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Graphics
Annual
Report
2024

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Capital Limited
Annual Report 2024
Sustainability
Corporate
Governance
Financial
Statements
Supplementary
Information
Strategic
Report
1
For more investor relations | www.capdrill.com/investors
S
ustainability
31 Sustainability
40 TCFD Report
Corporate Governance
55 Chair’s introduction to Governance
57 Corporate Governance Report
66 Statement of Compliance
67 Board of Directors
70 Audit and Risk Committee Report
75 Nomination Committee Report
78 Sustainability Committee Report
80 Remuneration Committee Report
95 HSSE C
ommittee Report
96 I
nv
estment Comm
ittee Report
97 Directors’ responsibilities St
atement
Financial Statements
99 Independent Auditor’s Report
106 Consolidated Statement
of Profit or Loss and Other
Comprehensive Income
107 Consolidated Statement
of Financial Position
109 Consolidated Statement
of Changes in Equity
110 Consolidated Statement
of Cash Flows
111 Notes to the Consolidated
Financial Statements
About Capital
Capital is a leading mining services company
providing a complete range of drilling, mining,
maintenance and geochemical laboratory
solutions to customers within the global
minerals industry
What’s inside
2 2024 in review
4 Our Company at a glance
5 Executive Chair’s Statement
Strategic Report
9 Investment Case
10 B
usiness Model
11 St
rategy
16 K
ey Performance Indicators
18 Operational Review
18 Capital Drilling
19 Capital Mining
20 MSALABS
21 Capital Investments
22 Capital Innovation
23 Chief Financial Officer’s Review
26 Principal Risk
s
30 Viability Statement
31
SUSTAINABILITY
5
EXECUTIVE CHAIR’S
STATEMENT
10
OUR BUSINESS MODEL
57
CORPORATE
GOVERNANCE REPORT
Supplementary Information
152 Alternative Performance Measures
155 Shareholder Information

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2024
2024
$318.4m
$91.8m
$290.3m
2022 2023
$86.4m
2022 2023
$348.0m
$80.0m
2024 in review
REVENUE
$348.0m
The Group has
delivered outstanding
compound annual
revenue growth of
27% CAGR
since 2020
ADJUSTED EBITDA
$80.0m
Margins reflect
investment in
growth areas
23%
for 2024
Award of new mining
contract at Reko Diq
Subject to final contract negotiations,
majority of our mining fleet will be sent to
Reko Diq to commence early civils work and
TSF construction during 2025.
Commencement of USA
operations
Our new drilling contract at Nevada
Gold Mines commenced during the year,
expanding our drilling footprint to the
Americas.
Record revenues for
MSALABS
MSALABS achieved its highest ever
revenues during the year, underpinned by
our rollout of the PhotonAssay
technology
and remain as the largest global distributor
of this technology.
Investment in Eco
Detection
We made a strategic investment in Eco
Detection and secured an exclusive
arrangement to distribute their Ion-Q
technology within the mining industry.
This is the world’s first fully autonomous,
multiparameter, laboratory-grade water
analysis system.

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BY REGION
MENA
CAF/WAF
EAF
ROW
BY SERVICE
Drilling and Associated
Mining
MSALABS
BY LOCATION
Mine site
Non-Mine site
BY ACTIVITY
Production
Development
Exploration
Underground
Mining
MSALABS
Other
NUMBER OF COUNTRIES
EMPLOYEES NATIONALS
2,854 93.5% 22
Our company at a glance
Our global coverage
Committed to safety, training and local employment
Labs Drilling
Corporate office
Mining
A diverse portfolio across
geography and service

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More information | Page 18 More information | Page 20More information | Page 19] More information | Page 21 More information | Page 22
Our company at a glance continued
End-to-end integrated mining services offering
A complete range of drilling
solutions for projects across
the mining cycle from
exploration to production.
Our expanded portfolio
includes some of the world’s
largest miners at tier one
assets across Africa, the
Americas and the
Middle East.
Load and haul services for
mining operations, delivering
additional diversification to
the Group by moving further
along the value chain.
A global provider of
innovative geochemical
laboratory services for the
exploration and mining
sector, and the largest
distributor of PhotonAssay
technology. Leveraging
the latest techniques and
technologies, we facilitate
accurate, efficient, safe and
environmentally responsible
analysis.
Comprising direct
investments in both
publicly traded and private
companies, Capital
Investments constitutes
an important element of
our business development
strategy, allowing us to
leverage our infrastructure,
relationships and expertise by
investing in exploration and
mining companies which are
strategically aligned with our
broader operations.
Capital Innovation provides
the Group with further
diversification of service
offering which can contribute
to enhanced productivity,
efficiency and sustainability
through screening and
adopting new technology
relevant to the mining
industry.

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Executive Chair’s statement
Capital is undergoing a transition to
create a platform for profitable growth
2024 has been a year of intense activity
for Capital, as we navigated the
challenges of ramping up multiple projects
simultaneously. This pivotal year of
transition is, however, expected to give the
business a clear roadmap ahead - one that
will see us evolve into a larger, more resilient
business positioned to deliver consistent
margins across the full market cycle.
Laying the foundations for this growth, we
entered the USA market during the year across
drilling and MSALABS. As previously guided,
this has not been without its difficulties with
the ramp-up falling behind our expectations,
therefore negatively impacting our Group
financials. In response to challenges faced
this year, we have implemented a series of
structural changes within our management
team to enhance our ability to successfully
capitalise on the significant growth
opportunities available to the Group.
Whilst we recorded a 9% increase in
Group revenue to $348.0 million, our
mining division saw the conclusion of its
two existing contracts. However, we have
successfully navigated this by securing,
pending final negotiations, a material new
contract at Barrick’s world-class project
Reko Diq, strengthening our position for
long-term success and utilising the majority
of our mining fleet in this new location.
Whilst we will see lower mining revenues
for 2025, equipment will start to arrive on
site during H1 and begins to meaningfully
ramp up in H2. We are excited to be
bringing our services to Reko Diq at the
very beginning of its development. This
operation is set to be one of the world’s
largest, longest life and lowest cost copper-
gold operations. Our mining contracts,
which build on the drilling contracts already
in place, will involve both early works civils
and tailings storage facility mining services
and reinforces our reputation for load and
haul services with blue-chip customers.
In MSALABS we are consolidating our
existing platform in key strategic locations.
During 2025 we will also be constructing
a state-of-the-art laboratory at Nevada
Gold Mines (“NGM”) that will add wet
chemistry and multi-element capabilities
from 2026 and see NGM grow to the
largest single operation of MSALABS.
Through this in conjunction with the rollout
of further laboratories, we remain confident
in revenues for MSALABS surpassing $80
million annualised revenue.
Following a major investment cycle over the
past four years, we see significant growth
coming on stream across MSALABS, our
mining division and through continuing
to leverage our strong drilling platform.
Highlights for the year
In 2024 we continued
to invest across the
business to drive future
growth.
The Group achieved an
outstanding, industry-
leading performance in
safety.
TRIFR
1
See my introduction to
Governance | Page 55
See my Biography | Page 67
0.78
1. Total Recordable Injury Frequency
Rate. Per 1,000,000 hours worked
2024 has been a year
of transition as we ramp up
multiple large scale projects
in new geographies.”
Jamie Boyton
Executive Chair

