MLA 243. An offer for the mining lease
was made by the Pahang State Government in 1997, but has since lapsed due to the non-payment of
the lease premium, quit rent, registration fees and deposit by SEREM. Although the offer has
expired, the Directors are of the opinion that it may be possible to seek a fresh offer in respect of the
land on generally similar terms. There is no assurance that a fresh offer will be made if sought.
Tenggelan MLA ‘‘03/97’’: This Mining Lease application (PTL PL 03/97) covers an area of 550 acres
(225.5 Ha) over the partially prospected Tenggelan deposit. An offer for the mining lease was made
by the Pahang State Government in 1999, but has since lapsed due to the non-payment of the lease
premium, quit rent, registration fees and deposit by SEREM. Although the offer has expired, the
Directors are of the opinion that it may be possible to seek a fresh offer in respect of the land on
generally similar terms. There is no assurance that a fresh offer will be made if sought.
Together with the approved and pending Prospecting Permits and Licences shown in Table 3, the
approved mining lease applications and MC 511 almost completely cover the known prospects and
targets in the TTC area and their possible extensions. Two small Prospecting Licenses (PLA 265 and
PLA 267) were recently applied for to complete the coverage. An area of approximately 77 km2 will
be held by Peninsular if the mining rights described above are granted and taken up. The fee and
lease payments for the prospecting and mining titles that have been approved, remain to be paid.
Additional information on the mining rights applied for, granted and to be held by Peninsular is
given in the ‘‘Additional Information’’ section of Peninsular’s Admission Document.

4.5 OPERATIONAL PERMITS AND AGREEMENTS


Various permits and agreements pertaining to gold extraction were seen during Howe’s site visit to
RAGM’ gravity gold operation at Raub. Many of these Government documents were issued

A C A HOWE INTERNATIONAL LIMITED

37
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
personally in RAGM’s Mine Manager’s name (Mr Wan Anuar Bin Ibrahim), as the person
responsible in law.

4.5.1 ENVIRONMENTAL PERMITS


The relevant Federal Malaysian Law under which environmental affairs are governed is the
Environmental Quality Act (Act 127 of 1974) and subsidiary legislation. RAGM’s Environmental
Impact Assessment (EIA) was approved (with conditions) on 13/01/1997.
The plant’s EIA was produced by Konsultan Jurutera Melombong Yeow (Yeow, 1996) and included
the assessment of risks associated with the then project. He noted that the area comprised disturbed
mining land and that no rare species of flora or fauna exist in the project area. Compliance is
monitored by an external consultant and by Government officials, whose visits and visit purposes are
kept in a register. Certificates of analysis regarding water quality and noise pollution were noted. On
an operational note, the plant roads are constantly sprayed by water trucks to eliminate the fine
airborne saprolitic (clay) dust.
RAGM originally obtained EIA approval for its proposed CIL plant from the Ministry of
Environment in 1997. This was necessitated as aqueous solutions containing cyanide are considered to
be scheduled wastes under the regulations governing the Environmental Quality Act. A letter from the
Ministry of Environment, dated 23 June 2004, has apparently confirmed that the original EIA
Approval status remains in good standing (letter not seen by Howe).

4.5.2 OTHER PERMITS, LICENCES AND PERMISSIONS


Various other permits, licences and permissions relate to RAGM’s activities:
* A permit to purchase, store and use sodium hydroxide. This chemical falls under
poisonous substance legislation and this permit is issued by the Pahang State Ministry of
Health to the Mine Manager. It is automatically renewed annually by one month pre-
application. Although the permit seen in November (Reg. No. CP 082/2004) lapsed on 31/
12/2004, at that time application for renewal had already been submitted. RAGM have
confirmed (J. Starink, pers comm) that this permit has been renewed till 31/12/2005 (Reg.
No. CP089/2005).
* A Licence for Transformer Installation issued for the plant’s main 2,000 Kva transformer
by Suruhanjaya Tenaga, the State-owned central power authority.
* A Blasting Licence. Though this 1 year licence (issued to RAGM) expired on 17/11/2003,
its renewal is likely to be automatic on application if any blasting should be required.
RAGM does not have an explosives powder magazine license and explosives can be
delivered onto site within an hour from Raub if needed.
* A Permit to operate plant and machinery granted by the Department of Occupational
Health and Safety (DOSH) in terms of the 1967 Factories and Machinery Act. Annual
inspections of plant and machinery are carried out and RAGM won a National DOSH
Health and Safety competition under the Mining Category in 2001.
* Annual permit to mine granted to RAGM by Akay Holdings. The current annual
permission has a nominal fee of RM 10,000 and is dated 31/07/2004 and remains valid to
30/07/2005.
* Authority to mine on ML 1669 (Lot 17478 Mukim Gali, Raub District), Licence No. 12/
2004 granted 31/07/2004 to 30/07/2005. This Authority to Mine is issued by the
Department of Minerals and Geoscience, Pahang. The conditions attached to the Authority
appear straight-forward and are set (and can be varied) by the State’s Senior Inspectors of
Mines.
* RAGM currently has permission to dump gravity processed tailings on ponds R3 and R4
(i.e. outside ML 1669 on the Plantation MLA) on approximately 50 hectares (ha) of
agricultural land described as portion of Lot 6023 of Mukim Gali, Raub District.
* RAGM had a permit to keep small quantities of cyanide for laboratory purposes, but this
has been allowed to lapse through lack of use.

A C A HOWE INTERNATIONAL LIMITED

38
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Finally, RAGM has applied for a new Letter of Authority to mine and process tailings through the
proposed new CIL plant. This Authority, in the opinion of RAGM’s operational staff, is unlikely to
be withheld.

5.0 GEOLOGY AND MINERAL DEPOSITS


5.1 REGIONAL GEOLOGY
The geology of the region has only been studied in moderate detail by the Malaysian Geological
Survey and its predecessors. More recent joint work by the Malaysian and British Geological Surveys
has focussed on understanding the gold deposits in the area (Gunn et al, 1993a/b and Henney, 1995a/
b). Local universities have a programme of geology dissertation projects, several of which have
apparently taken place in the area.

5.1.1 REGIONAL GEOLOGY AND METALLOGENY


The Malaysian peninsula consists of three main geological and metallogenic domains striking parallel
to the peninsula axis, comprising the Western Tin Belt, the Central Gold Belt and the Eastern Tin
Belt (after Scrivenor, 1928, in Cowan, 1997). The Central Gold Belt hosts the majority of the
Malaysian peninsula’s gold occurrences, including the Raub, Selinsing and Penjom gold mines. Later
work by Yeap (1993) showed that there are actually a number of gold belts associated with crustal
fractures in the area as shown in Figure 3.
The Central Gold Belt consists of a deeply eroded fold and thrust belt composed of Permo-Triassic
aged marine and continental shelf (fore-arc) sediments. It is bounded by the Lebir Fault Zone to the
east and by the Raub-Bentong Suture to the west.
The Raub-Bentong Suture marks the tectonic boundary or collision zone between two terranes
(Metcalfe, 2000). It was formed during the late Triassic collision of the East Malaya Terrane (part of
Cathaysia) with the western Sibumasu Terrane (part of Shan-Thai Terrane) (Metcalfe, 1998). The
Sibumasu Terrane is represented by Triassic granitic rocks of the Western Tin Belt. These include the
Sn-W bearing granites of the Main Range Granite Batholith.
The suture is poorly defined due to limited outcrop and deep weathering. It forms a zone of up to 20
kms wide consisting of a tectonic melange incorporating meta-sedimentary cherts and limestones of
Upper Devonian to Upper Permian age and serpentinised mafic-ultramafic intrusions. The suture
exhibits strike-slip movement resulting in numerous splays running along the Central Gold Belt.

5.1.2 STRATIGRAPHY
A description of the stratigraphy of the region (which features poor outcrop and a complicated
tectonic history) is summarised in Table 5, after Richardson (1939), Alexander (1968) and Gunn
(1993b). Discussion is limited to the Raub Group, in which the gold mineralisation occurs. The
generalised regional geology of the Raub area is shown in Figure 4.

A C A HOWE INTERNATIONAL LIMITED

39
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 5. STRATIGRAPHY OF THE RAUB AREA

Stratigraphic Unit Age Description

Recent/Pleistocene Recent/Pleistocene Soils, including development of saprolite.


Middle Pleistocene rhyolitic ash

Dolerites Tertiary —

Main Range Granites Triassic Occur to the west of Raub. Syntectonic pluton made up
(207 – 230 Ma, peak at of composite batholiths. Composed of predominately
~210 Ma) biotitic porphyritic granite, commonly tourmalinised.
Muscovitic finer grained facies also occur. Main Tin
deposit of Malaysia.

Bukit Kajang Triassic (?) Elongated north-trending granite porphyry intrusive,


immediately west of and to north of Raub.

Benom Granites Triassic (?) Occur east of Raub. Granite porphyry and quartz
porphyry. Intrudes Benom Complex. Considered
contemporaneous with the Main Range Granite. No tin
deposits.

Benom Complex Triassic Occur east of Raub. Igneous complex comprising highly
(~207 Ma) variable suite of syenitic, monzonitic and gabbroic
rocks.

Serpentinites Triassic Minor intrusives in the Raub-Bentong Suture Zone.

Pahang Volcanics Permian to Triassic Largely rhyolitic tuffs; abundant in Lipis and Upper
Raub Groups, comparatively rare in older Bentong
Group.

Lipis Group Permian Composed of argillaceous, arenaceous, conglomeratic


and cherty facies. Infolded into the Raub Group.
Previously known as the Upper or Younger Arenaceous
Series.

Raub Group Permian Predominantly calcareous shale and siltstone, with


subordinate limestone and marble. Previously known as
the Calcareous Series.

Bentong Group Palaeozoic Mixed sequence of argillaceous and predominantly


arenaceous sediments containing pebbly lenses.
Previously known as the Lower or Older Arenaceous
Series.

40
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
100º 101º 102º 103º 104º

TH
AI
LA S
ND O
U
T
H
6º 6º
S T R A I

C
H
I N
Eas
Wes

Ce

A
T

ter

ntr
tern

n
al

Tin
Selinsing

Go
Tin
O F

SEA
ld
Penjom

Bel
Tersang/TTC
Bel

Cheroh

Be
4º 4º

t
Raub
t

lt
M A
L
A
C
C

3º 3º
A

E
as
te
rn

LEGEND
Key to Symbols:
Ti

Primary Gold Deposits


n

2º Primary Gold Prospects



B

} Primary Gold Deposits & Prospects


el

cited in report
t

Subsidiary Gold Belts


0 50 100
Miles
SINGAPORE
100º After E.B Yeap, 1993 101º 102º 103º 104º

FIGURE 3: PENINSULAR MALAYSIAN METALLOGENIC BELTS A C A Howe International Limited

41
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Raub -
Pa
h
Pe a n g
ra

Benton
k

450,000 mN

Sutureg
Main Range V
V V
Granites V
400,000 mE
V
V
Tersang Benta

LEGEND Cheroh
Cheroh
Stratigraphy:
Triassic
Interbedded Sandstone, Siltstone & Shale;
widespread volcanics

Permian
Bt. Kajang
Phyllite, slate & shale with subordinate Granite
sandstone & schist. Limestone development
throughout succession & widespread volcanics
425,000 mN

Carboniferous
Phyllite, slate, shale & sandstone.
Localised limestone development & volcanics Raub GM
Benom
Devonian
Complex
Phyllite, shcist & slate. Localised limestone
& sanstone. Some interbeds of conglomerate, Raub
chert & rare volcanics ~
Silurian-Ordovician
Schist, phyllite, slate & limestone. Minor inter-
~
Ra

calations of sandstone & volcanics


~
ub

Intrusives
-B

Acid intrusives (undifferentiated) ~


en

~
ton

Intermediate intrusives (undifferentiated)


gS

Basic intrusives, mainly gabbro


~ V
utu

Ultrabasic intrusives, commonly altered to


serpentinite, within Raub - Bentong Suture
~
re

Rock Type Symbols: V


400,000 mN ~ V V
Sandstone V
~
~ Schist V

Shale, mudstone, siltstone, phyllite, slate ~ V V

& hornfels
V Acid - Intermediate volcanics ~
Other Symbols: ~
Raub-Bentong Suture
(Translucent Overlay) ~
Fault Block 8 Outline ~
Bentong
Town Gold Deposit
~
Pa
Se

~
450,000 mE
425,000 mE

Road
han
lan

0 5 10 15 ~ ~
g
gor

Scale in Kms

FIGURE 4: GENERAL GEOLOGY OF THE RAUB REGION A C A Howe International Limited

42
c92113pu020 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
5.1.3 SAPROLITIC WEATHERING HORIZON
The soil profile in the Raub mine area and elsewhere is deeply lateritised, though the lateritic
duricrust is generally missing. Soils tend to be thin (4 1 m) over the meta-sediments on the
undulating hill slopes and far thicker (4 6 m) in the alluvium filled valley floors. The general lack of
unweathered outcrop and a deep saprolitic weathered transition to fresh rock (5 40 m in places)
partially hampers traditional mapping and trenching. Metre-scale core stones of less weathered and
unweathered shale have been shown by drilling to occur within the basal portions of the weathering
profile (e.g. Ward and Malacca South Areas). However, transition to fresh rock at the base of the
saprolite can also be very sharp (Cheze, 2004).

5.1.4 THE RAUB GROUP


The known gold deposits in the region lie within shaley and calcareous metasediments of the Raub
Group, which was formerly known as the Calcareous Series (Richardson, 1939).

The Raub Group is of marine origin and unconformably overlies the terrestrial Bentong Group.
Recent faunal correlations in the Cheroh area 10 kms north of Raub suggest that the Raub Group
rocks are of Wordian or Middle Permian age (Sole, 2001). The group consists of mixed argillaceous
and calcareous facies (Richardson, 1939). The argillaceous facies is composed of shales, which are
graphitic in part, and calcareous shale, with rare cherts. The calcareous facies are largely limestone
with subordinate shales. The limestones are occasionally pure, particularly east of Raub.

Igneous rocks are not prominent in the Raub Group, but are commonly associated with the
mineralisation (see below). They include rhyolitic tuffs of the Upper Pahang Volcanics within the
Raub Group sediments and fine grained felsic rocks of probable igneous origin, known locally as
felsites, but identified as porphyritic microgranites by Gunn (1993b). The intrusive Bukit Kajang
Granite Porphyry is 11 km long and 2 km wide at its maximum and lies west of Raub, between
Raub and Cheroh, some 10 km to the north. It trends north-south and is oriented parallel to regional
strike trends. Contact metamorphism adjacent to the Main Range Granites (SEREM’s Hornfels
mapping unit) has converted the Raub Group rocks into amphibolite, tremolite and epidote
hornfelses and schists.

5.2 INDIVIDUAL DEPOSIT GEOLOGY


5.2.1 RAUB GOLD MINE
5.2.1.1 Introduction
The original mining company’s name reflected the mine’s location and that the company was of
Australian origin, i.e. the Raub Australian Gold Mines Limited. It operated from 1889 to 1961. The
Japanese invasion and a fire in the mine offices in 1961 destroyed the bulk of this company’s original
documents and plans, resulting in the present poorly documented nature of the old mine.

The closest analogue to the Raub gold deposit appears to be the Phanerozoic aged, mesothermal gold
deposits of the Victoria Goldbelt in Australia which are of the turbidite hosted type. Similar deposits
are known from North Island in New Zealand, where the gold mineralisation is accompanied by
antimony and tungsten (Foster, 1993), which are used in the Raub area as pathfinder elements.

The Raub mine lodes have traditionally been described in documents and the literature as the West
and the more economically important East lode. Following the recent discovery of two more discrete
sites of mineralisation, RAGM have decided to rename the lode systems [from west to east] as
follows:

Old Nomenclature: * West Lode * East Lode [Not named] [Not named]
New Nomenclature: * West Lode * Central Lode * Eastern Lode * Tailings ‘‘Lodes’’
This naming convention is followed in this report. All of these lode horizons will be targeted during
Peninsular’s proposed exploration programme (see Section 6.3). The geology of the Raub mine is
given in some detail as deposits of this type form one of the major target types of the proposed
regional exploration programme.

A C A HOWE INTERNATIONAL LIMITED

43
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
5.2.1.2 Mine Wallrocks and Gross Structure
The shales hosting the gold mineralisation are generally calcareous and dark grey-green to black in
colour, especially where graphitic. They are fissile in nature (Gunn, 1993b). Potential tuff marker
horizons are present. Disseminated epigenetic pyrite is widespread, whilst earlier pyrite also occurs as
bedding laminae. Multiple phases of irregular and bedded quartz and carbonate veinlets are present
and thin interbedded sills of ‘‘felsite’’, with metre scale thickness occur in the hangingwall sediments
east of the Central Lode, within the Eastern Lode Zone mineralisation.

The Raub gold mine lies east and southeast of the elongated Bukit Kajang porphyritic granitic
intrusive which outcrops largely north of the mine.

The mine’s principal vein system, the Central Lode, extends over 6 kms in a northerly direction,
dipping steeply eastwards. Essentially it is a higher grade quartz vein system enveloped in a lower
grade sheeted, parallel fractured quartzose zone, as evidenced by RAGM’s recent drilling on this lode
system’s northerly extensions in the Koman, Malacca and Ward areas (see Figure 5). The 6 km strike
length is offset and was formed by the combination of a shallow (approximately -15o to -208),
northward plunging oreshoot, being progressively up-faulted in a northerly direction by oblique faults
that trend northeast and dip southeast.

The dislocated vein portions between these oblique faults formed natural mining Section divisions,
named from the south as Raub Village (under southern Raub town), Raub Hole (under northern
Raub town), the Golf Course Section (Nibong and Hitam), the Bukit Koman Village Section
(Anderson, Stope and Lilbourne), Derrick, Malacca, Ward and Sungai Agas in the far north.

The northern portion of Bukit Koman and Derrick lie within ML 1669. The Malacca and Ward
Sections are in the Plantation MLA. Geochemical soil gold anomalies and old workings on the
Eastern Lode mineralisation continue north of the Ward Section into the Sungai Agas area.

5.2.1.3 Raub Mine Fracture Systems


There are four main fracture orientations within the Raub Mine, namely the lode structures, the
oblique faults, mineralised tensional fractures and a second set of oblique fractures (Richardson,
1939).

The Lode Structures


The West Lode structure is poorly documented as it was seldom mined. It lies approximately 300 m
to the west of and parallel to the Central Lode system and has a known strike length of at least 2
km. It is best developed in the Derrick Section of the old Raub mine to the west of and outside
RAGM’s ML 1669.

The Central Lode system has been mined down to a depth of 335 m (1,100’) in the Bukit Koman
North Shaft on the southernmost portion of ML 1669. The down plunge extent of individual high
grade shoots was ‘limited’ by the Oblique Faults (see below).

The Central lodes are generally steep, west of north trending swarms of quartz filled fractures, which
dip east at angles of +658 near surface, shallowing to 508 in depth (Richardson, 1939). The fractures
are largely coincident with and parallel to fold axes of the near-isoclinally folded sediments, though
they are also in part conformable with the enclosing sediments, as shown in Figure 6. Classic fold
nose veins or saddle reefs also occur (Cowan, 1997). The folded sediment axes pitch shallowly
northwards at angle of approximately 158, which orientation is near paralleled by the plunge of the
payshoot(s).

A C A HOWE INTERNATIONAL LIMITED

44
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
LEGEND

Central or Main Lode

Quartz veining

Sungai Agas
Felsite Dykes
Oblique Fault >

Faults

Trenches

Ward

Malacca Pond >


Oblique Fault >
} Malacca VLF axis

Placex Soils Sampling

Malacca North
RAGM 2004 RC Holes
T a i l i n g s
RAGM ML 1669
Oblique Fault >

Malacca South
RAGM MLA
MLA
Road
Oblique Fault >
P o n d s

Derrick

Washing Plant
A r e a

Oblique Fault >

Koman
Oblique Fault >

ML 1669
Koman River
Bukit Koman
Village

0 500
Metres

FIGURE 5: RAUB GOLD MINE LOCATION PLAN A C A Howe International Limited

A C A HOWE INTERNATIONAL LIMITED

45
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Cross-section near Bukit Koman Main Shaft Cross-section near Bukit Koman North Shaft

LEGEND

Attitude of enclosing graphitic shales

Quartz Lodes

Mine levels 100 feet / 30.5 m apart


Scale as shown in feet

Cross-section near Bukit Jellis Shaft

(Taken from Richardson, 1939)

FIGURE 6: LODE CROSS-SECTION IN THE RAUB DEPOSIT A C A Howe International Limited

A C A HOWE INTERNATIONAL LIMITED

46
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Individual lode channels are 1.2 to 2.1 m wide, though sheeted zones of up to 21 m wide occurred.
Mineralisation is largely white quartz with black shale fragments and subordinate calcite. Sulphides
form only 3 to 5 % of the ore, being pyrite, arsenopyrite, stibnite and scheelite (Richardson, 1939).
The gold values were very erratic in their distribution. Approximately 80 % of the gold was free
milling with the balance being associated with the sulphides.

The Eastern Lode Zone mineralisation occurs over a width of approximately 100 to approximately
300 m in the hangingwall (east side) of the Central Lode, where it occurs in association with narrow
felsite dykes. The mineralisation has been intersected in trenches and drillholes and dips eastwards at
moderate to low angles.

Little is known in regard to the Tailings Lode Zone, which comprises quartz veining exposed during
tailings mining, coupled with values in Banka holes drilled into the saprolitised shales below the
tailings ponds in 2004. These holes formed part of the R3 reserve drilling and metallurgical test hole
programme (see Figure 9 later).

The Oblique Faults


The lode structures are step-faulted by a series of oblique, 0308-0508 trending faults with near vertical
to steep south-eastward dips (see Figure 5). These faults obliquely upthrow the lodes to the north
(apparent right lateral throws) resulting in similar horizontal and vertical displacements. Actual
horizontal (plan) throws vary from a few metres to over 100 m. The net effect of this repeated
faulting was to extend the exposed strike length of the lodes. Richardson (1939) speculates that this
faulting was caused by the intrusion of the Bukit Kajang Granite.

It has been implied by previous workers that there is a single 6+ km long payshoot that has been
dislocated by the oblique faulting. However, Peninsular intends to test an alternative hypothesis that
there may be further parallel shoots stacked within the Central Lode fracture system by drilling
across and below the old mine workings.

The Mineralised Tension Fractures


These narrow (approximately 2 cm), impersistent, quartz filled tension fractures are present
throughout the lode system. They occurred in a swarm in the Raub Hole where they were mined for
their gold content. They trend east-west, dip at 508 to 608 to the north, have short strike lengths (10+
m) and show apparent centimetre-scale left lateral throws.

South-easterly Trending Oblique Fractures

The fourth fracture orientation is again oblique to the trend of the mineralisation, trending south-easterly
and dipping to the southwest at 408.

5.2.2 OTHER REGIONAL GOLD DEPOSITS

5.2.2.1 Cheroh Deposit


The Cheroh deposit was developed prior to WWII. It now lies within the grounds of a Hindu Temple
and is unlikely to be available for prospection (see Figure 2). Three underground levels were
developed off the Ross shaft at depths of 25, 53 and 93 feet. Gold mineralisation there is associated
with a crude quartz stockwork in an aplite dyke. The dyke is approximately 10 m thick, strikes
north-northwesterly and dips eastwards at 808 (Richardson, 1939).

5.2.2.2 Tersang and Chun Chok Deposits


The Tersang gold deposit occupies a 1.4 km long, northerly trending, felsite capped hill. The Chun
Chok gold deposit is far smaller in known extent and lies south of the Tersang prospect (see Figure
8). Other poorly exposed deposits (Tenggelan) and those inferred from soil sampling deposits (Chenua
and Tenggelan North) also occur in the area. More information concerning these deposits is given
later. Alluvial gold has been worked in the Tersang area since 1933 (Richardson, 1939). These
deposits were rediscovered by SEREM during a regional stream sediment sampling programme.

A C A HOWE INTERNATIONAL LIMITED

47
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
A small open-cast gold mine operated on MC 511 on the south-eastern flank of the Tersang hills
during the 1990’s. An unknown quantity of quartz vein associated gold mineralisation in the felsite
and its footwall shales has been mined, perhaps amounting to approximately 200,000 tonnes (visual
estimate). The grade of material mined is unknown, but according to recent SEREM sampling results,
the material treated is likely to have been hand-sorted.

This mining exposed a well developed quartz vein system in graphitic shales beneath the felsitic sill, a
field sketch of which is shown in Figure 7. The quartz vein mineralisation is best developed in gash
vein or pull apart structures that dip west at angles of 408 to 608, their opening being caused by
thrusting from the east; the veins probably occupying an earlier [master] joint direction. Shallower,
westward-dipping quartz mineralisation represents shears complementary to the thrusting along the
bedding. This mineralisation represents transference of horizontal movement into the shale’s bedding
orientation.

Structural analysis of this locality is recommended as the combination of Riedel fractures in the
felsites (Cheze, 1994) and bedded thrusting in the underlying shales suggests to Howe that there may
be a wrench fault present in the area immediately adjacent to Tersang.

Howe considers the Tersang-Tenggelan-Chenua or ‘‘TTC’’ area to be of especial interest in view of


the potential size of the resources in this area, their possible depth extensions beneath the felsite at
Tersang and the probably economic (Cole, 2004), though sub-1 g/t grade of the inferred resource at
Tersang.

5.2.3 OTHER NEARBY DEPOSITS IN PAHANG STATE


5.2.3.1 Penjom Gold Mine
The proximity of the Penjom Mine to the TTC Area suggests that its geology can provide relevant
information in the context of the district gold deposit model discussed below. Avocet plc (‘‘Avocet’’)
started exploring the area in 1991 and brought the Penjom mine into production in December 1996.
The mine lies approximately 15 km east-northeast of the northeast corner of Block 8 area, at the
town of Kuala Lipis.

The Penjom Mine mineralisation is associated with thrust faulting adjacent to a significant splay on
the Raub-Bentong Suture and the deposit occurs in similar rock types to the Raub mine. The
stratigraphy has a local east-west strike and dips southward in the mine area. The westward directed
Penjom Thrust is the dominant feature controlling the distribution of ore. It strikes northeast (0358)
and dips to the southeast (30-408), cutting through an asymmetric fold with the footwall strata being
folded and dipping into the thrust. Shear stress in the thrust remobilised carbon within the shales to
form a graphitic ‘‘alteration’’ zone. This, together with mylonitic rock, is considered to have made the
Penjom Thrust an impermeable hangingwall. The ‘felsite’ associated with the Raub mine
mineralisation is replaced by the Penjom Tonalite Intrusion Complex, which is composed of a series
of thin, competent sills (55 m thick) of granitic composition that are folded within the mine
stratigraphy.

Gold mineralisation lies beneath the thrust in discontinuous, metre-scale quartz, ankerite, dolomite
veins with minor sulphides. These occur as ribbon veins along bedding planes, in part adjacent to
steep fractures and as fracture-hosted veins and stockworks in and adjacent to tonalitic sills,
particularly where the orientation of the Penjom Thrust deviates and also where the sedimentary
strata are carbonaceous and/or tightly folded or intensely faulted. There is almost no gold
mineralisation above the Thrust, even though the steep faults cut through it. Minor (43 %) sulphides
are present and include arsenopyrite, pyrite, galena and sphalerite with minor chalcopyrite and some
tellurides.

The Penjom mine has milled 4.00 Mt of ore at an average recovered (~89 %) grade of 5.04 g/t during
the 7 year period 1998 to 2004, producing 649,000 oz of gold. Current open-pit reserves and
resources (including inferred resources) are 2.81 Mt at an average grade of 4.73 g/t, using a cut-off of
0.8 g/t (Avocet, 2004 and earlier Annual Reports).

A C A HOWE INTERNATIONAL LIMITED

48
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
West Co
nta Southwest
East
Ba ct o “Fe
nde bsc
ure
l
dG db Fel site” S
rap yW site ill
hiti e ath
cS erin
hal Be Ba ga
es dde nd
dT
nde Du
e mp
ractur hru dG
rap s
Con jugate F stin
g (& hiti
Gli cS
din hal

c92113pu024 Proof 6: 23.6.05 B/L Revision: 0


g) es
BE
DD
ED
QUARTZ GASH Su
lph
QU
AR
VEINING id TZ
Min e Re LO
era plac DE

Operator MilV
lisa em
tion en
t

49
Ba
nde
dG
rap QUARTZ GASH
hiti VEINING
cS Be Be
hal dde dde
es dT dT
Notes:
hru
hru s

A C A HOWE INTERNATIONAL LIMITED


stin ting
Section looks South. g
Gash veins ~2.4 to 4 m long on dip.
Grade is not proportional to quartz content of lodes.
Gash veining probably occurs along a pre-existing ‘Master’ Joint orientation.

FIGURE 7: SCHEMATIC SECTION OF SOUTHERN PIT HIGHWALL SHOWING A C A Howe International Limited
TERSANG FOOTWALL SHALE MINERALISATION
Gold in Soil Values (ppb)
TENGGELAN NORTH

TENGGELAN

TENGGELAN
NORTH KEKABU
TENGGELAN

CHENUA

TERSANG

Inset: Stream Sediment Gold Anomalies

CHENUA

TERSANG

LEGEND

+ Soil Sample Locations


Scale as shown

CHUN CHOK Figure based on Figures 23 & 36 of SEREM Report (Cheze, 1994)

FIGURE 8: STREAM AND SOIL GOLD ANOMALIES IN THE TTC AREA A C A Howe International Limited

A C A HOWE INTERNATIONAL LIMITED

50
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
5.3 CONCEPTUAL DISTRICT GOLD DEPOSIT MODEL
Though deposits within any metallogenic belt naturally vary in size depending upon local geological
factors, there is good reason to try to determine a district’s optimum economic deposit size and
exploration characteristics as the basis of exploration planning and targeting. For this reason, data on
the known gold content (i.e. production and resources/reserves) of mines and deposits in the area was
investigated, as were their geological characteristics.

5.3.1 KNOWN DEPOSIT SIZES AND GRADES


The old Raub Mine is the southernmost of a cluster of 4 gold deposits forming an anomalously gold
enriched portion of the Central Malaysian Gold Belt. The other mines are Selinsing and Penjom
open-pits, together with the Tersang-Chun Chok-Tenggelan and Chenua or ‘‘TTC’’ group of deposits
being the fourth. Known production and reserve data for Central Pahang mines and some prospects
are shown in Table 6. This data is known to be incomplete and includes a mixture of reserve and
resource types, the purpose of the compilation being to examine deposit global gold contents rather
than economic gold content.

Table 6. ESTIMATE OF REGIONAL GOLD PRODUCTION & KNOWN RESOURCES

Deposit Known Production Known Resources (Measured+Indicated+Inferred)

Location Tonnes Grade Kgs/Ounces Tonnes Grade Kgs/Ounces


Raub Overall 7,520,000 4.14 31,180/1,002,450 10,205,000 0.68 6,940/223,060
Tersang ~200,000? n.a. N00?/n,000? 18,900,000 0.87 16,440/528,650
Selinsing n.a. n.a. +2,488/80,000 n.a. n.a. ~4,976/160,000
Buffalo Reef — — — n.a. n.a. 2,799/90,000
Penjom 98-04 4,003,000 5.04 20,187/649,050 4,989,400 4.37 21,803/703,038
Note: n.a. not available/unknown. This tabulation does NOT imply that the listed production and resources were/are economic.

The global production and resources for both Raub and Penjom mines show that they are major
mesothermal lode gold deposits, containing +1 Moz of mined gold. The Tersang prospect, which is
currently poorly explored, probably contains in excess of 500,000 oz of gold in global resources,
excluding any gold in the shale hosted footwall mineralisation.

It is thus apparent that new deposits of 500,000 to 1 Moz of contained gold could reasonably be
expected to be found within areas to be explored by Peninsular, though naturally most of the
deposits that remain to be found will be smaller.

5.3.2 DEPOSIT DEFINING GEOLOGY AND STRUCTURE


The available Raub, Cheroh, Tersang, Tenggelan and Penjom documentation and site visit evidence
shows that there are numerous geological controls to and/or associations with the mineralisation,
namely:
* The deposits occur east of and adjacent to the Raub-Bentong Suture (RBS).
* The deposits occur near splay structures on the RBS, often associated with sharp changes in
the strike of the suture (Raub and Penjom).
* The tightly folded sedimentary and tuffaceous wallrocks are usually carbonaceous in part
(Raub, Tersang, Chun Chok and Penjom).
* The deposits are often marked by a potassic radiometric anomaly (Raub, Tersang and
Chenua).
* The Penjom, Raub and Tersang deposits are associated with thrusting on various scales.
* The Tersang stockwork is interpreted by SEREM in terms of a shear couple.
* Tabular, intrusive felsic igneous rocks are closely associated with the deposits; ‘‘Felsite’’ in the
case of Raub, Cheroh, Tersang, Chun Chok and Tenggelan and as a ‘‘Tonalitic Intrusion
Complex’’ in the case of Penjom.
* Cross-fracturing, at a high angle to the lodes is usually present in association with the
mineralisation, but is itself not economically mineralised (Raub, Tersang and Penjom).

A C A HOWE INTERNATIONAL LIMITED

51
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
* Identified structurally controlled sites of gold mineralisation are:
* Shear and thrust associated veins within fold axes (Raub and Penjom)
* Bedded thrust associated mineralisation (Penjom, Tersang footwall and Raub)
* Stockworks in ‘thicker’ felsites (Tersang, Penjom, Chenua)
* Steep, cross-cutting fractures (Raub, Tersang, Penjom).
* The generally quartz-carbonate vein gold mineralisation is characterised by minor quantities of
geochemical marker arsenopyrite, stibnite and other sulphides (3 to 5 %).

5.3.3 DISTRICT MINERALISATION MODEL


The gold bearing mineralisation in Peninsular’s exploration area represents a wide variety of lode
structures developed in association with shearing and thrusting caused by a westward directed
regional compressive regime. They occur in both shear associated and pull apart structures on a
centimetre to kilometre scale, in both competent brittle (felsite) and in relatively weak, semi-ductile
rocks (shales). These lode structure loci include:
* Bedded mineralisation in shales (Tersang and Penjom) associated with wrench faulting, capped by
felsitic sills together with mineralisation in local pull apart structures formed by older fractures.
* Axial fold shears or thrusts along or adjacent to folds in graphitic shales (Raub and Penjom).
* Multiple parallel lode structures possibly associated with sole thrust front splays (Raub)
* Oriented stockworks in coherent, brittle ‘‘felsitic’’ intrusives (Cheroh, Tersang and Penjom)

The source of the gold mineralisation is likely to be the graphitic shale host rocks themselves, based
on Russian and other research (Nekrasov, 1996).

Peninsular can use these geological structural loci to focus and prioritise their exploration efforts.

6.0 EXPLORATION
6.1 EXPLORATION HISTORY
6.1.1 INTRODUCTION
Only post-1980 exploration is discussed here, though gold mining has taken place in the area for
several hundred years.

Exploration rights in the area were granted over large blocks of ground in the mid-1980’s by the
Pahang State Government to encourage exploration expenditure, particularly by foreign companies.
The exploration history of the Raub and Block 8 areas is covered in a series of reports which are
listed in the References. The various companies and organisations that have conducted exploration in
the Block 8 area are shown in Table 7 (Table 2 covers historical exploitation data).

Table 7. HISTORICAL GOLD EXPLORATION IN THE RAUB-TERSANG AREA

Company / Organisation Period Activity


Raub Australian Gold Mining Limited 1889-1961 Prospecting and mining over 6 km strike
Pahang Consolidated (at Raub) 1973 Drilling (5 holes, no data available)
Compagnie Générale de Géophysique 1980 Airborne geophysics flown for State
Placer (JV with Akay Holdings) 1986 – 1987 Soils geochemistry and drilling
SEREM Malaysia (BRGM) 1990 – 1994 Regional and detailed exploration of Block 8
Malaysian and British Geological Mineralogy and exploration methodology
Surveys 1993 – 1994 studies (including biogeochemistry)
Wells Gold (JV with Akay Holdings) 1994 – 1995 Tailings Feasibility Study
Akay Holdings 1996 Soil sampling inside Plantation Block
Akay Holdings for RAGM 1999 – 2005 Trenching and drill exploration.
Note: Data taken largely from Richardson, 1939, Lee Ah Kow et al, 1986 and Cowan, 1994. Tin exploration and mining also took place,
especially in the southwest and west of Block 8.

A C A HOWE INTERNATIONAL LIMITED

52
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
6.1.2 HISTORICAL EXPLORATION
The recurring theme of the post 1980’s work carried out in the Raub and Block 8 areas is the
involvement of members of the Akay group of companies (Akay Holdings, Akay Venture, RAGM
and SEREM). Akay first became directly involved in the area when title to ML 1669 was transferred
to it in 1987. Subsequently Akay privately financed exploration, the carrying out of metallurgical and
engineering studies and the preparation of bankable feasibility studies in relation to the Raub tailings,
particularly since 1995. Akay Venture, part of the Akay group of companies, acquired SEREM in
1997 as part of a long-term program to consolidate mining interests on a regional scale. There has
been considerable work carried out in the Block 8 area, which is briefly summarised below. The
compilation, scanning and digitisation of the material is ongoing, with much of the data already in
digital format.

1980 Compagnie Générale de Géophysique


Compagnie Générale de Géophysique flew this area in 1980. Spectrometer results showed zones of
potassic enrichment associated with gold mineralisation at Raub, Tersang, Tenggelan and Chenua.

1986-1987 Placex (Malaysia) Sdn Bhd


Placex (Malaysia) Sdn Bhd carried out a programme of soil sampling, surface geophysics, outcrop
and trench sampling and diamond drilling on MC 483 (now ML 1669) and further to the north. Its
3.3 km long by 700 m wide surveyed grid remains the basis to RAGM’s local Raub mine grid.

A total of 1,622 base of ‘‘C’’ horizon augered soil samples were taken on soil sampling lines 50 m
apart with samples 20 m apart. The samples were analysed for gold, silver, tungsten, arsenic, copper,
lead and zinc and coincident gold (often +1,000 ppb) arsenic and tungsten anomalies are found. This
sampling was done prior to the Kim Chuan opencast mining in 1991-1995 and was utilised to guide
strip mining. Channel sampling in trenches was also carried out and the samples were assayed for the
same elements as the soils. There was again a good correlation between gold, arsenic and tungsten
values. These sampling locations were largely destroyed during the surface mining.

Ground geophysics comprising magnetics, VLF, radiometrics and IP were carried out. The VLF
results show that the Central Lode structure continues north of the known workings. Again, known
gold mineralisation was associated with K radiometric ground anomalies. No useful ground magnetic
anomalies were obtained, whilst an induced potential (IP) survey produced patchy results, with a
good response in the Malacca area.

Fifteen diamond drill holes (PRB series) were completed for a total of 2,428 m, scattered over nearly
2.35 km along strike. These holes were generally paired and were drilled to intersect the Central
Lode. Results were generally disappointing, but some mineralisation was discovered in depth.

1993 The British (BGS) and Malaysian (GSM) Geological Surveys


The BGS and GSM carried out studies in Malaysia relating to gold mineralisation, mineralogy and
geochemistry using the Placex cores and gold biogeochemistry (Gunn et al, 1993). They discovered
that free gold is most commonly associated with graphite streaks and graphitic shales fragments
within the quartz-carbonate veins. The gold grains varied between 5 to 100 microns in size. Lithogeo-
chemical studies showed, as would be expected, a strong association between gold and arsenic,
uniform low mercury and base metal contents and no correlation between tungsten and gold. What is
particularly important is that all the felsites analysed had elevated gold contents of 0.2-0.5 ppm (g/t).
Their biogeochemical study showed that the oil palms extract detectable gold in their young leaf
tissue, but that the botanical sample gold distribution did not relate well to that of the nearby soil
samples.

1990-1994 S.E.R.E.M. Malaysia Sdn Bhd


SEREM covered most of the Gold Belt sediments with regional stream sediment sampling (Cheze,
1994). At least 1,148 such samples were taken and the samples and their pan concentrates were
analysed for gold, arsenic, copper, lead, zinc, manganese and antimony (partial).

A C A HOWE INTERNATIONAL LIMITED

53
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
A cluster of 3 major and several minor stream and soil sample anomalous areas were located within
an approximately 32 square km area in the northeast portion of Block 8 (see Figure 8). Soil sampling
was carried out off an 11 km long, north-south baseline along the Tersang River, with sampling lines
200 m apart and extending a maximum 6.2 km eastwards to cover Chenua. Soil sampling was
generally carried out at 50 m intervals along line spaced at various intervals. The three major
anomalies forming the cluster are Tersang, Tenggelan and Chenua, collectively termed the TTC
deposit cluster by Howe.

Numerous other significant (100-400 ppb) stream sediment anomalies remain to be investigated within
the Block 8 area as a result of SEREM concentrating its work in the TTC area. Most of these
stream anomalies lie on ground under application by SEREM.

Salient details of the major and some minor centres of mineralisation or anomalies in the TTC cluster
are as follows:

Tersang
A 3 km long coincident >100 ppb gold and soil anomaly defines the prospect area, with some
coincident ground geophysics anomalies (IP and scintillometry) within and adjacent to it. The known
mineralised zone is 1,400 m long and is defined by a >300 ppb gold anomaly.

The gold mineralisation takes the form of a stockwork of quartz veins within a hydrothermally
altered acidic dyke (felsite), termed a Quartz Eye Porphyry (‘‘QEP’’) which occurs in both fine and
coarse grained forms. The quartz veins vary in thickness between 1 mm to 20 cm and exceptionally
up to 1 m in width. Their preferred orientation is approximately 0808 (060-1108), with an average dip
of 608 to the South. The sill is flat lying, but its dip steepens to approximately 20-258 to the west,
along the western margin of the deposit.

Hydrothermal alteration is shown by silicification, disseminated pyrite and arsenopyrite in the QEP,
sericitisation on quartz vein selvedges and irregular kaolinisation. The quartz veins are themselves
essentially barren of sulphides, except at Chun Chok at the southern end of Tersang where massive
arsenopyrite occurs.

Physical prospection included 3 trenches and 18 channel samples along drilling roads which exposed
the saprolitic bedrock beneath the thin soil cover. Values in the trenches average 0.5 g/t and generally
vary between 0.2 to nearly 1 g/t. The highest value was 4.72 g/t. A total of 23 boreholes were drilled
at Tersang and 3 at Chun Chok for a total of 2,202 metres. The holes were collared in HQ (63 mm
core diameter) and completed as NQ (48 mm core diameter). A total of 485 core samples were
assayed for gold. Nine of these holes were used in the Tersang inferred resource estimate by SEREM
(Cheze, 1994). Core values generally range between 0.2 and 0.8 g/t, with a maximum value of 14.2 g/t.

Metallurgical tests have been carried out on core from Tersang by Oretest Pty (Ltd) in 1995. They
showed that cyanide recoveries varied from 0 to 84%, with recoveries within the mineralised zone
averaging approximately 77% for these non-optimised tests. Fluor Daniel is reported to have also
carried out metallurgical tests, but no data is to hand.

Chun Chok
Chun Chok lies approximately 2 km south of Tersang and is surrounded by old alluvial gold
workings. Several higher grade values were disclosed by trenching of small occurrences in three
scattered locations. These contain silicified metasediments with fracture bound quartz veins with
sulphides. The sample values returned varied between 0.12 and 12.30 g/t. Mineralisation also occurs in
quartz stockwork in a narrow QEP dyke in one occurrence. Three cored holes intersected the
mineralisation approximately 15 m below surface, with TER-14 intersecting 2.8 m at 2.49 g/t. The
other two holes were not assayed due to very poor recoveries.

Tenggelan and Tenggelan North


Tenggelan is located 6 km north of the Tersang anomaly within an 800 m long, northerly trending
soil gold anomaly that is approximately 200 m wide and located over a quartz vein stockwork in a

A C A HOWE INTERNATIONAL LIMITED

54
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
northerly trending sill-like QEP felsite stretching over 1 kilometre. The maximum gold-in-soil value
was 1.1 g/t and values in seven trenches gave average grades of 0.4-0.5 g/t.

Tenggelan North lies 1.5 km north of Tenggelan and is defined by a 300 m long, plus 50 ppb gold in
soil anomaly that is open to the north and to the west.

Chenua
The Chenua area lies approximately 3 to 4 km east of Tersang. Mineralisation appears more widely
dispersed at Chenua with several anomalies. These were located by soil sampling on a wide 100 m
(N-S) by 50 m (E-W) spaced grid. The south-eastern portion of the Chenua grid could not be
sampled properly due to alluvial mining ponds. Four gold-in-soil anomalies were identified, the
longest of which is 600 m long. Ground geophysics scintillometry identified a 1.2 km long potassic
anomaly in the alluvial mining area.

Ground geophysics was applied over the TTC area by SEREM. These include magnetics, scintill-
ometry, resistivity and IP. Ground magnetics showed no significant anomalies at Tersang and was
dropped as a field method. Scintillometry was used both at Tersang (where it defined the coarse
grained QEP) and at Chenua where it defined a 1,200 m long anomaly. Test profiles at Tenggelan
North and Chun Chok showed coincidental gold-scintillometer anomalies. Induced polarisation and
resistivity surveys were carried out over the Tersang-Chun Chok areas and two major anomalies were
located. One of these is largely coincident with the gold and scintillometer anomalies, while the
second follows the line of the Tersang flat to the west of Tersang.

1994-1995 Wells Gold Corporation NL (JV with Akay Holdings)


Wells Gold Corporation NL (‘‘Wells’’) entered into a Joint Venture with Akay which covered MC’s
483 and 482 (an MC not in Peninsular’s property portfolio). Their work concentrated on MC 483
(now ML 1669) along the strike of the Central and Eastern Lode Zone lodes into what is now the
Plantation MLA. They re-established the Placex grid and carried out preliminary tailings volume
estimates and auger sampling.

Wells conducted a 94 hole RC drilling programme comprising 5,706 m over the Central and Eastern
Lode Zones in the area covered by the Placex grid. Holes were generally drilled in fence lines of 4
holes at 150-250 m intervals for Central Lode mineralisation. Fifty three holes (2,874 m) were drilled
in ML 1669 and 41 holes (2,832 m) were drilled in the Plantation MLA.

1995-1996 McDonald Speijers and Fluor Daniels – Reserves and Bankable Feasibility Study
McDonald Speijers carried out a reserve estimation on the tailings contained in the old Raub mine’s
tailings ponds for Wells Gold in 1995. This estimate is discussed later in Section 7. Fluor Daniel Pty
Ltd, based in Perth, Australia, carried out a favourable bankable feasibility study on the Raub
tailings project in 1996 (Fluor, 1996). This report and the metallurgy of the proposed CIL plant are
discussed later in Section 8.

1996-2003 Akay Holdings Sdn Bhd


The Placex grid was extended northwards by 4 km by Akay Holdings in 1996. East-west sample lines
were spaced at 100 m intervals with soil sample collection every 50 m. This showed that anomalous
gold values continue northwards, though with a more north-northwesterly strike. These anomalies are
weaker than Placex’s due to shallower, ‘B’ soil horizon sampling.

Akay Holdings’ work since 2000 has concentrated on locating free-dig, approximately 1 g/t open pit
resources in the wide Eastern Lode horizon. Trenching in 2002 followed a programme of mapping
and chip sampling. Work has been carried out in the following areas: Bukit Koman, Bukit Derrick,
Bukit Malacca South, Bukit Malacca North and elsewhere, the locations of which were shown in
Figure 5. The discussion of RAGM’s trenching results below includes some of Placex’s and Wells
Gold’s drilling results. Only part of the results listed and discussed by Cheze (2003) are given,
sufficient to give an indication of each area’s results.

A C A HOWE INTERNATIONAL LIMITED

55
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Bukit Koman
Work in this area included 10 trenches, 5 cored Placex holes and 8 Wells RC holes. In general low
(51 g/t) values were disclosed, though numerous trench and drill sections do exceed 1 g/t, with
occasional high values.
Bukit Derrick
This area included 6 trenches, 4 Placex cored holes and 12 Wells RC holes. Results were slightly
better than in the Bukit Koman area with more higher (>1 g/t) values being present in the trenches
and drill holes, confirming that this area requires more work.
Bukit Malacca South
This area included 9 trenches, 2 cored Placex drill holes and 11 Wells RC holes. The intensity of +1
g/t mineralisation increases Northwards from Bukit Derrick onto Malacca South, though the grade
remains generally low (see Section 7).
Bukit Malacca North
This area gave a good IP response during Placex’s work. It included 2 trenches and 13 Wells RC
holes. The intensity of +1 g/t mineralisation appears lower than at Malacca South, though access was
difficult in some cases due to topography.
Northern Area (Ward to Sungai Agas)
Mineralisation on the Central and Eastern Lode Zone lodes extends Northward as shown by surface
mining by local tributors, as do the lode structures (Placex VLF). Work includes 2 trenches, 2 Placex
cored holes and 21 Wells RC holes. The intensity of mineralisation and grades were again low, but
the mineralised widths appear to have increased.
6.2 RAGM’S 2004 EXPLORATION
6.2.1 DRILLING IN THE RAUB AREA
RAGM’s Work in 2004 concentrated on the Malacca South and Ward areas as shown in Figure 5,
where grid drilling has taken place on a 50 x 20 m grid. A total of 69 holes were drilled for 3,291 m
in 6 locations, as shown in Table 8. Mapping and trench sampling were carried out at the same time.

RAGM’s 2004 RC drilling programme was successful in locating significant quantities of mineralised
ground in the Eastern Lode Zone in the Malacca South and Ward Sections of the Raub mine (see
Section 7). The Malacca South mineralisation is conveniently located with regard to the proposed
CIL plant. Significant mineralisation was also located adjacent to the Central Lode in the South of
Bukit Koman/Derrick Sections.
Table 8. RAGM’S 2004 RC DRILLING PROGRAMME

LOCATION TARGET No of Holes Total m


Bt WARD Eastern Lode Zone 28 1,346
Bt MALACCA North Eastern Lode Zone 5 221
BT MALACCA South Eastern Lode Zone 25 1,206
Bt DERRICK Eastern Lode Zone 4 200
Bt KOMAN Pond Southeast Eastern Lode Zone 4 177
Bt KOMAN Pond Southwest Western Oxide 3 141
TOTAL – 69 3,291

6.2.2 TERSANG SAMPLING


SEREM carried out chip, grab and channel sampling of quartz veins and mineralised shales within
the quarry on MC 511, which lies on the southeast flanks of Tersang hill. Stockpiled material and
quartz vein mineralisation elsewhere in felsites was also sampled. Ninety five samples were taken, 75
of them from shale based footwall mineralisation (mean 0.57 g/t).

A C A HOWE INTERNATIONAL LIMITED

56
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Though these data tend to show that the highest value (17.20 g/t) and higher average value (0.67 g/t)
lie within mineralised shales rather than within quartz veins in the shales (5.00 g/t / 0.42 g/t), the
number of samples is so small that this is only indicative. Howe lognormalised the sampling results
from the 75 samples within the shales and found that their natural log population curve approximates
well to a Normal distribution with a high value tail due to 2 high value outliers (log mean of 0.21 g/t).
6.3 PROPOSED EXPLORATION PROGRAMME
6.3.1 INTRODUCTION
Peninsular have proposed an ambitious, but justifiable, exploration programme that will commence
after listing, probably in July, 2005, to discover and evaluate extensions to known mineralisation and
to locate new mineralisation. The exploration programme runs over 3 years and falls naturally into 2
discrete areas and a wider regional programme as follows:

* Tersang Project (TTC Area). This involves geological work and drilling on the known greenfield
Tersang, Tenggelan, Chun Chok and Chenua deposits and prospects. Tenggelan North is included
in ‘‘Other Targets’’ (see below).

* Raub ML 1669 and Plantation MLA. This involves brownfield exploration, largely by drilling, for
extensions to the Central and Eastern Lode Zone lodes and new exploration for the Tailings Zone
lodes.

* Other Targets and Regional Exploration. This involves regional exploration, together with work
(including possible RC drilling if required) on the Tenggelan North (gold in soil anomaly),
Kekabu (gold in stream sediments) and any newly discovered areas south of Raub.
The overall budget for the proposed programme has been estimated by Peninsular at US $6.9 million.
Projected expenditures for the various elements of the programme are shown in Table 9, together
with some additional detail on the different types of drilling and assay and analytical costs.
Table 9. PENINSULAR GOLD PLANNED EXPLORATION EXPENDITURE

Activity Raub MLs TTC Area Other Regional Totals


Personnel 705,007 731,567 565,517 2,002,090
Services * 1,821,049 2,343,164 265,478 4,429,691
Equipment 29,254 27,426 18,969 75,650
Contingency (5 %) 127,766 155,108 42,498 325,372
Total US $ 2,683,076 3,257,264 892,462 6,832,802
Services – Costs Detail
RC Drilling 578,500 920,400 78,000 1,576,900
Diamond Drilling 772,200 583,440 0 1,355,640
Assay/Analysis 470,349 839,324 187,478 1,497,151
Sub-Total US $ 1,821,049 2,343,164 265,478 4,429,691

Note: * Services refer largely to drilling and assay/analytical costs.

Outlines of the proposed work programmes are given in Peninsular’s AIM Admission Document.
Study of the project timeline charts shows that much detailed planning has gone into the designs of
each of the three main programmes, that there are no obvious timing inconsistencies and that
numerous data analysis and progress decision points have been included. It should be noted that the
prospecting permits would normally have a one year life, however Peninsular has been advised by
PKNP that these permits will have a three year life, which can be extended (J. Starink, pers comm).
This period will enable Peninsular’s exploration programme to be carried out.

The drilling budgets are predicated on grid drilling for resource purposes in the TTC and Raub mine
areas. These grids, particularly the 2nd phase of RC drilling and follow-up diamond drilling, may or
may not be drilled to completion depending on field results.

A C A HOWE INTERNATIONAL LIMITED

57
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The budgets presented to Howe appear to comprehensively cover the likely costs of the elements of
this programme. Possible minor exceptions to this are in regard to office renovation, communications
and vehicle costs. However, the cost base in Malaysia is markedly lower than that of Europe,
probably explaining these minor discrepancies.

6.3.2 GENERAL EXPLORATION METHODOLOGIES


Peninsular’s proposed field sampling procedures for stream sediment sampling, soil samples, pan
concentrates and trench channel samples are well thought out and take account of local variations,
e.g. differing seasonal flow regimes in the case of stream sediment samples. The same is apparent with
their proposed sample handling, including sample duplicates and outside laboratories. Field location
of all regional sample points will be by GPS, with the resultant easy co-ordinate download for GIS
location of data points. Rock assays will use 50 gram (gm) aliquots, rather than the more common
30 gm, which will help reduce any nugget effect problems.

Percussion drilling will be by reverse circulation using a 4’’ central face sampling hammer with dual
wall drill pipe. Though the data is not yet unequivocal, Peninsular might consider the use of a cone
splitter rather than the more typical Jones riffle splitter (Catto and Church, 2004). These can be
sourced from Australia.

Diamond drill holes will be collared in HQ and completed in NQ and the collars will be surveyed.
No mention is made of down the hole surveys and Howe assumes that this has been included in the
average hole costs of US $66 per metre. Howe has specifically queried this low drilling cost and has
been assured by Peninsular that it is correct and reflects the general low level of Malaysian
exploration costs. Core handling will use industry standard methods (packing, marking, logging,
sawing, photo-recording, half core crushing, splitting into assay and reference samples, despatch by
courier etc.).

Though the CIL plant laboratory is basically a wet ‘solution’ laboratory, it will have the capability of
handling approximately 80 ‘dry’ gold samples per shift if required, which will assist any urgent
exploration assays.

Actual field work is projected to commence shortly after listing (approximately 1st July 2005) and
project software (MS Project) has been used to schedule the programme and will be used to keep it
on track.

6.3.3 TTC PROJECT AREA


In all cases, drilling in the TTC area is to be preceded by field work including mapping, trenching
and sampling. The exploration drilling programme drilling proposed in the TTC area will in general
move from the Tersang deposit, to Chun Chok, then to Tenggelan and end a year later at Chenua.
Sequential RC and diamond drilling is proposed at each site, with subsequent RC infill drilling at
Tersang. Two RC rigs and two diamond drills will be employed on these programmes, with a data
processing, evaluation and planning process between the programmes. The proposed TTC drilling is
shown in Table 10.

Table 10. PENINSULAR GOLD PROPOSED DRILLING IN THE TTC AREA

Location RC Phase I Diamond Drill In-fill RC


Tersang 13,000 3,600 6,000
Chun Chok 2,400 1,200 —
Tenggelan 8,000 2,000 —
Chenua 6,000 2,000 —
Totals 29,400 8,800 6,000
Figures in metres.

A C A HOWE INTERNATIONAL LIMITED

58
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Peninsular’s stated purpose at Tersang is to delineate and evaluate the gold-bearing stockwork within
the coarse grained QEP felsite sill and generate a mineable resource of some 500,000 oz of gold. It
will however also search for higher grade ‘‘feeder zone’’ and major fracture bound mineralisation.

The problem of access at Chenua, due to extensive flooded alluvial workings, is likely to slow the
exploration programme there.

6.3.4 RAUB ML 1669 AND PLANTATION MLA AREA

6.3.4.1 Drilling Programmes


Two overlapping drilling programmes are proposed by RAGM for the two Raub mining licenses (ML
1669 and Plantation MLA). This drilling will follow after a period in which surveying, site and GIS
database preparation take place.

The first drill programme is a shallow RC grid search for oxidised ore largely in the Eastern Lode
Zone, but also within the Central Lode fracture system. The spatial sequence of drilling will start
from the Koman Area in the South, moving successively northward through the Derrick, Malacca
South, Malacca North, Ward and then move to probe the Central Lode Zone. This programme will
use two RC rigs to drill 22.5 km of 50 m vertical holes and to cover nearly a year in elapsed time,
again starting shortly after Peninsular’s listing (i.e. post-1st July 2005).

The second drilling programme is for deeper diamond drill holes to cover potential higher grade
underground ore in the Central Lode Zone at depths of between 50 to 250 metres. This programme
will use two diamond drill rigs to drill 11.7 km of inclined holes and cover nearly a year in elapsed
time, starting in the third quarter of 2005 and finishing in the first quarter of 2006. The holes will be
collared in HQ and finished in NQ. It is assumed by Howe that borehole surveying costs are included
in the drilling cost.

6.3.4.2 Raub Tailings Lode Zone


The CIL Plant construction phase calls for the excavation of portion of tailings pond R1 to create a
holding void for tailings transfer purposes. This void will be utilised to dig trenches across the strike
of the Tailings Lode Zone. Drilling of 1,500 m of RC holes will be done in fences across the strike
extensions of this zone of mineralisation. The trenching is currently scheduled to take place towards
the end of January 2006, but its timing will be dictated by the CIL plant’s timing.

6.3.5 REGIONAL EXPLORATION OF OTHER TARGETS


Regional assessment will primarily be by stream sediment and pan sampling, followed by soil
sampling, trenching and possibly drilling (depending upon results). Some 3,000 surface samples are
planned and will be assayed for gold and analysed for multi-elements.

Preliminary work programmes for Tenggelan North and Kekabu (east of Tenggelan North) both
envisage some 500 m of RC drilling (3,000 m in all), with diamond drilling postulated at Kekabu for
budgetary purposes.
6.3.6 RAUB TAILINGS DRILLING
No specific exploration programme is planned by Peninsular to upgrade the RAGM tailings reserves
per se. However, RAGM do intend to drill auger holes and take face samples for reserve
reconciliation, for grade/sizing tests in advance of mining and to determine pond fill/wall grades and
characteristics. Howe recommends that this drilling and sampling should be systematised.

It is very likely that ground penetrating radar (GPR) will be of material assistance in determining
internal tailing pond structure, i.e. hidden pond walls or gravity processed tailings will have different
radar signatures from the original, in-situ sheet-like tailings. The use of this remote sensing method
should be trialled. Costs for this work will fall under the CIL plant’s operational budget (Jon Starink,
pers comm).

A C A HOWE INTERNATIONAL LIMITED

59
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
6.3.7 EXPLORATION CONCLUSIONS
Peninsular is embarking on an ambitious programme to locate and evaluate large, low grade targets
suitable for low cost, mass opencast mining and simple CIL leach metallurgy. Amongst the many
tasks that will require constant monitoring if the programme is to be successful are the following data
handling functions:

* Sample handling, numbering and tracking (chain of custody)

* Sample blank, standard and repeat synchronisation

* Sample database maintenance

* GIS data input and validation

* Sample population distribution checks

* Provision of economic cut-off grades to the exploration team

With regard to RC drilling, Peninsular should ensure that the boreholes are geologically logged with
accurate sample length recording, a nominal 1 m sample length being inadequate. Sample recoveries
must be very strictly policed to the point that, if necessary, costs additional to the budget may need
to be incurred to boost RC chip and dust recoveries. It is unrealistic to expect 100 % recoveries (+85
% being good), however the use of 560 % recovery grades in reserve estimates is no longer adequate.

Howe believes that, given the known targets at Raub and in the TTC area, Peninsular is likely to be
successful in fulfilling its stated intention of discovering ‘low’ grade (about 1 g/t) weathered surface
ore. This material should, on account of the regional saprolitic weathering profile, be suitable for
free-dig mass mining and cheap, largely non-crushing and grinding metallurgical treatment.

The discovery of further discrete higher grade (4 to 5 g/t), non-oxidised vein system mineralisation, as
at Raub and Penjom, should not be discounted.

7.0 MINERAL RESOURCES AND RESERVES

7.1 TAILINGS RESOURCE AND RESERVE ESTIMATES

7.1.1 MCDONALD SPEIJERS 1995 TAILINGS RESERVE ESTIMATE

7.1.1.1 Introduction
The base data for RAGM’s tailings reserves is contained in reports by Cowan (1994) and by
McDonald Speijers (1995). The tailings dams were drilled on a 25 x 50 m grid, as shown in Figure 9.
One metre long samples were obtained using hand augers (91 holes for 270 m) and air core drilling
(with some water injection, in 558 holes for 8,233 m). McDonald Speijers (‘‘MS’’) found there were 3
main types of tailings, namely:

* Type T2 – Kim Chuan / Kim Yew Lee tailings – Variable fine sandy > coarse and gravelly

* Type T1 – Old RAGM tailings (commonly +1 g/t, fine, dark grey and graphitic)

* Type TCY – Clayey tailings typically > 80% clays, often with a high organic content, some of
which they considered may not be true tailings (or could even be alluvial gold deposits; Howe)
MS subdivided the tailings into sand and slime fractions and noted that the tailings are very
heterogeneous due to their long and complex depositional history (discussed in Section 3.3). They
also noted that it was sometimes difficult to distinguish the base of the tailings.

A C A HOWE INTERNATIONAL LIMITED

60
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
ll
To Plantation Oil Mi
LEGEND
R5 Tailings Pond I.D
Tailing Pond Limits

Tailings Area

1995 MS Drilling locations

2004 Drilling locations

2004 Drilling locations with


Values in Pond Floor
RAGM MLA Area

RAGM ML 1669 Area

MLA

0 200 400
Metres

ML 1669
Drawing digitised & plotted from MS data

FIGURE 9: RAGM TAILINGS POND AND DRILL SAMPLING LOCATIONS A C A Howe International Limited

A C A HOWE INTERNATIONAL LIMITED

61
c92113pu024 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
7.1.1.2 McDonald Speijers Tailings Bulk Densities
MS estimated the bulk tailings dry density varied between 1.20 to 1.35 and applied it in conjunction
with downward adjustments to take the tailings’ moisture content into account; the dry bulk density
being related more to water content than material type. These estimates were based on 71 in-situ
samples from the surface of the tailings ponds, with comparisons to the moisture contents of air
flushed cores which varied from 510 to nearly 60 %, with an average of 45.5 %. They considered
that below the water table the material would have an estimated dry bulk density of 1.1.

Averaged bulk densities of 1.35, 1.25 and 1.2 were used respectively for the northern ponds (R1, R6,
R7, M1, M2, NA and Bukit Malacca), the central ponds (R2 and R5) and the wetter northern ponds
(R3 and R4) (see Figure 9 for pond locations). MS used assumed density factors of 1.4, 1.6 and 2.0
respectively for fill, saprolitic clays and weathered bedrock and they considered that bulk density
errors could occur. Recent work by Cowan (2004) suggests that MS’s bulk densities were marginally
low.

7.1.1.3 McDonald Speijers Sampling Grades and Adjustments


There were no paired holes for drilling method/grade recovered comparative purposes. However, the
frequency distributions of sample grades returned from the augering and air flush core holes were
closely comparable and MS concluded the results could be combined for resource estimation
purposes.

The samples (4,834) were assayed by Analabs in Perth or Kalgoorlie (Analabs Method code GG 313,
i.e. a 50 g charge with AAS finish), with check assaying (approximately 5 % or 485 paired samples)
being done at Australian Assay Laboratories in Balcatta (AAL). Blind field duplicates were
introduced in the ratio of 1:20, i.e. approximately 1 per hole or 5 %. The removal of outlier values
produced little discernable difference to the resultant mean. However, blind standards (232 assays)
were also included and the Analabs Standards results were consistently lower than expected by
approximately 10 %. The AAL Standards results were consistent for samples below 1.3 g/t, but again
under-reported those above 1.3 g/t. Further check assays (181 samples), using Analabs pulps, were
submitted to AAL and a complicated series of paired assays determined a series of grade bin
correction factors, averaging 4.9%, based on lognormalised grades. In view of the uniformity of
sample size and spacing, MS applied a 5 % upgrade to all sample value, rather than applying
individual grade bin corrections.

Howe agrees in general with this simplified constant factorisation, but considers that it probably
slightly undervalues the 0.5-0.9 g/t bin (which contains the most values and the MS mean reserve
grade) and probably slightly overvalues the 0.9-1.4 g/t bin.

MS carried out basic statistics, including frequency distributions. They found the sample frequency
distributions to be highly skewed, tending towards being lognormal in form. The log mean grade of
4,834 samples was 0.86 g/t. There appeared to be more than one sample population present,
apparently with a natural break at between 1 to 2 g/t. This break was not seen by Howe in the
lognormalised values’ cumulative frequency curve.

MS decided to use non-lognormalised grades and an iterative process was adopted, whereby the
highest grade values were removed from the sampling population to reduce the arithmetic mean to
the lognormalised mean. This gave a top cut value of 3 g/t Au in tailings and 5 g/t in superficial fill
and rubble. This approach is novel, but would certainly remove any high outlier or upper value bi-
modal members of the sampling population. No bottom cut values were applied.

7.1.1.4 McDonald Speijers Resource and Reserve Modelling


Reserve modelling was carried out using Datamine software and a three dimensional (3 D) computer
block model. Vertical and then directional (45o increments) variograms were computed using log-
transformed values and a spherical log variogram was chosen to model the grade variations within
the deposit. The chosen spherical variogram showed large horizontal and vertical ranges, many times
larger than the sample and interhole spacing (e.g. 7 m vertical, 250 m E-W and 450 m N-S).

A C A HOWE INTERNATIONAL LIMITED

62
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Grade interpolation to generate resources was carried out within individual ponds, according to each
type (zone) of material, using an anisotropic inverse distance cubed algorithm, i.e. each block’s value
would effectively reflect the nearest hole’s values. The block dimensions used were 1 m vertical, 10 m
east-west and 25 m north-south; i.e. elongated along the general valley axis in all ponds (except Bukit
Malacca). The resources generated were considered measured resources by MS. They were divided
into sand and slime types as follows; 2.482 Mt of sand at an average grade of 0.97 g/t and 4.789 Mt
of slimes at 0.82 g/t, to give a total of 7.272 Mt at an average grade of 0.86 g/t.

The measured resources were converted to proven reserves by MS by assuming a recovery of 99.5 %
and a 20 cm overshoot at the base of the tailings, based on the positive economics shown in the
Fluor feasibility study (Fluor, 1996). The mining method used in this reserve generation was non-
selective hydraulic mining. These reserves have been shown still to be economic (Time Mining, 2005)
based on RAGM using hydraulic mining. The reserves so generated are shown in Table 11.

Table 11. MCDONALD SPEIJERS / FLUOR DANIEL PROVED TAILINGS RESERVES

Pond Total t G/t Content kg Content oz


BM 285,297 0.89 254.15 8,171
M1 2,923 0.74 2.18 70
M2 31,686 1.77 55.99 1,800
R1 974,960 0.80 776.22 24,956
R2 1,741,406 0.80 1,398.41 44,960
R3 431,726 0.73 314.61 10,115
R4 1,165,577 0.78 905.95 29,127
R5 1,145,809 0.90 1,028.44 33,065
R6 1,007,450 0.98 990.93 31,859
R7 558,375 1.09 608.88 19,576
Total/Av 7,345,209 0.86 6,335.76 203,700
Source: Figure 9.1, McDonald Speijers, 1995

Inferred resource estimates were also generated (Table 12). Effectively these are in some poorly drilled
areas in ponds R1 and R4 (see Figure 9), tailings ‘‘outside’’ of the uppermost tailings walls and a
water saturated area within R3 (see Cowan, 2004 below). Tailings walls are normally built up
sequentially, meaning that there are considerable volumes of tailings in depth, which have been built
over by successive rises in the tailings impoundment walls.

A C A HOWE INTERNATIONAL LIMITED

63
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 12. MCDONALD SPEIJERS INFERRED TAILINGS RESOURCES

Pond Tonnes g/t Content kgs Content oz


BM 11,000 0.55 6.05 194
M1 0 n.a. n.a. n.a.
M2 6,000 1.95 11.7 376
R1 61,000 0.58 35.38 1,137
R2 158,000 0.91 143.78 4,622
R3* 501,000 0.67 335.67 10,792
R4 26,000 0.68 17.68 568
R5 61,000 0.84 51.24 1,647
R6 15,000 1.07 16.05 516
R7 0 n.a. n.a. n.a.
Total/Av. 839,000 0.73 617.55 19,852
Notes: Table 8.2 in McDonald Speijers, 1995. * R3 redrilled by RAGM.

MS also modelled grades for fill on top of, internal to and beneath tailings dams, and for the
material used in the tailings pond walls, but not to the same standard as the tailings work. Such
material was designated as inferred resources as its dimensions were not fully delineated by the
drilling, which would have had to have been much more extensive and closer spaced to do so. This
material still needs to be brought into at least indicated resource status (e.g. by hand augering of
surface material) so that at least probable reserves can be generated from it. MS’s estimates of this
material are shown in Table 13.

Table 13. MCDONALD SPEIJERS INFERRED FILL RESOURCES

Fill Grade Content Fill Tonnes Above Fill Kgs / Oz


Cut-off Tonnes g/t Kgs / Oz Tails : t / % Above Tails
All 983,000 0.62 609.46 / 19,594 621,000 / 63 % 383.95 / 12,344
+0.5 g/t 574,000 0.94 539.56 / 17,347 262,000 / 45 % 242.80 / 7,806
+1.0 g/t 170,000 1.57 266.90 / 8,581 59,000 / 34 % 90.76 / 2,917
Notes: Extracted from Table 8.3 in McDonald Speijers, 1995.

7.1.2 TONNAGE WORKED AND TAILINGS RESERVE ESTIMATE

7.1.2.1 RAGM Tailings Processing


RAGM has been working these tailings for the gravity recovery of gold since 1999 and, by the end
of 2004, had treated 4,474,000 tonnes of material (see Section 8). A tonnage reconciliation between
the MS 1995 reserve data and tonnes worked for the period up to the end of 2003 is shown in Table
14 below. However, reconciliation between tonnes treated by gravity methods from any particular
tailings pond and the original reserve tonnages is problematic. This is because plant feed tonnage
measurement by tip-truck volume is never accurate and also because the R1 pond has been used as a
convenient holding area for off-balance material and material that was retreated more than once for a
variety of reasons (e.g. spillage and following circuit changes).

The 582,000 t of material treated in 2004 was derived from tailings ponds R1, R2, R5 and R7, but
no pond specific tonnages are known. This 2004 production nominally reduces the balance of
unworked tailings reserve to 3,485,000 tonnes, not taking the off-balance treated or R1 retreated
material into account. The RAGM tailings resources as at the end of 2003 are shown below in Table
14.