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Executive Chair’s statement continued
Broad ranging services across
the value chain
The comprehensive range of services
we offer across the value chain is a key
differentiator for Capital, providing diversified
revenue streams and a long-term business
model, while also fostering stronger, more
enduring relationships with our clients by
delivering end-to-end solutions. Our clients
are increasingly recognising our broad
offering, expanding their contracts with
us to include multiple sites and a wider
combination of services across drilling,
laboratories, earthmoving and in some cases
investment.
Innovation and technology are central to
our strategy and to expanding our service
offering, with the Board placing significant
emphasis on driving advancement within
our sector. We remain at the forefront of
the mining industry by actively seeking new
opportunities and adopting cutting-edge
technologies that drive efficiencies, deliver
environmental benefits and create value
for both our business and our customers.
In 2024 we made a ~$7 million strategic
investment in Eco Detection, acquiring a
~22% ownership stake in the company and
also securing an exclusive arrangement
for the distribution of this technology to
the mining industry. Eco Detection’s Ion-Q
platform is the world’s first fully autonomous,
multiparameter laboratory grade water
analysis system and, while still in its early
stages, we look forward to introducing
this new t
echnology to our clients and the
broader mining industry.
Progressing our approach
to sustainability
We continue to have a strong focus on
advancing sustainability across our business
and will provide a comprehensive update to
our stakeholders in our second standalone
Sustainability Report. In addition to
upholding our excellent safety record, some
of our key commitments include investing
in the ongoing training and development
of our workforce and creating value for
the countries in which we operate, with
93.5% of our workforce coming from their
countries of operation. In alignment with
our environmental commitments, we have
made further progress with our reporting in
line with the Task Force on Climate-Related
Financial Disclosures (TCFD) in this Annual
Report. We continue to identify innovative
ways of helping our customers address
sustainability-related challenges be that
through improved accuracy and efficiencies
with related environmental benefits,
examples being PhotonAssay
and Eco
Detection’s Ion-Q platform or through
partnering with major OEM supplier Epiroc to
field test the innovative SmartROC D65 BE, a
battery-electric surface drill rig for the mining
and construction industry.
Delivering across cycles
Exploration activity and capital spending
across the mining industry has remained
relatively subdued despite strong commodity
pricing, with current exploration and capital
expenditure budgets insufficient to meet the
projected demand for minerals in coming
years. Global exploration investment remains
considerably and unsustainably below
previous cycle peaks.
By strategically refining our customer base
to focus on blue-chip customers which are
better positioned to access capital, and
operate world-class, low-cost operations,
we insulate the Company from fluctuating
market trends and we believe we can drive
sustainable returns through the cycles.
Heightened geopolitical tensions throughout
2024 have made operating in some
jurisdictions challenging, reinforcing the
benefits of our geographical diversification
strategy. With a long history of operating
successfully on the continent, Africa remains
a significant contributor to our Group.
However, we have selectively reduced
exposure from West Africa and towards
further growth in East Africa and in Southern
Africa. We are also increasing our presence
in North America through both drilling and
MSALABS and in Pakistan through drilling
and earthmoving at Reko Diq.
Importantly this growth comes with
reduced capital expenditure, largely utilising
equipment we already own. This allows us
concentrate on successfully finalising the
current ramp ups to drive cash flow
and a return on our investments.
Consistency remains core
to the business
Underpinning our enduring customer
relationships with blue-chip, large-scale miners
has been our commitment to an industry-
leading operational, technical and safety
performance. Safety has firmly remained
our f
irst priority, enabling us to maintain our
outstanding recording 2024, with a Total
Recordable Injury Frequency Rate (TRIFR)
of 0.78 in 2024 (2023: 0.75) (per 1,000,000
hours worked). This consistent, best-in-class
performance is credit to the diligence we
apply to safety management and all practices
across our business, and I congratulate our
employees for their efforts. We also maintained
very strong utilisation across our drilling fleet
of 73% in the year in spite of some of the
challenges we faced in commissioning various
new projects.
Our focus for 2025 will be to drive this same
consistency across our projects still in ramp up
as well as efficiently redeploy our mining fleet
to Reko Diq to reach steady state operations
and ultimately strong margins and returns.
The Board of Directors has declared a final
dividend for 2024 of 1.3cps. This brings the
total dividend declared in relation to 2024
to 2.6cps, representing a ten-year history of
consistent returns to shareholders.

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Board, Governance structures and
Executive Management changes
The Board was deeply saddened by the
passing of our valued fellow member
David Abery, who made such considerable
contributions to the business since 2017.
David’s commitment to Capital and pivotal
role in further progressing our approach
to governance and risk during a time of
accelerated growth leaves a lasting legacy.
We have welcomed Graeme Dacomb onboard
as an Independent Non-Executive Director,
Chair of the Audit & Risk Committee, and
member of the Nomination and Remuneration
Committees. In addition, Michael Rawlinson
has been appointed Senior Independent
Director, Anu Dhir has been appointed Chair
of the Nomination Committee and Alex
Davidson has been appointed Chair of the
Investment Committee.
In early 2025 the Company’s CEO, Peter
Stokes, tendered his resignation which
was accepted by the Board. The senior
management team will report to myself in
my role as Executive Chair. I would like to
thank Peter for his tireless efforts through
this challenging time and wish him the best
of success in his future endeavours.
Together with the full Board, I would also
like to take this opportunity to thank all our
employees for their hard work this year, as
well as our customers, investors and the
communities where we operate for their
continued support.
Outlook
Whilst we acknowledge challenges
throughout the year, we remain positive
about the longer-term outlook for the
business. We have set a clear pathway to
overcoming operational and organisational
hurdles, driving a return to peer leading
profitability and resuming revenue growth
into 2026 and beyond.
Jamie Boyton
Executive Chair
Our values
SAFETY
Uphold our exceptional health
and safety standards and focus
on everyone’s well-being.
RESPECT
Respect colleagues, clients, the
environment and the cultures and
communities where we operate.
UNITY
Operate as a fully inclusive
global team.
INTEGRITY
Be frank honest and open,
developing relationships and seeing
things through to completion.
SUSTAINABILITY
Identify, develop and implement
initiatives to lessen our
environmental impact.
EXCELLENCE
Be responsive, innovative and
entrepreneurial, taking ownership
and always striving for the best
outcomes.
We take pride in and remain committed to
industry-leading operational, technical and
safety performance.”
Executive Chair’s statement continued

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9 Investment Case
10
BUSINESS MODEL
11
STRATEGY
10 Business Model
11 Strategy
16 Key Performance Indicators
18 Operational Review
18 Capital Drilling
19 Capital Mining
20 MSALABS
21 Capital Investments
22 Capital Innovation
23 Chief Financial Officer’s Review
26 Principal Risks
30 Viability Statement
Strategic Report

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Investment Case
Five key reasons to invest
More information | Page 10 More information | Page 11More information | Page 12 More information | Page 13 More information | Page 15
Premium provider to blue-
chip customers, with
integrated and diversified
business model.
Protecting stakeholder value
through an unwavering
commitment to our
employees and best-practice
safety standards.
Well-placed to capitalise on
structural underinvestment
in the multi-year exploration
and development cycle and
geographically diversified
operations.
Giving strong visibility on
revenue and margins into
the future.
Underpinned by robust
balance sheetproviding
catalysts to valuation upside.
Best-in-class
operator
Peer leading Strategic positioning
safety record
Tier-one client
portfolio
Strong growth
profile

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Creating value as an integrated,
end-to-end mining services provider
CAPITAL’S STRENGTHS
Robust approach to capital
allocation and strong cash
generation
Committed m
anagement team and
workforce with proven expertise
and a strong focus on safety
Responsible e
nvironmental
management and focus on
sustainable resource usage
High-q
uality equipment and
machinery
Innovative a
pproach and ability to
commercialise technology across
the business
Strategic c
ontract selection
with emphasis on tier one asset
exposure
Longstanding, tr
usted relationships
with blue-chip customers and wider
stakeholders
WHAT WE DO
An integrated end-to-end mining service provider
from exploration, through development, production and processing
THE VALUE CAPITAL CREATES
OUR BUSINESSES
Business Model
Innovation
MSALABSInvestments
Mining and
drilling
Investors
Consistent and sustained shareholder
value with a long history of strong
dividend payments
Employees
Commitment to training, development and
providing fair wages
Customers
Capital prioritises building lasting customer
relationships by delivering value and focusing
on innovation to address their needs,
upholding its strong track record in quality,
safety and sustainability
Local communities
Providing socio-economic value for our local
communities through local employment, local
procurement, skills transfer and community
development programmes in collaboration
with our customers
Suppliers
Fair and transparent contracting processes
and payment terms; we endeavour to use
local suppliers wherever possible
Governments / regulators
Economic contributions through local
employment, local procurement and fair and
transparent payment of taxes; compliance
with legislative requirements
Mineral geochemical analysis
Dewatering
Drill and blast
Load and haul
Crushing
On-site laboratories
Down-hole tool rental
Surveys and core orientation
Drilling
Investments
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Strategy
Driving profitable and reliable growth.
We leverage our lasting and longstanding blue-chip customer partnerships, with a strategic focus on tier one companies
and assets and taking a robust but flexible approach to capital allocation to drive stakeholder returns.
Our four strategic pillars are:
Resilience and stability, underpinned
by lasting blue-chip customer
partnerships
More information | Page 13
PARTNERSHIPS
GROWTH
Driving profitable and reliable
growth through integrated
end-to-end service offering
More information | Page 15
CAPITAL
EFFICIENCY
Focus on capital efficiency,
balance sheet flexibility and
robust returns
More information | Page 14
PEOPLE
Best-in-class safety and
operational excellence, driven
by the strength of our people
OPERATING AT SUKARI SINCE
2005
ADJUSTED CASH FROM OPERATIONS
$77.1m
(2023: $84.3M)
NATIONAL EMPLOYEES
93.5%
(2023: 92.4%)
REVENUE
$348.0m
(2023: $318.4m)
DIVIDEND
2.6CPS
(2023: 3.9cps)
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Capital’s Health, Safety, Social and
Environment (HSSE) management
system is ISO 45001, ISO 14001 and ISO
9001 compliant, and annually assessed
by independent auditors
Consistent bes
t in class safety record
Training oppor
tunities provided
through our joint venture partnership,
the International Apprenticeship and
Competency Academy (IACA)
Focus on
local employment with
clear training and talent development
strategies in place
Capital’s H
ealth, Safety and Wellbeing
Policy outlines our commitment
to protecting the wellbeing of our people
and actively supporting a culture of zero
harm, setting measurable objectives
to drive continual improvement toward
an injury-free workplace in alignment with
our core values
Strategy continued
People
Best-in-class safety and operational excellence,
driven by the strength of our people
Capital, in partnership with the IACA in Tanzania,
plays a critical role in providing UK-accredited
vocational training, skill development and
competency transfer to its workforce and the wider
industry across Africa. This collaboration enhances
the Company’s capacity to foster skill development
by equipping workers with internationally recognised
qualifications.
IACA was honoured as the Africa and Rest of the
World Regional Training Provider of the Year at the
prestigious 2024 Engineering Construction Industry
(ECI) Training and Development Awards. This
accolade highlights IACA’s outstanding contributions
to vocational training and its commitment to
elevating skill standards.
As the only ECITB global licensed training provider
in Tanzania, IACA is dedicated to improving the
quality of vocational training and expanding
opportunities for Tanzanian workers. The academy
is rapidly growing its network of technical training
centres to support industrial development and offers
internationally accredited programmes, including
the International Health and Safety Passport
and the Chargehand Development Course.
These programmes ensure that Tanzanians gain skills
aligned with global industry standards. By assessing
and upskilling thousands of existing tradespeople,
IACA is making a significant impact in building
a competent workforce to support Tanzania’s
expanding industries.
see further detail on our approach to health and
safety and our people on | Page 36
Our strategy in action:
International Apprenticeship and Competence Academy recognised
for training excellence
TRIFR
1
0.78
(2023: 0.75)
LOCAL EMPLOYMENT
93.5%
(2023: 92.0%)
TOTAL EMPLOYEES
2,854
(2023: 2,739)
1 per 1,000,000 hours
worked
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Strategic focus on long-life, tier one
assets
Strong t
rack record of repeat revenue
through trusted relationships with blue-
chip customers, leading to contract
extensions and renewals
Maintain ex
cellent track record of
operational delivery:
Quality pr
oviding premium service
with high-quality equipment; our fleet
maintains consistently high reliability
and availability which is achieved
through an extensive maintenance
and rebuild programme
Safety unw
avering commitment to
safety demonstrated by our excellent
safety record
Sustainability p
rioritising
local employment; focused on
skills development and training;
maintaining responsible environmental
management
Stability, f
lexibility and resilience provided
by diversification; both as an integrated
service provider and operating across
the mining cycle
Strategically pos
itioned to understand
customer requirements through existing
relationships and investments
Strategy continued
Partnerships
Resilience and stability, underpinned by lasting
blue-chip customer partnerships
Our strategy in action:
Expanding our service offering at Reko Diq
Since early 2023, Capital has been providing reverse
circulation and diamond drilling geotechnical
services at Reko Diq, Barrick’s 50%-owned major
copper-gold project in Pakistan. This strategic
partnership positions us strongly for further contract
awards as the project progresses.
Building on this, we have been awarded, subject to
final contract negotiation, a material mining contract.
These additional works include early works civils and
also the TSF.
Following the conclusion of two mining contracts
at Sukari, Egypt, and Belinga, Gabon, in 2024, this
contract will see the majority of our mining fleets
deployed at this large-scale operation.
OPERATING AT SUKARI
GOLD MINE SINCE
2005
CHRYSOS-BARRICK
PARTNERSHIP SINCE
2023
OPERATING AT GEITA
SINCE
2006
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Focus on capital efficiency, balance sheet
flexibility and robust returns
Maintaining ba
lance sheet flexibility to
take advantage of opportunities, fund
growth and deliver shareholder returns
Strong r
elationships with providers of
capital (banks, OEM, finance and asset-
backed finance) as demonstrated by the
upsizing of our revolving credit facility
(RCF) in 2024
Effective al
location of capital to achieve
organic and inorganic growth and deliver
long-term stakeholder value through:
long-lif
e, low-cost, high ROCE projects
early-s
tage investments; benefiting
from positive macro-fundamentals
in an industry with scarce access
to capital
shareholder r
eturns
Strong f
leet utilisation, with responsible
and efficient approach to maintenance
and upkeep
Strategy continued
Capital Efficiency
Utilising exisiting assets for future growth
Our strategy in action:
Disciplined approach with our asset base
We prioritise capital efficiency, ensuring we maintain
balance sheet flexibility to take on new opportunities
for growth and provide shareholder returns.
We continue to focus our drilling business on low-
cost, long-life mine sites, allowing us to achieve
strong rig utilisation rates and build resilience across
our operations.
Our recent mining contract win at Reko Diq enables
us to redeploy our mining equipment without major
additions to the mining fleet and continue our drive
for capital efficiency.
We have strong relationships with our RCF
providers, Standard Bank and Nedbank, having
initially taken out long-term facility with Standard
Bank in 2010.
RIG UTILISATION
73%
(2023: 73%)
NON-EXPLORATION
DRILLING REVENUE
87%
(2023: 85%)
2025 GUIDANCE -
CAPITAL EXPENDITURE
$45m
$55m
(2023: $70 - 80m)
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Corporate
Offices
MSALABS
Franchise
Mining and
Drilling
Drilling
and
MSALABS
Drilling
MSALABS
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Strategic focus on long-term contracts
with growth potential leveraging
our expertise across the value chain
and strong customer relationships to
“grow with our customers”, add service
contracts in other areas and increase our
presence at existing operations
Positioned at t
he forefront of mining
technologyadding new, innovative and
sustainable services and solutions to our
business model in line with customer
requirements
Building t
he optimal geographic footprint
long experience in Africa; extending
geographical reach
Benefiting from s
tructural
underinvestment in multi-year exploration
and development cycle; heavy skew
to mine site drilling (over exploration)
provides longevity and stability
Strategy continued
Growth
Driving profitable and reliable growth through
integrated end-to-end service offering
NEW MAJOR MINING
CONTRACT
Reko
Diq
DRILLING REVENUE
CAGR
1
17%
Since 2020
MSALABS REVENUE
CAGR
1
49%
Since 2020
1 Compound Annual
Growth Rate
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2023 $318.4m
REVENUE
$348.0m
2024 +9.3%
2023 $91.8m
ADJUSTED EBITDA
3
$80.0m
2024 -12.9%
2023 $84.3m
ADJUSTED CASH
FROM OPERATIONS
4
$77.1m
2024 -8.6%
3.9cps
DIVIDEND PER SHARE
2.6cps
2024 -33.3%
2023
2023 21.1%
ADJUSTED ROCE
2
14.2%
2024 -6.9%
1 All Alternative Performance Measures (APMs) used are defined on page 152
2 Adjusted ROCE
is calculated utilising EBIT adjusted for the cash cost of IFRS 16 leases and and exceptional items and average yearly capital employed excluding lease assets and liabilities
3 Adjusted EBITDA
include the cash cost of the IFRS 16 leases and exclude exceptional items
4 Adjusted Cash From
Operations includes the cash cost of the IFRS 16 leases
Key Performance Indicators
Financial KPIs
Relevance to Capital
Revenue serves as an
important metric for measuring
the Company’s overall success
in generating new income
across the business.
Relevance to Capital
Adjusted EBITDA serves as an
indication of the Company’s
efficiency in deriving profit from
its operational activities.
Relevance to Capital
Cash from operations is
the foundation from which
Capital can pursue future
opportunities.
Relevance to Capital
In addition to growth, Capital
returns value to shareholders
through consistent dividends.
Relevance to Capital
Adjusted ROCE serves as
a significant measure in the
Company’s ability to utilise its
asset base to generate profits.
Adjusted ROCE is included as
a metric in remuneration.
Performance
Revenue increased by 9.3%
as a result of new contract
wins across all of drilling and
MSALABS.
Performance
Adjusted EBITDA decreased
by 12.9% as the Company
continued its investment into
growth areas.
Performance
Adjusted Cash from
Operations decreased by 8.6%
as a result of lower margins
and higher lease payments.
Performance
Total 2024 dividend per share
decreased year-on-year as we
maintain capital discipline.
Performance
Adjusted ROCE reduced as we
redeployed our mining fleet to
new contracts.
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ADJUSTED EBITDA MARGIN
1
23.0%
2024
2023 28.8%
Relevance to Capital
Margins allow us to measure
the consistency of operating
performance across
the business.
Performance
Margins decreased during the
year predominantly driven by
investment in growth areas
and the increased revenue
contribution from MSALABS,
which generates lower
Adjusted EBITDA margins than
the rest of the Group.
AVERAGE RIG UTILISATION
73%
2024
2023 73%
Relevance to Capital
Tracking rig utilisation enables
the Company to assess
the effectiveness of its fleet
management strategies and
optimise resource allocation
to maximise returns.
Performance
Rig utilisation remains near
our target level, allowing us
to mobilise quickly to new
projects and also operate an
effective maintenance strategy,
key to ensuring we provide a
high quality of service.
92.4%
NATIONAL EMPLOYEES
93.5%
2024
2023
0.75
TRIFR
2
0.78
2024
2023
Key Performance Indicators continued
Operational KPIs
Relevance to Capital
Local employment is core
to our strategy and a key
way for Capital to provide
socio-economic benefits in
our countries of operation.
Nationalisation is included
as a metric in remuneration.
Performance
Our level of nationalisation
remains consistently high
across the Group in line with
our strategy.
Relevance to Capital
An indicator of safety in
the workplace and the
effectiveness of our training
and management controls to
maintain best safety practices.
Safety is included as a metric
in remuneration.
Performance
Group TRIFR remains as one
of the best performers in
the industry.
1 Adjusted EBITDA include the cash cost
of the IFRS 16 leases and excludes
exceptional items
2 Total R
ecordable Injury Frequency Rate per
1,000,000 hours worked
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Our core drilling business experienced a
further year of growth of 11.1% in 2024 to
$239.1 million (2023: $215.3 million), as we
begun to ramp up a number of key new
contracts. Our fleet utilisation of 73% (2023:
73%) remains at strong yet stable levels
for the year, even as we ramped up new
contracts during 2024.
Continued push in new geographies
Capital has continued to strategically push
into new geographies with an emphasis on
blue chip customers with tier one assets and
long-term contracts. We commenced our
first drilling contract in the Americas during
2024. This material drilling contract for the
Group with NGM marks a key milestone
in expanding our global presence and
establishing a platform for further growth
in the region. Whilst we have experienced
delays in reaching full capacity during
2024, management has spent significant
time on the ground to drive change and
improvements. These changes will be
implemented through the first half of 2025
as the contract continues to ramp up. 2024
also marked our re-entry into Zambia with
the award of a grade control drilling services
contract at Barrick’s Lumwana Copper
Mine, followed by the award of a diamond
drilling services contract at KoBold Metals’
Mingomba Copper Project.
Continued record of relationships
with blue-chip customers
Capital saw a number of contract renewals
through 2024 reinforcing our strong track
record of long-term partnerships. We
entered 2025 under a five-year extension
with Centamin at the Sukari Gold Mine, now
under new ownership of AngloGold Ashanti,
which will extend our activities on site to the
end of 2029, 25 years after we arrived at the
operation.
Furthermore we ex
panded our relationship
with Perseus during the year, with an
extension at its Sissingué Gold Mine in
Côte d’Ivoire, a new contract award at its
Yaouré Gold Mine in Côte d’Ivoire and the
award of a drilling services contract at its
Nyanzaga Gold Project in Tanzania.
Focus on world class assets to
enhance our contract portfolio
Our strategic focus on blue chip customers
comes with the additional benefit of
operating on world-class operations.
This typically equates to resilient, low-cost
operations that are well positioned to
withstand the cycles and also long mine lives
giving us longer-term visibility of returns.
A number of our contracts are particularly
notable in scale. NGM is the single largest
gold-mining complex globally, Reko Diq
copper mine in Pakistan is one of the largest
undeveloped copper-gold projects globally
and the Lumwana Project in Zambia is
set to be a tier one copper mine once the
expansion is complete.
A complete range of drilling
solutions for projects across the
mining cycle from exploration
to production. Our expanded
portfolio includes some of the
world’s largest miners at tier
one assets across Africa, North
America and the Middle East.
2024 REVENUE
$348.0m
COMPOUNDED GROWTH RATE SINCE 2020
~17%
DRILLING YEAR-ON-YEAR GROWTH
11.1%
Operational Review
Drilling
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Our mining business achieved marginal
revenue growth in 2024, up 0.8% to
$65.2 million broadly in line with 2023
($64.7 million). During the year, the Sukari
mining contract came to its natural end in
September 2024 while at Belinga, Fortescue
Metals Group took the decision to pivot its
development strategy from pre-production
mining to resource development and,
consequently concluded our mining contract.
Against this backdrop, we were delighted
to be awarded a major contract in early
2025, subject to final contract negotiations
with our longstanding customer, Barrick,
the operators of Reko Diq, to significantly
expand our service offering at its 50% owned
major copper project in Pakistan.
Major new contract anticipated
at Reko Diq, Pakistan
The new mining services contracts will utilise
the majority of Group’s combined mining
fleets from Sukari and Belinga and comprise
two components - early works civils and also
TSF mining services.
To this end, 2025 will represent a transitional
year for Capital’s mining division with the
first items of equipment due to arrive on site
in H1 2025, prior to commencing the agreed
scope and ramping up in H2 2025. The larger
scale equipment from Sukari, will gradually
commence operations from Q4 2025,
achieving run rate utilisation from the second
half of 2026.
The long-term outlook of this operation
is compelling, with an estimated life of
mine of ~40 years and Barrick seeing
exploration targets supporting the potential
to double that.
Building a track record for new
contracts
The Group’s first large-scale mining services
contract at Sukari which commenced in
early 2021, showcased our capabilities and
strengths. The contract ramped up ahead of
expectations, completed ahead of schedule
and maintained an exemplary safety record
throughout its duration. The waste mining
contract came to a natural conclusion at
the end of Q3 2024 following its successful
completion. This contract, which moved
130 million tonnes of material over a four-
year period, employed over 400 people and
operated a fleet of 17 trucks, 3 excavators,
alongside other support equipment.
Load and haul services for
mining operations, which delivers
additional diversification to the
Group by moving further along
the value chain.
WASTE MOVED OVER LIFETIME OF SUKARI
MINING CONTRACT
~130Mt
ANTICIPATED MAJOR NEW CONTRACT AWARD
Reko Diq Copper
Project
Operational Review continued
Mining
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Operational Review continued
MSALABS
Multi-year growth strategy
In 2024, MSALABS recorded revenue growth
of 13.5% to $43.6 million (2023: $38.4
million) with revenue CAGR of ~49% since
2020 ($8.91 million). Having experienced
delays in the ramp up of our significant
contract with NGM as well as lower than
expected utilisation across a number of
commercial laboratories, both contributing
to a longer approach to profitability, we
achieved strong growth in the latter part of
the year as ramp ups accelerated.
After recording a loss in 2024, MSALABS is
on a path towards profitability. Furthermore,
management made the decision to close
our operations in Ghana and Mali, which led
to an impairment in 2024 results. Alongside
changes across the management structure
including the appointment of a Chief
Operating Officer and the expansion of the
global business development team, we
believe this positions the business well to
continue its multi-year growth trajectory in
the coming years.
Building momentum with the largest
contract in MSALABS’ history
The growth in Q4 2024 revenues was largely
driven by our significant contract with NGM
beginning to receive samples. In 2025, this
five-year comprehensive laboratory services
contract will focus on the ramp up of the
PhotonAssay units while we progress
phase 2, which will see the addition of
wet chemistry and multi-element assaying
capabilities. Once complete, NGM will
represent the largest contract in this history
of MSALABS.
Largest global distributor of
PhotonAssay
technology
Having strategically positioned ourselves
as an early adopter of PhotonAssay
technology, MSALABS remains at
the forefront of the industry with the
largest international network of Chrysos
PhotonAssay
units. During 2024,
MSALABS continued to successfully roll
out units, building on the momentum since
announcing the expansion of our partnership
with Chrysos in July 2022 to see the planned
rollout of 21 units. Underpinning this rollout is
a global partnership with Barrick and Chrysos
to deliver its PhotonAssay
technology to
Barrick mine sites across four continents.
PhotonAssay offers several distinct
advantages: it provides results in minutes,
eliminates hazardous waste and reduces
emissions, ensuring a faster, more efficient
outcome and environmentally responsible
process. Additionally, the technology uses
a larger 500g sample size - up to 10 times
greater than traditional methodsdelivering
more accurate and representative results.
This groundbreaking technology presents
a significant opportunity for MSALABS,
as major mining companies continue to
adopt its premium capabilities.
Laboratory portfolio split between
mine site and commercial
laboratories
Our global network of laboratories falls
into two strategic categories mine site
and commercial laboratories. Mine site
laboratories are located directly at our
customers’ mine site and receive exclusive
sample inflow from that operation. These
laboratories typically reach full utilisation
quickly and maintain steady output, aligned
with the consistent operations of the mine.
In contrast, commercial laboratories
require longer to reach targeted utilisation
as they receive samples from multiple
customers. In 2023 and 2024, MSALABS
leveraged its early mover advantage by
strategically deploying PhotonAssay units
at key commercial locations to strengthen
our position.
Looking forward, MSALABS will focus
on increasing the utilisation at these
commercial sites, while placing a greater
emphasis on mine site locations for future
laboratory rollouts.
A global provider of innovative
geochemical laboratory services
for the exploration and mining
sector, and the largest distributor
of PhotonAssay
technology.
Leveraging the latest techniques
and technologies, we facilitate
accurate, efficient, safe and
environmentally responsible
analysis.
PLANNED CHRYSOS UNITS ROLLOUT
21 units
MAJOR GOLD LABORATORY AT NEVADA
GOLD MINES
Phase 1
commissioned