A C A HOWE INTERNATIONAL LIMITED

64
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 14. RAGM TAILINGS RESOURCE BALANCE AS AT END 2003

Pond Original Reserves (t) Worked as at end 2003 Unworked Balance


BM 285,297 163,000 122,297
M1 2,923 0 2,923
M2 31,686 0 31,686
R1# 974,960 1,401,000 -426,040
R2 1,741,406 262,000 1,479,406
R3 * 431,726 0 431,726
R4 * 1,165,577 0 1,165,577
R5 1,145,809 868,000 277,809
R6 1,007,450 346,000 661,450
R7 558,375 238,000 320,375
Totals 7,345,209 3,278,000 4,067,209
Note: For # see R1 text below. * R3 and R4 are untreated.

7.1.2.2 Treatment of Not-In-Reserve Tailings


Not in reserve (NIR) material treated totalled some 512,000 t as at the end of 2003. This included
oversize material, fill, drainage ditch clearance material and Eastern Lode Zone material from Bukit
Koman. This NIR material is probably the cause of the R1 tailings balance at the end of 2003
showing as negative (i.e. overmined) by 426,000 tonnes. The R1 untreated reserve balance should
however still be positive as the pond has not been mined to completion (M. Cowan, pers comm).
RAGM considers that 420,000 t of pond R1 remain to be CIL treated in their cashflow forecast.

It is quite possible that the treatment of this NIR material could have diluted the residual grade of
the reworked tailings as its head grades are unknown. However, a similar tonnage of ‘‘high’’ grade
(~0.94 g/t) inferred fill resources is also NIR (McDonald Speijers, 1995) and will compensate for any
dilutive effect when finally brought into reserve. Also, the gravity gold recoveries from approximately
24,000 t of relatively high grade (2 to 4.5 g/t) oxide material from the Bukit Koman and Malacca
South areas were poor and will have in part redressed the balance.

For RAGM, generating an accurate reserve estimate would require a full repeat of the MS drilling
and sampling exercise (except for tailings ponds R3 and R4). On balance, Howe does not consider
this to be necessary, providing RAGM carries out pre-mining drilling and sampling grade control of
its to-be-mined material in those portions of the tailings ponds which have already been partially
treated for coarse gold extraction. RAGM also has sufficient time (based on the early treatment of
the intact R3 and R4 tailings ponds) to carry out check drilling to firm up the MS inferred resource
estimates and the current reserve estimates.

7.1.3 RAGM 2004 TAILINGS RESERVE ESTIMATE


Cowan (2004) drilled 83 Banka holes, mostly to firm up the R3 tailings pond estimates (49 holes)
from their MS inferred status to their current measured resource status, as shown in Figure 9. He
also carried out infill drilling in the Bukit Malacca tailings pond (10 holes in a partially mined area),
reconnaissance drilling of the tailings retaining walls on ponds R2, R3 and R4 (9 holes) and
metallurgical test holes on R4 (14 holes in an undisturbed area) and R1 (7 holes in a partially mined
area). Four of the retaining wall holes were part of the R3 assessment holes and an additional hole
was a test RC hole.

Following new access in depth to previously sub-surface tailings during the current gravity gold
excavations, Cowan considered that the bulk density used in the Fluor Daniels study probably under-
estimates the tailings bulk density by a factor of 5 to 10 % and he used a bulk density of 1.4 in
RAGM’s R3 tailings tonnage calculations.

A C A HOWE INTERNATIONAL LIMITED

65
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Cowan has generated a new reserve using the previous MS proven reserve estimate and the known
gravity gold production (adjusted by Howe to end-2004) to generate a new proven tailings reserve, as
shown in Table 15.

Table 15. DECLARED RAGM TAILINGS RESERVES (* ADJUSTED)

Source Volume bcm Density Tonnes Grade g/t Gold kgs Gold Oz
Fluor: Proven – Sand 1,934,669 1.278 2,472,687 0.97 2,399 77,114
Fluor: Proven – Slime 3,837,290 1.270 4,872,522 0.81 3,947 126,891
Fluor: Total 5,771,959 1.273 7,345,209 0.86 6,345 204,004
Cowan: R3 into Reserve 486,857 1.400 681,600 0.79 542 16,854
Fluor + Cowan Reserves 6,258,816 1.282 8,026,809 0.86 6,887 220,859
1999-2004 Production * n.a. n.a. [4,474,000] [0.26] 1,198 38,548
Adj. Reserves – 31/12/04 6,258,000 n.a. 8,026,000 0.71 5,689 182,311
Note: * Updated from Table in Section 7 of Cowan, 2004 and later 04/2005 RAGM final reconciliation.

Howe lognormalised Cowan’s 2004 R3 Banka drilling grades and found, like MS in 1995, that the
values were near-lognormally distributed. The average lognormalised grade is lower (0.72 g/t) than the
length weighted grade (0.79 g/t) used by Cowan, who did not top cut the values used (to MS’s 3 g/t)
in his R3 tailings reserve estimate. It is therefore possible that the R3 reserves brought into reserve
are marginally overvalued by the traditional method used by Cowan.

Cowan’s scattered drilling of the approximately 3.5 km of visible tailings pond walls (Cowan, 2004)
gave an average length weighted grade of 0.46 g/t for a bimodal sample population (median ‘‘0.43’’ g/
t), whereas Howe’s lognormalised point grades averaged 0.30 g/t, i.e. lognormalisation is not
appropriate here as would be expected for a non-natural support. Though Howe considers that the
pond walls can provide a source of CIL plant feed, detailed drilling will be necessary to bring this
material to account, or as Cowan suggests, the material can be used to build new low cost tailings
pond walls if unsuitable for treatment.

7.2 RAUB OXIDISED OPEN-CAST RESOURCE ESTIMATES


RAGM carried out RC drilling in 2004 to delineate easily treated ore in the Eastern Lode Zone in
the Malacca South and Ward areas.

7.2.1 EASTERN LODE ZONE BULK DENSITIES


RAGM’s Eastern Lode Zone oxidised reserves were estimated using an assumed bulk density of 2 for
this saprolitic material. Eight in-situ measurements were carried out recently at different locations in
the Koman and Malacca areas and agree closely (Mean 1.95) with this assumed figure (Cheze, 2005).
More in-depth and less well-weathered samples (i.e. core) are required to provide a wider range of
values that can be applied to different weathering levels and mineralisation types.

7.2.2 MALACCA SOUTH FREE DIG OXIDE RESOURCES


Following their drilling programme in this area, RAGM proposes that a saprolitic, indicated resource
of 1.062 Mt at an average grade of 1.06 g/t is present, based on length-weighted drill hole sample
grades only. This resource is regarded as being of an interim nature by RAGM as it excludes some
higher grade values and trenching results. They estimate that this area could contain approximately
1,123 kg or approximately 32,073 oz of gold if brought wholly into reserve.

Howe considers this mineralisation to currently be of the ‘‘inferred’’ resource class primarily due to
the very high and erratic chip and dust losses and over-recoveries, with mineralised zone recovery
averaging only 62 %.

A C A HOWE INTERNATIONAL LIMITED

66
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The sample losses have almost no correlation with the near-lognormally distributed quartz content
and the log-normally distributed gold content (log mean grade of 0.63 g/t). RAGM’s length weighted
resource modelling failed to take this lognormal gold value distribution into account and consequently
their resource gold content is very likely to be overstated. Other factors in placing this material into
the inferred resource class are that there are no twinned holes, no structural linkage of mineralisation
has been demonstrated and that surface trench values were not included.

However, the fact that Howe has downgraded the Malacca South resource from indicated to inferred
resource status should not detract from the fact that RAGM has plainly demonstrated that
potentially economic mineralisation can occur in the Eastern Lode Zone in the Malacca South area
and that this area certainly warrants additional exploration.

7.2.3 WARD FREE DIG OXIDE RESOURCES


Following drilling in this area north of Malacca, RAGM proposes that a saprolitic, indicated
resource of 1.170 Mt at an average grade of 0.74 g/t is present, based on length-weighted drill hole
grades. This resource is again regarded as being of an interim nature by RAGM as it also excludes
some higher grade values and trenching results. They estimate that this area could contain
approximately 863 kg or 27,758 oz of gold if brought wholly into reserve.

Howe again considers this mineralisation to be insufficiently well tested to be brought into the
indicated resource category for the identical reasons given for the Malacca South drilling. In this case,
the RC recovery in the mineralised zone was 61 % and the grades at Ward are lower than at
Malacca South. The Ward value population is not as well distributed lognormally as the Malacca
South sample population (log mean grade of 0.52 g/t) due to a long, low value tail. Howe considers
that this population is likely to have a three parameter lognormal distribution, but has not tested for
it.

Again, this Ward area resource downgrading from indicated resource to mineralised ground status (on
account of its lower grade) by Howe should not detract from the fact that RAGM has demonstrated
that a large volume of mineralised ground has been shown to occur at Ward in the Eastern Lode
Zone, which also warrants additional exploration.

7.2.4 COMMENT ON DRILLING RECOVERIES AND SAMPLE STATISTICS


The principal reason for Howe not re-estimating the Malacca South and Ward resources was the very
poor and very erratic RC recoveries within the blocked ‘‘ore’’ zone. Though there are a number of
possible reasons for the poor recoveries, one fundamental reason is the extremely fine grained, clay-
like nature of the saprolitic weathered shale bedrock. Some data on size fractions in weathered shale
in Malaysia (actual location unknown) showed that the natural -2 mm content of those saprolitic
shales was 25 %, rising to 35 % on air drying (Fookes, 1997). Thus, the loosely bonded nature of this
soft weathered rock will break down and generate excess dust in a dry, high-pressure air, percussive
environment.

Single stage cyclones of the type commonly used in mineral exploration are unlikely to adequately
capture this extremely fine material, especially if the cyclone’s vortex finder is worn or its depth
incorrectly set. There are a number of remedies that RAGM could consider, which should be
explored to improve RC recoveries.

7.2.5 TERSANG RESOURCE ESTIMATES


A ‘‘reserve’’ of ~25.9 Mt grading 0.57 g/t was identified in 1994 by SEREM (then a BRGM
subsidiary) within the coarse grained QEP, with a cut-off grade of 0.3 g/t and a low stripping ratio of
approximately 0.5 waste to 1 ore. The average thickness quoted was 37 m, with a strike length of
1,700 m and an average width of 250 m. It was based on the results of 9 boreholes (over a strike
length of 1,400 m), 3 trenches (250 m) and 18 continuous channel samples along tracks. These
SEREM reserves would today be regarded as an inferred resource estimate in terms of the JORC
Code.

A C A HOWE INTERNATIONAL LIMITED

67
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
This original SEREM ‘reserve’ estimate was revised as an inferred resource in a scoping study by
Cole (2004), who re-estimated a resource of 18.9 Mt at 0.87 g/t for a content of 528,000 oz, using a
0.6 g/t cut-off and a stripping ratio of 1.8 waste to 1 ore. His outline financial valuation, using an
estimated 84% recovery, modelled an annual production of 82,000 oz from 3.5 Mt of ore, at an
estimated cash cost of US $259 per ounce.

Cole concluded that the drill sampling density was clearly insufficient to evaluate the deposit and
recommended that sixty-five 70 m deep holes (i.e. about 4,500 m) would be required to bring this
material into indicated reserve. Howe can only concur with this and Peninsular intends to carry out
channel sampling and both RC and diamond drilling on a grid pattern over Tersang to intersect not
only the stockwork mineralised felsite, but also the vein system in the underlying graphitic shales.

7.3 RESOURCE CONCLUSIONS


Peninsular’s stated intention is to target deposits containing low grade, mass mining, weathered
mineralisation and its exploration results to date support this by showing large volumes of inferred
resources at Tersang and Malacca South and a large volume of mineralised ground at Ward.

Peninsular has not as yet conducted sufficient work to generated saprolitic resource estimates that are
acceptable under either the IMMM or JORC definitions of indicated resources, though potential for
economic recovery has been shown at both Tersang and Malacca South. In particular, the use of
length-weighted means in low grade material with lognormal sample populations is deprecated.
However, there appears little doubt that reserves of the type being sought by Peninsular should be
found by Peninsular, both at Raub and in the TTC area.

The tailings reserve estimate was originally done to a high standard by McDonald Speijers (1994).
Though later tailings processing for coarse gold recovery by gravity methods has complicated the
original tailings dispositions, gold balance calculations correct for this.
8.0 TAILINGS DUMP PROCESSING
8.1 INTRODUCTION
A considerable amount of testwork has been performed on the Raub tailings by several engineering
companies. The testwork has been focused on gravity and carbon-in-leach (‘‘CIL’’) processes. Fluor
Daniel performed a series of tests in 1996 (Fluor, 1996), Signet in 1999 and Time Mining/
Performance Laboratories in 2004/5. The tailings have been shown to be amenable to cyanide
leaching. Gravity recoveries have been generally low.
It is proposed to install a new classification circuit to produce a plus 212 mm coarse fraction which
will be treated by a gravity concentration and a minus 212 mm fraction which will be treated in a
new CIL plant. Some processed coarse material will be stockpiled depending on grade and will be
treated by the existing mill and by CIL later in the project’s life.
8.2 METALLURGICAL TESTWORK
8.2.1 General Comments on Testwork
Several testwork programmes have been performed on samples from various tailings deposits. These
test programmes were designed to assess the metallurgical response of the material using gravity
separation, and cyanide leaching using CIL of whole ore, gravity tailings, and milled ore.
Of these tests, only Phase 1 of the Performance Laboratories tests, reported in January 2005, actually
replicate the proposed flowsheet in treating the -212 mm fractions using CIL. The tests carried out
previous to these did not replicate the proposed flowsheet as they omitted classification at 212 mm
although Phase Four of Fluor’s testwork was based on classification at 212 mm and grinding of the
oversize, followed by CIL of the combined streams (Fluor, 1996). However, they do provide
additional information regarding potential gold recovery.
The results showed that the tailings are amenable to leaching by cyanide and the Carbon-in-leach
(CIL) process should be used. The proposed process of classifying and screening at 212 mm and
treating the -212 mm fraction using CIL should produce recoveries better than 85% with average
residue values of approximately 0.15 g/t for tailings from R1, R3 and R4. The cyanide addition and

A C A HOWE INTERNATIONAL LIMITED

68
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
consumption should be approximately 0.4 kg/t. Treating the +212 mm fraction using a Knelson
concentrator should recover approximately 10% of the gold in that fraction.
Milling the coarse material would improve the recoveries from this material. The average recoveries of
milled tailings should be approximately the same as the unmilled -212 mm fraction. The CIL
conditions should be 2.5 hours pre-conditioning and 16 hours leaching. The tanks should include air
sparging.
The pre-2005 test results indicate that the gold recoveries could be up to 90% whether leaching only
or gravity concentrate and leaching of the tailings is used. The majority of the residue values for the
tests prior to 2005 range between 0.12 g/t to 0.40 g/t, including tests which used milled ore. These
tests indicate that residue grades of 0.20 g/t or better could be achieved by leaching the fine fraction.
This would give a range of recoveries between 60 % to 80 %.
GBM cannot comment fully on the representativity of the samples used in the metallurgical tests due
to the varied depositional history and later retreatment of portion of the tailings ponds for coarse
gold. Other things being equal, the R3 samples should be fully representative, the R4 samples are
undisturbed and should (at the very least) be moderately representative, whilst the R1 samples may
be marginally coarse grained if they represent undisturbed material.

8.2.2 GBM Comments on RAGM’s January 2005 Report (Prepared by Time Mining Pty Ltd)

8.2.2.1 Phase 1 Tests


Samples from previous tests were compiled to make up composites for R1, R3 and R4 tailings. Tests
were performed by Performance Laboratories to optimise the retention time, confirm the CIL
testwork, and cyanide optimisation. SGS Lakefield performed oxygen uptake and dissolution rate
tests. The composites were screened at 212 mm and the -212 mm fractions were used in the leach tests.
No significant additional leaching occurred after 16 hours for any of the composites, and 16 hours
leach time is taken to be the optimum. The recoveries after 16 hours are reported to be 92.9%,
88.5%, and 85.0% for composites R1, R3 and R4 respectively and the residue values were 0.14 g/t,
0.11 g/t, and 0.12 g/t for these three composites.
The results of the confirmation CIL tests are reported as 92.7%, 87.5%, and 85.7% recoveries and
residue grades of 0.12 g/t, 0.12 g/t and 0.12 g/t for R1, R3, and R4 composites respectively. In
addition a composite of grey material gave a recovery of 81.8% with a residue of 0.20 g/t.
CIL tests were performed to optimise the cyanide addition. The reported results gave recoveries of
88.8%, 89.6%, and 86.3%, with residue values of 0.19 g/t, 0.10 g/t and 0.11 g/t for R1, R3 and R4
respectively. The cyanide addition of 0.4 kg/t was half the quantity used in the confirmatory test.
Dissolution rate tests indicated that additional oxygen to R1 gave enhanced dissolution rates but no
advantage to recoveries over extended retention times. For R3 and R4 there was no significant
difference. The CIL recoveries after 24 hours retention time and cyanide addition of 0.8 kg/t were
reported to be 91.2%, 82.8% and 86.0% and the residues as 0.13 g/t, 0.13 g/t and 0.12 g/t for R1, R3
and R4 respectively, that is, comparable to those achieved in the Performance CIL tests. Oxygen
uptake tests indicated that air sparging would be beneficial due to the relatively high consumption
rates.
No gravity recovery tests were performed on the +212 mm fractions.

8.2.2.2 Phase 2 Tests


New samples were used to make up composites for R1, R3 and R4 tailings. This testwork included
gravity tests on -250 mm +106 mm fraction, gravity tests on +250 mm fraction, CIL tests on gravity
tailings and -106 mm material. These tests do not simulate the flowsheet as only the +212 mm fraction
will be treated by gravity and -212 mm fraction by CIL.
Gravity tests on the -250 mm +106 mm fraction indicated that the gravity recoverable gold ranges
should be somewhere between 8.9 % and 11.6 %, 10.2 % and 15.0 %, and 14.4 % and 16.8 % for
tailings from ponds R1, R3 and R4 respectively.
Gravity tests on the +250 mm fraction indicated that the gravity recoverable gold ranges should be
somewhere between 12.6 % and 15.4 %, 9.5 % and 12.4 % and 8.5 % and 9.9 % for tailings from
ponds R1, R3 and R4 respectively.

A C A HOWE INTERNATIONAL LIMITED

69
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
CIL tests on combined gravity tailings and -106 mm fraction produced recoveries of 88.6 %, 89.0 %,
and 85.9 %, with residue grades of 0.10 g/t, 0.09 g/t, and 0.17 g/t for ponds R1, R3 and R4
respectively.
8.2.2.3 Metallurgical Test Conclusions
The table below summaries the results of the tests with similar conditions to those which are
proposed.
Table 16. CIL LEACH TEST RESULTS

Retention Retention
Time Cyanide CN Time Cyanide CN
Test Composite Optimisation Confirm Optimisation Optimisation Confirm Optimisation

Recovery % Residue grade g/t


R1 92.9 92.7 88.8 0.14 0.12 0.19
R3 88.5 87.5 89.6 0.11 0.12 0.10
R4 85.0 85.7 86.3 0.12 0.12 0.10
Grey 81.8 0.2

These results are better than those achieved in previous tests. The results indicate that residue values
for the tailings from R1, R3 and R4 should be less than 0.15 g/t. The results indicate that the
optimum cyanide addition is 0.4 kg/t and that air sparging would be beneficial in the CIL. The tests
indicated that the potential gold recoverable by treating the +212 mm fraction by a Knelson
concentrator would be between 10% and 15%.

8.2.3 GBM Comments on the Previous Test Results


Previous tests do not replicate the proposed flowsheet, however, they do provide additional
information regarding the potential gold recoveries by CIL and gravity concentration. The tailings are
amenable to treatment by CIL. The tests indicated that the gold recoveries using gravity
concentration are low.

8.2.3.1 Tests on R1 Composite Sample


The gravity recoverable gold was 12% of the head grade. Tests on a composite from R1 gave a CIL
gold recovery of 90% for whole ore and 86% for gravity tailings. The residue grades were 0.14 g/t
and 0.12 g/t for the whole ore and gravity tailings respectively. Cyanide consumptions were 0.29 kg/t
for the whole ore and 0.22 kg/t for the gravity tailings.

8.2.3.2 Tests on R3 Composite Sample


Testwork on R3 composite whole ore gave the gravity recoverable gold to be approximately 14% of
the head grade. Cyanide leach tests indicated that approximately 90% of the gold in the tailings could
be recovered. The final tailings grade was 0.16 g/t.

Cyanide leach tests on the gravity tailings indicated that approximately 82% of the gold in the tailings
could be recovered. The final tailings grade was 0.18 g/t. Cyanide consumptions were 0.25 kg/t for
whole ore and 0.22 kg/t for gravity tailings.

8.2.3.3 Tests on R4 Composite Samples


Three composites were made up based on their colour, yellow, orange and grey, and an ‘‘Overall’’
composite. Gravity tests gave recoveries of 9.2% for Yellow, 5.7% for Orange, 19.3% for Grey, and
13.5% for the Overall composite. CIL tests gave the recoveries shown in Table 17.

Further CIL tests on milled gravity tailings of Grey and Overall composites were carried out. The
results were recoveries of 63.2% for the grey and 79.4% for the overall composites.

A C A HOWE INTERNATIONAL LIMITED

70
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 17. R4 BANKA SAMPLE CIL LEACH TESTS

Composite Whole ore Gravity tailings 1 Gravity tailings 2

Au rec. % Tailings g/t Au rec. % Tailings g/t Au rec. % Tailings g/t

Yellow 79.6 0.172 80.1 0.144 69.4 0.220


Orange 83.8 0.142 83.6 0.120 67.0 0.240
Grey 27.9 0.420 76.7 0.160 46.0 0.380
Overall 55.4 0.352 74.8 0.216 57.7 0.36
Additional CIL tests were performed on Orange and Yellow gravity tailings, these achieved recoveries
of 93.6% and 83.9% respectively with residue grades of 0.08 g/t and 0.16 g/t respectively. No reason
for the improved recoveries was given in the report.

8.2.3.4 Tests on R4 ‘‘New Grey’’ Composite


Cyanide leach tests on a ‘‘new grey’’ composite from R4 gave a gold recovery of 40% for whole ore
and 64% for milled ore. Cyanide consumptions were 0.33 kg/t for the whole ore and 0.22 kg/t for the
gravity tailings. Preg-robbing tests indicated that preg-robbing was not the cause of low gold
recoveries.

8.2.3.5 Tests on Eastern Lode Zone Composite Samples


Tests on a two oxide RC drill composites, Oxide 01 and Oxide 02 from Malacca South, gave gravity
gold recoveries of 6.6% and 5.0% respectively. The gold recoveries on milled composites were 78% for
Oxide 01 and 82.6% for Oxide 02. The recoveries for gravity tailings were 86% and 96%, with tailings
grades of 0.36 g/t and 0.07 g/t respectively. Cyanide consumptions were approximately 0.17 kg/t.

8.2.3.6 Fractional Analyses


The fractional analyses of samples were carried out. These showed that there would be no significant
upgrading of the feed grade to CIL by rejecting the +212 mm fraction.

8.2.3.7 Gravity Recovery


The tests showed that the gravity recoverable gold is low, the Updated Feasibility Study uses a
combined G Conc 1 and G Conc 2 recovery. However, the G Conc 1 recovery is a conservative
estimate of that achievable in a plant and in practice this would be recovered, together with a
proportion of the G Conc 2. These tests indicate that approximately 10% to 15% of the gold could
be recovered by gravity treatment of the +212 mm.

The CIL leach tests results for unclassified ore are summarised in the table below. As these samples
were not classified at 212 mm they are not representative of the proposed process. These results shown
in Table 30 indicate that ‘‘Grey’’ ore will have a poor gold recovery and for the other ores the
recoveries would be 80-96%.

A C A HOWE INTERNATIONAL LIMITED

71
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 18. CIL RECOVERY TESTS

Sample CIL of Whole Ore CIL of Gravity Tailings


Composite Au Rec. % Tailings g/t Au Rec. % Tailings g/t
R3 90.2 0.16 81.5 0.18
R1 89.6 0.14 85.5 0.12
2
R4 Yellow 79.6 0.172 80.1 / 69.4 0.144 / 0.222
R4 Orange 83.8 0.142 83.6 / 67.02 0.120 / 0.2402
R4 Grey 27.9 0.420 76.7 / 46.02 0.160 / 0.3802
R4 Overall 55.4 0.352 74.8 / 57.72 0.216 / 0.3602
R4 New Grey 40.6 0.40 40.2 / 41.02 0.400 / 0.3922
R4 Orange — — 93.7 0.084
R4 Yellow — — 83.9 0.16
1
Oxide 01 78.0 0.37 86.2 0.36
Oxide 02 82.61 0.28 96 0.07
1 2
Notes: Milled to 80% (d80) passing 75 microns, Duplicate leach tests.

8.3 RAGM GRAVITY PLANT OPERATIONAL RESULTS


A milling and gravity gold plant was brought into production by RAGM in March 1999. Annual
gold production by gravity concentration from inception to the 31st December 2004 is tabled below.
The gravity plant continues to operate at low levels for licence and permit protection reasons and will
continue until construction of the CIL plant commences.

Table 19. RAGM ANNUAL GRAVITY FINE GOLD PRODUCTION TO END 2004

Year Treated t Recov. gm g/t Recov. Recov. kg Recov. Oz


1999 613,278 120,713 0.19 120.71 3,881
2000 839,107 138,348 0.16 138.34 4,448
2001 790,296 227,366 0.28 227.37 7,310
2002 1,057,538 316,602 0.29 316.60 10,179
2003 591,623 243,675 0.41 243.68 7,545
2004 582,384 161,209 0.27 161.21 5,183
Total / Average 4,474,226 1,207,913 0.26 1,207.92 38,546
Note: Period March, 1999 to 31st December, 2004. Tailings recovered from ponds R1, R1 reworked, R2, R5, R6, R7, Bukit Malacca and
other sources. Only tailings ponds R3 and R4 have not been worked.

8.4 PENINSULAR’S PROPOSED TAILINGS TREATMENT

8.4.1 PROCESS OVERVIEW


The proposed process will be mining by hydraulic mining, classification, gravity processing of the
coarse fraction, thickening of the fine fraction, CIL, elution and smelting, detoxification (if required)
and residue disposal.

Approximately 1.5 Mt/y will be mined. This will be classified using cyclones and a screen to produce
+212 mm and -212 mm fractions. The +212 mm fraction will be treated (‘scalped’) by Knelson
concentrators to recover gravity recoverable gold and the residue from this unit will be transferred to
a separate tailings dam. Higher grade coarse material will be stockpiled for later milling and leaching.

A C A HOWE INTERNATIONAL LIMITED

72
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The -212 mm fraction will be thickened before being treated in a conventional CIL circuit. The
thickener underflow will be pre-leached with lime before transferring to the six CIL tanks. The
retention time in the pre-leach will be 2.5 hours and 15 hours in the CIL tanks. Provision is made for
detoxifying the cyanide in the residue from the CIL using an oxidation by sulphur dioxide process,
before the tailings are pumped to the tailings ponds for disposal.

The loaded carbon will be transferred from the first CIL tank to the loaded carbon screen and into a
hopper. Once 3 tonnes of loaded carbon has been collected, the batched loaded carbon is dropped
into the elution column. The elution and electrowinning is a typical Zadra process. The gold will be
plated out onto cathodes, stripped and then calcined. The calcine and gravity gold concentrate will be
smelted together to produce doré. The eluted carbon will be regenerated before being acid washed
and returned to the CIL circuit.

It is proposed that the existing ball mills be used from year 5 onwards for +212 mm sands
retreatment at a rate of approximately 400,000 t/year. The milled product will be treated in the CIL
circuit.

8.4.2 COMMENTS ON PROPOSED OPERATIONS AND DESIGN


8.4.2.1 Process Description Comments
From the testwork results there is little, if any, benefit in treating the coarse tailings by cyanidation
and hence the process flowsheet is appropriate.

8.4.3.2 Equipment Selection


The unit processes and the equipment are standard for the gold industry and are appropriately sized.
Although the mining will be approximately 130,000 t/m, the CIL circuit is rated at 90,000 t/m
according to the design criteria, which takes into account the removal of the +212 mm fraction.

The existing milling circuit should be capable of treating the throughput of 400,000 tons per year.

8.4.3.3 Plant Management


The senior management of the plant will be expatriates experienced in operating tailings reclamation
and CIL treatment projects.

8.4.3.4 CIL Plant Construction


The construction of the plant should be straightforward as the plant is relatively uncomplicated and
no complicated engineering is required. The construction period of 7 months should be sufficient. The
CIL plant site has been partially drilled for sterilisation purposes (McDonald Speijers, 1995).

8.4.3.5 Plant Capital Costs


The capital costs have been estimated based on:
* Design flowsheets
* Layouts and equipment lists
* Firm price quotations for major equipment
* In-house data for other equipment
* Tenders from local companies for civil, structural, piping, electrical and some locally supplied
equipment
* Costs provided by RAGM and Time Mining

The capital cost estimate has been compiled in accordance with standard industry practice and the
level of engineering and number of quotations is sufficient for the reported accuracy of -5% to +10%.

The design work for estimating material quantity take-offs for obtaining quotations is sufficient and
multiple capital item quotations have been sought for the majority of the equipment and for materials
of construction. Quotations from both local and overseas have been obtained where appropriate, for

A C A HOWE INTERNATIONAL LIMITED

73
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
example, steelwork, piping, pumps, etc. Only overseas suppliers have been approached regarding
specialised equipment which has to be imported. The capital cost estimate is summarised in Table 20.
The quotations were obtained during the period March to November 2004.

8.4.3.6 Consistency of Cost with the Technical Description of the Project


The capital cost appears consistent with the size and complexity of the plant. There are no capital
costs for the milling in the financial model or Updated Feasibility Study, which GBM assumes is
because the existing milling plant will be used. GBM has insufficient information to comment on the
condition of this milling plant or the capital required for any refurbishment.

8.4.3.7 Accuracy of Costs and Contingencies


The accuracy of the capital cost estimate is given as -5%, +10%, which is compatible with the amount
of engineering design and number of quotations received for this type of plant.

8.4.3.8 Working Capital Requirements


The working capital includes fill reagents. The amount of $1.1M should be sufficient taking into
account the type of plant and the location. The financial model has the total of this value recovered
at the end of the project, however, the first fill will not be recovered. GBM estimate that this would
be approximately $200,000.

Table 20. RAGM CAPITAL COST ESTIMATE

Capital Expenditure Item Indirect Capital Capital Costs


US $’000 US $’000
Process/Mechanical Equipment 2,530
Civils and earthworks 850
Structural/Platework/Vessels 900
Piping 550
Valves 180
Electrical and instrumentation 960
Erection/Equipment Installation/Tools 30
Shipping 120
Indirect Costs 680
Final Design, Project Management 400
Vehicles/Transport/Accommodation 120
Environmental/Licensing fees 60
Insurance 100
Assay Laboratory 275
Sub-total 955
Working Capital 1,100
1st Fill Reagents 1,100
Spares Included
Total Project Cost 8,175

A C A HOWE INTERNATIONAL LIMITED

74
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
8.4.3.9 On-going Capital Costs
There are no on-going capital costs. However, there may be some costs associated with any
refurbishment of the milling circuit in year 5. There is no specific cost included for closure.

8.4.3.10 Operating Costs


The operating costs have been estimated in accordance with standard methods, that is, based on
consumptions and unit prices. The operating cost estimates are tabulated below.

Table 21. RAGM OPERATING COST ESTIMATES

Item Cost – US $/t


Variable Costs 1.33
Fixed Costs 1.89
Hydraulic Mining 0.40
Marginal Grinding 1.92
Detoxification 0.62

These costs are reasonable considering the operation and location. The unit costs have been obtained
either from existing local prices or from quotations. The consumptions are a fair reflection of what is
likely to occur in practice. Detoxification has not been included in the operating costs as it may not
be required. If it is, then this will be an additional $0.61/t, plus any licence fee for using the Inco
process.

8.4.3.11 Manpower Costs


The number of operators for the CIL and associate plant is appropriate for this size plant taking into
account requirements for vacations, training and sickness. GBM has been informed by Time Mining
that both the mill and maintenance superintendents’ positions will be filled by expatriates.

GBM cannot comment on the rates of payment of the manpower, except that GBM has been
informed that the local rates used are current for this location and that Time Mining has supplied the
expatriate rates.

8.4.3.12 Environment
GBM has been informed by Peninsular that cyanide destruction is not required by either the local
authority, or the lender. Provision has been made in the capital cost for a detoxification plant,
although its operating cost has not been included as it may not be required.

The gold recovery circuit includes units for containing any mercury which might be present.

There is no provision in the capital expenditure for final rehabilitation on closure. Both a closure
plan and an allowance should be included.

8.5 PROPOSED PROCESSING OF OPEN-CAST MATERIAL


It is proposed to displace tailings material from the CIL plant feed once open-castable ore has been
located at Raub, primarily in the Eastern Lode Zone (where brownfield exploration is being carried
out). A bulk metallurgical extraction test on this material was carried out in the present plant in May
2003 on material taken from the outcrop of the Central Lode from Malacca South. This test was
carried out using standard gravity operating conditions and 3,761 tonnes of material grading 4.59 g/t
were treated over 3 days (23-25 May). Only 982 grams (28 oz) of gold was recovered to Knelson
concentrate and the calculated grade ‘‘lost’’ to tails was 4.35 g/t; which will be mostly recovered in
the new CIL plant. The limited testwork which has been performed on Eastern Lode Zone material
(see Section 8.2.3.5) indicates that leaching would produce recoveries of between 80 and 90%.

A C A HOWE INTERNATIONAL LIMITED

75
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
As would be expected, the bulk test showed a very high slime content in the pulped, saprolitic plant
feed. RAGM’s technical management is well aware of the effect of this ‘slime’ sized material with
regard to its proposed CIL treatment of the saprolitic oxide material (J. Starink, pers comm).

The plant available to treat oxide ore currently comprises a 36’’ by 24’’ single toggle jaw crusher, a
double deck vibrating screen (1.8 m by 4.5 m, approx. 125 dry tph capacity), a cone crusher, two mill
feed bins, two 9’ by 12’ ball mills (approx. 125 dry tph capacity), various cyclones, pumps and
conveyors, a 6’ by 10’ regrind mill (approx. 40 dry tph capacity), ten Knelson concentrators (2 by
24’’ and 8 by 30’’ diameter), a 4’ diameter concentrate regrind mill, a full sized slimes shaking table
and a smelt house, together with the proposed new CIL plant.

8.6 TAILINGS TREATMENT COMMENTS AND CONCLUSIONS


The tailings have undergone extensive metallurgical tests and studies. The testwork shows that the
tailings from ponds R1, R3 and R4 is amenable to cyanide leaching. The recoveries using CIL to
treat minus 212 mm material should be between 85% and 93% and the residue values should be
approximately 0.15 g/t, assuming the material tested is representative of all the material to be treated.
The tests indicated that the gravity recoverable gold from the plus 212 mm fraction would only be
approximately 10% to 15%.

Fluor Daniel had an extensive amount of testwork carried out in 1996 on various samples and
composites, although none of it directly relates to the current proposed flowsheet. Some testwork was
performed on samples from ponds other than R1, R3 and R4, and composites for the total resource
at the time. These tests indicated that the CIL residue values for tailings from ponds other than R1,
R3 and R4 should be less than 0.2 g/t. Copper oxide has been reported in some of the samples
tested. Any copper oxide would have the effect of increasing the cyanide consumption. To mitigate
this strict reagent control is required in the CIL circuit. GBM believes that this should be possible for
the proposed plant.