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Investments
A proven cornerstone of our
Group’s strategy
The Group launched its Capital Investment
strategy in January 2019, to capitalise on
the returns potential in a sector that has, in
recent history, faced limited access to capital,
particularly for junior mining companies. This
strategy has now demonstrated significant
returns, with cumulative net receipts of
~$12 million since inception, whilst also
fostering partnerships that have been highly
effective as a business development tool.
Returns and material recycling
of capital
In August 2024, we sold our entire stake in
Predictive Discovery to Perseus Mining for
a total cash consideration of ~$31.2 million.
The agreement with Perseus also included
a call option and profit share arrangement
in the event of a takeover or subsequent sale
by Perseus.
Concentrated portfolio
Our portfolio predominantly comprises listed
companies (representing $29.1 million at
year end), with a small weighting of unlisted
businesses ($1.2 million at year end).
At 31 December 2024, the portfolio stood at
$30.3 million and continued to be focused
on a select few key holdings, with WIA Gold,
Sanu Gold and Asara Resources accounting
for almost 90% of our investments.
Investment strategy
Our investment activity is overseen by a
dedicated investment committee operating
with a defined investment mandate.
See the Investment Committee Report
on page 96.
The potential investments must satisfy
a number of criteria:
Stand-al
one investment case and
attractive valuation;
Potential to add
operational support
through our services;
Potential to add
financial support where
capital is constrained;
Potential to add
strategic support through
industry access and experience; and
Potential to gener
ate commercial services
contracts stems from the establishment
of alternative partnership models with our
clients, fostering long-term relationships.
Within this strategy, we have deployed
capital through various avenues:
Early-s
tage property sourcing: Leveraging
our in-house geology and drilling
capabilities, we focus on early-stage
exploration properties, conducting our
own fieldwork. Subsequently, we seek
out listed entities to acquire these assets,
receiving equity in exchange; and
Capital r
aising: We have provided
financing for early-stage mine acquisitions
where financing was less readily available.
Comprising direct investments in
both publicly traded and private
companies, Capital Investments
constitutes an important element
of our business development
strategy.
We leverage our infrastructure,
relationships and expertise by
investing in exploration and
mining companies which are
strategically aligned with our
broader operations.
SALE OF STAKE IN PREDICTIVE DISCOVERY
$31.2m
INVESTMENT PORTFOLIO AS AT 31 DECEMBER
2024
$30.3m

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Innovation
An incubator for new technology
in the mining industry
Our innovation committee continuously screens
the latest technologies and innovations in
the mining industry, with a focus on building
new business opportunities and enhancing
operational efficiency and sustainability.
The Innovation Committee serves as a
structured incubator, analysing opportunities
and integrating them into the wider business
structure should they gain scale.
Eco Detection
During 2024, we completed a ~$7 million
strategic investment in Eco Detection,
acquiring a ~22% ownership stake in the
company. The investment in Eco Detection
offers us a unique opportunity to enhance
our service offerings through exclusive global
distribution of the Ion-Q platform to the mining
sector. Eco Detection’s Ion-Q platform is the
world’s first fully autonomous multiparameter
laboratory grade water analysis system.
This technology which provides continuous
water quality monitoring transmits proven
laboratory-grade measurements in real-time
directly from site, thereby eliminating the need
for manual sampling.
This cutting-edge technology supports
exploration and mining activities by providing
critical data for compliance and remediation
reporting, monitoring down-hole water quality
and delivering real-time contaminant alerts.
These capabilities enhance response times
to potential leaching from tailings dams and
other storage facilities, whilst also improving
community relations through monitoring of
local environment conditions and waterways.
With Eco Detection’s growing acceptance
by regulatory bodies and its potential to
support sustainable water management
across industries, this deal strengthens our
commitment to environmental stewardship
and pos
itions us to capitalise on the increasing
demand for innovative water solutions in
the mining and other sectors. In 2023, Eco
Detection topped @AuManufacturing’s
inaugural Top 50 Australian Manufacturers and
won the Victorian iAwards23 prize for the best
Sustainability and Environmental Solution.
WellForce International
We improve efficiency, productivity and
enhance the accuracy of drilling results with
a wide range of specialised and innovative
tools and software, both for internal use and
external client services. Additionally, our
in-house built Hit The Target (HiTT) software
facilitates improved borehole planning and
real-time action to prevent missed targets
and costly redrills. The software’s unique
ability is to provide 3D visibility of the
borehole’s progress and if required, deliver a
report with deviation plans to realign the drill
hole to target.
In 2024, we implemented high-precision
drilling tools and technical support at the
Predictive Discovery’s Bankan Project, Allied
Gold’s Sadiola Project and Perseus recently
acquired Nyanzaga Project.
International Apprenticeship and
Competency Academy (IACA)
Partnering with IACA through a joint venture,
we deliver comprehensive and standardised
vocational training in Tanzania. We identify
scarce skills, prioritise upskilling and provide
training in line with international standards.
The obtained qualifications have global
recognition, improving labour quality and
enabling employee mobility.
In 2024, we secured a partnership with
Engineering Construction Industry Training
Board (ECITB), obtained an ECITB Global
Training Provider licence and became the
only ECITB accreditation agency in Tanzania.
Capital Innovation provides the
Group with further diversification
of service offering which
can contribute to enhanced
productivity, efficiency and
sustainability through screening
and adopting new technology
relevant to the mining industry.
NEW STRATEGIC INVESTMENT
Eco Detection
NEW IACA PARTNERSHIP IN 2024
ECITB