The proposed process is in accordance with the testwork. The process is classification at 212 mm to
produce a coarse fraction which will be treated by gravity concentration to produce a concentrate
which can be smelted, and a fine fraction which will be treated by CIL and subsequent gold recovery
to produce doré. Sands will be milled in years 5 and 6 and treated in the CIL circuit. The plant has
been designed to treat 130,000 tpm tailings with the CIL circuit treating 90,000 tpm of fine material.
A cyanide detoxification circuit is included, however if detoxification is not required, this can be
converted to a CIL tank to increase either the plant’s throughput or residence time. GBM concludes:
* the appropriate processing method has been selected and is based on adequate and appropriate
testwork.
* the proposed production rates and gold recoveries are reasonable and should be achievable

* the capital and operating costs are reasonable and have been estimated in accordance with
industry standards for an accuracy of -5% +10%.
* the production figures, capital and operating costs used in the financial model appropriately
reflect the proposed process.

9.0 VALUATION OF CIL PLANT OPERATIONS


Howe had previously carried out a Net Present Value (NPV) valuation of the proposed CIL plant
operations (Howe, 2004). This has been revised following further tailings pond drilling, a revised
tailings reserve estimate, additional metallurgical testwork and the provision of revised capital and
operating cost estimates.

9.1 KEY ASSUMPTIONS, RISKS AND LIMITATIONS


The cashflow model used follows that used by RAGM, though several differences exist, e.g. Howe,
like Peninsular, has depreciated the capital on a per tonne basis. However, the capital for
depreciation has been increased by expensing US $1 million of owners costs as capital, rather than as
working costs.

A C A HOWE INTERNATIONAL LIMITED

76
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The residual value of the plant is given by Peninsular as $3.0 million on the basis that this would
represent the sale of an operating plant. GBM considers this to be a little high, even including the
‘‘used’’ value of the ball mills and considers that a value of $2.4 million is more reasonable. The
working capital of US $1.1 million includes first fill. In the financial model this is recovered at the
end of the project, however, there are certain items that will remain, for example carbon, and hence
these should not be included. GBM considers that the recovered working capital should be $0.9
million and US $0.2 million of RAGM’s working capital has been included in capital expenditure.

Closure and rehabilitation costs are included under the tailings management costs as an allowance of
US 3c per tonne. GBM considers that this may be low and a long term, closure maintenance cost
equating to US 2c/t has been added to 7th year of modelled operations. RAGM has modelled the
tailings grade to be 0.15 g/t for the life of the project, based on recent testwork on ponds R1, R3
and R4. GBM is however uncertain that the material tested from these three ponds is fully
representative of the entire tailings stock and the CIL plant tails were raised to a maximum of 0.18 g/
t in the cashflow for the other ponds.

Advice on the tax situation, acceptability of the method of capital depreciation, starting balances and
the loans drawn-down and their applicable interest rates has been given to Howe by Peninsular and
Moore Stephens. The model is taxed at 28 % on mining profits, sixty months from the start of
construction. Loans are assumed to be drawn down as required for capex and no bank interest
accrues to RAGM. Interest and repayments of the US $4.05 million loan are included in the model.
The cashflow is however not fully optimised from an accounting perspective as Howe cannot
anticipate Peninsular’s strategic financial decisions.

Howe considers it unlikely that the CIL plant as modelled will cease operations during the 7th year
on account of the large quantity of inferred pond resources, pond walls and other fill material
available for treatment. Further, the modelled tailings reserve exhaustion also excludes the likelihood
of treating oxidised ore that would displace lower grade tailings. This non-tailings based increase in
the life of operations and any increased head grade are currently unquantifiable as only inferred
resources are currently present in ML 1669.

Risk factors beyond the control of Peninsular are the Ringgit exchange rate and changes in the State
Royalty percentage and State gold price. The Ringgit currently trades at a fixed rate of RM 3.8 to
the US Dollar and the State Royalty is set at 5 % of gold revenue, at a fixed State gold price of RM
893 (US $235) per ounce.

9.2 DISCOUNTED CASHFLOW VALUATION


Individual cashflow input factors (price, costs and grades) were modelled over a 20 to 25% range. The
most sensitive individual input was found to be the head grade, followed closely by the gold price,
then operating costs and then tailings grade (i.e. a proxy for recovery). Capital costs were found to
be the least sensitive to change, Figure 10; Table 22.

The base case is considered to be the 10% discounted cashflow value (NPV) of US $17.2 million
modelled at a gold price of US $420 with the head grade, tails grade, capital expenditure and
operating costs as modelled by RAGM with modifications as discussed above.

If the current gold price of US $435 is used (and other base case factors held constant), the CIL
plant’s cashflow over its current reserve life is modelled to be US $29.0 million, for a NPV of US
$19.0 million at a 10% discount rate.

A C A HOWE INTERNATIONAL LIMITED

77
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Table 22. SINGLE PARAMETER SENSITIVITY TABLE (IN US $ MILLIONS)

Parameter (in descending order of sensitivity) Negative > > > > > > > > > Positive – –
Head Grade % 90% 95% 100%* 110% Change US $ M/%
0 % Discount 20.5 23.7 27.0 33.5 13.0 0.65
10 % Discount 12.9 15.0 17.2 21.7 8.9 0.45
Gold Price US $ 390 420* 450 480 Change US $ / %
0 % Discount 23.0 27.0 31.0 35.0 12.1 0.60
10 % Discount 14.5 17.2 20.0 22.7 8.2 0.41
Opex Factor % 1.10 1.00* 0.95 0.90 Change US $ / %
0 % Discount 24.7 27.0 28.1 29.2 4.5 0.23
10 % Discount 15.7 17.2 18.0 18.8 3.1 0.16
Tails Grade g/t 1.10 1.05 1.00* 0.95 Change US $ / %
0 % Discount 25.7 26.3 27.0 27.7 2.0 0.10
10 % Discount 16.3 16.8 17.2 17.7 1.4 0.07
Capex Factor% 1.10 1.00* 0.95 0.90 Change US $ / %
0 % Discount 26.2 27.0 27.4 27.8 1.7 0.08
10 % Discount 16.6 17.2 17.5 17.9 1.2 0.06

Notes: Range of factor changes is 20% to 25 %., * indicates Base Case, with values to the left indicating a negative effect and values to the
right indicating a more positive effect.

9.3 VALUATION DISCUSSION AND CONCLUSIONS


Howe has modelled a variety of simple scenario cashflows. These differ from the single parameter
sensitivities in that all parameters, as well as the discount rate were varied. The results are shown in
Table 23 below. These scenarios are simplistic in that all parameters were varied in a similar fashion,
i.e. up or down simultaneously. This is unlikely to happen in practice.

Table 23. SCENARIO SENSITIVITY TABLE (IN US $ MILLIONS)

Opex
Head Gold Price Costs Tailings Capex Cashflow Dis. Cash-
Case Grade US $ / oz % Grade % Costs % US $ M flow $ M
8% – Stellar 1.10 480 0.90 0.95 0.90 42.6 30.3
9% – Good 1.05 450 0.95 1.00 0.95 36.0 24.4
10% – Current 1.00 435 1.00 1.00 1.00 29.0 19.0
10% – Base 1.00 420 1.00 1.00 1.00 27.0 17.2
11% – Bad 0.95 390 1.05 1.05 1.05 19.0 11.2
12% – Worst 0.90 400 1.10 1.10 1.10 12.6 6.6

Using the worst likely possible case, the discounted cashflow, at a 12 % discount rate, is estimated to
be worth US $6.6 million, i.e. not only is the cost of the CIL plant recovered; the cost of the
exploration programme is also likely to be nearly recovered under this scenario.

The economic case for working the old Raub mine tailings has been shown to be justified on the
basis of the available information.

A C A HOWE INTERNATIONAL LIMITED

78
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
24

22

20

c92113pu026 Proof 6: 23.6.05 B/L Revision: 0


18

Operator MilV
16

79
14 Head Grade
Gold Price
Opex
12

NPV (10%) EBITDA Cash Flows (US$ Million)

A C A HOWE INTERNATIONAL LIMITED


Tails Grade
Capex
10
80% 85% 90% 95% 100% 105% 110% 115% 120%
Percentage Change in Variable

FIGURE 10: RAGM CASH FLOW SENSITIVITY CURVES A C A Howe International Limited
10.0 COMMENTS AND CONCLUSIONS
Peninsular’s proposed operations fall into three distinct categories, namely:
* Brownfield exploration for low grade extensions to known deposits, and
* Greenfields exploration for new gold deposits.
* Tailings retreatment by CIL, based on the tailings reserves of an old, major gold mine,

Howe believes that, given the known brownfield targets at Raub and the greenfield and brownfield
exploration targets in the TTC area, Peninsular is likely to be successful in fulfilling its stated
intention of discovering low grade (approximately 1 g/t) weathered surface bodies of mineralisation
suitable for treatment. These bodies should, on account of the regional saprolitic weathering profile,
be suitable for free-dig mass mining and cheap, non-crushing and minimum grinding metallurgical
treatment. The discovery of non-oxidised, lower tonnage, higher grade (4 to 5 g/t) vein system
mineralisation as at Raub (and Penjom) should not be discounted.

The ground holding situation is that only some exploration (prospecting) title has been granted to
SEREM (6 of 12 applications) subject to the payment of fees (see Table 3), whilst approval of the
remainder of the exploration title is expected shortly. Peninsular currently holds two areas of mining
title (see Table 4), namely ML 1669 (RAGM, at Raub) and MC 511 (SEREM, at Tersang). A
further two mining lease applications at Tersang and Tenggelan have been approved subject to
payment of the lease premium quit rent, registration fees and deposit by SEREM and the renewal of
the offers to grant such mining leases as more particularly described in the ‘‘Additional Information’’
section of Peninsular’s Admission Document. A third mining lease application at Raub (RMDC, the
Plantation MLA) covering known mineralised lode extensions is awaiting approval (see Table 4).

Concerning the proposed CIL plant at Raub, GBM concludes, subject to the various comments given
above, that:
* The appropriate processing method has been selected and is based on adequate and
appropriate testwork.
* The proposed production rates and gold recoveries are reasonable and should be achievable
* The capital and operating costs are reasonable and have been estimated in accordance with
industry standards for an accuracy of -5% +10%.
* The production figures, capital and operating costs used in the financial model appropriately
reflect the proposed process.
* The operation of the CIL plant should provide a post-royalty and post-tax discounted cashflow
with a NPV of US $17.2 M.

A C A HOWE INTERNATIONAL LIMITED

80
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
REFERENCES
Alexander JB, 1968 The Geology and Mineral Resources of the Neighbourhood of Bentong, Pahang
and Adjoining Portions of Selangor and Negri Sembilan, Incorporating an Account of the
Prospecting and Mining Activities of the Bentong District. Geological Survey of West Malaysia. 250
pgs.

Anon, Avocet Plc, 2004 Various Web documents, particularly Annual reports, downloaded from end-
September to December, 2004 (www.avocet.co.uk).

Catto B and Church P, 2004 Obtaining a Representative RC Sample – The Cone Splitter versus the
Tiered Riffle Splitter. Proceedings 5th International Mining geology Conference, Bendigo, 2003. Aus
IMM Publication Series 8/2003. Pgs 367 – 375.

Cheze Y, 1994 Exploration Results of the Raub Block 8 and the Tersang-Tenggelan Gold Prospect
(State of Pahang, Republic of Malaysia). SEREM Malaysia Sdn. Bhd. Unpublished company report,
including extracts from BRGM Geophysical Report N1462. 116 pgs.

Cheze Y, 2003 The Raub Mine, State of Pahang, Malaysia: Summary of Exploration and Results
with Emphasis on the 1986 – 2002 period. February 2003. Unpublished RAGM company report.

Cheze Y, 2004 ‘‘Raub Gold Project – Oxidised Ore’’. Reserve and Resource Drilling, April-June, 2004
Unpublished RAGM company report.

Cheze Y, 2005 ‘‘Raub Gold Project – Exploration & Development Programme, January, 2005.
Unpublished RAGM company report.

Cole NH, 2004 NH Cole and Associates Pty Ltd. Tersang Project Economics, e-mail memorandum
discussing economic scoping study. 2 pgs.

Cowan, BM, 1994 Cowan & Associates, Raub Gold Tailings Project Progress Report. November,
1994. Unpublished report for Wells Gold Corporation NL.

Cowan, BM, 1997 Cowan & Associates, Report on Exploration and Mining at Raub, Pahang,
Malaysia, May 1997. Unpublished report for Wells Gold Corporation NL. (The most complete
summary report on the Raub gold mine and the McDonald Speijers (1995) tailings drilling and
sampling programme).

Cowan, BM, 2004 Cowan & Associates, Raub Tailings Project, Reserve and Resource Drilling, April
– June 2004. Unpublished Report produced for Raub Australian Gold Mining Sdn Bhd. 42 Pgs.

Fluor, 1996 RAUB TAILINGS PROJECT. Feasibility Study to Bankable Standard. Unpublished
report by Fluor Daniel Pty Ltd produced for Raub Australian Gold Mining Sdn Bhd, dated August,
1996. Volume 1, 360 pgs and Volume 2, 352 pgs.

Fookes PG, Editor, 1997 Tropical Residual Soils. A Geological Society Engineering Group Working
Party Revised Report. Geological Society Professional Handbook, Geol. Soc., London. 184 pgs.

Foster RP, Editor, 1993 Gold Metallogeny and Exploration. Chapman & Hall. London. 432 pgs.

Gobbett DJ & Hutchison CS, 1973 Geology of the Malay Peninsula (West Malaysia and Singapore).
The Geological Society of Malaysia. Wiley Interscience. 438 pgs.

Gunn AG et al, 1993b Geochemical and mineralogical studies at the Kim Chuan gold mine, Raub,
Pahang, Malaysia. Geological Survey of Malaysia – British Geological Survey. Gold Sub-Programme
Report 93/3. Ipoh. 46 pgs.

Henney PJ et al, 1995a Characterisation of Gold from the Raub Area, Pahang Malaysia. British
Geological Survey ODA Technical Report WC/95/20. 70 pgs.

Henney PJ et al, 1995b Characterisation of Gold from the Penjom Area, Near Kuala Lipis, Pahang
Malaysia. British Geological Survey ODA Technical Report WC/95/21. 67 pgs.

A C A HOWE INTERNATIONAL LIMITED

81
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Howe, 2004 Valuation of the Raub Mining Lease in Pahang State, Malaysia. Unpublished report
prepared for Raub Australian Gold Mining Sdn Bhd by ACA Howe International Limited. August,
2004. 15 pgs.

Lee Ah Kow et al, 1986 Gold Mineralisation and Prospects in North Pahang. Regional Mineral
Exploration Project Report. Geological Survey of Malaysia. 99 pgs.

Nekrasov IYa, 1996 Geochemistry, Mineralogy and Genesis of Gold Deposits. Balkema, Rotterdam.
Translation of Russian work published in 1991 by Nauka, Moscow.

Process Design, 2004 Raub 130,000 tpm Gold Plant Project (90 000tpm CIL) 3 November 2004.
Engineering Design Pack for Tender Purpose Raub 90000tpm Gold Plant Project 17 March
2004Tender Evaluation Raub 90,000tpm VS 130,000 tpm Gold Plant Project 3 November 2004. Raub
Australian Gold Mining SDN BHD Malaysia Revised to 130,000 tpm Gold Plant Project. Layouts ga
structural concrete

Performance Laboratories July 2004 Metallurgical Testwork on the New Grey Composite Sample and
Repeat Tests from Pond R4 for Raub Australian Gold Mine

Performance Laboratories May 2004 Metallurgical Testwork on Tailings Samples from R4 Pond for
Raub Australian Gold Mine

Performance Laboratories July 2004 Metallurgical Testwork on Tailings Samples from R1 and R3 for
Raub Australian Gold Mine

Performance Laboratories July 2004 Metallurgical Testwork on Two Composite Samples from the
Oxide Zone for Raub Australian Gold Mine

Performance Laboratories July 2004 Metallurgical Testwork on the New Grey Composite Sample and
Repeat Tests from Pond R4 for Raub Australian Gold Mine

Performance Laboratories January 2005 Additional Metallurgical Testwork on Tailings Samples from
R1, R3 and R4 Ponds for Raub Australian Gold Mine.

Richardson AJ, 1939 The Geology and Mineral Resources of the Neighbourhood of Raub, Pahang,
Federated Malay States, with an Account of the Geology of the Raub Australian Gold Mine.
Geological Survey Department, Federated Malay States, Memoir No.3 (New Series), Singapore. 164
pgs. Accompanied by 1:63,360 Geological Map Sheet by ES Willibourn and JA Richardson.
(Scrivenor, 1928 Reference not seen by Howe, quoted by Cowan, 1997).

Sone M, 2001 Middle Permian cephalopods from central Peninsular Malaysia: implications for faunal
migration through the Southern Tethys, Journ. Asia Earth Sci, Vol. 19 (2001), pgs 805-814.

Time Mining January 2005 Raub Tailings Project Updated Feasibility Study Sections 5.0 to 10.0

Time Mining January 2005 Raub Tailings Project Updated Feasibility Study Appendix 1 Testwork by
Fluor Daniel (1996)

(Yeap EB, 1993 Tin and Gold Mineralisation in Peninsular Malaysia and Their Relationship to the
Tectonic Development. Journ. SE Asian Earth Sci. Vol. 8, Nos 1-4, pgs 329-348. Quoted by Cowan,
not seen by Howe)

Yeow YC, 1996 Environmental Impact Assessment (EIA) Inclusive of Risk Analysis for Proposal to
Mine and Recover Gold from the Old Mine Tailings at Bukit Koman, Raub, Negri Pahang, Darul
Makmur. Ref. PH/984/95(1). 87 pgs.

A C A HOWE INTERNATIONAL LIMITED

82
c92113pu026 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART 3
RISK FACTORS

The risk factors which should be taken into account in assessing the Group’s activities and an investment
in the Company include, but are not necessarily limited to, those set out below. The risk factors below
are not intended to be presented in any assumed order of priority.
Prospective investors should carefully consider the following factors, among others, affecting the proposed
activities of the Group prior to making an investment in the Company, as well as other matters set forth
elsewhere in this document. The exploration and development of natural resources is a highly speculative
activity that involves a high degree of financial risk. An investment in the Company may not be suitable
for all recipients of this document.

General Economic Risks


Share market conditions, particularly those affecting mining and exploration companies, may affect
the ultimate value of the Company’s share price regardless of operating performance.
The price of gold is influenced by physical and investment demand and supply and has historically
displayed wide ranges and is affected by numerous factors over which the Company does not have
any control. These include production levels, international economic trends, speculative activity,
consumption patterns and global or regional political events.
Fluctuations in the gold price may influence individual projects in which the Group has an interest.
The Group could be affected by unforeseen events outside its control including, among other things,
natural disasters, terrorist attacks and political unrest and/or government legislation or policy,
particularly in connection with environmental issues which may interrupt or prevent exploration, mine
development or production operations.
General economic conditions may affect interest rates and inflation rates. Movements in these rates
will have an impact on the Group’s cost of raising and maintaining debt financing.

Trading and Liquidity in the Company’s Shares


An investment in the securities of the Company is highly speculative and subject to a high degree of
risk and only those who can bear the risk of the entire loss of their investment should invest.
Prior to Admission there was no public market for the Ordinary Shares and nor have they ever been
traded, quoted or dealt on any securities market. Consequently, each prospective investor should view
their purchase of Ordinary Shares as a long-term investment and should not consider such purchase
unless they are certain that they will not have to liquidate the investment for an indefinite period of
time.
Even though the Company will make an application for the Ordinary Shares to be traded on AIM,
this should not be taken as implying that there will be a ‘‘liquid’’ market in the Ordinary Shares. An
investment in the Ordinary Shares may thus be difficult to realise. The Ordinary Shares will not be
quoted on the Official List. Investments in shares traded on AIM carry a higher degree of risk than
investments in shares quoted on the Official List. AIM has been in existence since June 1995 but its
future success and liquidity in the Ordinary Shares cannot be guaranteed. The value of the Ordinary
Shares may go down as well as up. Investors may therefore realise less than their original investment,
or sustain a total loss of their investment.
Market perception of mining and exploration companies may change which could impact on the
value of the Ordinary Shares.

Raising of Future Funds and Growth of the Group


The Group will require additional financial resources to continue funding its future expansion. The
Group may in the future raise additional funds through public or private financing. No assurance can
be given that any such additional financing will be available or that, if available, it will be available
on terms favourable to the Company or its Ordinary or Preference Shareholders.
Subject to pre-emption rights of current shareholders set out in the Articles, if additional funds are
raised through the issue of equity securities, the percentage ownership of then current Shareholders of
the Company may be reduced and such securities may have rights, preferences or privileges senior to
those of the holders of the Ordinary Shares.

83
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
If adequate funds are not available to satisfy either short or long-term capital requirements, the
Group may be required to limit its operations significantly.
There can be no assurance that the Group will be able to manage effectively the expansion of its
operations or that the Group’s current personnel, systems, procedures and controls will be adequate
to support the Group’s operations. Any failure of management to manage effectively the Group’s
growth and development could have a material adverse effect on the Group’s business, financial
condition and results of operations.

Related Party Contracts


The Company is controlled by its primary shareholders, Dato’ Andrew Tai Yeow Kam (through
Akay Holdings and Akay Venture) and Dato’ Mohamed Moiz Bin JM Ali Moiz, who as at 17 June
2005 (the latest practicable date prior to the publication of this document) beneficially own or have
an interest in over 99% of the Company’s shares. The Company has entered into a number of
transactions with these related parties, which are described in the ‘‘Group Restructuring and Related
Party Contracts’’ section of Part 5. Although the Board believes that the transactions were on terms
reflecting then prevailing market conditions, the Company cannot be certain that the terms of these
transactions were as favourable as the terms that could have been obtained in similar transactions
with unrelated third parties. See ‘‘Related Party Contracts’’ at Section 8 of Part 5.

Labour
Certain of the Company’s operations are carried out under potentially hazardous conditions. Whilst
the Company intends to continue to operate in accordance with relevant health and safety regulations
and requirements, the Company remains susceptible to the possibility that liabilities may arise as a
result of accidents or other workforce-related misfortunes, some of which may be beyond the
Company’s control.

Reliance on Key Personnel


The Group’s future results will depend in part on management’s ability to manage growth, which will
require, among other things, continued development of the Group’s financial and management
controls, and its ability to expand, manage and train its employee base. There is no certainty
therefore that all or, indeed, any of the elements of the Group’s current strategy will develop as
anticipated and that the Group will be profitable.
The Group is highly dependent on the Directors. Whilst the Board has sought to and will continue to
ensure that Directors and any key employees are appropriately incentivised, their services cannot be
guaranteed. The Group has a small management team and the loss of one or more executive
Directors may have an adverse effect on its operational performance and growth plans. The
continued involvement of key employees, consultants and Directors is not assured, and the loss of
their services to the Group may have a material adverse effect on the performance of the Group.

Foreign Exchange
The Group operates internationally and is therefore exposed to the effects of changes in currency
exchange rates.

Competition
The Group competes with other companies, including major mineral exploration and mining
companies. Some of these companies have greater financial and other resources than the Group and,
as a result, may be in a better position to compete for future business opportunities. There can be
no assurance that the Group can compete effectively with these companies.

Exploration and Production Risks


Exploration and production are endeavours which may be hampered by mining, heritage, community
and environmental legislation, industrial disputes, cost overruns, land claims and compensation, and
other unforeseen events.
The success of the Group also depends on the delineation of economically recoverable reserves, access
to required development capital, movements in the price of metals, securing and maintaining title to
its exploration tenements and obtaining all consents and approvals necessary for the conduct of its
exploration and mining activities.

84
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The Group’s success may be dependent upon it being able to attract adequately resourced and
competent joint venture partners to assist the Group in its exploration strategy and the development
of any economically viable reserves.
Exploration may be unsuccessful, resulting in a reduction of the value of those tenements, diminution
in the cash reserves of the Group and possible relinquishment of the exploration tenements. Whether
or not income will result from projects undergoing exploration, development and production
programmes depends on successful establishment of mining operations. Factors including costs, actual
mineralisation, consistency and reliability of ore grades, and mineral prices affect successful project
development, as does the design and construction of efficient processing facilities, competent operation
and management and prudent financial administration, including the availability and reliability of
appropriately skilled and experienced employees and consultants.
Development and mining of mineral deposits involve obtaining licences or clearances from the
relevant authorities, which may require conditions to be satisfied and/or the exercise of discretion by
such authorities. It may or may not be possible for such conditions to be satisfied, or it may be that
the satisfaction of the conditions is not commercially practicable.
Exploration, mining, processing and transporting activities may be prevented, delayed or adversely
affected by many factors outside the control of the Group. These include adverse operating conditions
(such as unexpected geological conditions, seismic events, fire, weather, accidents), compliance with
governmental requirements, labour and safety issues, shortages or delays in installing, commissioning
and repairing plant and equipment or import or customs delays. Problems may also arise due to
interruptions to essential services (such as power, water, fuel, equipment or transport capacity) or
technical support, which result in a failure to achieve expected target dates for exploration or
production and/or result in a requirement for greater expenditure.

Payment Obligations
Under the exploration permits and licenses and certain other contractual agreements to which the
Group is or may in the future become a party, the Group is or may become subject to payment and
other obligations. In particular, the permit holders are required to expend the funds necessary to
meet the minimum work commitments attaching to permits and licenses. Failure to meet these work
commitments will render the permit liable to be cancelled. Further, if any contractual obligations are
not complied with when due, in addition to any other remedies which may be available to other
parties, this could result in dilution or forfeiture of interests held by the Group.

Litigation
Legal proceedings may arise from time to time in the course of the Company’s business. The
Directors cannot preclude that litigation may be brought against the Company.

Environmental Risk
Exploration and production activities have become subject to increasing environmental responsibility
and liability. The Group will seek to operate in accordance with the highest standards of
environmental practice, however, the potential for liability is an ever present risk.
Environmental legislation may change in a manner that may require stricter standards and a
heightened degree of responsibility for companies and their directors and employees. There may also
be unforeseen environmental liabilities resulting from exploration and mining activities and these
problems and liabilities may be costly to remedy.
The Group is unable to predict the effect of additional environmental laws and regulations, which
may be adopted in the future, including whether any such laws or regulations would materially
increase the Group’s cost of doing business or affect its operations in any area.
The Group, as a participant in exploration and mining activities, may become subject to liability from
hazards that cannot be insured against or against which it may elect not to be insured because of
high premium costs or other reasons. The Group may incur liabilities to third parties (in excess of
any insurance cover) arising from pollution or other damage or injury.

Country Risk
The Company’s primary assets are located in Malaysia, which introduces both sovereign and
Malaysian domestic economic risk issues to investors owning the Ordinary Shares. Investors in the
Company should be aware of the specific country risk issues associated with Malaysia.

85
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Since its formation, Malaysia has been governed by a coalition, the National Front Coalition,
comprising three major component parties: the United Malays National Organisation, the Malaysian
Chinese Association and the Malaysian Indian Congress and a number of smaller political parties
which have changed from time to time.
As with other companies having operations in Malaysia, the Group’s operations are closely linked to
the economic fundamentals and political stability of Malaysia. Any adverse developments or
uncertainties in the political and economic environment in Malaysia may materially adversely affect
the business, financial condition and results of operations of the Group. Such developments could
include social or civil unrest, outbreak of hostility with an external party, unfavourable changes in the
Malaysian Government’s policies or changes in regulation and legislation.
In addition, other political uncertainties include but are not limited to the risk of expropriation and
nationalisation. If any of these events (or similar events) were to occur, there may be an adverse
effect on the Group’s business, financial condition and results of operations, as well as on any
investment in the Company’s shares.
Short term risks
Among the key short-term risks are external demand shocks, exchange-rate volatility, a switch in
currency regime and inflation. The US dollar is likely to continue facing downward pressure as long
as it continues to experience fiscal and current account deficits. A weak US dollar would exert
pressure on the Malaysian ringgit, which is pegged to the former. Speculation over the breaking point
of the fixed-exchange-rate regime in Malaysia is likely to intensify this year and the ensuing
uncertainties may be disruptive to trade and investment.
Long term risks
The Malaysian economy’s medium to long term challenges include accelerating the shift to private-
sector-led growth, managing excess liquidity and savings, as well as sustaining industrial upgrades and
productivity growth. Malaysia’s medium- to long term prospects are also contingent upon a
progressive shift to higher-value production across all sectors of the economy, especially
manufacturing and services. Maintaining the growth momentum of the Malaysian economy would
require productivity-increasing investments to upgrade skills with respect to labour input, higher
technology in relation to capital inputs, and research and development as well as managerial expertise
with regard to knowledge inputs. Failure to address or meet the challenges of these medium to long
term challenges could result in an adverse impact on the growth and performance of the Malaysian
economy which could in turn cause the business, financial condition and results of operations of the
Group being materially adversely affected. (Source: Rating Agency Malaysia)
Exchange control risks
As part of the package of policy responses to the 1997 economic crisis in south east Asia, the
Malaysian government introduced on 1 September 1998, selective capital control meaures which
entailed, among others, the prohibition of trading of the ringgit outside Malaysia and the pegging of
the ringgit at an arbitrary fixed rate against the U.S. dollar. These capital control measures have been
largely disapplied, although there is no assurance that they, or other similar measures, will not be re-
introduced in response to changed economic conditions.

Enforcement of Judgments
As the Company is incorporated under the laws of Jersey, the rights of Shareholders will be governed
by Jersey law and the Company’s Memorandum and Articles of Association. The rights of Ordinary
and Preference Shareholders under Jersey law may differ from the rights of shareholders of companies
incorporated in other jurisdictions. Several of the Directors and some of the named experts referred
to in this document are not residents of the UK or Jersey and all of the Group’s assets are located
outside of the UK and/or Jersey.
As a result, it may be difficult for investors to effect service of process on those persons in the UK
or to enforce in the UK or Jersey judgments obtained in UK or Jersey courts against the Group or
those persons who may be liable under UK law.

City Code on Takeovers and Mergers


The Code applies to offers for all listed and unlisted public companies considered by the Takeover
Panel to be resident in the UK, the Channel Islands or the Isle of Man. The Panel will normally
consider a company to be resident only if it is incorporated in the United Kingdom, the Channel

86
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Islands or the Isle of Man and has its place of central management in one of those jurisdictions.
Although the Company is incorporated in Jersey and its place of central management is in Jersey, the
Takeover Panel considers that the Code does not apply to the Company. It is emphasised that
although the Ordinary Shares will trade on AIM, the Company will not be subject to takeover
regulations in the UK.

Legislative Changes
Changes in government regulations and policies in Jersey or Malaysia or elsewhere may adversely
affect the financial or other performance of the Group.

Retention of Key Business Relationships


The Group relies significantly on strategic relationships with other entities and also on good
relationships with regulatory and governmental departments. The Group also relies upon third parties
to provide essential contracting services. There can be no assurance that its existing relationships will
continue to be maintained or that new ones will be successfully formed and the Group could be
adversely affected by changes to such relationships or difficulties in forming new ones. Any
circumstance, which causes the early termination or non-renewal of one or more of these key business
alliances or contracts, could adversely impact the Group, its business, operating results and prospects.
Various aspects of the Group’s future performance and profitability are dependent on the outcome of
future negotiations with third parties. The Group’s interests may in future be held in a joint venture
and, in some cases, a joint venture partner may be the manager of the joint venture. In these
situations the joint venture decision may not accord with the Group’s stated plan.

Restrictions in Mining Rights


The Group does not have proprietary interest in all its mining tenements and is dependent on its
substantial shareholder Akay Holdings for the right to mine certain of its mining tenements. At
present, the Group has two mining tenements, namely the sub-lease of the MC511 Land and the
permit to mine in relation to the 1669 Mining Lease. The MC511 Land is the subject of a mining
certificate held by Abdul Aziz Bin Othman who has in turn granted a sub-lease to Serem to mine the
land for a period expiring on 28 February 2007 (the details of which are set out in paragraph 12 of
part 5 of this document). Approval for the extension of the mining certificate and the sub-lease until
28 February 2017 has recently been granted. Serem’s right to mine the MC511 Land is a proprietary
interest under the provisions of the National Land Code of Malaysia (‘‘NLC’’).
The mining certificate held by Abdul Aziz Bin Othman is subject to a number of conditions,
including the requirement that not more than one-third of the share capital of the holder of the
mining certificate may be owned by non-Malaysians or non-Malaysian corporations. Under section 18
of the Mining Enactment, the implied and express covenants and conditions imposed on any mining
lease or certificate are, by operation of law, also binding on the sub-lessee of such mining lease or
certificate.
Following Admission, if non-Malaysian citizens or corporations own more than one-third of the
Company, this condition will be breached and may render the mining certificate liable to forfeiture by
the government of the State of Pahang. The Company is seeking a waiver of this condition. There is
no assurance that the waiver will be granted. In such a case, Serem will enter into a permit to mine
with Abdul Aziz Bin Othman. The rights of Serem under a permit to mine are contractual in nature
and will be subject to the terms of the permit to mine.
The 1669 Mining Lease is held by Akay Holdings. Akay Holdings has granted RAGM two permits
to mine the land forming the subject of the 1669 Mining Lease (the details of which are set out in
paragraph 12 of part 5 of this document). Akay Holdings’ interest in the 1669 Mining Lease is
proprietary and registered under the provisions of the NLC. However, RAGM’s right to mine is a
contractual and not proprietary right. It is subject to the terms of the permits to mine and may be
terminated in certain circumstances (as more particularly described in paragraph 12 of part 5 of this
document).
As the permits to mine are contractual in nature and RAGM does not have a proprietary interest in
the 1669 Mining Lease, RAGM’s rights to mine are limited and may be at risk in certain
circumstances including those set out below. Firstly, where Akay Holdings deals in the proprietary
interest in the 1669 Mining Lease, which may include a disposal of such interest or the creation of an
encumbrance of that interest in favour of a third party. While this would result in the occurrence of

87
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
a breach by Akay Holdings of the terms of the permits to mine, such breach may, in ordinary
circumstances and unless RAGM can prove that its loss cannot be compensated by way of monetary
damages, only entitle RAGM to a right to claim damages. Any third party that acquires the
proprietary interest in the 1669 Mining Lease may cause the determination of the permits to mine
and prevent RAGM from exercising its rights under such permits.
Secondly, if Akay Holdings becomes subject to receivership, insolvency, winding-up or other similar
proceedings, third parties such as a liquidator, receiver, receiver and manager or secured creditor may
lay claim to its proprietary interest in the 1669 Mining Lease. Akay Holdings may also experience a
change in control.
Thirdly, the term of the permits to mine are limited. The permit which is currently in existence over
the 1669 Mining Lease will expire on 30 July 2005 and Akay Holdings has granted to RAGM a
further permit to mine for a period expiring on 30 July 2006. RAGM may notify Akay Holdings of
its intention to renew the permit within three months prior to 30 July 2006. Akay Holdings is
obligated to grant a renewal of the permit upon the same terms for a further term of one year but
provided only that RAGM is not in breach of any of the terms of the permit. RAGM’s right to seek
an annual renewal of the permit would subsist until the expiry of the 1669 Mining Lease on 31
December 2017. Upon the expiry of the term of the 1669 Mining Lease, RAGM may only require
Akay Holdings to apply to the relevant authorities to extend the term of the 1669 Mining Lease for a
period of ten years if it is able to demonstrate to Akay Holdings that there are economically viable
gold deposits in the land forming the subject of the 1669 Mining Lease. There is no assurance that
RAGM will be able to fully realise the full benefit of its mining rights in the 1669 Mining Lease by
31 December 2017 or, if it is able to demonstrate the existence of economically viable gold deposits,
by 31 December 2027.
The Company has entered into the Mining Rights Agreement in order to secure rights over a third
mining tenement. Pursuant to the Mining Rights Agreement, Akay Holdings is to procure from
RMDC a sub lease of a mining lease of the RMDC Land. Akay Holdings is in turn required to
grant to RAGM or an entity nominated by the Company (‘‘Group Permit Holder’’), a permit to mine
in respect of such land. RMDC is in the process of applying for the necessary approvals from the
Pahang State Government to obtain the relevant mining lease. If the approvals are obtained and the
mining lease issued, the Group Permit Holder will be reliant on the contractual rights which are
similar in nature to the permits to mine over the 1669 Mining Lease granted to RAGM. The risks
and limitations set out above in respect of RAGM’s right to mine the 1669 Mining Lease would
equally apply to the rights of the Group Permit Holder in respect of the RMDC Land.

Uninsured Risks
The Company, as a participant in exploration and potential extraction activities, may become subject
to hazards that cannot be insured against or against which it may elect not to be so insured because
of high premium costs.

Property Rights
All of the tenements or licences in which the Group has, or may earn an interest in, will be subject
to applications for renewal or grant (as the case may be). The renewal or grant of the term of each
tenement or licence is usually at the discretion of the relevant government authority. If a tenement or
licence is not renewed or granted, the Group may suffer significant damage through loss of the
opportunity to develop and discover any mineral resources on that tenement.
Tenements and licences currently under application may not be granted by the relevant authorities.
While the Directors have no reason to believe that the existence and extent of any of the Group’s
properties are in doubt, title to mining properties may be subject to potential litigation by third
parties claiming an interest in them.
Under the mineral title system in Malaysia, the issuance of an exploration licence does not imply that
other parties do not have any prior claims over that area. Whilst the Group has made and will make
investigations to determine if prior rights exist, there can be no assurance that such rights do not
exist.
The failure to comply with all applicable laws and regulations, including failures to pay taxes, meet
minimum expenditure requirements, or carry out and report assessment work, may invalidate titles to
tenements or licenses. The Group might not be able to retain its licence interests when they come up
for renewal.

88
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Forward Looking Statements
Certain statements within this document, including in the parts of this document under the headings
‘‘Group Strategy and Future Prospects’’ and ‘‘The Market’’ constitute forward looking statements.
Such forward looking statements involve risks and other factors which may cause the actual results,
achievements or performance to vary from those expressed or implied by such forward looking
statements. Such risks and other factors include, but are not limited to, general economic and
business conditions, changes in government regulation, currency fluctuations the group’s ability to
recover its reserves develop new reserves, competition, changes in development plans and other risks
described in this Part 3 – Risk Factors. There can be no assurance that the results and events
contemplated by forward looking statement contained in this document will, in fact, occur. These
forward looking statements are correct only as at the date of this document. The Company will not
undertake any obligation to release publicly any revisions to these forward looking statements to
reflect events, circumstance or unanticipated events occurring after the date of this document except
as required by law or by any regulatory authority.

General
The risk factors noted above do not necessarily comprise all those potentially faced by the Company.
An investment in the Company should only be made by investors able to sustain a total loss of their
investment. Investors are strongly recommended to consult an investment advisor authorised under
the Financial Services and Markets Act 2000 who specialises in investments of this nature before
making any decision to invest.

89
c92113pu030 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART 4
ACCOUNTING INFORMATION ON THE GROUP

Independent Accountants’ Report

PART A
FINANCIAL INFORMATION ON THE COMPANY

The following is the text of an accountants’ report on the Company by Moore Stephens, for the period
ended 31 May 2005.

The Directors, St. Paul’s House,


Peninsular Gold Limited, Warwick Lane,
First Island House, London EC4M 7BP
Peter Street,
St Helier,
Jersey JE2 4SP,
Channel Islands
17 June 2005
The Directors
Nabarro Wells & Co. Limited,
Saddlers House,
Gutter Lane,
London EC2V 6HS.

Dear Sirs,

PENINSULAR GOLD LIMITED


We report in connection with the admission document issued by Peninsular Gold Limited (‘‘the
Company’’) dated 17 June 2005 (‘‘the Admission Document’’). In accordance with our instructions,
we report on the financial information set out below relating to the Company. This financial
information has been prepared for inclusion in the Admission Document.

Basis of Preparation
The Company was incorporated in Jersey on 8 April 2005 as a public company under the Companies
(Jersey) Law 1991 as amended. On incorporation, the Company had an authorised share capital of
£50,000,000 divided into 500,000,000 Ordinary Shares of £0.10 each, of which 1,000 Ordinary Shares
of £0.10 each were issued at par for cash.
On 27 May 2005, the Company converted from a par value company to a no par value company; the
authorised share capital was re-designated as an unlimited number of shares of no par value
designated as Ordinary Shares, and an unlimited number of shares of no par value designated as
Preference Shares and the 1,000 Ordinary Shares of £0.10 each in issue at that date were re-
designated as Ordinary Shares of no par value.
On 27 May 2005 the Board resolved the 2,560,000 redeemable convertible cumulative non-voting
Preference Shares of no par value would upon Admission be issued at an issue price of £0.50 per
share.
On 17 June 2005, the Company entered into an agreement to acquire the whole of the issued share
capital of Raub Australian Gold Mining Sdn Bhd and S.E.R.E.M. Malaysia Sdn Bhd, both
companies incorporated in Malaysia, in consideration for the issue of 33,950,596 Ordinary Shares of
no par value in the Company at an issue price of £0.50 per share.
On 17 June 2005, the Company entered into the Mining Rights Agreement which provides for the
issue by the Company of 1,356,780 Ordinary Shares to Akay Holdings at £0.50 per share in

90
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
consideration for the procurement by Akay Holdings of certain mining rights, the details of which are
set out in the ‘‘Additional Information’’ section of the Admission Document.
Save for the above transactions, the Company has not traded, has not made up any accounts for
presentation to its members and has not declared or paid any dividends. For the purpose of the
Admission Document, an audited balance sheet of the Company has been prepared as at 31 May
2005, the latest practicable date.
The Company will incur expenses relating to the Admission as described in the Admission Document.
The expenses are not accrued in the balance sheet as at 31 May 2005 set out below and, accordingly,
no profit and loss account for the period from incorporation (8 April 2005) to 31 May 2005 is
required to be presented.
As a company incorporated under the laws of Jersey, the Company is not subject to the UK
Companies Act, and the financial information does not constitute statutory accounts within the
meaning of Section 240 of the Companies Act 1985 (as amended).

Responsibility
The financial information is the responsibility of the directors of the Company, who approved its
issue.
The directors of the Company are responsible for the contents of the Admission Document in which
this report is included.
It is our responsibility to form an opinion on the financial information set out below and to report
our opinion to you.

Basis of Opinion
We conducted our work in accordance with the Statements of Investment Circular Reporting
Standards issued by the Auditing Practices Board. Our work included an assessment of evidence
relevant to amounts and disclosures in the financial information. It also included an assessment of
significant estimates and judgements made by those responsible for the preparation of the financial
information and whether the accounting policies are appropriate to the Company’s circumstances,
consistently applied and adequately disclosed.
We planned and performed our work so as to obtain all the information and explanations which we
considered necessary in order to provide us with sufficient evidence to give reasonable assurance that
the financial information is free from material misstatement, whether caused by fraud or other
irregularity or error.

Opinion
In our opinion, the financial information gives, for the purposes of the Admission Document, a true
and fair view of the state of affairs of the Company as at 31 May 2005.

Consent
We consent to the inclusion in the Admission Document of this report and accept responsibility for
this report by the purposes of paragraph 45(8)(b) of Schedule 1 to The Public Offers of Securities
Regulations 1995.

91
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
FINANCIAL INFORMATION
BALANCE SHEET AS AT 31 MAY 2005

Note £

Current assets:
Debtors – called up share capital not paid 100

Capital and Reserves:


Share capital 2 100

NOTES TO THE FINANCIAL INFORMATION


1. Accounting Policies
Accounting Convention
The financial information has been prepared under the historical cost convention, on the going
concern basis, and in accordance with applicable accounting standards in the United Kingdom.

2. Called Up Share Capital

No. £

Authorised
Ordinary shares of no par value Unlimited
Preference shares of no par value Unlimited

Issued, allotted and called up


Ordinary shares of no par value 1,000 100

On 27 May 2005 the Board resolved that 2,560,000 redeemable convertible cumulative non-voting
Preference Shares of no par value would, upon Admission, be issued at an issue price of £0.50 per
share.

3. Post balance sheet events


On 17 June 2005, the Company entered into agreements, conditional upon Admission, to acquire the
whole of the issued share capital of Raub Australian Gold Mining Sdn Bhd and S.E.R.E.M.
Malaysia Sdn Bhd, both companies incorporated in Malaysia, in consideration for the issue of
33,950,596 Ordinary Shares of no par value in the Company at £0.50 per share.
On 17 June 2005, the Company entered into the Mining Rights Agreement which provides for the
issue by the Company of 1,356,780 Ordinary Shares to Akay Holdings at £0.50 per share in
consideration for the procurement by Akay Holdings of certain mining rights, the details of which are
set out in the ‘‘Additional Information’’ section of the Admission Document.

Yours faithfully,

Moore Stephens
Chartered Accountants
Registered Auditors

92
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART B

FINANCIAL INFORMATION ON RAUB AUSTRALIAN GOLD MINING SDN. BHD.

The following is the text of an accountants’ report on Raub Australian Gold Mining Sdn. Bhd. by
Moore Stephens, for the three years ended 30 June 2004 and the six months ended 31 December
2004.

The Directors St. Paul’s House,


Peninsular Gold Limited, Warwick Lane,
First Island House, London EC4M 7BP.
Peter Street,
St Helier, 17 June 2005
Jersey,
Channel Islands JE2 4SP

The Directors
Nabarro Wells & Co. Limited,
Saddlers House,
Gutter Lane,
London EC2V 6HS.
Dear Sirs,

RAUB AUSTRALIAN GOLD MINING SDN. BHD.


We report in connection with the admission document issued by Peninsular Gold Limited dated
17 June 2005 (‘‘the Admission Document’’). In accordance with our instructions, we report on the
financial information set out below relating to Raub Australian Gold Mining Sdn. Bhd. (‘‘RAGM’’).
This financial information has been prepared for inclusion in the Admission Document.

Basis of Preparation
RAGM was incorporated as a private limited company on 20 January 1996 under the laws of
Malaysia.
The financial statements of RAGM for the years ended 30 June 2002 and 2003 have been audited by
Yeo & Co, Chartered Accountants, Kuala Lumpur, who have issued unqualified audit reports on
them. The financial statements of RAGM for the year ended 30 June 2004 and the six months ended
31 December 2004 have been audited by KPMG, Kuala Lumpur, who have issued unqualified reports
on them. We point out that the audit report by KPMG on the financial statements for the year
ended 30 June 2004 included an emphasis of matter as follows –
‘‘Without qualifying our opinion, we draw attention to Note 1(a) to the financial statements. The
Company has net current liabilities of RM6,281,897 as at 30 June 2004. The Directors have prepared
the financial statements on the going concern basis as the holding company has indicated its willingness
to provide continuous financial support to the Company and the Company has since the year end
obtained banking facilities of some RM15 million to be secured by a debenture, a charge on a parcel of
the holding company’s mining land and the personal guarantee of a Director.’’
We further point out that the audit report by KPMG on the financial statements for the six months
ended 31 December 2004 included an emphasis of matter as follows:
‘‘Without qualifying our opinion, we draw attention to Note 2(a) to the financial statements. The
Company has net current liabilities of RM3,221,711 as at 31 December 2004. The Directors have
prepared the financial statements on the going concern basis as the holding company has indicated its
willingness to provide continuous financial support to the Company.
The financial statements of RAGM have been prepared in accordance with the Malaysian Companies
Act 1965. Accordingly, the financial information does not constitute statutory accounts within the
meaning of Section 240 of the UK Companies Act 1985 (as amended).

93
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
We have reviewed the audited financial statements of RAGM for the three years ended 30 June 2002,
2003 and 2004, and the six months ended 31 December 2004.
The financial information is based on the audited financial statements of RAGM for the years ended
30 June 2002, 2003 and 2004, and the six months ended 31 December 2004, without material
adjustment, save for the restatement of the results for the year ended 30 June 2003 to reflect a prior
years adjustment effected in the financial statements for the year ended 30 June 2004. The
adjustment related to the reversal of a depreciation charge capitalised as mining development costs,
and a restatement of stock of consumables and spare parts.
No financial statements for RAGM have been prepared or presented to the members of RAGM for
any period since 31 December 2004 and no dividends have been paid or declared in respect of the
period since that date.

Responsibility
The directors of Peninsular Gold Limited are responsible for the contents of the Admission
Document in which this report is included.
It is our responsibility to compile the financial information set out below from the financial
statements, to form an opinion on the financial information, and to report our opinion to you.

Basis of Opinion
We conducted our work in accordance with the Statements of Investment Circular Reporting
Standards issued by the Auditing Practices Board. Our work included an assessment of evidence
relevant to accounts and disclosures in the financial information. The evidence included that recorded
by the auditors who audited the financial statements underlying the financial information and that
obtained by us during the course of our review. It also included an assessment of significant
estimates and judgements made by those responsible for the preparation of the financial statements
underlying the financial information and whether the accounting policies are appropriate to the
Company’s circumstances, consistently applied and adequately disclosed.
We planned and performed our work so as to obtain all the information and explanations which we
considered necessary in order to provide us with sufficient evidence to give reasonable assurance that
the financial information is free from material misstatement, whether caused by fraud or other
irregularity or error.

Opinion
In our opinion, the financial information gives, for the purposes of the Admission Document, a true
and fair view of the state of affairs of RAGM as at 30 June 2002, 2003 and 2004 and 31 December
2004 and of the results and cash flows of RAGM for the periods then ended.

Consent
We consent to the inclusion in the Admission Document of this report and accept responsibility for
this report for the purposes of paragraph 45(2)(b)(iii) of Schedule 1 to The Public Offers of Securities
Regulations 1995.

94
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Profit and Loss Accounts

Six months
Year ended 30 June ended 31
December
2002 2003 2004 2004
Note RM’000 RM’000 RM’000 RM’000

Revenue 10,253 11,524 9,101 4,209


Cost of sales (7,743) (8,620) (7,435) (3,240)

Gross profit 2,510 2,904 1,666 969


Other operating income 75 8 64 48
Administrative expenses (5,047) (1,424) (1,200) (870)
Other operating expenses (134) (119) (122) (73)

Operating (loss)/profit 10 (2,596) 1,369 408 74


Interest expense (232) (379) (154) (42)

(Loss)/profit/ before taxation (2,828) 990 254 32


Tax expense 12 — — — —

Net (loss)/profit for the year/period (2,828) 990 254 32

95
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Balance Sheets

As at 30 June As at 31
December
2002 2003 2004 2004
Note RM’000 RM’000 RM’000 RM’000

Property, plant and equipment 2 9,229 7,040 4,636 3,965


Mining development expenditure 3 — 1,510 3,395 4,766

Current assets
Inventories 4 — 216 1,371 1,591
Trade and other receivables 5 3,013 2,138 1,058 2,022
Cash and cash equivalents 126 71 81 1,830

3,139 2,425 2,510 5,443

Current liabilities
Trade and other payables 6 (10,804) (10,622) (8,138) (2,368)
Borrowings (secured) 7 (2,727) (2,246) (654) (6,297)

(13,531) (12,868) (8,792) (8,665)

Net current liabilities (10,392) (10,443) (6,282) (3,222)


Long term liabilities 7 (1,920) (200) (88) (3,816)

(3,083) (2,093) 1,661 1,693

Financed by:

Capital and reserves


Share capital 8 6,500 6,500 10,000 10,000
Accumulated losses (9,583) (8,593) (8,339) (8,307)

Shareholder’s (deficit)/funds
(3,083) (2,093) 1,661 1,693

96
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Statements of Changes in Equity

Accumulated
Share Capital Losses Total
RM’000 RM’000 RM’000

At 1 July 2001 5,000 (6,755) (1,755)


Issue of shares 1,500 — 1,500
Loss for the year — (2,828) (2,828)

At 30 June 2002 6,500 (9,583) (3,083)


Net profit for the year — 990 990

At 30 June 2003 6,500 (8,593) (2,093)


Issue of shares 3,500 — 3,500
Net profit for the year — 254 254

At 30 June 2004 10,000 (8,339) 1,661


Net profit for the period — 32 32

At 31 December 2004 10,000 (8,307) 1,693

97
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Statements of Cash Flows
Six months
ended
Year ended 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Cash flow from operating activities


(Loss)/profit before taxation (2,828) 990 254 32
Adjustments for:
Depreciation 3,250 2,276 2,389 696
Gain on disposal of property, plant & equipment (38) — (49) (48)
Interest expense 232 379 154 42
Loss on disposal of property, plant & equipment — 16 — 6

Operating profit before working capital changes 616 3,661 2,748 728
Changes in working capital:
Inventories — (216) (1,154) (220)
Trade and other receivables (2,354) 875 1,080 (964)
Trade and other payables 5,240 (182) 1,016 (5,770)

Net cash generated from operating activities 3,502 4,138 3,690 (6,226)

Cash flow from investing activities


Mining development expenditure — (1,511) (1,885) (1,370)
Proceeds from sale of property, plant & equipment 86 74 102 48
Purchase of property, plant & equipment (5,176) (111) (38) (32)

Net cash used in investing activities (5,090) (1,548) (1,821) (1,354)

Cash flow from financing activities


Interest paid (232) (380) (155) (42)
Repayment of/proceeds from, term loan 2,776 (1,458) (1,317) 10,000
Repayment of lease creditor (777) (777) (259) —
Repayment of hire purchase creditors (94) (150) (136) (25)

Net cash generated from used in, financing activities 1,673 (2,765) (1,867) 9,933

Net increase/(decrease) in cash and cash equivalents 85 (175) 2 2,353


Cash and cash equivalents at beginning of year/period (435) (350) (525) (523)

Cash and cash equivalents at end of year/period (350) (525) (523) 1,830

Cash and cash equivalents


Cash and cash equivalents included in the cash flow statement comprise the following balance sheet
amounts:

30 June
31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Cash and bank balances 126 71 81 1,830


Bank overdraft (476) (596) (604) —

Cash and cash equivalents at end of year/period (350) (525) (523) 1,830

98
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Notes to the Financial Information
1. Summary of Significant Accounting Policies
The following accounting policies are adopted by the Company and are consistent with those adopted
in previous years except for the adoption of MASB 29, Employee Benefits during the year ended 30
June 2004.
Apart from the inclusion of the new policies and extended disclosures where required by this new
standard, there is no effect on these financial statements.

a) Basis of accounting
The financial statements of the Company are prepared on the historical cost basis except as
disclosed in these notes to the financial information and in compliance with the provisions of
the Companies Act, 1965 and applicable approved accounting standards in Malaysia.
The Company has net current liabilities of RM3,221,711 as at 31 December 2004. The
Directors have prepared the financial statements on the going concern basis as the holding
company has indicated its willingness to provide continuous financial support to the Company.
The financial statements do not include any adjustments relating to the recoverability and
classification of recorded asset amounts and classification of liabilities that may be necessary if
the Company is unable to continue as a going concern.

b) Property, plant and equipment


Property, plant and equipment are stated at cost less accumulated depreciation and accumulated
impairment losses, if any.
Depreciation
The straight line method is used to write off the cost of the following assets over the term of
their estimate useful lives at the following principal annual rates:
Plant and equipment 20%
Building 20%
Motor vehicles 20%
Laboratory equipment 20%
Furniture and fittings 10%
Office equipment 10%
c) Mining development expenditure
Mining development expenditure is capitalised when it is probable that the projects will be
successful and the cost can be measured reliably. Development expenditure that has been
capitalised is amortised on the straight line method over the life of the interest to which such
costs relate on the production output basis and recognised in the income statement upon the
commencement of commercial production.

d) Inventories
Inventories of consumable supplies and spare parts are valued at the lower of cost and net
realisable value. Cost comprises the purchase price plus costs incurred in bringing each product
to its present location and condition accounted for on a first-in-first-out basis.
Gold is valued at the lower of the cost and net realisable value using market price at the period
end or where applicable a forward contract price. Work-in-progress comprise gold concentrates
and gold contained in stockpiled ore as determined by production records. The cost of work-in-
progress includes the cost of direct materials, labour and variable and fixed overheads relating
to mining activities.

e) Trade and other receivables


Trade and other receivables are stated at cost less allowance for doubtful debts.

f) Cash and cash equivalents


Cash and cash equivalents consist of cash on hand and balances with banks and highly liquid
investments which have an insignificant risk of change in value. For the purpose of the cash
flow statement, cash and cash equivalents are presented net of bank overdrafts.

99
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
g) Impairment
The carrying amounts of assets, other than inventories, deferred tax assets and financial assets,
are reviewed at each balance sheet date to determine whether there is any indication of
impairment. If any such indication exists, the asset’s recoverable amount is estimated. An
impairment loss is recognised whenever the carrying amount of an asset or the cash-generating
unit to which it belongs exceeds its recoverable amount. Impairment losses are recognised in
the income statement.
The recoverable amount is the greater of the asset’s net selling price and its value in use. In
assessing value in use, estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and
the risks specific to the asset. For an asset that does not generate largely independent cash
inflows, the recoverable amount is determined for the cash-generating unit to which the asset
belongs.
An impairment loss is reversed if there has been a change in the estimates used to determine the
recoverable amount and it is reversed only to the extent that the asset’s carrying amount does
not exceed the carrying amount that would have been determined, net of depreciation or
amortisation, if no impairment loss has been recognised. The reversal is recognised in the
income statement.

h) Liabilities
Borrowings and trade and other payables are stated at cost.

i) Finance leases
Leases in which the Company assume substantially all the risks and rewards of ownership are
classified as finance leases. Assets acquired by way of finance leases are stated at an amount
equal to the lower of their fair values and the present value of the minimum lease payments at
the inception of the leases, less accumulated depreciation and impairment losses.
In calculating the present value of the minimum lease payments, the discount rate is the interest
rate implicit in the lease, if this is practicable to determine; if not, the Company’s incremental
borrowing rate is used.

j) Employee benefits
Short term employee benefits
Wages, salaries and bonuses are recognised as expenses in the year in which the associated
services are rendered by employees of the Company. Short term accumulating compensated
absences such as paid annual leave are recognised when services are rendered by employees that
increase their entitlement to future compensated absences, and short term non-accumulating
compensated absences such as sick leave are recognised when absences occur.
Defined contribution plan
Obligations for contributions to defined contribution plan are recognised as an expense in the
income statement as incurred.

k) Income Tax
Tax on the profit or loss for the year comprises current and deferred tax. Income tax is
recognised in the income statement except to the extent that it relates to items recognised
directly in equity, in which case it is recognised in equity.
Current tax expense is the expected tax payable on the taxable income for the period, using tax
rates enacted or substantially enacted at the balance sheet date, and any adjustment to tax
payable in respect of previous years.
Deferred tax is provided, using the liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the financial statements.
Temporary differences are not recognised for the initial recognition of assets or liabilities that at
the time of the transaction affects neither accounting nor taxable profit. The amount of
deferred tax provided is based on the expected manner of realisation or settlement of the
carrying amount of assets and liabilities, using tax rates enacted or substantially enacted at the
balance sheet date.

100
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
A deferred tax asset is recognised only to the extent that it is probable that future taxable
profits will be available against which the asset can be utilised.

l) Foreign currency transactions


Transactions in foreign currencies are translated to Ringgit Malaysia at rates of exchange ruling
at the date of the transactions. Monetary assets and liabilities denominated in foreign
currencies at the balance sheet date are translated to Ringgit Malaysia at the foreign exchange
rates ruling at that date. Foreign exchange differences arising on translation are recognised in
the income statement.
The closing rate used in the translation of foreign currency monetary assets and liabilities is as
follows:
USD1 = RM3.80 (2002, 2003 and 2004)

m) Revenue
Revenue from sale of goods is measured at the fair value of the consideration receivable and is
recognised in the income statement when the significant risks and rewards of ownership have
been transferred to the buyer.

n) Expenses
Operating lease payments
Payments made under operating leases are recognised in the income statement on a straight-line
basis over the term of the lease. Lease incentives received are recognised in the income
statement as an integral part of the total lease payment made.
Financing costs
All interest and other costs incurred in connection with borrowings, are expensed as incurred.
The interest component of finance lease payments is recognised in the income statement so as to
give a constant periodic rate of interest on the outstanding liability at the end of each
accounting period.

101
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
2. Property plant and equipment

Plant and Motor Laboratory Furniture Office


Equipment Building Vehicles Equipment and Fittings Equipment Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Cost

At 1 July 2001 10,201 316 328 3 43 180 11,071


Additions 4,972 92 316 — 19 28 5,427
Disposals — — (114) — — — (114)

At 30 June 2002 15,173 408 530 3 62 208 16,384


Additions 11 32 80 — 34 20 177
Disposals — — (112) — — — (112)

At 30 June 2003 15,184 440 498 3 96 228 16,449


Additions — — — — — 38 38
Disposals — — (166) — — — (166)

At 30 June 2004 15,184 440 332 3 96 266 16,321


Additions — — — — — 32 32
Disposals (33) — — — — (12) (45)

At 31 December 2004 15,151 440 332 3 96 286 16,308

Depreciation

At 1 July 2001 3,600 190 132 1 8 41 3,972


Charge for the year 3,034 82 106 1 6 21 3,250
Disposals — — (67) — — — (67)

At 30 June 2002 6,634 272 171 2 14 62 7,155


Charge for the year 2,056 87 100 — 10 23 2,276
Disposals — — (22) — — — (22)

At 30 June 2003 8,690 359 249 2 24 85 9,409


Charge for the year 2,260 25 67 — 10 27 2,389
Disposals — — (113) — — — (113)

At 30 June 2004 10,950 384 203 2 34 112 11,685


Charge for the period 636 12 29 — 5 14 695
Disposals (33) — — — — (5) (38)

At 31 December 2004 11,553 396 232 2 39 121 12,343

Net book value

At 30 June 2002 8,539 136 359 1 48 146 9,229

At 30 June 2003 6,494 81 249 1 72 143 7,040

At 30 June 2004 4,234 56 129 1 62 154 4,636

At 31 December 2004 3,598 44 100 1 57 165 3,965

Included in plant and equipment are idle assets amounting to RM2,452,585 (June 2004 –
RM2,452,585; 2003 – RM2,452,585) which are not subject to depreciation as these assets, which were
purchased for the commencement of the commercial mining operations, have not been used since
their respective dates of acquisition.

102
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Mining operations are carried out on land owned by the holding company.

Asset under lease


Included in property, plant and equipment is plant and machinery acquired under lease arrangement
with a net book value of RM Nil (2004 – RM466,400; 2003 – RM932,800).

Assets under hire purchase


Included in property, plant and equipment are motor vehicles acquired under hire purchase
agreements with a net book value of RM100,127 (June 2004 – RM130,039; 2003 – RM250,043).

3. Mining development expenditure

As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Mining development expenditure, at cost — 1,510 3,395 4,766

The Directors are of the view that there will be sufficient future income from the extraction of gold
to offset the mining development expenditure capitalised in the financial statements.

4. Inventories

As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Spare parts and consumables — 216 195 149


Work in progress — — 1,176 1,442

— 216 1,371 1,591

5. Trade and other receivables

As at 30 June As at 31
December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Trade receivables 1,436 561 369 647


Other receivables, deposits and prepayments 1,577 1,577 689 1,375

3,013 2,138 1,058 2,022

Included in other receivables, deposits and prepayments are interest free advances of RM513,500
(June 2004 – RM510,000; 2003 – RM1,024,542) to a third party.

103
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
6. Trade and other payables
As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Trade payables 2,901 2,316 1,947 1,909


Other payables and accrued expenses 372 484 642 459
Amount owing to Director 177 238 1,169 —
Related company — 46 46 —
Holding company 7,354 7,538 4,334 —

10,804 10,622 8,138 2,368

The amounts owing to Director, related company and holding company are unsecured, interest free
and have no fixed terms of repayment.

7. Borrowings (secured)
As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000
Current
Bank overdraft 476 596 604 —
Term loan 1,399 1,317 — 1,250
Hire purchase creditors 75 73 50 47
Finance lease liability 777 260 — —
Revolving credit — — — 5,000

2,727 2,246 654 6,297


Non-current
Term loan 1,376 — — 3,750
Hire purchase/lease creditors 544 200 88 66

1,920 200 88 3,816

4,647 2,446 742 10,113

Hire purchase Creditors


Hire purchase creditors (gross – interest and principal), as at 31 December 2004, are payable as
follows:
Interest Principal Gross
RM’000 RM’000 RM’000

Less than one year 11 47 58


Between one and five years 13 67 80

24 114 138

The Company’s overdraft and term loan are subject to interest at rates of 2% (June 2004 – 2.5%;
2003 – 2%) above the bank’s base lending rate. Hire purchase and finance lease arrangements are
subject to fixed interest rates ranging from 3.8% to 6.9% (June 2004 – 3.8% to 6.9%; 2003 – 3.8% to
6.9%).
The term loan is repayable in 36 equal instalments commencing from month 13 of drawdown. For
the first 12 months from drawdown, only interest payment is made.
The Company’s bank overdraft, term loan and revolving credit are secured by way of debentures over
all fixed and floating assets, third party charge over a related company’s property and a personal
guarantee by a Director.

104
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
8. Share capital
As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Ordinary shares of RM1.00 each


Authorised 10,000,000 10,000,000 10,000,000 10,000,000

Issued and fully paid:


Opening balance 6,500,000 6,500,000 6,500,000 10,000,000
Issued during the year — — 3,500,000 —

Closing balance 6,500,000 6,500,000 10,000,000 10,000,000

9. Deferred tax
As at
As at 30 June 31 December
2003 2004 2004
RM’000 RM’000 RM’000

Taxable temporary differences (562) (537) (692)


Unabsorbed capital allowances 4,760 3,902 4,575
Unutilised tax losses 2,139 2,139 2,139

6,337 5,504 6,022

The unutilised tax losses and unabsorbed capital allowances do not expire under current tax
legislation. Deferred tax assets have not been recognised in respect of these items because it is not
probable that future taxable profit will be available against which the Company can utilise the
benefits.

10. Operating Profit

Six months
ended
Year ended 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Operating profit is arrived at after charging:


Auditors’ remuneration 10 10 35 25
Depreciation 3,250 2,276 2,389 696
Directors’ emoluments
— Fees 132 132 132 66
— Remuneration — — 21 —
Loss on disposal of property, plant and
equipment — 16 — 7
Rental of premises 144 98 102 40
Rental of plant and equipment / vehicles 50 1,329 1,481 1,020

And crediting:
Gain on disposal of property, plant and
equipment 37 — 49 48

105
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
11. Employee Information

Six months
ended
Year ended 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Staff costs 1,705 1,821 1,509 665

The number of employees of the Company at the end of the period was 62 (June 2004 – 69; 2003 –
88; 2002 – 88).

Staff costs include contribution to the Employees’ Provident Fund of RM51,326 (June 2004 –
RM108,969; 2003 – RM124,800; 2002 – RM104,525).

12. Tax Expense

Six months
ended
Year ended 30 June 31 December
Reconciliation of effective tax 2002 2003 2004 2004
rate/tax expense RM’000 % RM’000 % RM’000 % RM’000 %

(Loss)/profit before taxation (2,828) 989 100 253 100 32 100

Income tax using Malaysian tax rates 277 28 71 28 9 28


Non-deductible expenses 197 20 170 67 55 173
Effect of deferred tax assets recognised (474) (48) (233) (92) (64) (200)
Others — — (8) (3) — (1)

Tax expense — — — — — — — —

13. Holding Company


The holding company as at 31 December 2004 is Akay Holdings Sdn. Bhd., a company incorporated
in Malaysia.

14. Related Company Transactions

Six months
ended
Year ended 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Holding company Mining permit 10 10 10 —

15. Financial Statements

Financial risk management objectives and policies


Exposure to credit, interest rate, currency and liquidity risks arises in the normal course of the
Company’s business. The Board reviews and agrees policies for managing each of these risks and
they are summarised below.

Credit risk
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing
basis. Credit evaluations are performed on all customers requiring credit over a certain amount.

At 31 December 2004, the Company’s trade receivables are due from a single debtor.

106
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Interest rate risk
The Company financed its operations via overdraft and term loan which bear interest at rates of
2.0% (June 2004 – 2.5%; 2003 – 2%) above the bank’s base lending rate. The Company also used
revolving credit that is subject to interest at a rate of 1.5% (June 2004: nil) above the bank’s base
lending rate.
Foreign currency risk
The Company incurs foreign currency risk on sales and purchases that are denominated in a currency
other than Ringgit Malaysia. The currency giving rise to this risk is primarily US dollars. The
Company does not enter into forward exchange contracts to hedge its foreign currency exposure in
view of the current government’s ‘‘peg’’ on US dollars. However, the Board keeps this policy under
review.
Liquidity risk
The Company maintains a level of cash and cash equivalents and bank facilities deemed adequate by
management to finance the Company’s operations and to mitigate the effects of fluctuations in cash
flows.
Fair values
In respect of cash and cash equivalents, trade and other receivables, trade and other payables, and
short term borrowings, the carrying amounts approximate fair value due to the relatively short term
nature of these financial instruments.
The aggregate fair values of the other financial liabilities as at 31 December 2004 are:

Carrying
amount Fair value
RM’000 RM’000

Term loan 5,000 5,000

16. Events after the Balance Sheet Date


On 17 June 2005 the whole of the issued share capital of RAGM was acquired, conditional upon
Admission, by Peninsular Gold Limited, a company incorporated under the laws of Jersey and which
company will become the ultimate holding company.

Yours faithfully

Moore Stephens
Chartered Accountants
Registered Auditors

107
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART C

FINANCIAL INFORMATION ON S.E.R.E.M. MALAYSIA SDN. BHD.

The following is the text of an accountants’ report on S.E.R.E.M. Malaysia Sdn. Bhd. by Moore
Stephens, for the three years ended 30 June 2004 and the six months ended 31 December 2004.

The Directors, St. Paul’s House,


Peninsular Gold Limited, Warwick Lane,
First Island House, London EC4M 7BP.
Peter Street, St Helier,
Jersey, 17 June 2005
Channel Islands JE2 4SP
The Directors
Nabarro Wells & Co. Limited,
Saddlers House,
Gutter Lane,
London EC2V 6HS.

Dear Sirs,

S.E.R.E.M. MALAYSIA SDN. BHD.


We report in connection with the admission document issued by Peninsular Gold Limited dated 17
June 2005 (‘‘the Admission Document’’). In accordance with our instructions, we report on the
financial information set out below relating to S.E.R.E.M. Malaysia Sdn. Bhd. (‘‘Serem’’). This
financial information has been prepared for inclusion in the Admission Document.

Basis of Preparation
Serem was incorporated as a private limited company on 7 March 1968 under the laws of Malaysia.
The financial statements of Serem for the years ended 30 June 2002 and 2003 have been audited by
Wong & Co, Chartered Accountants, Kuala Lumpur, who have issued unqualified audit reports on
them. The financial statements of Serem for the year ended 30 June 2004 and the six months ended
31 December 2004 have been audited by KPMG, Kuala Lumpur, who have issued unqualified reports
on them. We point out that the audit reports by KPMG on the financial statements for the year
ended 30 June 2004 and the six months ended 31 December 2004, included an emphasis of matter as
follows – ‘‘Without qualifying our opinion, we draw attention to Note 2(a) to the financial statements.
The financial statements of the Company have been prepared on the going concern basis in view of the
undertaking from the holding company to provide continuous financial support. Accordingly, the financial
statements do not include any adjustments relating to the recoverability and classifications of recorded
asset amounts or to amounts and classifications of liabilities that may be necessary if the Company is
unable to continue as a going concern.’’
The financial statements of Serem have been prepared in accordance with the Malaysian Companies
Act 1965. Accordingly, the financial information does not constitute statutory accounts within the
meaning of Section 240 of the UK Companies Act 1985 (as amended).
We have reviewed the audited financial statements of Serem for the three years ended 30 June 2002,
2003 and 2004, and the six months ended 31 December 2004.
The financial information is based on the audited financial statements of Serem for the years ended
30 June 2002, 2003 and 2004, and the six months ended 31 December 2004, without material
adjustment.
No financial statements for Serem have been prepared or presented to the members of Serem for any
period since 31 December 2004 and no dividends have been paid or declared in respect of the period
since that date.

108
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Responsibility
The directors of Peninsular Gold Limited are responsible for the contents of the Admission
Document in which this report is included.
It is our responsibility to compile the financial information set out below from the financial
statements, to form an opinion on the financial information, and to report our opinion to you.