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Chief Financial Officer’s Review
Navigating transitional
headwinds
The challenges we have faced transitioning the business
and ramping up several new large-scale projects placed
downward pressure on our operating margins for 2024.
Looking forward, as the structural changes take effect
and each of our new contracts reach run rate performance,
the business will be on a firmer footing with stronger
margins and returns.”
Rick Robson
Chief Financial Officer
Revenue for 2024 increased by 9% to
$348.0 million (2023: $318.4 million),
underpinned by strong drilling revenues
across the Group. However, H2 saw 5%
lower revenue ($169.4 million) than H1
($178.6 million) primarily due to the Sukari
mining contract finishing in September 2024.
Average rig utilisation remained at healthy
levels of 73% (2023: 73%). This utilisation
is near our target level of 75%, allowing
for efficient mobilisations and enabling an
effective maintenance programme, a key
differentiator in the market. Average revenue
per operating rig (ARPOR) per month
increased on the prior year to $204,000
(2023: $186,000).
2024 contribution to revenue from non-drilling
services was 31% (2023: 32%) with MSALABS
contributing 13% of Group revenue in 2024
(2023:12%) and mining contributing 18% of
Group revenue in 2024 (2023: 20%).
EBITDA (adjusted for IFRS 16 leases and
exceptional items) decreased 12.9% to
$80.0 million (2023: $91.8 million) delivering a
23.0% margin (2023: 28.8%). The profitability
of Group operations was impacted by ramp
up challenges, particularly at our drilling
operation at NGM, Nevada, but also by
slower than expected ramp up in volume
at several of the Group’s commercial
laboratories. Administration expenses
(pre-ERP costs) increased to $54.3million
(2023: $46.9 million). The main drivers of
the increase are a $2.5 million non-cash
provision made against various aged VAT
receivables, particularly in Mali; a $2.6 million
increase in employee cost, primarly relating
to operational and regional managerial roles
added as we continue to ramp up growth
projects; and exchange losses of $2.3 million
caused by adverse currency movements in
West and Central Africa.
EBIT dec
reased 34.9% to $39.3 million
(2023: $60.3 million) delivering a 11.3%
margin (2023: 18.9%). Part of this decrease
is attributable to impairments booked
in the year against the assets of several
underperforming laboratories as well
as increased depreciation on right-of-
use assets as we brought new Chrysos
PhotonAssay
TM
units online.
Our investment portfolio recorded a
$12.1 million gain reflected in the Statement
of Profit and Loss. The portfolio remains
concentrated around key holdings,
particularly the holdings in WIA Gold and
Sanu Gold. The total portfolio was valued
at $30.3 million at the end of 2024 down
from $47.2 million at the end of 2023,
following the disposal in August 2024 of
our investment in Predictive Discovery for
$31.2 million. Since inception, the portfolio
has realised ~$12 million more than has
been invested.
Statement of comprehensive income
2024 2023
Revenue ($m) $348.0m $318.4m
Adjusted EBITDA
1
$80.0m $91.8m
Adjusted EBITDA
Margin
1
23.0% 28.8%
PBT $34.3m $50.3m
NPAT $18.3m $38.5m
Basic EPS (cents) 8.9 cents 19.1 cents
Diluted EPS (cents) 8.9 cents 18.8 cents
1 Adjusted EBITDA include the cash cost of the IFRS 16
leases and excludes exceptional items

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Chief Financial Officer’s Review continued
Profit Before Tax (PBT) decreased by 31.9%
to $34.3 million (2023: $50.3 million) and
Net Profit After Tax (NPAT) decreased 52.5%
to $18.3 million (2023: $38.5 million) with
both measures affected by higher interest
costs during the year of $16.7 million
(2023: $13.0 million) and positively impacted
by the net investment gain of $12.1 million
(2023: $3.0 million gain).
The Effective Tax Rate (ETR) for 2024 was
46.5% (2023: 23.5%). Excluding the impact
of the realised and unrealised gain on the
Group’s investment portfolio and adjusting
for non-cash exceptional items ($2.5 million
provision for VAT receivables and $2.8 million
impairment of laboratory assets), the ETR
was 57.9% (2023: 24.9%). The increase is
primarily a result of a greater proportion of
profit from higher tax jurisdictions combined
with the build up of tax losses in new
jurisdictions (in particular the USA). We
anticipate being able to recognise the benefit
of these tax losses in 2025 as these new
jurisdictions move to profitability.
The Basic Earnings Per Share (EPS) for
the year decreased 53.5% to 8.9 cents
(2023: 19.1 cents). The weighted average
number of ordinary shares used in the Basic
EPS calculation was 195,112,329 (2023:
192,451,358).
Statement of financial position
2024
Non-current assets $292.2m $250.0m
Current assets $219.5m $217.7m
Total assets $511.7m $467.7m
Non-current liabilities $119.9m $98.7m
Current liabilities $108.5m $95.9m
Total liabilities $228.3m $194.6m
Shareholders equity $283.4m $273.1m
2023
Non-current assets increased by 16.9%
YoY to $292.2 million (2023: $250.0 million)
reflecting a net investment in the fleet (of
which rig purchases in Nevada are a major
component), the purchases of the facility
in Elko, Nevada and the laboratory facility in
Fairbanks, Alaska. Furthermore, non-current
assets were increased due to the recognition
of the investment made in Eco Detection and
a 8.0% YoY increase in the right-of-use asset
base to $32.1 million (2023: $29.7 million)
primarily in connection with the roll out of
Chrysos PhotonAssay
units in MSALABS.
Current assets increased to $219.5 million
(2023: $217.7 million) as a result of a 21.5%
YoY increase in trade receivables, a 17.9%
increase in cash and cash equivalents,
offset by a 35.7% reduction in the value of
the investment portfolio following the sale
of our Predictive Discovery stake. Trade
receivables also increased to $60.2 million
(2023: $49.6 million) primarily due to the
receivable from Ivindo relating to early
termination of our mining contract. Cash and
cash equivalents increased by $6.1 million
to $40.5 million (2023: $34.4 million). The fair
value of the equity investments decreased
to $30.3 million (2023: $47.2 million).
Current liabilities primarily consisted of
trade and other payables of $57.8 million
(2023: $50.7 million), the current portion
of long-term liabilities of $28.3 million
(2023: $27.1 million) and tax liabilities of
$10.6 million (2023: $9.3 million).
Non-current liabilities of $119.9 million
(2023: $98.7 million) includes $86.9 million
of long-term loans (net of unamortised debt
costs) (2023: $75.5 million). Total long-term
debt includes $60.0 million of the upsized
Revolving Credit Facility, a $13.1 million
asset backed facility with Macquarie, OEM
financing direct through Epiroc, Caterpillar
and Sandvik and two new mortgage
facilities totalling $4.3 million for the property
purchases. The balance of the increase in
non-current liabilities primarily relates to the
lease liabilities associated with new Chrysos
PhotonAssay
units added in the year.
Statement of changes in equity
2024 2023
Opening equity $273.1m $238.9m
Total comprehensive
income
$18.3m $38.5m
Share based
payments
$0.5m $3.5m
Dividends paid $(7.7)m $(7.6)m
NCI ex business
combination
$(0.8)m $(0.2)m
Closing equity $283.4m $273.1m