Basis of Opinion
We conducted our work in accordance with the Statements of Investment Circular Reporting
Standards issued by the Auditing Practices Board. Our work included an assessment of evidence
relevant to accounts and disclosures in the financial information. The evidence included that recorded
by the auditors who audited the financial statements underlying the financial information and that
obtained by us during the course of our review. It also included an assessment of significant
estimates and judgements made by those responsible for the preparation of the financial statements
underlying the financial information and whether the accounting policies are appropriate to the
Company’s circumstances, consistently applied and adequately disclosed.
We planned and performed our work so as to obtain all the information and explanations which we
considered necessary in order to provide us with sufficient evidence to give reasonable assurance that
the financial information is free from material misstatement, whether caused by fraud or other
irregularity or error.

Opinion
In our opinion, the financial information gives, for the purposes of the Admission Document, a true
and fair view of the state of affairs of Serem as at 30 June 2002, 2003 and 2004 and 31 December
2004 and of the results and cash flows of Serem for the periods then ended.

Consent
We consent to the inclusion in the Admission Document of this report and accept responsibility for
this report for the purposes of paragraph 45(2)(b)(iii) of Schedule 1 to The Public Offers of Securities
Regulations 1995.

109
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Profit and Loss Accounts

Six months
ended
Year ended 30 June 31 December
2002 2003 2004 2004
Note RM’000 RM’000 RM’000 RM’000

Administrative expenses (2) (2) (6) (3)


Other income — — 1 —

Loss before taxation 5 (2) (2) (5) (3)


Tax expense 6 — — — —

Net loss for the year/period (2) (2) (5) (3)

Balance Sheets

As at
As at 30 June 31 December
Note 2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Current assets
Other receivables 2 — — 50 175
Cash and cash equivalents 12 2 1 —

12 2 51 175
Current liabilities
Other payables 3 (3,481) (3,473) (3,527) (3,654)

Net current liabilities (3,469) (3,471) (3,476) (3,479)

Financed by:
Capital and reserves
Share capital 4 1,115 1,115 1,115 1,115
Share premium 170 170 170 170
Reserves (4,754) (4,756) (4,761) (4,764)

Deficit in shareholder’s funds (3,469) (3,471) (3,476) (3,479)

110
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Statement of Changes in Equity

Share Accumulated
Share capital premium losses Total
RM’000 RM’000 RM’000 RM’000

At 1 July 2001 1,115 170 (4,752) (3,467)


Net loss for the year — — (2) (2)

At 30 June 2002 1,115 170 (4,754) (3,469)


Net loss for the year — — (2) (2)

At 30 June 2003 1,115 170 (4,756) (3,471)


Net loss for the year — — (5) (5)

At 30 June 2004 1,115 170 (4,761) (3,476)


Net loss for the period — — (3) (3)

At 31 December 2004 1,115 170 (4,764) (3,479)

Statement of Cash Flows

Six months ended


Year ended 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Cash flow from operating activities


Loss before taxation (2) (2) (5) (3)
(Increase)/Decrease in working capital:
Other receivables 1 — (50) (125)
Other payables 3 (8) 54 127

Net cash used in operating activities 2 (10) (1) (1)

Net increase/(decrease) in cash and cash


equivalents 2 (10) 0 (1)
Cash and cash equivalents at beginning of
year/period 10 12 2 1

Cash and cash equivalents at end of year/


period 12 2 1 —

Cash and cash equivalents comprise:


Cash and bank balances 12 2 1 —

Notes to the Financial Information

1. Summary of Significant Accounting Policies

Basis of accounting
The financial statements of the Company are prepared on the historical cost basis except as disclosed
in the notes to the financial statements and in compliance with the provisions of the Companies Act,
1965 and applicable approved accounting standards in Malaysia. The Directors have prepared the
financial statements on the going concern basis as the holding company, Akay Venture Sdn. Bhd., a
company incorporated in Malaysia, has indicated its willingness to provide continuous financial
support to enable the Company to continue as a going concern in the foreseeable future.

Other receivables
Other receivables are stated at cost less allowance for doubtful debts.

111
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Cash and cash equivalents
Cash and cash equivalents consist of cash on hand and bank balances.

Impairment
The carrying amount of assets, other than financial assets, are reviewed at each balance sheet date to
determine whether there is any indication of impairment. If any such indication exists, the asset’s
recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of
an asset or the cash-generating unit to which it belongs exceeds its recoverable amount. Impairment
losses are recognised in the income statement.
The recoverable amount is the greater of the asset’s net selling price and its value in use. In
assessing value in use, estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. For an asset that does not generate largely independent cash inflows, the
recoverable amount is determined for the cash-generating unit to which the asset belongs.
An impairment loss is reversed if there has been a change in the estimates used to determine the
recoverable amount and it is reversed only to the extent that the asset’s carrying amount does not
exceed the carrying amount that would have been determined, net of depreciation or amortisation, if
no impairment loss had been recognised. The reversal is recognised in the income statement.

Liabilities
Other payables are stated at cost.

Income tax
Tax on the profit and loss for the year comprises current and deferred tax. Income tax is recognised
in the income statement except to the extent that it relates to items recognised directly in equity, in
which case it is recognised in equity.
Current tax expense is the expected tax payable on the taxable income for the year, using tax rates
enacted or substantially enacted at the balance sheet date, and any adjustment to tax payable in
respect of previous years.
Deferred tax is provided, using the liability method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. Temporary
differences are not recognised for the initial recognition of assets or liabilities that at the time of the
transaction affects neither accounting nor taxable profit. The amount of deferred tax provided is
based on the expected manner of realisation or settlement of the carrying amount of assets and
liabilities, using tax rates enacted or substantially enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will
be available against which the asset can be utilised.

2. Other Receivables

As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Other receivables — — — 75
Deposit — — 50 100

— — 50 175

The deposit relates to the sub-lease (with an option to purchase) of a Mining Certificate which grants
the rights to occupy and mine a piece of mining land in Tersang, Raub district, Pahang.

112
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
3. Other Payables

As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Other payables and accrued expenses 37 29 82 78


Amount due to related company — — 1 —
Amount due to holding company 3,444 3,444 3,444 3,576

3,481 3,473 3,527 3,654

The amount due to holding company and related company are unsecured, interest free and have no
fixed terms of repayment.

4. Share Capital

As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Ordinary shares of RM1.00 each:


Authorised 5,000 5,000 5,000 5,000

Issued and fully paid 1,115 1,115 1,115 1,115

5. Loss before taxation

Six months
ended
Year ended 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Loss before taxation is arrived at after


charging:
Audit fee 1 1 5 3

6. Tax expense
Reconciliation of effective tax rate/tax expense

Six months ended


Year ended 30 June 31 December
2002 2003 2004 2004

% RM’000 % RM’000 % RM’000 % RM’000

Loss before taxation 100 (2) 100 (2) 100 (5) 100 (3)

Income tax using Malaysian


tax rate (28) (1) (28) (1) (28) (1) (28) (1)
Non-deductible expenses 28 1 28 1 28 1 28 1

Tax expense — — — — — — — —

113
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
7. Deferred tax
No deferred tax has been recognised for the following items:

As at
As at 30 June 31 December
2002 2003 2004 2004
RM’000 RM’000 RM’000 RM’000

Unutilised tax losses 814 814 814 814


Unabsorbed mining allowances 2,518 2,518 2,518 2,518

3,332 3,332 3,332 3,332

The unutilised tax losses and unabsorbed mining allowance do not expire under current tax
legislation. Deferred tax assets have not been recognised in respect of these items because it is not
probable that future taxable profit will be available against which the Company can utilise the
benefits.

8. Holding company
The holding company is Akay Venture Sdn. Bhd., a company incorporated in Malaysia.

9. Financial instruments
Financial risk management objectives and policies
The Company does not have any significant exposure to credit, interest rate and currency risks arising
from the normal course of the Company’s business.

Liquidity risk
The Company maintains a level of cash and cash equivalents deemed adequate by management to
finance the Company’s operation and to mitigate the effects of fluctuation in cash flows.

Fair values
In the opinion of the Directors, there is no significant difference between the fair values and the
carrying values of financial assets and financial liabilities.

10. Capital commitments

As at As at
30 June 31 December
2004 2004
RM’000 RM’000

Authorised and contracted for Acquisition /sublease of mining rights 450 400

11. Events after the balance sheet date


On 17 June 2005, the whole of the issued share capital of Serem was acquired, conditional upon
Admission, by Peninsular Gold Limited, a company incorporated under the laws of Jersey and which
company will become the ultimate holding company.

Yours faithfully,

Moore Stephens
Chartered Accountants
Registered Auditors

114
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Illustrative pro forma statement of consolidated net assets
The pro forma statement of net assets of the Group set out below is provided for illustrative
purposes only. It has been compiled on the basis described below, from the audited balance sheets of
RAGM and Serem as at 31 December 2004 as set out in Parts 4B and C, and the audited balance
sheet of the Company as at 31 May 2005 as set out at Part 4A, and includes the estimated costs of
Admission. Due to its nature, the pro forma statement of net assets cannot give a complete picture of
the intended financial position of the Group.
RAGM Serem PGL Acquisition Pref Shares Admission Pro Forma
Note 1 Note 1 Note 2 Note 3 Note 4 Note 5
£’000 £’000 £’000 £’000 £’000 £’000 £’000

Property, plant and equipment 543 543


Mining development expenditure 652 652
Intangible mining reserves 17,220 17,220

1,195 17,220 18,415


Current assets
Inventories 218 218
Trade and other receivables 277 24 301
Cash and cash equivalents 250 1,280 (510) 1,020

745 24 0 0 1,280 (510) 1,539

Current liabilities
Trade and other payables (324) (501) (825)
Borrowings (862) (862)

(1,186) (501) 0 0 0 0 (1,687)

Net current liabilities (441) (477) 0 0 1,280 (510) (148)


Long term liabilities
Borrowings (522) (522)

Net assets 232 (477) 0 17,220 1,280 (510) 17,745

Basis of preparation
The above pro forma statement of net assets is based on the following:

Note 1 The balance sheets of RAGM and Serem are as set out in the Accountants’ Reports in Parts 4B and C,
translated from Malaysian Ringgit into £ sterling at RM1:£0.1369, being the rate ruling at 31 December
2004.
Note 2 The balance sheet of PGL is as set out in the Accountants’ Report in Part 4A.
Note 3 The acquisition reflects the issue of 33,950,596 ordinary shares of no par value in the Company in
consideration for the acquisition of the whole of the issued share capital of RAGM and of Serem, for an
aggregate value of £16,975,298 and the fair value accounting of underlying reserves held by those
companies, which will be subject to future review for impairment and amortisation.
Note 4 The issue by the Company of 2,560,000 redeemable convertible cumulative non-voting Preference
Shares at £0.50 per share for £1,280,000.
Note 5 Estimated costs of Admission of £550,000 of which approximately £40,000 had been prepaid as at
31 December 2004.
Note 6 No adjustment in respect of any trading results since 31 December 2004.

115
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The Directors, St. Paul’s House,
Peninsular Gold Limited, Warwick Lane,
First Island House, London EC4M 7BP
Peter Street,
St Helier, 17 June 2005
Jersey JE2 4SP,
Channel Islands
The Directors,
Nabarro Wells & Co. Limited
Saddlers House
Gutter Lane
London EC2V 6HS

Dear Sirs,

PENINSULAR GOLD LIMITED (‘‘THE COMPANY’’)

We report on the unaudited pro forma statement of net assets set out in Part 4 of the Company’s
Admission document dated 17 June 2005. The pro forma statement of net assets has been prepared,
for illustrative purposes only, to provide information about how the acquisition, conditional upon
Admission, by the Company of the whole of the issued share capitals of Raub Australian Gold
Mining Sdn Bhd and S.E.R.E.M. Malaysia Sdn Bhd, the issue by the Company of redeemable
convertible cumulative non-voting Preference Shares, and Admission might have affected the financial
position as at 31 May 2005.

Responsibility
It is the responsibility of the directors of the Company to prepare the pro forma statement of net
assets.
It is our responsibility to form an opinion, on the pro forma statement of net assets and to report
our opinion to you. We do not accept responsibility for any reports previously given by us on any
financial information used in the compilation of the pro forma statement of net assets beyond that
owed to those to whom those reports were addressed by us at the dates of their issue.

Basis of Opinion
We conducted our work in accordance with the Statements of Investment Circular Reporting
Standards and Bulletin 1998/8 ‘‘Reporting on pro forma financial information pursuant to the Listing
Rules’’ issued by the Auditing Practices Board. Our work, which involved no independent
examination of the underlying financial information, consisted primarily of comparing the unadjusted
financial information with the source documents, considering evidence supporting the adjustments and
discussing the pro forma statement with the Directors of the Company.

Opinion
In our opinion:-
i) The pro forma statement of net assets has been properly compiled on the bases stated.
ii) Such bases are consistent with the accounting policies of the Company; and
iii) The adjustments are appropriate for the purposes of the pro forma statement of net assets as
disclosed.

Yours faithfully,

Moore Stephens
Chartered Accountants
Registered Auditors

116
c92113pu040 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART 5
ADDITIONAL INFORMATION

1. The Company
(a) The Company was incorporated in Jersey on 8 April 2005 as a public company under the
Companies Law, with registered number 89895 under the name Peninsular Gold Limited. On
8 April 2005, the Company issued a total of 1,000 Ordinary Shares to the founding shareholders
of the Company, namely First Island Nominees Limited as nominee for Akay Holdings, First
Island Services Limited, as nominee for Akay Venture and Pennine Trustees Limited as nominee
for Dato’ Mohamed Moiz Bin JM Ali Moiz. Of the 1,000 Ordinary Shares issued on 8 April
2005, 750 Ordinary Shares were issued to First Island Nominees Limited, 200 Ordinary Shares
were issued to First Island Services Limited and 50 Ordinary Shares were issued to Pennine
Trustees Limited. On 17 June 2005, First Island Nominees Limited, First Island Services Limited
and Pennine Trustees Limited disposed of all Ordinary Shares held by each of them to Akay
Holdings, Akay Venture and Dato’ Mohamed Moiz Bin JM Ali Moiz in a manner resulting in
the following shareholding structure:

Number of
Ordinary
Shareholder Shares

Akay Holdings 500


Akay Venture 365
Dato’ Mohamed Moiz Bin JM Ali Moiz 135
Subsequent increases in the share capital of the Company prior to and contemplated increases after
the date of this document are described in paragraph 3 below.

(b) The registered office of the Company in Jersey is at First Island House, Peter Street, St. Helier,
Jersey, JE2 4SP Channel Islands.

(c) The register of members of the Company is kept at First Island House, Peter Street, St. Helier,
Jersey, JE2 4SP Channel Islands.

(d) In accordance with the provisions of the Companies Law, the Company’s Memorandum of
Association does not contain an objects clause.

2. Group Structure
Following completion of the Share Swap Agreement on 17 June 2005, the Company holds 100% of
the equity share capital of the following companies:

Country of Principal Activity


Name Registered Office Incorporation and place of business

Raub Australian Gold Suite 30D, 30th Floor, Empire Malaysia Gold mining and
Mining Sdn Bhd Tower, City Square Centre, exploration, Raub, State of
182 Jalan Tun Razak, 50400 Pahang, Malaysia
Kuala Lumpur, Malaysia
S.E.R.E.M. Malaysia Suite 30D, 30th Floor, Empire Malaysia Gold mining and
Sdn. Bhd. Tower, City Square Centre, exploration, Raub, State of
182 Jalan Tun Razak, 50400 Pahang, Malaysia
Kuala Lumpur, Malaysia
3. Share Capital
(a) Other than as disclosed above in relation to the issue of 1,000 Ordinary Shares to the founding
shareholders, the only other increases in the issued share capital of the Company since the
Company’s incorporation are set out below in paragraph 3(a)(i). Paragraph 3(e) describes further
contemplated issues of Ordinary Shares and Preference Shares after Admission. Upon the
completion of:

117
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
(i) the Share Swap Agreement on 17 June 2005, the Company issued a total of 33,950,596
Ordinary Shares to Akay Holdings, Akay Venture and Dato’ Mohamed Moiz Bin JM Ali
Moiz. Of the 33,950,596 Ordinary Shares, 16,319,340 were issued to Akay Holdings,
12,873,848 were issued to Akay Venture and 4,757,408 were issued to Dato’ Mohamed
Moiz Bin JM Ali Moiz;
(ii) the Share Subscription Agreements which will occur following, among other things, the
Admission, the Company will issue a total of 2,560,000 Preference Shares to the Offshore
Investors in a placing at a subscription price of 50 pence per Preference Share, raising net
proceeds to the Company of £1,280,000. Of the 2,560,000 Preference Shares issued,
1,500,000 Preference Shares will be issued to Granite Peak Limited, 500,000 Preference
Shares will be issued to Bondstar Investment Limited and 560,000 Preference Shares will
be issued to Innopilot Group Limited; and
(iii) the Mining Rights Agreement, the Company will issue 1,356,780 Ordinary Shares to Akay
Holdings as consideration for Akay Holdings procuring a permit for the Company to
undertake prospecting and mining activities on the RMDC Land. RMDC is currently
applying, from the State Government of Pahang, for the grant of a mining lease or mining
certificate in respect of a portion of the land which will involve its surrender and re-
alienation in the form of the grant of the mining lease or mining certificate. The Directors
are of the opinion that RMDC is likely to obtain the grant within six months of
Admission upon which RMDC will grant a sub-lease of the mining lease or mining
certificate to Akay Holdings which will in turn grant the Company or any person or entity
nominated by the Company with a permit to undertake prospecting and mining activities
upon the terms described in paragraph 8(f). The issue of the 1,356,780 Ordinary Shares
will occur upon the grant to the Company or any person or entity nominated by the
Company of the permit.
(b) On 27 May 2005, special resolutions were passed by way of written resolution of the
shareholders of the Company in terms of which:
(i) the status of the Company was changed from a par value company to a no par value
company;
(ii) the authorised share capital of the Company was re-designated as an unlimited number of
shares of no par value designated as ordinary shares and an unlimited number of shares of
no par value designated as preference shares;
(iii) the 1,000 issued and fully paid ordinary shares with a par value of £0.10 each in the Share
Capital was re-designated as ordinary shares of no par value; and
(iv) the Memorandum of Association of the Company was altered to give effect to the matters
resolved in paragraphs 3(b)(i), (ii) and (iii) above.
(c) It is proposed that on or around 22 June 2005, special resolutions be passed by way of written
resolutions of the shareholders of the Company in terms of which:
(i) new Articles of Association be adopted, a summary of certain terms of which are set out
in paragraph 4 below; and
(ii) the allotment and issue of Preference Shares upon the terms of the Subscription
Agreements be approved.
(d) The authorised share capital of the Company before and after Admission is an unlimited
number of shares of no par value designated as ordinary shares and an unlimited number of
shares of no par value designated as preference shares. The present issued share capital of the
Company is 33,951,596 Ordinary Shares. There will be no change to the issued share capital of
the Company immediately following Admission. Following completion of the Share Subscription
Agreements, which will occur after, among other things, the Admission, the issued share capital
of the Company will comprise 33,951,596 Ordinary Shares and 2,560,000 Preference Shares.
Assuming no further issues of Ordinary Shares of Preference Shares after the completion of the
Share Subscription Agreements, the issued share capital of the Company will change further
following the completion of the Mining Rights Agreement such that it will comprise 35,308,376
Ordinary Shares and 2,560,000 Preference Shares. The Preference Shares are redeemable,
convertible, cumulative and rank equally amongst themselves in all respects. They carry no right
to vote save in certain limited circumstances including where the Company proposes to reduce
its capital, wind itself up or dispose of the whole of its property and business. Dividends accrue

118
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
on the Preference Shares at the rate of six per cent per annum. Payment of dividends is subject
to the Companies Law, the availability of distributable profits and the discretion of the Board.
The Preference Shares may be converted into Ordinary Shares at the option of the holder at a
rate of conversion determined by application of a formula that could result in every 4
Preference Shares being converted into 5 Ordinary Shares. The Preference Shares are redeemable
at the option of the Company either in cash or through the issue of Ordinary Shares to the
Preference Share holder based on a rate determined by application of a formula that could
result in the issue of 5 Ordinary Shares in redemption of every 4 Preference Shares.
(e) The Directors are aware, as at 17 June 2005 (the latest practicable date prior to publication of
this document), of the following direct and indirect interests in 3% or more of the Company’s
issued Ordinary Share capital:

Upon Admission

Ordinary
Shareholder Shares %

Akay Venture{ 12,874,213 37.9


Akay Holdings{ 16,319,840 48.1
Dato’ Mohamed Moiz Bin JM Ali Moiz 4,757,543^ 14.0
^ Dato’ Mohamed Moiz Bin JM Ali Moiz will acquire 4,757,543 Ordinary Shares directly upon completion of the Share Swap
Agreement and will be deemed to have a disclosable interest in an additional 3,860,976 Ordinary Shares by virtue that his wife,
Tengku Nong Fatimah Sultan Ahmad Shah holds 29.99% of the issued share capital of Akay Venture.
{ Dato’ Andrew Tai Yeow Kam has upon Admission, an interest in 25,315,469 Ordinary Shares and after the completion of the
Mining Rights Agreement he will have an interest in 26,670,892 Ordinary Shares by virtue of his ownership of 99.9% of Akay
Holdings and 70% of Akay Venture.

Following Completion of
the Share Subscription
Agreements*

Ordinary
Shareholder Shares %

Akay Venture{ 12,874,213 34.7


Akay Holdings{ 16,319,840 43.9
Dato’ Mohamed Moiz Bin JM Ali Moiz 4,757,543^ 12.8
Bondstar Investments Limited 625,000 1.7**
Granite Peak Limited 1,875,000 5.0**
Innopilot Group Limited 700,000 1.9**
^ Dato’ Mohamed Moiz Bin JM Ali Moiz will acquire 4,757,408 Ordinary Shares directly upon completion of the Share Swap
Agreement and will be deemed to have a disclosable interest in an additional 3,860,976 Ordinary Shares by virtue that his wife,
Tengku Nong Fatimah Sultan Ahmad Shah holds 29.99% of the issued share capital of Akay Venture
* Assuming that the completion of the Share Subscription Agreement occurs after the completion of the Share Swap Agreement but
before the completion of the Mining Rights Agreement and the holders of the Ordinary Shares after the completion of the Share
Swap Agreement do not dispose of any of such shares (or acquire any additional Ordinary Shares) in the period between the
completion of the Share Swap Agreement and the completion of the Share Subscription Agreements
** Based on the right of a holder of Preference Shares to convert 4 Preference Shares for 5 Ordinary Shares
{ Dato’ Andrew Tai Yeow Kam has upon Admission, an interest in 25,315,469 Ordinary Shares and after the completion of the
Mining Rights Agreement he will have an interest in 26,670,892 Ordinary Shares by virtue of his ownership of 99.9% of Akay
Holdings and 70% of Akay Venture.

119
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Following Completion of
the Mining Rights
Agreement***

Ordinary
Shareholder Shares %

Akay Venture 12,874,213 33.4


Akay Holdings 17,676,620 45.9
Dato’ Mohamed Moiz Bin JM Ali Moiz 4,757,543^ 12.4
Bondstar Investments Limited 625,000 1.6
Granite Peak Limited 1,875,000 4.9
Innopilot Group Limited 700,000 1.8
*** Assuming that no Ordinary or Preference Shares are disposed or acquired by the holders listed above in the period between the
completion of the Share Swap Agreement and the Share Subscription Agreements and the completion of the Mining Rights
Agreement
^ Dato’ Mohamed Moiz Bin JM Ali Moiz will acquire 4,757,543 Ordinary Shares directly upon completion of the Share Swap
Agreement and will be deemed to have a disclosable interest in an additional 3,860,976 Ordinary Shares by virtue that his wife,
Tengku Nong Fatimah Sultan Ahmad Shah holds 29.99% of the issued share capital of Akay Venture.
{ Dato’ Andrew Tai Yeow Kam has upon Admission, an interest in 25,315,469 Ordinary Shares and after the completion of the
Mining Rights Agreement he will have 26,670,892 Ordinary Shares by virtue of his ownership of 99.9% of Akay Holdings and 70%
of Akay Venture.

(f) Save as disclosed above, the Company is not aware of and has not received any notification
from any person confirming that such person is interested, directly or indirectly, in 3% or more
of the issued share capital of the Company nor is it aware of any person who directly or
indirectly, jointly or separately, exercises or could exercise control over the Company.

4. Articles of Association
The following contains a summary of certain provisions of the proposed new Articles of Association
of the Company to be adopted by special resolution passed as a written resolution on or around 22
June 2005 which is subject to the express terms thereof which are binding on all shareholders.
Prospective investors are accordingly referred to the Articles of Association for further details. The
Articles contain provisions, inter alia, to the following effect:

Voting Rights
Subject to any special rights restrictions or prohibitions as regards voting for the time being attached
to any shares, on a show of hands every member present in person or by proxy or (in the case of a
corporation) by duly authorised representative shall have one vote and on a poll every member shall
have one vote for each share of which he is the holder.
In the case of joint holders unless such joint holders shall have chosen one of their number to
represent them and so notified the Company in writing the vote of the most senior who tenders a
vote whether in person or by proxy shall be accepted to the exclusion of the votes of the other joint
holders and for this purpose seniority shall be determined by the order in which the names stand in
the register.
On a poll votes may be given either personally or by proxy.

Dividends
Subject to the Companies Law and the Articles, the Company in general meeting may by resolution
declare dividends in accordance with the respective rights of the members but no dividend shall
exceed the amount recommended by the Directors.
Subject to the Companies Law, the Directors may from time to time pay to the members such
interim dividends as appear to the Directors to be justified.
If the share capital is divided into different classes the Directors may pay interim dividends on shares
which confer deferred or non preferred rights with regard to dividends as well as on shares which
confer preferential rights with regard to dividends, but no interim dividend shall be paid on shares
carrying deferred or non preferred rights if, at the time of payment, any preferential dividend is in
arrear.
Directors may also pay at intervals settled by them any dividend payable at a fixed rate if they are of
the opinion that the profits available for distribution justify the payment.

120
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Provided the Directors act in good faith, they shall not incur any personal liability to the holders of
shares conferring preferred rights for any loss they may suffer by reason of the payment of an
interim dividend on any shares having deferred or non preferred rights.
Before the declaration of a dividend the Directors may set aside any part of the net profits of the
Company to create a reserve fund which shall at their discretion be applicable either by employing it
in the business of the Company or by investing it in such a manner as the Directors may from time
to time think fit. The Directors may also without placing the same to reserve carry forward any
profits which they may think prudent not to divide.
The Directors may deduct from any dividend payable to any member all such sums of money (if any)
as may be payable by him to the Company on account of calls or otherwise.
No dividend shall bear interest against the Company.
All unclaimed dividends may be invested or otherwise made use of by the Directors for the benefit of
the Company until claimed. Any dividend unclaimed after a period of ten years from the date of
declaration of such dividend, if the Directors so resolve, shall be forfeited and shall revert to the
Company.

Capitalisation of Reserves
The Company may by special resolution, upon the recommendation of the Directors, resolve that it is
desirable to capitalise an amount to the shareholders, by means of a transfer to the stated capital
account maintained in accordance with the Companies Law for any class of issued shares of the
Company of the amount resolved to be capitalised from a profit and loss account or from any capital
or revenue reserve, and accordingly that the Directors be authorised and directed to appropriate the
amount resolved to be capitalised to the shareholders in the proportion in which such amount would
have been divisible amongst them had the same been applicable and had been applied in paying
dividends, and to apply such amount on their behalf in or towards paying up the amounts, if any,
for the time being unpaid on any shares held by such shareholders respectively, or in paying up in
full any unissued shares or debentures of the Company, such shares or debentures to be allotted and
distributed, credited as fully paid up, to and amongst such shareholders in the proportions aforesaid,
or partly in one way and partly in the other provided that any unrealised profits may not be applied
in the paying up of any debentures of the Company.

Share Capital
Without prejudice to any special rights for the time being conferred on the holders of any shares or
class of shares or the rights of holders of Preference Shares (which special rights should not be varied
or abrogated except with such consent or sanction as contained in the Articles and subject to the
Companies Law) any share or class of shares in the share capital of the Company may be issued with
such preferred, deferred or other special rights or such restrictions whether in regard to dividends,
return of capital, voting or otherwise, as (a) the Company may from time to time by special
resolution determine; or (b) the Directors may from time to time determine, provided that the
maximum number of shares or options over shares or any combination thereof that the Directors
may so issue in each calendar year commencing on 30 June in each year shall not exceed 10 per cent.
of the aggregate number of shares on the first Business Day of each such period and in respect of
any shares so issued by the Directors the pre-emption rights described in the following paragraph
shall not apply.
Unless otherwise directed by the Company in general meeting or as otherwise provided for in the
Articles of Association, all new Ordinary Shares shall be offered to the shareholders (other than the
holders of the Preference Shares) in proportion to the existing shares held by them. Such offers shall
be made by notice specifying the number of shares to which the shareholder is entitled and
prescribing the period within which the offer will remain open, and upon the expiry of such period
the offer, if not accepted, shall be deemed to have been declined. All such shares, if offered to the
shareholders and not taken up by them, shall be disposed of by the Directors in such manner as the
Directors think most beneficial to the Company.
The Company may by special resolution alter its share capital as stated in its memorandum in any of
the ways permitted or provided for under the Companies Law and the Articles.
The Company may from time to time subject to the provisions of the Companies Law issue or
convert existing non redeemable shares (whether issued or not) into shares which are to be redeemed,

121
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
or are liable to be redeemed at the option of the Company or the holder thereof on such terms and
in such manner as may be determined by special resolution or in accordance with the Articles.
The Company may from time to time subject to the provisions of the Companies Law purchase its
own shares (including any redeemable shares) in any manner authorised by the Companies Law
provided that in the event that the Company shall purchase any shares which are admitted to listing
or trading on any investment exchange such purchases shall be made in accordance with any relevant
restrictions imposed by any such listing authority or exchange.

Modification of Rights
Subject to the Companies Law whenever the share capital of the Company is divided into different
classes of shares the special rights attached to any class unless otherwise provided by the terms of
issue of the shares of that class may be varied or abrogated at any time with the consent in writing
of the holders of the majority (and in the case of the Preference Shares all) of the issued shares of
that class, or with the sanction of a resolution passed at a separate meeting of the holders of the
shares of that class. To every such separate meeting all the provisions of the Articles and of the
Companies Law relating to general meetings of the Company or to the proceedings thereat shall
apply mutatis mutandis except that the necessary quorum shall be two persons holding or representing
at least one third of the issued shares of that class but so that if at any adjourned meeting of such
holders a quorum as above defined is not present those persons who are present in person shall be a
quorum.
The special rights conferred upon the holders of any shares or class of shares issued with preferred or
other special rights shall not (unless otherwise expressly provided by the Articles or by the conditions
of issue of such shares) be deemed to be varied by the creation or issue of further shares ranking pari
passu therewith or by the redemption, conversion or cancellation of any shares in accordance with the
Articles.

Shares
Subject to the Companies (Uncertificated Securities) (Jersey) Order 1999 (the ‘‘Jersey Order’’), and the
Articles, the unissued shares shall be at the disposal of the Directors who may, subject to the
provisions of the Companies Law and the Articles allot, grant options over, or otherwise dispose of
them to such persons at such times and on such terms as they think proper provided that the
maximum number of shares or options over shares or any combination thereof that the Directors
may so allot, grant or otherwise dispose of as the case may be in each calendar year commencing on
30 June in each year shall not exceed 10 per cent. of the aggregate number of shares in issue on the
first Business Day of each such period and in respect of any shares so issued the pre-emption
provisions described in the paragraph above (entitled Share Capital) shall not apply.

Interests in Shares
The Directors shall have power by notice in writing to require any Director or shareholder to disclose
to the Company the identity of any person other than the shareholder (an ‘‘interested party’’) who
has or has within the 12 months preceding the notice any interest in the shares held by the Director
or shareholder and the nature of such interest. The Company shall maintain a register of interested
parties.

Transfer of Shares
Unless and until the Directors determine that one or more classes of share may be held in
uncertificated form, the shares shall be issued in certificated form.
The Directors may, in accordance with the Companies Law, the Jersey Order and the AIM Rules,
resolve that a class of shares is to become, or is to cease to be, a share held in uncertificated form.
Subject to the Articles and the Companies Law, a shareholder may transfer all or any of his
uncertificated shares without a written instrument and in accordance with the Jersey Order.
The Articles apply to uncertificated shares of a class which is an uncertificated share only to the
extent that the Articles are consistent with the holding of such shares in uncertificated form, with the
transfer of title to such shares by means of the relevant uncertificated system and with the Jersey
Order.
The Directors may lay down regulations not included in the Articles which (in addition to or in
substitution for any provisions in the Articles):

122
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
(i) apply to the issue, holding or transfer of shares held in uncertificated form;
(ii) set out (where appropriate) the procedures for conversion and/or redemption of shares held in
uncertificated form; and/or
(iii) the Directors consider necessary or appropriate to ensure that the Articles are consistent with
the Jersey Order and/or rules and practices of the approved operator (‘‘approved operator’’, as
defined in the Jersey Order).
Such regulations will apply instead of any relevant provisions in the Articles which relate to
certificates and the transfer, conversion and redemption of shares or which are not consistent with the
Jersey Order, in all cases to the extent (if any) stated in such regulations.
For any purpose under the Articles, the Company may treat a shareholder’s holding of shares held in
certificated and uncertificated form of the same class as if they were separate holdings, unless the
Directors otherwise decides.
Where the Company is entitled under the Companies Law, the Jersey Order, the approved operator’s
rules and practices, the Articles or otherwise to dispose of, forfeit, enforce a lien over or sell or
otherwise procure the sale of any shares of a class which is an uncertificated share which are held in
uncertificated form, the Directors may take such steps (subject to the Jersey Order and to such rules
and practices) as may be required or appropriate, by instruction by means of the relevant
uncertificated system or otherwise, to effect such disposal, forfeiture, enforcement or sale including by
(without limitation):
(i) requesting or requiring the deletion of any computer based entries in the relevant uncertificated
system relating to the holding of such shares in uncertificated form;
(ii) altering such computer based entries so as to divest the holder of such shares of the power to
transfer such shares other than to a person selected or approved by the Company for the
purpose of such transfer;
(iii) requiring any holder of such shares to take such steps as may be necessary to sell or transfer
such shares as directed by the Company;
(iv) otherwise rectify or change the register of members in respect of any such shares in such
manner as the Directors consider appropriate (including, without limitation, by entering the
name of a transferee into the register of members as the next holder of such shares); and/or
(v) appointing any person to take any steps in the name of any holder of such shares as may be
required to change such shares from uncertificated form to certificated form and/or to effect the
transfer of such shares (and such steps shall be effective as if they had been taken by such
holder).
Any instrument of transfer of certificated shares shall be in the normal common form or in any other
form which the Directors may approve and shall be signed by or on behalf of the transferor and, in
the case of any partly paid certificated share, the transferee and the transferor shall be deemed to
remain the holder of the certificated share until the name of the transferee is entered in the register of
members in respect thereof.
The Directors may refuse to register any transfer of partly paid certificated shares or any certificated
shares on which the Company has a lien and may decline to register any transfer of certificated
shares unless the instrument of transfer is deposited at the office or such other place as the Directors
may reasonably require, accompanied by the certificate of the shares to which it relates and such
other evidence as the Directors may reasonably require to show the right of the transferor to make
the transfer. If the Directors decline to register a transfer of any certificated share, they shall, within
2 months after the date on which the transfer was lodged with the Company, send to the proposed
transferor and transferee notice of the refusal.
The registration of transfers of certificated shares or of transfers of any class of certificated shares
may not be suspended.
The Company shall retain any instrument of transfer of any share which is registered, but any
instrument of transfer of any certificated share which the Directors refuse to register shall (except in
the case of fraud) be returned to the person lodging it.
The Directors shall register a transfer of title to any uncertificated share or the renunciation or
transfer of any renounceable right of allotment of a share which is an uncertificated share held in
accordance with the Jersey Order, except that the Directors may refuse (subject to any relevant

123
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
requirements of the London Stock Exchange) to register any such transfer or renunciation in favour
of more than four persons jointly or in any other circumstance permitted by the Jersey Order.