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Chief Financial Officer’s Review
As at 31 December 2024, total equity increased
by 3.7% driven primarily by net profit for the
year of $18.3 million. The Group distributed
dividends of $7.7 million (2023: $7.6 million)
to shareholders. There was no share buyback
undertaken by the Group in 2024.
Statement of cash flows
2024 2023
Net cash from
operating activities
$63.7m $69.2m
Net cash used in
investing activities
$(20.2)m $(60.8)m
Net cash used in
financing activities
$(36.2)m $(2.7)m
Net increase in cash
and cash equivalents
$7.3m $5.7m
Opening cash and
cash equivalents
$34.4m $28.4m
Translation of foreign
currency cash
$(1.1)m $0.2m
Closing cash and
cash equivalents
$40.5m $34.4m
Reconciliation of Adjusted net cash (debt)
position
2024 2023
Net (debt) / cash
at the beginning
of the year
$(69.8)m $(47.2)m
Net increase in cash
and cash equivalents
$7.3m $5.7m
Increase in loans
and borrowings
$(12.1)m $(28.5)m
Translation of foreign
currency cash
$(1.1)m $0.2m
Net (debt) / cash at
the end of the year
$(75.7)m $(69.8)m
Net debt/cash exlcudes ROU leases
Net cash from operating activities was
8% lower YoY at $63.7 million (2023:
$69.2 million) impacted by the weaker
performance of both our drilling contract
at NGM and several MSA laboratories, and
higher finance costs. There were favourable
working capital movements during the year
driven by higher payables and offset by
elevated receivables at the year end.
Adjusted cash from operations was 8.6%
lower YoY at $77.1 million (2023: $84.3
million) primarily due to the increase in
the cash cost of IFRS 16 leases which
increased from $8.2 million to $13.1 million
as further Chrysos PhotonAssay
units
were commissioned. Closing cash was $40.5
million (2023: $34.4 million) with net debt of
$75.7 million (2023: $69.8 million).
Net cash used in investing activities was
a cash outflow of $20.2 million (2023:
$60.7 million), 67% lower year-on-year
primarily due to the proceeds from the
sale of our stake in Predictive Discovery.
Our cash capital expenditure reduced by
28% to $38.4 million in 2024 from $53.2
million in 2023 with the prior year including
the purchase of mining equipment for the
mining contract at Belinga. In 2024, the
Group funded the continued expansion of
MSALABS with the deployment of a number
of commercial laboratories as well as the
mine-site laboratory at NGM.
Net cash from financing activities in 2024
led to a cash outflow of $36.2 million
(2023: $2.7 million) primarily as a result of
the net repayment of $17.3 million of loans,
$10.0 million principal portion of lease
payments and the dividend cash payment
of $7.7 million.
During 2024 we continued to work with our
existing lenders and entered into new OEM-
financing arrangements with our trusted
drilling equipment manufacturers as well as
increasing the revolving credit facility from
$50 million to $75 million as we expanded
our global presence, particularly in the USA.
While both our mining contracts came to
an end in 2024, there are exciting growth
prospects for the Group as we commence
our new tailings storage facility and
civils construction contract at Reko Diq,
Pakistan, in 2025, subject to final contract
negotiations. This, alongside our core
long-t
erm mine site contracts together with
expected improvements in the USA and
across our commercial laboratories, the
business will be on a much stronger footing.
Rick Robson
Chief Financial Officer

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Principal Risks
Enterprise risk management (ERM)
framework
Approach to risk management
Risk is inherent in our business and can
manifest in many forms. Capital is committed
to effective risk management to best achieve
its business objectives.
The identification, management and reporting
of risk uses formal risk management
processes to improve decision-making and
minimise the impact of an event occurring
that may influence our corporate strategy,
as well as operational and project activities.
By understanding and managing risk,
we believe we provide greater certainty
and confidence for our shareholders,
employees, customers, suppliers, and for the
communities in which we operate.
Our risk management approach includes:
Establishing a s
tandard approach
to the management of risk and to the
acceptable levels of risk throughout
the business.
Establishing a c
onsistent process and
methodology for identifying, assessing,
and ranking risks in conducting our
business activities.
Ensuring c
ompliance with applicable
laws, regulations and governance
standards in all areas of our operations.
Regularly m
onitoring our major areas of
risk exposure and setting requirements for
our personnel to proactively identify risk.
Responsibility and
accountability for risk
management is allocated at all levels of
the organisation, from frontline employees
up to the Board level.
Accountability
In accordance with its charter, the Board is
required to establish a framework of prudent
and effective controls to assess and manage
risk and to determine the nature and extent
of the significant risks.
In t
his context, the table on the following
page sets out the three categories of
risk used within the ERM Framework as
well as identifying who has both overall
responsibility and day-to-day accountability
for managing risks in each area.
Responsibility and accountability for risk management
Category Primary cause Overall responsibility Day-to-day accountability
The Board maintains the view
that effective ERM is vital to
the achievement of the Group’s
strategic objectives.
The ERM Framework includes a Board
approved Policy and Standard as well
as risk management tools such as the
Risk and Control Matrix (RACM) and Risk
Rating Matrix.
The framework will continue to be reviewed
on at least an annual basis by the Audit and
Risk Committee.
The structure of the ERM Framework
continues to be guided by the international
standard on risk management, ISO 31000,
and is a core component of Capital’s
corporate governance framework and
applies to all parts of business (entities and
activities) without exception.
Corporate
Strategic
Events that are external or
that effect the viability of the
whole organisation
Board/CFO Appropriate member(s) of
the Executive team
Operational
Inherent in the ongoing activities
of the Company
These are the risks associated
with the day-to-day
operational performance of the
business
Chief Operating Individual with direct
Officer / Regional responsibility for the area that
GM gives rise to the risk
Project
Uncertainty associated with the
delivery of at least one key project
objective
Appropriate Project Manager
member(s) of the
Executive team

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1
General reduction in levels of activity
across the mining industry
Risk Description (Corporate Strategic)
The Group is highly dependent on the levels of
mineral exploration, development and production
activity within the markets in which it operates.
A reduction in these activities, or in the budgeted
expenditure of mining and mineral exploration
companies, will cause a decline in the demand
for mining services.
Our Response
The Group is seeking to balance this risk by
building a portfolio of long-term mine-site contracts,
expanding its service offering into mine-site based
activities such as load and haul mining, and also
expanding both its client base and geographic reach.
The Group’s operations are generally focused on
mine sites, with limited exposure to exploration-only
activities which can be more volatile.
Capital has strong existing relationships with our
clients at both executive and operational levels
which helps ensure that the Group is aware of and
prepared for potential changes and well placed to
identify new opportunities as they arise with our key
business partners.
The Groups strategic focus on blue-chip,
high-quality clients with long term project
commitments that are inherently less susceptible
to industry fluctuations.
Link to strategy Partnerships
2
Enterprise Resource Planning
(ERP) system failure
Risk Description (Project)
The Group’s existing ERP system is monitored
and supported by internal technical staff as it is
no longer maintained by the publisher, SAGE.
The system r
equires regular downtime for
routine maintenance during which time the
system is unavailable to support the business.
Our Response
Capital’s staff are experienced in maintaining
the current ERP which minimises
system downtime.
The implementation of a new, modern ERP
system, Microsoft Dynamics, is well progressed
and transition to the new system commenced
during 2024 and will continue throughout 2025.
Link to strategy Growth
3
Risk to cash
repatriation
Risk Description (Operational)
Restrictive currency controls
in certain operating jurisdictions
can impact the Group’s ability
to repatriate cash.
Our Response
The Group maintains multiple
bank accounts in jurisdictions
where cash repatriation can
prove challenging, which can
provide greater access to foreign
currency payments.
The Group maintains
strong relations with its key
transactional banking partners
and any new country entry
process includes specific due
diligence requirements relating
to the operation of the banking
system and the ability to
repatriate cash.
Link to strategy Capital Efficiency
4
Risk of key contract
termination
Risk Description (Operational)
Some contracts can be
terminated for convenience by
the client without penalty.
Our Response
Key contracts include agreed
notice periods as well as
demobilisation and/or termination
fees where a contract is
terminated for reasons beyond
the Group’s control.
Contract renewal negotiations are
commenced well in advance of
the expiry of fixed term contracts.
Strong c
lient relationships help
the Group to better understand
the needs of our clients and
partner with them to continue
to meet their current and
future needs.
Link to strategy Partnerships
Principle Risks continued
Our top ranked risks are listed below and are those risks that are assessed as having a residual risk rating of high or above within Capital’s ERM Framework.