Lien
The Company shall have a first and paramount lien on every share (not being a fully paid share) for
all monies (whether presently payable or not) called or payable at a fixed time in respect of that
share and the Company shall also have a first and paramount lien on all shares (other than fully paid
shares) registered in the name of a single person for all monies presently payable by him or his estate
to the Company but the Directors may at any time resolve that any share exempt from the
provisions of the relevant Article. The Company’s lien (if any) on the shares shall extend to all
dividends payable thereon.

General Meetings
The Company shall hold a general meeting as its Annual General Meeting once in every calendar
year at such time and at such place as may be determined by the Directors, but so long as the
Company holds its first annual general meeting within eighteen months of its incorporation it need
not hold it in the year of its incorporation or the following year.
The Directors may whenever they think fit convene an Extraordinary General Meeting and
Extraordinary General Meetings shall also be convened on a requisition made in accordance with the
Companies Law in writing and signed by members holding in the aggregate not less than one tenth
of the total voting rights of the members of the Company who have the right to vote at the meeting
requisitioned.

Appointment of Directors
The number of Directors shall be not fewer than two.
A Director need not be a member in the Company.
No person shall be appointed to be a Director if it would cause or permit a majority of the Directors
to be resident in the United Kingdom.
The Directors shall have power at any time and from time to time to appoint, subject to the
provisions of the Companies Law and the Articles, any person to be a Director either to fill a casual
vacancy or as an additional Director.
The Company may by Ordinary Resolution appoint any person to office as a Director provided it
would not cause a majority of Directors to be resident in the United Kingdom.

Powers of Directors
The business of the Company shall be managed by the Directors who may exercise all such powers of
the Company as are not required by the Companies Law or the Articles to be exercised by the
Company in general meeting. The Director’s powers shall be subject to any regulations of the
Articles, to the provisions of the Companies Law and to such regulations, being not inconsistent with
such regulations or provisions, as may be prescribed by the Company in general meeting, but no such
regulations shall invalidate any prior act of the Directors which would have been valid if such
regulations had not been made. A meeting of the Directors at which a quorum is present may
exercise all powers and discretions exercisable by the Directors.

Proceedings of Directors
The Directors may meet together for the despatch of business, adjourn and otherwise regulate their
meetings as they think fit and may determine the quorum necessary for the transaction of business
which in default of such determination shall be two.
No meeting of the Directors shall be held in the United Kingdom or Malaysia and any decision
reached or resolution passed by the Directors at any meeting which is held in the United Kingdom or
Malaysia shall be invalid and of no effect. If a Director is by any means in communication with one
or more other Directors so that each Director participating in the communication can hear what is
said by any other of them, each Director, so participating in the communication shall be deemed to
be present at such meeting for all the purposes of the Articles, provided that no resolution passed at
any such meeting shall be valid if a majority of Directors participating in the communication are in
the United Kingdom or Malaysia at that time.

124
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
The Directors may elect from their number and remove a chairman and determine the period for
which he is to hold office. The Chairman shall preside at all meetings of the Directors but if no such
chairman is elected or if at any meeting the chairman is not present within five minutes after the time
appointed for holding the same the Directors present may choose one of their number to be
chairman of such meeting.

Directors’ Interests
Subject to the requirements of the Companies Law and the AIM Rules, a Director may be or
become a director or other officer of or otherwise interested in any company promoted by the
Company or in which the Company may be interested as a member or otherwise and no such
Director shall be accountable to the Company for any remuneration or other benefits received by him
as a director or officer of or from his interests in such other company unless the Company otherwise
directs.
A Director who has directly or indirectly an interest in a transaction entered into or proposed to be
entered into by the Company or by a subsidiary of the Company which to a material extent conflicts
or may conflict with the interests of the Company or which would be a related party transaction (to
which Rule 12 of the AIM Rules applies) and of which he has actual knowledge shall disclose to the
Company at the first meeting of the Directors at which the transaction is considered after the
Director concerned becomes aware of the circumstances giving rise to his duty to make it, or failing
which, as soon as practical after that meeting, by notice in writing delivered to the Company
Secretary, the nature and extent of his interest and in the case of a related party transaction the
information required by Rule 12 of the AIM Rules. Subject thereto, any such Director shall not be
liable to account to the Company for any profit or gain realised by him on such transaction.
Subject to the AIM Rules, a notice in writing given to the Company by a Director that he is to be
regarded as interested in a transaction with a specified person is sufficient disclosure of his interest in
any such transaction entered into after the notice is given. Subject to the Articles and the AIM Rules,
a Director may vote in respect of any such transaction and if he does so vote his vote shall be
counted and he shall be capable of being counted towards the quorum at any meeting of the
Directors at which any such transaction shall come before the Directors for consideration.
Subject to the provisions of the Companies Law, a Director may act by himself or his firm in a
professional capacity for the Company and he or his firm shall be entitled to remuneration for
professional services as if he were not a Director.
Where proposals are under consideration concerning the appointment (including fixing or varying the
terms of appointment) of two or more Directors to offices or employments with the Company or any
body corporate in which the Company is interested, such proposals may be divided and considered in
relation to each Director separately, and in such case each of the Directors concerned (if not
debarred from voting under the Articles shall be entitled to vote (and be counted in the quorum) in
respect of each resolution that does not concern his own appointment.
If any question arises at any meeting as to the materiality of a Director’s interest (other than the
chairman’s interest) or as to the entitlement of any Director (other than the chairman) to vote or be
counted in the quorum, and such question is not resolved by his voluntarily agreeing to abstain from
voting or from being counted in the quorum, such question shall be referred to the chairman of the
meeting and his ruling in relation to any such Director shall be final and conclusive except in a case
where the nature or extent of the interests of the Director concerned has not been fairly disclosed.
If any question arises at any meeting as to the materiality of the chairman’s interest or as to the
entitlement of the chairman to vote or be counted in a quorum, and such question is not resolved by
his voluntarily agreeing to abstain from voting or from being counted in the quorum, such question
shall be decided by resolution of the Directors or committee members present at the meeting
(excluding the chairman) whose majority vote shall be final and conclusive except in a case where the
nature or extent of the interests of the chairman has not been fairly disclosed.

Accounts and Auditors


The accounting records shall be kept at the registered office of the Company or at such other place
or places as the Directors think fit and shall always be open to the inspection of the Directors, the
Secretary and any liquidator of the Company provided that if such records are kept outside the
Island returns with respect to the business dealt with in such records shall be sent to and kept in the
Island where they must at all times be open to the inspection of the Directors the Company Secretary
and any liquidator of the Company and must be such as to disclose with reasonable accuracy the

125
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
financial position of the business in question at such intervals as shall be required by the Companies
Law and the AIM Rules from time to time and enable the Directors to ensure that any accounts
prepared by the Company comply with the requirements of the Companies Law and with the
requirements of the AIM Rules. Subject to the provisions of the Companies Law such accounting
records shall be preserved for a period of at least ten years from the date on which they are made.

Auditors shall be appointed for the Company under the provisions of the Companies Law to examine
and report in accordance with the Companies Law and the AIM Rules on the accounts of the
Company. Subject to the provisions of the Companies Law, and the AIM Rules all acts done by any
persons acting as auditors shall, as regards all persons dealing in good faith with the Company, be
valid, notwithstanding that there was some defect in their appointment or that they were at the time
of their appointment not qualified for appointment or subsequently became disqualified. The
provisions of the Companies Law and the AIM Rules shall govern, inter alia, the powers and duties
of the auditors the auditors’ report on the accounts of the Company and the re-appointment removal
and replacement of the auditors.

The Company’s accounts shall be approved by the Directors and signed on their behalf by at least
one Director.

Within six months of the end of each financial period a copy of every balance sheet and profit and
loss account prepared in accordance with the requirements of the AIM Rules, and a copy of every
Directors’ and auditors’ report on the same, shall be laid before a general meeting of the Company
(including every document required by Companies Law to be comprised therein or attached or
annexed thereto).

Without delay and in any event not later than six months after the end of the financial period to
which they relate a copy of the balance sheet and profit and loss account shall be sent to every
shareholder.

Within six months after the end of each financial period, the Directors shall deliver to the registrar
one copy and to the London Stock Exchange three copies of the accounts for that period signed by
one of the Directors on behalf of them all and a copy of the auditors’ report thereon.

The Directors shall determine and may vary the accounting reference date for the Company by
resolution of the Directors. The first accounting reference period shall end no more than eighteen
months after incorporation. The Company shall comply with Rule 15 (notification of any change of
accountants reference date) of the AIM Rules. Thereafter the Directors shall cause to be prepared
annual accounts for the Company for periods of not more than twelve months. Such accounts shall
comply with the requirements of the Companies Law and the AIM Rules.

Winding up
Subject to any particular rights or limitations for the time being attached to any shares, as may be
specified in the Articles or upon which such shares may be issued, if the Company is wound up, the
assets available for distribution among the members shall be applied first in repaying to the members
the amount paid up on their shares respectively, and if such assets shall be more than sufficient to
repay to the members the whole amounts paid up on their shares, the balance shall be distributed
among the members in proportion to the amount which at the commencement of the winding up had
actually paid up on their said shares.

If the Company is wound up the Company may, with the sanction of a special resolution and any
other sanction required by the Companies Law, divide the whole or any part of the assets of the
Company among the members in specie and the liquidator or, where there is no liquidator, the
Directors may, for that purpose, value any assets and determine how the division shall be carried out
as between the members or different classes of members or vest the same in trustees upon such trusts
for the benefit of the members as the liquidator or the Directors (as the case may be) with the like
sanction shall think fit.

Indemnity
In so far as the Companies Law allows, every present or former officer of the Company shall be
indemnified out of the assets of the Company against any loss or liability incurred by him by reason
of being or having been such an officer.

126
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
5. Principal Offices
Both RAGM’s and Serem’s principal offices are at Suite 30D, 30th Floor, Empire Tower, City Square
Centre, 182 Jalan Tun Razak, 50400 Kuala Lumpur, Malaysia.

6. Directors’ and Other Interests


(a) The interests of the Directors, and of persons connected with them, in the Ordinary Shares as at
17 June 2005 (the latest practicable date prior to the publication of this document), all of which
are beneficial, are as follows:

Following Completion of the


Upon Admission Mining Rights Agreement*

Ordinary
Director Shares % Ordinary Shares %

Dato’ Andrew Tai Yeow Kam** 25,315,469 74.6 26,670,892 75.5


Dr. Yves Fernand Marcel Cheze 0 0 0 0
Dato’ Mohamed Moiz Bin JM Ali Moiz^ 4,757,543 14.0 4,757,543 13.5
Jon Starink 0 0 0 0

* Assuming that the Directors or the Shareholders by virtue of whom the Directors are deemed to hold Ordinary Shares, do not
dispose of or acquire any Ordinary Shares in the period between the completion of the Share Swap Agreement and the completion
of the Mining Rights Agreement
^ Dato’ Mohamed Moiz Bin JM Ali Moiz will acquire 4,757,408 Ordinary Shares directly upon completion of the Share Swap
Agreement and will have an interest in an additional 3,860,976 Ordinary Shares by virtue that his wife, Tengku Nong Fatimah
Sultan Ahmad Shah holds 29.99% of the issued share capital of Akay Venture
** By virtue of ownership of 99.9% of Akay Holdings and 70% of Akay Venture

(b) Save as set out below, or as disclosed elsewhere in this document, no directorships of any
company, other than the Company, have been held or occupied over the previous five years by
any of the Directors, nor over that period has any of the Directors been a partner in a
partnership:

Director Current directorships Former directorships


Dato’ Andrew Tai Yeow Kam Akay Holdings Sdn Bhd. Deraujaya Sdn Bhd
Akay Serem Sdn Bhd. Satay Emas Sdn Bhd
Akay Venture Sdn Bhd. Flourish Scraper Sdn Bhd
Golden Excalibur Sdn Bhd Indera Baiduri Properties Sdn Bhd
Penaga Tiara Sdn Bhd
Raub Australian Gold Management Sdn
Bhd
Raub Resources Sdn Bhd
Troskam Holding Sdn Bhd
Berjaya Realty Sdn Bhd
Granny’s Kitchen Sdn Bhd
Raub Gold Sdn Bhd
Raub Mining and Development Company
Sdn Bhd
Wahbunga Realty Sdn Bhd
Yum Sdn Bhd
Grandfoods Sdn Bhd
Kam Woon Wah Realty Sdn Bhd
Lead Enterprises Sdn Bhd
SG. Pelek Realty Sdn Bhd
United Raub Oil Palm Sdn Bhd
Raub Oil Mill Sdn Bhd
Coastal Realty Sdn Bhd
RAGM
Dr. Yves Fernand Marcel Aycel Global Holdings Sdn Bhd Serem
Cheze Aycel Geological Services Sdn Bhd PT Siriwo Mining
Bonanza Aycel Mining Sdn Bhd
Serem Malaysia Sdn Bhd
Gem Venture Sdn Bhd

127
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Director Current directorships Former directorships
Dato’ Mohamed Moiz Bin JM Tradium Corporation Sdn Bhd Tradium Langgak Golf Sdn Bhd
Ali Moiz Esplanade Villa Sdn Bhd Innocase Corporation Sdn Bhd
Effective Capital Sdn Bhd Effective Console Sdn Bhd
Ambang Sehati Sdn Bhd Prudenvest Sdn Bhd
Icon Dimension Sdn Bhd Melium Sdn Bhd
Ambangan Assets Sdn Bhd Melium Aseana Sdn Bhd
Tudor Capital Sdn Bhd Danga Bay Sdn Bhd
Layang Cekap Sdn Bhd Credence Resource Sdn Bhd
IYO Alam Sekitar Sdn Bhd Wengcon Holdings Sdn Bhd
Mastegy Enterprise Sdn Bhd Wengcon Equipment Sdn Bhd
Raub Australian Gold Mining Sdn Bhd Wengcon Marketing Sdn Bhd
Straits Fund Bhd Wengcon Machinery Sdn Bhd
Bandar Raya Development Bhd Knusford Berhad
Mieco Chipboard Bhd KL Land Development Sdn Bhd
Kombinasi Awal (M) Sdn Bhd
Mieco Manufacturing Sdn Bhd
Mieco Matsushita Denko Sdn Bhd

Jon Starink Chemical & Extractive Metallurgical –


Engineering Pty. Ltd.
Mining Management Services Pty. Ltd.
Lazarus Foundation Pty. Ltd.
Moondarra Pty. Ltd.
Zutphen Pty. Ltd.
BioMolecular Technologies Ltd.
Westdata Pty. Ltd.
Australian BioScience and Technology
Investments Pty. Ltd.

(c) None of the Directors has any unspent convictions in relation to indictable offences nor save as
disclosed below has any of the Directors been a director of a company (wherever incorporated)
or a partner in a partnership at any time which has gone into administration, company or
partnership voluntary arrangements, or any composition or arrangement with creditors generally
or any class of creditors, receiverships, compulsory liquidations or creditors’ voluntary
liquidations, where he was a partner or director at the time or in the preceding 12 months, nor
has any of them ever been personally bankrupt, in an individual voluntary arrangement with
creditors or been publicly criticised by any statutory or regulatory authority or professional
body.
(d) Dato’ Mohamed Moiz Bin JM Ali Moiz is a director of Tradium Fashions Sdn. Bhd., Tradium
Langgak Golf Sdn. Bhd. and Tradium Land Holdings Sdn. each of which has been placed
under voluntary liquidation by its respective directors.
(e) None of the Directors has been disqualified by a court from acting as a director of a company
or from acting in the management or conduct of the affairs of any company.

7. Directors’ Service Agreements


The Directors, whose names appear under the section headed ‘‘Board of Directors’’ in Part 1 of this
document, have been appointed to the offices set out next to their respective names. The terms of
their respective service agreements and letters of engagement are set out below:
(a) The Company entered into a service agreement for a period of one year with Dato’ Andrew Tai
Yeow Kam commencing on the date of Admission. Pursuant to the agreement, Dato’ Andrew
Tai Yeow Kam will devote no less than 70% of his time, attention and skill, to the duties of
chairman and chief executive of the Company. He is entitled to a base salary of £90,000 per
annum. Dato’ Andrew Tai Yeow Kam’s salary will be reviewed annually by the Company’s
remuneration committee. Dato’ Andrew Tai Yeow Kam may terminate the service agreement by
giving three months’ notice in writing. The Company may terminate the service agreement either
by giving three months’ notice in writing or a payment of three months’ salary in lieu of notice.
(b) The Company entered into a service agreement for a period of three months with Jon Starink
commencing on the date of Admission. Pursuant to the agreement, Jon Starink will devote his
time, attention and skills to the duties of executive director. He is entitled to a base salary of
£10,000 per month. Either Jon Starink or the Company may terminate the service agreement by

128
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
giving 24 hours’ notice in writing. In the event of a termination of the service agreement by the
Company by 24 hour written notice, Jon Starink shall be entitled to the payment of an amount
equivalent to one month’s salary.

(c) Save as stated in this paragraph 7, there are no service agreements existing or proposed between
any Director and the Company or any member of the Group other than service agreements
expiring or determinable by the employing company without payment of compensation, within
one year.

(d) Dato’ Mohamed Moiz Bin JM Ali Moiz is engaged by the Company as a Non Executive
Director on the terms of a letter of appointment. The appointment is for an initial fixed term
commencing on 16 June 2005 and continuing for a term of one year unless otherwise terminated
earlier by and at the discretion of either party upon three months’ notice. The term may be
renewed by the Board. Dato’ Mohamed Moiz Bin JM Ali Moiz will receive an annual fee of
£20,000. Dato’ Mohamed Moiz Bin JM Ali Moiz has undertaken that, as a director of any
other company or as agent for any other company, he will not (except with the Board’s written
permission) use or exploit for commercial advantage any opportunities or situation which may
arise directly or indirectly as a result of this appointment.

(e) Dr. Yves Fernand Marcel Cheze is engaged by the Company as a Non Executive Director on
the terms of a letter of appointment. The appointment is for an initial fixed term commencing
on 16 June 2005 and continuing for a term of one year unless otherwise terminated earlier by
and at the discretion of either party upon three months’ notice. The term may be renewed by
the Board. Dr. Yves Fernand Marcel Cheze will receive an annual fee of £18,000. Dr. Yves
Fernand Marcel Cheze has undertaken that, as a director of any other company or as agent for
any other company, he will not (except with the Board’s written permission) use or exploit for
commercial advantage any opportunities or situation which may arise directly or indirectly as a
result of this appointment.

(f) Prior to the execution of the service contracts described above, the only arrangement involving
the payment of remuneration between any member of the Group and the Directors was that
between RAGM and Dato’ Andrew Tai Yeow Kam pursuant to which Dato’ Andrew Tai Yeow
Kam had been paid director’s fees by RAGM. Pursuant to this arrangement, the aggregate of
the director’s fees granted to Dato’ Andrew Tai Yeow Kam during the period from 1 August
1999 until June 2005 by RAGM is RM213,000. The aggregate of the remuneration payable and
benefits in kind to be granted by the Group to the Directors for the financial year ending 30
June 2006 under the arrangements in force at the date of this document is estimated to be
approximately £158,000. In addition to the service contracts specified above, RAGM pays
directors’ fees of RM96,000 per annum to one of its directors, Dato’ Azinudin Bin Abdul
Rahim.

8. Related Party Contracts


As a result of Dato’ Andrew Tai Yeow Kam’s 99.9% interest in Akay Holdings and 70% interest in
Akay Venture and the substantial shareholding of Akay Holdings and Akay Venture in the Company
and Dato’ Mohamed Moiz Bin JM Ali Moiz’s substantial shareholding in the Company, the
following contracts are or will be related party contracts.

(a) On 17 June 2005, the Company entered into and completed the Share Swap Agreement with
Akay Venture, Akay Holdings and Dato’ Mohamed Moiz Bin JM Ali Moiz pursuant to which
the Company issued 12,873,848 Ordinary Shares to Akay Venture, 16,319,340 Ordinary Shares
to Akay Holdings and 4,757,408 Ordinary Shares to Dato’ Mohamed Moiz Bin JM Ali Moiz in
consideration for the transfer of all shares held by Akay Holdings and Dato’ Mohamed Moiz
Bin JM Ali Moiz in RAGM and all shares held by Akay Venture and Dato’ Mohamed Moiz
Bin JM Ali Moiz in Serem. The Share Swap Agreement also provides that by 31 December
2005, the Company will procure the release of the Andrew Kam Guarantees. The Company also
agrees that if the Andrew Kam Guarantees are not released by 31 December 2005, the
Company will use, after 31 December 2005, the proceeds of any fundraising undertaken by it
after Admission to procure the release of the Andrew Kam Guarantees in priority to any other
use. Dato’ Mohamed Moiz Bin JM Ali Moiz agrees to exercise his rights as a shareholder and
director of the Company to give effect to the foregoing.

129
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
(b) On 17 June 2005, the Company entered into the Mining Rights Agreement with Akay Holdings
pursuant to which the Company will issue 1,356,780 Ordinary Shares at £0.50 per share to Akay
Holdings as consideration for Akay Holdings procuring a permit for the Company to undertake
prospecting and mining activities on the RMDC Land. RMDC are currently applying, from the
State Government of Pahang, for the grant of a mining lease or mining certificate in respect of
the land which will involve the surrender of the agricultural land and its re-alienation in the
form of the grant of the mining lease or mining certificate. The Directors are of the opinion
that RMDC is likely to obtain the grant within six months of Admission upon which RMDC
will grant a sub-lease of the mining lease or mining certificate to Akay Holdings which will then
grant RAGM or an entity nominated by the Company with the permit to undertake mining
activities upon the terms described in paragraph 12(f) below.
(c) On 17 June 2005, RAGM was granted by Akay Holdings an unregistered permit to undertake
mining activities on the 1669 Mining Lease for a period of one year expiring on 30 July 2006.
Under the terms of the permit, Akay Holdings may cancel the permit, where, among other
things, it is notified by a relevant authority that the 1669 Mining Lease is at risk of forfeiture
by reason of any action or omission of RAGM. The material terms and conditions of the
permit are described in paragraph 12(a)(ii). Provided that RAGM does not breach the terms of
the permit, Akay Holdings will grant an annual extension of the permit until expiry of the 1669
Mining Lease on 31 December 2017. RAGM also has the right to require Akay Holdings to
procure a renewal, extension or replacement of the 1669 Mining Lease for a further period of
10 years if RAGM is able to demonstrate the existence of economically viable gold deposits. In
such circumstances, Akay Holdings is obligated to grant RAGM a further permit on the same
terms provided such renewal extension or replacement of 1669 Mining Lease is granted to Akay
Holdings on terms and conditions that are acceptable to Akay Holdings and RAGM. Akay
Holdings also undertakes that it shall not dispose, encumber of otherwise deal with its interest
in the 1669 Mining Lease during the term of the permit.
(d) The term of the permit to mine in respect of the RMDC Land to be granted by Akay Holdings
to RAGM or to any company, a person or entity nominated by the Company (‘‘Permit
Holder’’) is one year from the date of its execution. Provided that the Permit Holder is not in
breach of the terms of the permit, Akay Holdings will grant an annual extension of the permit
until expiry of the sub-lease of the mining lease or mining certificate held by Akay Holdings in
respect of the RMDC Land. The Permit Holder shall be liable to pay to Akay Holdings, or to
its duly appointed agent, tribute at an amount of 2% of the gross value of gold extracted from
primary gold deposits and 6% of the gross value of all other minerals. The Permit Holder shall
not be entitled to transfer or assign the permit without the written authority of Akay Holdings
and the permit is liable to cancellation at any time at the discretion of Akay Holdings if the
Permit Holder has not worked the land which is the subject of the permit in accordance with
the permit or if Akay Holdings is notified by a relevant authority that the mining certificate or
mining lease over the RMDC Land is at risk of forfeiture as a result of any action or omission
of the Permit Holder.
(e) The service contracts between the Company and each of Dato’ Andrew Tai Yeow Kam and
Dato’ Mohamed Moiz Bin JM Ali Moiz, the details of which are set out in paragraph 7 above;
(f) The permits to mine entered into between Akay Holdings and RAGM in respect of the 1669
Mining Lease, the details of which are set out in paragraph 12(a) below;
(g) The permit to mine upon the completion of the Mining Rights Agreement to be entered into
between Akay Holdings and RAGM or any entity nominated by the Company in respect of the
mining certificate or mining lease over the RMDC Land, the details of which are set out in
paragraph 12(f) below.

9. Material Contracts
The following contracts, not being contracts entered into in the ordinary course of business, have
been entered into by the Group and are or may be material.
(a) A prospecting and mining agreement dated 9 July 1990 between Serem, Pahang SEDC and the
Perak Motor Company. Pursuant to this agreement, Pahang SEDC has granted exclusive rights
to Serem and the Perak Motor Company to undertake large scale prospecting of minerals
including gold over the Block 8 Area for a period commensurate with the term of prospecting
licences and permits granted to Pahang SEDC by the Pahang State Government. The

130
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
prospecting licences and permits granted to Pahang SEDC expired in 1999 but approval for
their extension has been obtained from the Pahang State Government. Upon discovery of
economically viable mineral deposits by Serem or the Perak Motor Company, Pahang SEDC is
to apply from the Pahang State Government for a mining lease in respect of the relevant area
where discovery of deposits is made and pending receipt of such mining lease, Pahang SEDC is
to obtain a mining certificate to enable the commencement of mining activities. In consideration
of the grant of the exclusive right to conduct prospecting and mining activities, Serem agrees to
pay a tribute of 2% of the gross value of gold extracted from primary gold deposits and 6% of
the gross value of gold extracted from alluvial and eluvial deposits and 6% of the gross value of
other minerals extracted from the relevant area. In the event that Serem obtains profits in
respect of the Block 8 Area that exceed its projected net profits for any particular year, it will
be liable to pay an additional tribute to the Pahang SEDC to be determined in accordance with
a prescribed formula. The additional tribute varies between 25% to 50% of Serem’s windfall
profits in respect of the Block 8 Area that exceeds its projections for any particular year.
(b) An agreement dated 26 December 1989 between Serem and the Perak Motor Company. This
agreement provides that Serem is entitled to exploit and mine hard rock and alluvium in an
identified area within the Block 8 Area and hard rock only in the remaining parts of the Block
8 Area. Serem grants an option, exercisable within one year from the commencement of
productive hard rock mining operations, to the Perak Motor Company for it to acquire up to
5% of the issued share capital of any company incorporated to undertake mining operations in
the Block 8 Area. Subject to the agreement of the parties, the price of such shares is to be
determined by reference to the price earnings ratio indicated in a feasibility study in respect of
the Block 8 Area, subject to a maximum price earnings ratio of 20 times. As at 17 June 2005
(the latest practicable date prior to the publication of this document), no company has been
incorporated to undertake mining operations in the Block 8 Area.
(c) A mining agreement dated 30th April 2004 between SEREM, Chong Ah Ngan @ Choong
Loong Sang and Abdul Aziz Bin Othman pursuant to which SEREM was granted a sublease in
respect of the MC511 Land for a period expiring on 28 February 2007 in consideration of a
payment of RM100,000. Under the mining agreement, Abdul Aziz has applied for and obtained
an extension of the term of the mining certificate for a period expiring on 28th February 2017.
Subject to approval of transfer from the Pahang State Government and the payment of a
premium amounting to RM104,725 and consideration of RM400,000 the entire interest of
Choong Ah Ngan @ Choong Loong Sang and Abdul Aziz Bin Othman in the MC511 Land
will be transferred to SEREM. The Directors are of the opinion that it is likely that the parties
will be able to complete the transfer within 3 months of Admission.
(d) A credit facilities offer letter dated 27 September 2004 issued by Southern Bank and accepted by
RAGM. Under the credit facilities offer letter, Southern Bank makes available the following
credit facilities to RAGM: (i) a standby letter of credit (for the purpose of providing a security
deposit to the contractor appointed to construct the CIL Plant) for a term of 15 months; (ii) a
bank guarantee (for the same purpose as the standby letter of credit) for a term of 12 months;
and (iii) a term loan (for the purpose of part financing the construction and commissioning of
the CIL Plant) for a term of 48 months. The aggregate amount of the credit facilities is
RM15,000,000 and they are secured against a first legal charge over the 1669 Mining Lease, a
debenture over the fixed and floating assets and undertakings of RAGM and a personal
guarantee given by Dato’ Andrew Tai Yeow Kam.
(e) A credit facilities offer letter dated 2 March 2005 issued by Southern Bank and accepted by
RAGM. Under the credit facilities offer letter, Southern Bank makes available, for a period
expiring on 24 September 2005, a revolving credit facility amounting to RM5,000,000 for
working capital purposes. The revolving credit facility is secured against a personal guarantee
given by Dato’ Andrew Tai Yeow Kam and a memorandum of pledge of a fixed deposit of
RM4,000,000.
(f) A letter of undertaking dated 17 June 2005 whereby Akay Holdings irrevocably undertakes that,
in the event that Southern Bank does not renew the RM5,000,000 facility described at section
9(e) above as it falls due or otherwise withdraws the facility or calls in the funds drawn under
the facility for any reason whatsoever within 12 months of Admission, Akay Holdings will lend
RM1,000,000 to RAGM. Alternatively, if Southern Bank takes the collateral cash of
RM4,000,000 provided by Dato Andrew Tai Yeow Kam in satisfaction of repayment of the
drawn facility, Akay Holdings will repay Southern Bank the balance of RMl,000,000. In the

131
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
event that RAGM is able to obtain an appropriate facility within 12 months to replace the loan
or security provided or an extension of the facility then this undertaking would immediately
become null and void and of no legal effect.
(g) A letter of undertaking dated 17 June 2005 under which Dato Andrew Tai Yeow Kam has
personally provided RM4,000,000 collateral to Southern Bank and pledged fixed deposits in
support of the RM5,000,000 facility described in section 9(e) above. Dato Andrew Tai Yeow
Kam undertakes that in the event that Southern Bank does not renew the facility as it falls due
or otherwise withdraws the facility or calls in the funds drawn under the facility for any reason
whatsoever within 12 months of Admission, he will lend the collateral cash released. If Southern
Bank takes the collateral cash in satisfaction of repayment of the drawn facility, Dato Andrew
Kam Tai Yeow will stand in the place of Southern Bank, leaving the RM4,000,000 retained by
RAGM as a loan due to him. In the event that RAGM is able to obtain an appropriate facility
within 12 months to replace the loan or security provided or an extention of the facility then
this undertaking would immediately become null and void and of no legal effect.
(h) A credit facilities offer letter dated 14 March 2005 issued by Southern Bank and accepted by
Serem. Under the credit facilities offer letter, Southern Bank makes available, for a period
expiring on 23 September 2005, a revolving credit facility amounting to RM3,700,000 for
working capital purposes. The revolving credit facility is secured against a personal guarantee
given by Dato’ Andrew Tai Yeow Kam and a memorandum of pledge of a fixed deposit of
RM3,700,000.
(i) The Directors have each entered into separate orderly market agreements with the Company
and the Broker dated 17 June 2005 in respect of their respective shareholdings in the Company,
in terms of which they have each agreed not to dispose of any interest in the Ordinary Shares
or other securities of the Company held by them other than through the Broker for a period of
twelve months from Admission other than where the Broker is unable to effect the disposal in
accordance with the instructions of the Director within 10 days of receipt of the instructions in
which case the Director may effect the disposal by other means.
(j) The Shareholders in the Company holding 3% or more of the issued capital of the Company
prior to Admission (as set out in paragraph 3(e) of Part 5 of this document) (‘‘Relevant
Shareholder’’) have each entered into separate orderly market agreements with the Company and
the Broker dated 17 June 2005 in respect of their respective shareholdings in the Company, in
terms of which they have each agreed not to dispose of any interest in the Ordinary Shares or
other securities of the Company held by them other than through the Broker for a period of
twelve months from Admission other than where the Broker is unable to effect the disposal in
accordance with the instructions of the Relevant Shareholder within 10 days of receipt of the
instructions in which case the Relevant Shareholder may effect the disposal by other means.
(k) On 8 November 2004 (prior to the incorporation of the Company), RAGM entered into a letter
agreement with Nabarro Wells in respect of its appointment as Nominated Adviser. The letter
agreement has since been novated and the Company has assumed the rights and liabilities of
RAGM by way of a novation agreement dated 17 June 2005 between RAGM, the Company
and Nabarro Wells. Pursuant to the letter agreement, the Company has agreed to pay Nabarro
Wells, for the services outlined in the engagement letter provided in connection with the
Admission, a fee of £85,000 on Admission, legal fees, costs and disbursements where agreed in
advance with the Company. The engagement may be terminated by either the Company or
Nabarro Wells giving six months’ written notice.
(l) On 17 June 2005, the Company entered into a letter agreement and a broker agreement with the
Broker in respect of its appointment as broker. Pursuant to the broker agreement, the Company
has agreed to pay the Broker an annual retainer fee of £15,000 commencing on Admission. The
broker agreement may be terminated by either the Company or the Broker by the giving of one
month’s notice in writing provided that if the appointment is terminated earlier than the first
anniversary of Admission, the Company shall pay the Broker the balance of the annual retainer
fee. Pursuant to the letter agreement, the Broker provides services for the purposes of acting as
the Company’s broker in connection with the Admission. Subject to Admission occurring on or
before 30 June 2005, the Company has agreed to pay the Broker a broking fee of £10,000 to be
satisfied by the issue of 20,000 Ordinary Shares. The letter agreement terminates upon the earlier
of 14 July 2005 or Admission.

132
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
(m) On 17 June 2005, the Company entered into the Share Subscription Agreements with the
Offshore Investors, pursuant to which the Company agreed to issue 2,560,000 Preference Shares
in a private placing at a subscription price of £0.50 per Preference Share, raising net proceeds to
the Company of £1,280,000. The completion of the Share Subscription Agreements are
conditional upon, among others, the Admission. Save for the condition relating to the accuracy
of warranties given by the Subscribers which can only be satisfied at the completion of the
Share Subscription Agreements and the Admission, all the conditions for the completion of the
Share Subscription Agreements have been satisfied.
(n) On 17 June 2005, the Company entered into the Escrow Agreements with the Offshore Investors
and RBC in connection with the execution of the Share Subscription Agreements. Pursuant to
the Escrow Agreements, the Offshore Investors have transferred the subscription price of the
Preference Shares into an interest bearing escrow account established by RBC, who, acting as
escrow agent, will hold such monies until, upon receipt of instructions from the Company, it
transfers the monies to the account of the Company or, if it does not receive such instructions
by 14 July 2005, it returns the subscription monies plus interest earned thereon to the Offshore
Investors.

10. Contracts for the Sale of Gold


Under the Exchange Control Act, a person may not, in Malaysia, buy or borrow gold from, or sell
or lend gold to, any person other than a person approved by BNM as an authorised dealer, unless
the prior approval of BNM is obtained. Pursuant to the ECM Notices, a set of notices issued by
BNM pursuant to the Exchange Control Act, BNM has granted general approval for any person to
undertake dealings in gold in Malaysia. The ECM Notices are subject to revocation or change by
BNM at its discretion. Any such revocation or change may result in the Group becoming subject to
the requirement to sell gold it produces to an authorised dealer within the Exchange Control Act.

11. Overview of the Mining Regulatory Framework in Pahang


The prospecting and mining of gold in the state of Pahang is principally governed by the Mining
Enactment. In order to obtain a prospecting permit or licence, application is made to the Department
of Land and Mines for consideration by the Pahang state executive council, an administrative body
chaired by the chief minister of Pahang.
The term of a prospecting permit is usually between 6 and 12 months and can encompass an area of
up to 2,000 acres. Prospecting licences confer a holder with the right to prospect over a larger area
and for a longer duration. A prospector who intends to undertake mining operations may only do so
upon the grant of a mining certificate or a mining lease which are also applied for from the
Department of Land and Mines and approved by the Pahang state executive council. In order to
obtain a mining certificate or mining lease, the prospector must show that the land in respect of
which an application is made has exploitable and economically viable deposits.

12. Details of the Group’s Mining Certificates, Leases and Prospecting Permits & Licenses
(a) RAGM holds the permits to mine set out below. A summary of the material terms and
conditions of the permits is also set out below. Both permits to mine are in respect of the 1669
Mining Lease. Permit to Mine II (a summary of the material terms and conditions of which are
set out in paragraph 12(a)(ii)) has been granted in anticipation of the imminent expiry of the
Permit to Mine I (a summary of the materials terms and conditions of which are set out below
in paragraph 12(a)(i)).
(i) Permit to Mine I
Description Material Terms and Conditions

Permit to Mine granted The term of the permit is from 31 July 2004 until 30 July 2005
to RAGM by Akay RAGM shall not be liable to pay to Akay Holdings any tribute upon all or any
Holdings on 19 May ore removed from the land
2004 RAGM shall be liable upon suit before the Senior Inspector of Mines or any
court to pay to Akay Holdings the sum of RM10,000 as a penalty for each and
every breach of the conditions of the permit
RAGM shall not be entitled to transfer or assign the permit without the written
authority of the Akay Holdings
RAGM is to sell all gold from the land to licensed gold buyers or BNM

133
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Description Material Terms and Conditions

according to the requirements of the Exchange Control Act


The permit is liable to cancellation at any time:
at the discretion of the Akay Holdings and/or the Senior Inspector of Mines
and/or any court upon proof:
that RAGM has committed any breach of the terms and/or conditions of the
permit;
that RAGM has not worked the land which is the subject of the permit in
accordance with the permit.

(ii) Permit to Mine II


Permit to Mine Material Terms and Conditions

Permit to Mine granted The term of the permit is from 31 July 2005 until 30 July 2006. Provided that
to RAGM by RAGM is not in breach of the terms of the permit, Akay Holdings will grant
Akay Holdings on an annual extension of the permit until expiry of the 1669 Mining Lease on
17 June 2005 31 December 2017.
RAGM also has a right to require Akay Holdings to apply for an extension,
renewal or replacement of the 1669 Mining Lease for a further period of 10
years and to obtain a permit to mine in respect of this period
RAGM shall not be liable to pay to the Akay Holdings any tribute upon all or
any ore removed from the land
RAGM shall pay all quit rent – rates – taxes – assessments – any royalty
required to be paid – other changes and outgoings
RAGM shall be liable upon suit before the Senior Inspector of Mines or any
court to pay to Akay Holdings the sum of RM10,000 as a penalty for each and
every breach of the conditions of the permit
RAGM shall not be entitled to transfer or assign the permit without the written
authority of Akay Holdings
RAGM is to sell all gold from the land to licensed gold buyers or BNM
according to the requirements of the Exchange Control Act or as directed by
Malaysian Industrial Development Authority
The permit is liable to cancellation if any of the following events occur
(‘‘Default’’) and the Relevant Permit Holder is not able to remedy the Default
within a period of 21 days of the service of a notice by Akay Holdings:
(a) the Relevant Permit Holder breaches any of the terms and conditions
of the permit;
(b) the Relevant Permit Holder has not worked the land which is the
subject of the permit in accordance with the permit;
(c) Akay Holdings is notified by a relevant authority that its sub-lease is
at risk of forfeiture under the Mining Enactment as a result of any action
or omission of the Relevant Permit Holder;
(d) a petition is presented or a proceeding is commenced or an order is
made or an effective resolution is passed for the winding-up, insolvency,
administration, judicial management or dissolution of the Relevant Permit
Holder or its holding company or for the appointment of a liquidator,
receiver, administrator, judicial manager, trustee or similar officer of the
Relevant Permit Holder or its holding company or of all or any part of
their respective business or assets;
(e) the Relevant Permit Holder or its holding company stops or suspends
payments to its creditors generally or is unable or admits its inability to
pay its debts as they fall due or seeks to enter into any composition or
other arrangement with its creditors or is declared or becomes insolvent.
(f) the Relevant Permit Holder has assigned or transferred the permit
without the written authority of Akay Holdings;
(g) the Relevant Permit Holder has not complied with Section 16(iii)(b) of

134
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Permit to Mine Material Terms and Conditions

the Mining Enactment in relation to employment of mining labourers or


labour saving apparatus
(b) SEREM has rights, pursuant to the prospecting and mining agreement described in paragraph
9(a) above, to undertake prospecting activities over land the subject of the prospecting licence
and prospecting permits issued to Pahang SEDC described below. A summary of the material
terms and conditions of the prospecting licence and the prospecting permits is also set out
below:
(i) Prospecting Licence
Material Terms and Conditions of Prospecting Licence
* The term of the prospecting licence was originally for a period of five years from 1994.
Approval for the extension of the prospecting licence was granted on 19 May 2005. The
prospecting licence will be re-issued upon the payment of relevant fees and will be subject
to the terms contained in the licence.
* The licence is in respect of an area of 928 acres.
* All levels of salaried workers who work on land forming the subject of the prospecting
licence must be subjects of HRH the Sultan of Pahang or citizens of Malaysia.
(ii) Prospecting Permits
There are 5 prospecting permits, namely prospecting permit SKC(H) No 4/94 in respect of an
area of 411 acres, prospecting permit SKC(H) No 1/94 covering an area of 896 acres,
prospecting permit SKC(H) No 2/94 comprising an area of 8,991 acres, prospecting permit (file
number PTL 9/002/2005) over an area of 6,433 acres and prospecting permit SKC(H) No 3/94
in relation to an area of 458 acres. The term of each prospecting permit has expired. Approval
for the extension of the prospecting permits was granted on 19 May 2005. Each prospecting
permit will be re-issued upon the payment of relevant fees and will be subject to its terms. The
material terms and conditions of each prospecting permit are identical and set out below.

Material Terms and Conditions of Prospecting Permits


* Prospecting works must be conducted according to a prospecting scheme approved by a
Minerals Inspector.
* No tree felling is permitted without the approval of the State Forestry Director.
* Any disruption to logging or reforestation work must be avoided in the event logging or
reforestation has already begun in the area where the prospecting permit is granted.
* Prospecting works must begin within 60 days of the date of issue of the permit.
* The deposit provided by the permit holder to the State Forestry Director may be
confiscated upon breach of conditions relating to tree felling and disruption of logging or
reforestation work.
(c) Serem holds a sub-lease expiring on 28 February 2007 in respect of the MC511 Land forming
the subject matter of a mining certificate granted by the Raub Land Administrator to Abdul
Aziz Bin Othman. Subject to the payment of premium, quit rent, registration fees and a deposit
amounting to RM104,725, the term of the mining certificate has been extended by the Raub
land administrator until 28 February 2017. The material terms of the sub-lease are set out
below. In addition to the sub-lease, Serem has also entered into an agreement (described in
paragraph 9(c) above) for the acquisition of the interests of Chong Ah Ngan @ Choong Long
Sang and Abdul Aziz Bin Othman in the MC511 Land.

Material Terms and Conditions of MC511 Sub-Lease


* Mining works may only commence after obtaining forest clearance from the Director of
Forestry.
* The mining scheme must be in accordance with the rules specified by the Senior State
Minerals Inspector.
* The MC511 Land may not be transferred, leased or encumbered without the written
approval of the State Government of Pahang.

135
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
* No more than one third of the share capital of any company holding the mining certificate
may be owned by foreigners or foreign corporations.
* All levels of salaried workers must be subjects of HRH the Sultan of Pahang or a citizen
of Malaysia and 50% of them must be Bumiputras.
By virtue of the Mining Enactment, the conditions of the mining certificate apply to Serem’s
MC511 Sub-Lease. Upon the completion of the Share Swap Agreement, the entire issued share
capital of Serem will be held by the Company, a foreign corporation. Technically, such an event
constitutes non-compliance with the equity ownership condition specified above which could
potentially result in a termination of the MC511 Sub-Lease. Serem is seeking a waiver of the
condition in light of the proposed Admission.
(d) The Land and District Office of Raub has offered to grant a mining lease for a term of ten
years to the Pahang SEDC (with whom Serem has entered into the agreement the material
terms of which are described in paragraph 9(a) above pursuant to which Serem has been
granted rights by the Pahang SEDC to undertake large scale prospecting and mining activities in
the Block 8 Area) in respect of a piece of land having a total acreage of 606.3 acres in Mukim
Batu Talam, District of Raub, Pahang. Acceptance of the offer and the issue of the mining lease
entails the payment of premium, quit rent, registration fees and a deposit amounting to
RM682,531. Although the offer has expired, based on conventional practice, the Directors are of
the opinion that it may be possible to seek a fresh offer in respect of the land on generally
similar terms. Serem has not made a decision whether to request Pahang SEDC to seek such
fresh offer. There is no assurance that a fresh offer would be made if sought by the Company.
(e) The Land and District Office of Lipis has offered to grant a mining lease for a term of five
years to the Pahang SEDC (with whom Serem has entered into the agreement the material
terms of which are described in paragraph 9(a) above pursuant to which Serem has been
granted rights by the Pahang SEDC to undertake large scale prospecting and mining activities in
the Block 8 Area) in respect of a piece of land having a total acreage of 550 acres in Mukim
Telang, District of Lipis, Pahang. Acceptance of the offer and the issue of the mining lease
entails the payment of premium, quit rent, registration fees and a deposit amounting to
RM481,350. Although the offer has expired, based on conventional practice, the Directors are of
the opinion that it may be possible to seek a fresh offer in respect of the land on generally
similar terms. Serem has not made a decision whether to request Pahang SEDC to seek such an
offer. There is no assurance that a fresh offer would be made if sought by the Company.
(f) Pursuant to the Mining Rights Agreement entered into between the Company and Akay
Holdings, Akay Holdings will, upon the grant to it of a sub-lease over the RMDC Land, grant
a permit to mine in respect of such land to RAGM or an entity nominated by the Company
(‘‘Relevant Permit Holder’’). The material terms and conditions of the permit to mine are set out
below:
* The permit is for a period of one year. Provided that the Relevant Permit Holder is not in
breach of any of the terms of the permit, Akay Holdings will grant an annual extension of
the permit until expiry of the term of Akay Holdings sub-lease. The Relevant Permit
Holder also has a right to require Akay Holdings to apply for an extension, renewal or
replacement of its sub-lease for a further period of 10 years, and to obtain a permit to
mine in respect of this period.
* The Relevant Permit Holder shall be liable to pay to Akay Holdings tribute at an amount
of 2% of the gross value of gold extracted from primary gold deposits from the land and
6% of the gross value of all other minerals.
* The Relevant Permit Holder shall be liable upon suit before the Senior Inspector of Mines
or any court to pay to Akay Holdings the sum of RM10,000 as a penalty for each and
every breach of the conditions of the permit.
* The Relevant Permit Holder shall not be entitled to transfer or assign the permit without
the written authority of Akay Holdings.
* The Relevant Permit Holder is to sell all gold and/or minerals at the prevailing fair market
price according to the requirements of the Exchange Control Act or as directed by the
Malaysian Industrial Development Authority.

136
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
* The permit is liable to cancellation if any of the following events occur (‘‘Default’’) and the
Relevant Permit Holder is not able to remedy the Default within a period of 21 days of
the service of a notice of Akay Holdings:
(a) the Relevant Permit Holder breaches any of the terms and conditions of the permit;
(b) the Relevant Permit Holder has not worked the land which is the subject of the
permit in accordance with the permit;
(c) Akay Holdings is notified by a relevant authority that its sub-lease is at risk of
forfeiture under the Mining Enactment as a result of any action or omission of the
Relevant Permit Holder;
(d) a petition is presented or a proceeding is commenced or an order is made or an
effective resolution is passed for the winding-up, insolvency, administration, judicial
management or dissolution of the Relevant Permit Holder or its holding company or
for the appointment of a liquidator, receiver, administrator, judicial manager, trustee
or similar officer of the Relevant Permit Holder or its holding company or of all or
any part of their respective business or assets;
(e) the Relevant Permit Holder or its holding company stops or suspends payments to its
creditors generally or is unable or admits its inability to pay its debts as they fall due
or seeks to enter into any composition or other arrangement with its creditors or is
declared or becomes insolvent.
(f) the Relevant Permit Holder has assigned or transferred the permit without the written
authority of Akay Holdings;
(g) the Relevant Permit Holder has not complied with Section 16(iii)(b) of the Mining
Enactment in relation to Employment of minimum labourers or labour saving
apparatus.

13. Litigation
No member of the Group is engaged in, or has pending or threatened either by it or against it, any
legal or arbitration proceedings which are having or may have a significant effect on the financial
position of the Group:

14. Working Capital


The Directors are of the opinion that, having made due and careful enquiry and having regard to the
net proceeds receivable by the Company from the subscription of the Preference Shares pursuant to
the Share Subscription Agreements, the working capital available to the Group following Admission
will be sufficient for its present requirements, that is for at least 12 months from the date of
Admission.

15. Taxation
General
(a) The statements set out below are intended only as a general guide to the tax position based on
current Jersey and UK tax legislation and Comptroller of Income Tax and Inland Revenue
practice and the statements in relation to UK taxation apply only to certain categories of UK
persons. The summary does not purport to be a complete analysis or listing of all the potential
tax consequences of holding shares in the Company. Prospective purchasers of Ordinary Shares
are advised to consult their own tax advisers concerning the consequences under any tax laws of
the acquisition, ownership and disposition of Ordinary Shares in the Company. Shareholders
who may be subject to tax in any jurisdiction other than the United Kingdom should consult
their professional advisers without delay.
(b) The statements do not cover all aspects of Jersey or UK taxation that may be relevant to, or
the actual tax effect that any of the matters described herein will have on, the acquisition,
ownership or disposition of Ordinary Shares in the Company by particular investors. The
statements in relation to UK taxation apply only to Shareholders who are the beneficial owners
of the Ordinary Shares but are not applicable to all categories of Shareholders, and in particular
are not addressed to (i) shareholders who do not hold their Ordinary Shares as capital assets;
(ii) Shareholders who own (directly or indirectly) 10% or more of the Company; (iii) special
classes of Shareholders such as dealers in securities or currencies, broker dealers, or investment

137
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
companies; (iv) Shareholders who hold Ordinary Shares as part of straddles, hedging or
conversion transactions; or (v) Shareholders who hold Ordinary Shares in connection with a
trade, profession or vocation carried on in the UK (whether through a branch or agency or
otherwise).
(c) Except where indicated, the statements below in respect of the taxation of dividends and
distributions and the taxation of chargeable gains only cover the principal UK tax consequences
of holding Ordinary Shares for holders who are resident in the UK for tax purposes although it
should be noted that special rules, which are not covered, apply to such holders of shares who
are not domiciled in the UK.

UK Taxation of dividends and distributions


(d) A UK holder, or a holder of Ordinary Shares who is carrying on a trade, profession or
vocation in the UK through a branch, agency or permanent establishment in connection with
which the Ordinary Shares are held will, depending upon the holder’s particular circumstances,
be subject to UK income tax or corporation tax as the case may be on the amount of any
dividends paid by the Company. An individual Shareholder who is resident in the UK for tax
purposes and who receives a dividend from the Company will be taxable at the dividend
ordinary rate (10% in 2004-05) and/or (depending on the amount of the holder’s overall taxable
income) at the dividend upper rate (32.5% in 2004-05). Therefore a higher rate taxpayer’s tax
charge will be 25% of the actual dividend received.
(e) A Shareholder resident outside the UK may also be subject to foreign taxation on dividend
income under local law. Shareholders who are not resident in the UK for tax purposes should
consult their own tax advisers concerning tax liabilities on dividends received from the
Company.

UK Taxation of chargeable gains


(f) A disposal, or deemed disposal, of Ordinary Shares in the Company by a Shareholder who is
either resident or ordinarily resident for tax purposes in the UK will, depending on the
Shareholder’s circumstances and subject to any available exemption or relief, give rise to a
chargeable gain or allowable loss for the purposes of the taxation of chargeable gains in the
UK.
(g) Broadly, Shareholders who are not resident or ordinarily resident for tax purposes in the UK
will not be liable for UK tax on capital gains realised on the disposal of their Ordinary Shares
unless such Shares are used, held or acquired for the purposes of a trade, profession or vocation
carried on in the UK through a branch, agency or permanent establishment or for the purposes
of such branch, agency or permanent establishment. Such Shareholders may be subject to
foreign taxation on any gain under local law.
(h) A Shareholder who is an individual and who has, on or after 17 March 1998, ceased to be
resident or ordinarily resident for tax purposes in the UK for a period of less than five complete
tax years and who disposes of the Ordinary Shares during that period may also be liable to UK
taxation of chargeable gains (subject to any available exemption or relief) as if, broadly, the
disposal was made in such Shareholder’s year of return to the UK.

UK Inheritance tax
(i) The Ordinary Shares will not be assets situated in the UK for UK inheritance tax purposes. A
gift of such assets by, or the death of, an individual holder who is domiciled, or is deemed to
be domiciled under certain rules relating to long residence or previous domicile, may (subject to
certain exemptions and reliefs) give rise to a liability to UK inheritance tax. For inheritance tax
purposes a transfer of assets at less than market value may be treated as a gift and particular
rules may apply where the donor reserves or retains some benefit.

EU Code of Conduct on Business Taxation


(j) On 3 June 2003, the European Union (‘‘EU’’) Council of Economic and Finance Ministers
reached political agreement on the adoption of a Code of Conduct on Business Taxation
(the ‘‘Code’’). Jersey is not a member of the European Union, however, the Policy & Resources
Committee of the States of Jersey has announced that, in keeping with Jersey’s policy of
constructive international engagement, it intends to propose legislation to replace the Jersey
exempt company regime by the end of 2008 with a general zero rate of corporate tax.

138
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
(k) It is intended that the new corporate tax will preserve tax neutrality (and so retain the existing
benefits of the exempt company regime through a revised fiscal structure). Unlike the exempt
company regime, it is anticipated that the new regime will not require an annual application/
election or the payment of any sum by the relevant company.

Jersey
(l) The Company will have ‘‘exempt company’’ status within the meaning of Article 123A of the
Income Tax (Jersey) Law 1961, as amended, for the calendar year ended 2005. The Company
will be required to pay an annual exempt company charge which is currently £600 in respect of
each subsequent calendar year during which it wishes to continue to have ‘‘exempt company’’
status. The retention of ‘‘exempt company’’ status, for so long as such status is available as a
matter of Jersey Law, is conditional on the Jersey Comptroller of Income Tax being satisfied
that no Jersey resident has a beneficial interest in the Company, except as permitted by
concessions granted by the Jersey Comptroller of Income Tax, and disclosure of beneficial
ownership being made to the Jersey Financial Services Commission. As an ‘‘exempt company’’,
the Company will not be liable to Jersey income tax other than on Jersey source income (except
by concession bank deposit interest on Jersey bank accounts).
(m) Holders of Ordinary Shares (other than residents of Jersey) are not subject to any tax in Jersey
in respect of the holding, sale or other disposition of such Ordinary Shares. So long as the
Company maintains its ‘‘exempt company’’ status, dividends on the Ordinary Shares may be
paid by the Company without withholding or deduction for or on account of Jersey income tax.

Stamp duty
(n) No stamp duties are payable in Jersey on the acquisition, ownership, exchange, sale or other
disposal of Ordinary Shares.
(o) Probate or Letters of Administration may be required to be obtained in Jersey on the death of
a registered holder of Ordinary Shares who is an individual with an estate in Jersey (which
includes for these purposes, Ordinary Shares). Stamp duty is payable in Jersey on the
registration of such Probate or Letters of Administration on the value of the deceased’s estate in
Jersey.

16. Consents
(a) The Competent Person’s Report from A.C.A. Howe International Ltd. set out in Part 2 of this
document and the name A.C.A. Howe International Ltd. included in the form and context in
which they appear with the written consent, which has not been withdrawn, of A.C.A. Howe
International Ltd. which accepts responsibility for it.
(b) Nabarro Wells has given and not withdrawn its written consent to the inclusion in this
document of references to its name, in such form and context in which it appears.
(c) Moore Stephens has given and has not withdrawn its written consent to inclusion in this
document of its name, reports and references to it in the form and content in which they appear
and accepts responsibility for its reports in accordance with paragraphs 45(2)(a)(iv) and 45(8)(b)
of Part VII of Schedule 1 of the POS Regulations.
(d) Hichens, Harrison & Co plc has given and has not withdrawn its consent to the inclusion in
this document of reference to its name, in such form and context in which it appears.

17. General
(a) The accounting reference date of the Company is 30 June.
(b) The Company was incorporated on 8 April 2005.
(c) Save as disclosed in this document, there has been no significant change in the trading or
financial position of the Group since 31 December 2004, the latest date to which audited
accounts have been prepared for the Group.
(d) No intellectual property rights are registered by the Group and the Group does not have any
material intellectual property rights, nor is the Group dependent on patents or other intellectual
property rights.

139
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
(e) Other than as disclosed in this document, there have been no significant recent trends
concerning the development of the company’s business nor any significant acquisitions or
disposals of assets since 31 December 2004, the latest date to which audited accounts have been
prepared for the Group.
(f) Save as disclosed in this document, the Directors are not aware of any exceptional factors that
have influenced the Group’s activities.
(g) Save as set out below and as otherwise disclosed in this document, no person, (other than the
Company’s professional advisers and trade suppliers) has received, directly or indirectly, from
the Company or any member of the Group within the 12 months preceding the date of this
document, or entered into contractual arrangements (not otherwise disclosed in this document)
to receive, directly or indirectly, from the Company or any member of the Group on or after
Admission, fees totalling £10,000 or more, securities in the Company to such value, or any other
benefit with a value of £10,000 or more at the date of Admission.
(h) The expenses of, and incidental to, the Admission, including commissions, registration and
listing fees, printing, advertising and distribution costs, legal and accounting fees and expenses,
are estimated to amount to approximately £550,000 and are payable by the Company.
(i) Copies of this document are available free of charge for one month from the date of Admission
from Nabarro Wells & Co. Limited, Saddler’s House, Gutter Lane, London EC2V 6HS and
from the registered office of the Company.

140
c92113pu050 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
PART 6
GLOSSARY

Aircore An air assisted coring method used in soft ground


Alteration Chemical or mineralogical alteration of a rock/mineral by
geological forces
Amphibolite Type of metamorphic rock defined by specific temperature and
pressure conditions
Anomalous Value of a given element that is deemed to be above the
background or normal value
Anticline A ‘\’ shaped fold or structure in stratified rocks with the oldest
rocks in the centre
Arenaceous Said of a sediment or sedimentary rock consisting wholly or in part
of sand-sized fragments, or having a sandy texture or the
appearance of sand; pertaining to sand or arenite. Also said of
the texture of such a sediment or rock
Argillaceous Pertaining to, largely composed of, or containing clay-size particles
or clay minerals, such as an argillaceous ore in which the gangue is
mainly clay; esp. said of a sediment (such as marl) or a sedimentary
rock (such as shale) containing an appreciable amount of clay
Arsenopyrite Arsenic-iron sulphide mineral
As the chemical symbol for arsenic
Assay The analysis of minerals, rocks and mine products to determine and
quantify their ingredients
Au Chemical symbol for gold
AusIMM Australasian Institute of Mining and Metallurgy
Ball Mill A heavy rotating mechanical cylinder designed to grind rock into
fine particles using steel balls as its grinding medium
Base Metal Any of the more common metals such as copper, lead, nickel,
tin and zinc
Breccia A rock comprised of broken fragments in a fine matrix
BRGM Bureau de Reserches Geologiques et Miniers
BSc Bachelor of Science
BChemE Bachelor of Chemical Engineering
Carbonate Relating to rocks rich in Calcium and / or Magnesium. Also a
sediment formed by the organic or inorganic precipitation from
aqueous, solution of carbonates of calcium, magnesium or iron, e.g.
limestone and dolomite
CChem Chartered Chemist
CEng Chartered Engineer
Channel sample A means of taking a sample from a rock face by collecting the
cuttings from a small channel
Conglomerate A sedimentary rock composed of non-angular pebbles of singular
or varied composition with a finer grained sandy or calcareous
matrix
CPEng Chartered Professional Engineer
CSci Chartered Scientist
Deposit An anomalous occurrence of a specific mineral or minerals within
the Earths crust

141
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Devonian A geologic period that extends from about 408 to 360 million years
ago
Diamond Drilling Drilling method, which obtains a cylindrical core of rock by drilling
with an annular bit set with diamonds
Dip Inclination of a geological feature/rock from the horizontal
(perpendicular to strike)
Dislocation The relative displacement to either side of a fracture
Disseminated Fine grained material scattered quite evenly throughout the rock
Dykes Often thin and tabular intrusive rocks that are discordant to host
rocks
EM Electromagnetic geophysical survey technique
Epigenetic Pertaining to mineralisation which formed later than its enclosing
rocks
Epidote A basic silicate of aluminium, calcium, and iron; a common rock-
forming mineral with albite and chlorite in low-grade metamorphic
rocks and an accessory in some igneous rocks
Facies Unit defined by its geological features
Fault A fracture in a rock along which there has been displacement of the
two sides.
FAusIMM Fellow of the Australasian Institute of Mining and Metallurgy
Feasibility study A detailed study of the economics of a project based on technical
calculations and specific mine designs undertaken to a sufficiently
high degree of confidence to justify a decision on construction
Felsic Term pertaining to siliceous, feldspar-rich rocks. (usually light
coloured)
FIChemE Fellow of the Institution of Chemical Engineers
FIEAust Fellow of the Institution of Engineers, Australia
FIMMM Fellow of the Institute of Materials, Minerals and Mining
Fissile Capable of being easily split along closely spaced planes; exhibiting
fissility. Said of bedding that consists of laminae less than 2 mm
thick
Footwall The underlying side of a fault, orebody or mine working
g Gram
g/t Unit of grade for precious metals: grams per tonne
(= parts per million)
Gamma ray spectrometry A geophysical survey method used to distinguish different rock
types and alteration types by their radioactivity.
Geochemical prospecting techniques which measure the content of specified
metals in soils and rocks; sampling defines anomalies for further
testing
Geochemical Anomaly An abnormal concentration of elements in soil or rock indicative of
underlying or nearby metal deposits
Geochemical soil sampling Prospecting technique using samples of soil and laboratory analysis
Geophysical prospecting techniques which measure the physical properties
(magnetism, conductivity, density, etc) of rocks and define
anomalies for further testing
Geophysical Survey Prospecting technique using physical differences between rock
formations to operate anomalies
GIS Geographical Information System often used to compile
exploration data

142
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Grab Sample Sample collected at irregular intervals from surface outcrops, mine
dumps etc., not necessarily representative of the material sampled
Grade The quantity of ore or metal in a specified quantity of rock
Granite Medium to coarse-grained quartz-rich igneous rock usually light
coloured
Granitoids Group of rock types related to granite
Grass-roots Early stages of exploration including activities such as mapping and
geochemical sampling
Hangingwall The overlying side of a fault, orebody or mine working
Hornfels A fine-grained rock composed of a mosaic of equidimensional
grains without preferred orientation and typically formed by heat
during contact metamorphism by an igneous body
Hydrothermal The name given to any processes associated with igneous activity
which involve heated or superheated water
Igneous Applied to rocks solidified from a molten state
IMMM The Institution of Materials, Minerals and Mining
Indicated Mineral Resource That part of a Mineral Resource for which tonnage, densities,
shape, physical characteristics, grade and mineral content can be
estimated with a reasonable level of confidence. It is based on
exploration, sampling and testing information gathered through
appropriate techniques from locations such as outcrops, trenches,
pits, workings and drill holes. The locations are too widely or
inappropriately spaced to confirm geological and/or grade
continuity but are spaced closely enough for continuity to be
assumed
Inferred Mineral Resource That part of a Mineral Resource for which tonnage, grade and
mineral content can be estimated with a low level of confidence. It is
inferred from geological evidence and assumed but not verified
geological and/or grade continuity. It is based on information
gathered through appropriate techniques from locations such as
outcrops, trenches, pits, workings and drill holes which may be
limited or of uncertain quality and reliability
Intrusive Derived from molten material that originated and solidified
beneath the Earth’s surface
Intrusion Body of igneous rock that invades older rocks
In-Situ In place
IP Induced Polarisation geophysical survey technique
Isoclinal folding Tight folding of a rock band/strata whereby the limbs between fold
hinges are parallel
JORC code Australasian code for reporting of Mineral Resources and Ore
Reserves
km Kilometre
Laterite Residual deposits of iron oxide formed as a result of weathering
under specific climatic conditions
Limb Geological term for one side/part of a fold
Limestone A sedimentary rock comprised almost entirely of calcium carbonate
Lithology Description of the characteristics of rocks
Logging Recording geological, geotechnical and other information from
drill core
Mafic Descriptive of igneous rocks composed predominantly of
magnesium and iron rock forming silicates

143
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
MAIMM Member of the Australasian Institute of Mining and Metallurgy
MAppSc Master of Applied Science
Measured Mineral Resource That portion of a mineral resource for which tonnage, densities,
shape, physical characteristics, grade and mineral content can be
estimated with a high level of confidence. It is based on detailed and
reliable exploration, sampling and testing information gathered
through workings and drill holes. The locations are spaced closely
enough to confirm geological and/or grade continuity
Mesothermal A hydrothermal ore deposit formed at intermediate temperatures
(2008-3008)
Meta A prefix attached to the name of any rock which has undergone
metamorphism
Metallurgical Describing the science concerned with the production, purification
and properties of metals and their applications
Metallurgical Testwork Studies pertaining to the metal content of a rock and the extraction
of such metals
Metamorphism Process by which rocks are changed by heat and pressure
Metasediment Sedimentary rocks that have undergone varying levels of
metamorphism but are still recognisable as original sediments
Metavolcanic A volcanic rock that has undergone some metamorphism
MIMMM Member of the Institution of Materials, Minerals and Mining
Mineral Resource A concentration or occurrence of material of intrinsic economic
interest in or on the Earth’s crust in such a form and quantity that
there are reasonable prospects for eventual economic extraction.
The location, quantity, grade, geological characteristics and
continuity of a Mineral Resource are known, estimated or
interpreted from specific geological evidence and knowledge.
Mineral Resources are sub-divided, in order of increasing
geological confidence, into Inferred, Indicated and Measured
categories
Mineralisation The concentration of metals and their chemical compounds within
a body of rock
Mineralised Containing ore minerals
MRACI Member of the Royal Australian Chemical Institute
MSc Master of Science
Mt Million metric tonnes
MTMS Member of The Metallurgical Society
Mudstone A sediment comprised of very fine grains
NPV Net present value
Oceanic Basin A geological environment between continental plates which often
grows to form the sea floor of large oceans
Ore Reserve The economically mineable part of a Measured or Indicated
Mineral Resource. It includes diluting materials and allowances for
losses which may occur when the material is mined. Appropriate
assessments, which may include feasibility studies, have been
carried out, and include consideration of and modification by
realistically assumed, mining, metallurgical, economic, marketing,
legal, environmental, social and governmental factors. These
assessments demonstrate at the time of reporting that extraction
could reasonably be justified. Ore Reserves are sub-divided in order
of increasing confidence into Probable Ore Reserves and Proved
Ore Reserves

144
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Orebody The volume of rock containing the mineral resource
Orogenic Pertains to coastal forces resulting in mountain building
oz troy ounce (= 31.1034 grammes)
Oxide Ore Soft, weathered ore. Formed by the processes of saprolite
weathering near surface
Pegmatite A very coarse grained igneous intrusion
Permian A geological time period from 286 to 248 million years ago
Phanerozoic Cambrian and later time wherein fossil evidence is abundant
Phyllite A laminated metamorphic rock derived from clay rich sediments.
Pitting A means of exposing and sampling near-surface geology by digging
a vertical hole
PL Prospecting Licence
Pluton A large body of igneous rock which solidified beneath the Earth’s
surface
Porphyritic Texture in igneous rocks containing relatively large crystals set in a
finer grained ground mass
Porphyry (porphyries) Rock names usually applied to hypabyssal rocks containing large
crystals (phenocrysts)
ppb Parts per billion (1,000 million)
ppm Parts per million – equivalent to grams per tonne
Probable Ore Reserve The economically mineable part of an Indicated, and in some
circumstances Measured Mineral Resource. It includes diluting
materials and allowances for losses which may occur when the
material is mined. Appropriate assessments, which may include
feasibility studies, have been carried out, and include consideration
of and modification by realistically assumed, mining, metallurgical,
economic, marketing, legal, environmental, social and
governmental factors. These assessments demonstrate at the time
of reporting that extraction could reasonably be justified
Prospect An area of ground considered worthy of investigation with respect
to mineral potential
Proved Ore Reserve The economically mineable part of a Measured Mineral Resource.
It includes diluting materials and allowances for losses which may
occur when the material is mined. Appropriate assessments, which
may include feasibility studies, have been carried out, and include
consideration of and modification by realistically assumed, mining,
metallurgical, economic, marketing, legal, environmental, social
and governmental factors. These assessments demonstrate at the
time of reporting that extraction could reasonably be justified
Pyrite Iron sulphide mineral
Quartz A common rock forming mineral (SiO2)
Quartzite A rock type formed predominantly of recrystallised quartz
RAB Rotary Air Blast drilling technique
RC Reverse Circulation drilling technique
Regolith Unconsolidated rock material resting on bedrock, found near the
Earth’s surface
Reserve See ‘‘Ore Reserve’’
Rhyolite A group of extrusive igneous rocks, typically porphyritic and
commonly exhibiting flow texture, with phenocrysts of quartz and
alkali feldspar in a glassy to cryptocrystalline groundmass; also,
any rock in that group; the extrusive equivalent of granite

145
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Sandstone A sedimentary rock comprised of sand-sized grains in a fine grained
matrix
Saprolite In-situ chemically altered rock. A term often applied to the lower
portion of the weathered profile in tropical areas
Schist Metamorphic rock type with a characteristic layered fabric
Sediment An accumulation of solid matter usually transported by and
deposited from water
Sedimentary Rock type formed from fragments of other rocks, laid down by/in
water
Semi-pelite Partially metamorphosed clay rich rocks
Sericite A fine grained white micaceous mineral often the product of
alteration processes
Serpentinised Pertaining to mafic rocks which have been hydrothermally altered
Shale A type of laminated sedimentary rock
Shear zone Fault zone, often associated with fluid movement and
mineralisation
Siltstone Type of fine grained sedimentary rock
Specific Gravity The ratio of the weight of a substance to the weight of an equal
volume of water, expressed as a number
Stratabound Any type or types of orebody concordant or discordant in
sediments, which are restricted to a particular part of the
stratigraphical column
Stratiform Having the form of a bedded layer but without internal bedding
features
Silicification Introduction of silica into a non siliceous rock via groundwater or
fluids of igneous origin
Stockwork Mineral deposit formed of a network of small, irregular cross-
cutting veins so closely spaced that it may be mined as a unit
Strike Direction taken by a structural surface such as a fault or bedding
plane as it intersects a horizontal plane
Stringer Narrow quartz vein/veinlet
Sulphide Metalliferous minerals formed with sulphur and often iron
Supergene (enrichment) Re-precipitation of sulphides and oxides by descending acidic
groundwater which has leached such from the surface zone of an
ore deposit
Syncline A U-shaped fold or structure in stratified rocks, with youngest
rocks in the centre
Syngenetic Pertaining to mineralisation which formed at the same time as the
enclosing rock
t Metric tonne
Tectonic Relating to a major structural event
Thrust Low angle reverse fault
Tonalite A quartz diorite which is particularly rich in aluminium and sodium
tpa tonnes per annum
Tremolite Amphibole group with magnesium replaced by iron, and silicon by
aluminum toward actinolite; in low-grade metamorphic rocks such
as dolomitic limestones and talk schists
Trenching A means of exposing and sampling near-surface geology by digging
a trench

146
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
Triassic A geologic period that extends from about 248 to 202 million years
ago
Tuff A general term for all consolidated fine grained pyroclastic rocks
Ultramafic Igneous rock type defined by its high dark mineral content
Unconformable/unconformity Lack of parallelism between rock strata in sequential contact,
caused by a time break in sedimentation
Vein/veinlet Small conduit within larger rock mass, consequently comprised of
quartz or carbonate
VLF Geophysical exploration technique using Very Low Frequency
waveforms
VMS Volcanogenic Massive Sulphides
Volcanic Petaining to igneous rocks which have been erupted from volcanoes
Weathering Degradation of rocks at the Earth’s surface by climatic forces

147
c92113pu060 Proof 6: 23.6.05 B/L Revision: 0 Operator MilV
imprima de bussy — C92113

Das könnte Ihnen auch gefallen