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Principle Risks continued
5
Decline in mine-site
production levels
Risk Description (Operational)
A significant proportion of the
Group’s revenue is derived from
producing mines which carry their
own risks and can be subject to,
for example, unforeseen changes
in mine plans due to geological
or technical challenges, changes
to a client’s operational budget or
broader strategic objectives and
changes in global commodity prices.
Our Response
The producing mines which
account for a significant proportion
of the Group’s revenue tend to
have long-term mine plans and
well understood geology.
Many contracts include fixed fee
elements which help mitigate the
revenue impact of short-term
reductions in activity levels.
The Group focuses on ensuring
operational excellence and
seeks continuous improvement
to increase our overall value
proposition as a strategic partner
for our clients.
Link to strategy Partnerships
6
Deterioration in health
and safety record
Risk Description (Operational)
The Group’s operations are subject to
various health and safety risks associated
with drilling and mining including,
in the case of individuals, personal
injury, including potential loss of life
and, in the Group’s case, interruption
or suspension of site operations due
to unsafe operations.
Our Response
Health and Safety is an absolute priority
for the Group.
Overseen by the Board, the HSSE
Committee, and the senior management
team provide strategic leadership in this
area and lead a programme of open and
honest communication with employees at
all levels and in all areas of the business.
An over
view of Capital’s approach to
safety is included on page 36. Some of the
Group’s safety initiatives, including those
around training and monitoring as well
as the innovative Safety Risk Leadership
Walk, are detailed on our website and have
contributed to safety milestones such as
16 years LTI free at our Mwanza facility.
Link to strategy Partnerships
7
Over exposure to one
commodity
Risk Description (Corporate
Strategic)
Gold is an important commodity
that contributes significantly
to the Group’s order book and
tender pipeline.
Price and demand fluctuations
in this single commodity could
have a material impact on
Capital’s financial performance.
Our Response
The Group seeks to secure
long term contracts with blue-
chip clients (see, for example,
2024 contract announcements
relating to a five year extension
at Sukari, Egypt, new contracts
with Perseus Mining in both
Cote d’Ivoire and Tanzania as
well as with Barrick at Lumwana,
Zambia.Capital continues to
actively seek opportunities with
a focus on non-gold minerals
(e.g. copper) as well as other
transition metals.
Link to strategy Growth
8
Reduction in value of equity investment
portfolio
Risk Description (Project)
Through Capital Investments, the Group holds
investments in a portfolio of publicly.
The accounting value of these investments is marked
to market at each reporting date and the fair value
adjustment is ac
cordingly recorded in the profit and loss
account as an unrealised gain or loss. The value of the
investments will change and could materially alter both
the Group’s reported net assets and net profit position
Our Response
By diversifying into a portfolio of investments in various
companies, the Group aims to mitigate the risk from a
significant devaluation of a single investment holding.
We maintain a robust governance structure for this
portfolio, with the Group’s Investment Committee being
required to include at least one Independent Non-
Executive Director. The committee actively monitors
existing investments for performance and ongoing
strategic alignment. New investments are required to
satisfy a number of criteria.
In the event the fair value of investments gives rise to an
unrealised loss, while this would affect the company’s
net assets and profitability, it would not affect cashflow
or give rise to any going concern implications.
Link to strategy Capital Efficiency

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Principle Risks continued
9
Geographical risk
Risk Description (Corporate Strategic)
The Group operates in a number of jurisdictions where
social unrest and resulting economic turbulence are
common, both of which have the ability to significantly
disrupt operations and threaten the safety and security
of Capital’s assets and personnel.
Our Response
The Group has considerable practical experience in
operating successfully in such jurisdictions and plans are
in place to secure the safety of personnel and assets in
the event of significant security issues. These plans are
augmented by various insurance policies.
The Group is seeking to continue to diversify its operations
geographically including, for example, in North America
and Zambia.
Safety and security are key considerations in the
Group’s due diligence processes when considering entry
into new jurisdictions or significant additional investment
into existing jurisdictions.
Link to strategy Growth
10
Access to new funding sources
Risk Description (Corporate Strategic)
Inability to access bank debt and/or inability to access
equity capital from the market.
Debt facilities not available in time to support the
ongoing growth of the business.
Our Response
The Group is focused on capital efficiency and
maintaining balance sheet flexibility. The Group prioritises
building and maintaining strong relationships with our
banking partners as well as our existing OEM finance
providers such as CAT, Sandvik and Epiroc.
During the year, the Group successfully arranged with its
existing banking syndicate an increase in the revolving
credit facility from $50 million to $75 million which
provides additional balance sheet flexibility to deliver on
growth opportunities.
Senior m
anagement continues to engage regularly with
shareholders see further detail on page 61.
Link to strategy Capital efficiency
11
Energy transition
Risk Description (Corporate Strategic)
Capital is subject to both risks and opportunities associated
with the global energy transition and climate change.
Compliance with related requirements and regulations,
could result in additional costs to us or our client.
Traditional diesel-powered mining equipment will be
replaced by more energy efficient, low-carbon alternatives.
Our Response
Our carbon reduction efforts are closely linked to the
development of sustainably powered equipment by
Original Equipment Manufacturers (OEMs) as well as
clients and host governments switching to renewable
energy sources. The Group assesses developments
in low-carbon technology and senior management are
in regular contact with OEM manufacturers so as to
maintain a strong awareness of industry developments.
Recognising the importance of reducing our emissions
and our Net Zero target, we continue to identify and pilot
technology options for decarbonisation to capitalise
on opportunities as they become available such as our
Epiroc partnership to field-test their SmartROC D65
battery-electric surface drill rig.
We continue to focus on our drill fleet automation
and replacement and already have several electric
underground rigs in use. Where possible we are looking to
switch our ancillary fleet to alternative energy sources.
More i
nformation on our approach to decarbonisation and
our climate risk assessment is available on page 46.
Link to strategy Growth

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Viability statement
The UK Corporate Governance Code requires
that the Directors assess the viability of the
Group over an appropriate period of time
selected by them. The Board has concluded
that currently the most relevant time period for
this assessment is the three-year period ending
December 2027, reflecting the period covered
by our strategic plan, length of major contracts
and aligned with the principal financing facility
which are due for renewal in April 2027.
This assessment is carried out annually
before the approval of the annual Financial
Statements and informed by continuous
business planning processes conducted
throughout the year. The review of the
Group’s viability is led by the Executive
Directors and involves all relevant functions
including operations, finance, treasury
and risk. The Board actively participates
in the annual review process by means
of structured Board meetings. As part of
this review, the Board considered detailed
forecasts in respect of liquidity and the
covenants related to the Group’s banking
facilities and the principal risks of the Group.
Capital structure
Total long-term debt includes $60.0 million
of the upsized Revolving Credit Facility,
a $13.1million asset-backed facility with
Macquarie and OEM-financing direct through
Epiroc, Caterpillar and Sandvik. The Group
closed the financial year with a net debt
position of $75.7 million (2023: $69.8 million).
Both the revolving credit facility and the
asset backed loan facility have the following
financial c
ovenants: interest cover; debt-equity
ratio; gross debt to EBITDA and tangible net
worth (borrower). The revolving credit facility is
not due for renewal until April 2027.
The activities of the Group, together with the
factors likely to affect its future development,
performance, the financial position of the
Group, its cash flows, liquidity position and
borrowing facilities are described in pages
10 to 25.
Operations
Revenue for the year reached $348.0 million
(2023: $318.4 million), marginally below 2024
guidance ($355 $375 million). Our core
drilling business had another strong year
in 2024, continuing our focus on mine-site
contracts as well as our expansion into the
USA and Zambia.
In 2024 the mining contract at Sukari came
to its natural end and Ivindo was terminated
early by the customer. Looking to 2025, the
Group, subject to final contract negotiations,
will commence an early works civils contract
along with an additional longer term tailings
storage facility mining services contract with
Reko Diq, building on its existing relationship
with Barrick and expanding its operations
at the project site. The MSALABS business
continues to grow (14% growth in revenue in
2024) with the roll out of additional Chrysos
PhotonAssay
TM
units during the year in the
USA and Africa, with further deployments
due through 2025 and 2026.
Risks and stress tests
The Directors have carried out a robust
assessment of the emerging and principal
risks facing the Group over the coming three
years, including those that would threaten its
business model, future performance, solvency
or liquidity. These risks and the ways they are
being managed and mitigated by a wide range
of actions are summarised on pages 27 to 29.
For the purpose of assessing the Group’s
viability, the Board focused its attention
on the Group’s principal risks. In order
to determine those risks, the Board
assessed Group-wide principal strategic,
operational and project risks by undertaking
consultations with senior management.
Through this analysis, the Board also
identified low probability, high loss scenarios
“singular events”with the potential
magnitude to severely impact the solvency
and /or liquidity of the Group. The scenarios
tested considered the Group’s revenue,
underlying EBITDA, cashflows and covenant
ratios, and included:
Decreases i
n forward EBITDA throughout
the period; and
Non-r
enewal of key contracts.
Under the base case as well as all the
scenarios described above, the forecasts
indicate that the Group will be able to
operate within the covenants set out in
the respective financing agreements while
also maintaining sufficient liquidity up to
December 2027 by implementing several
mitigating measures such as liquidating the
investment portfolio, reducing inventories
and capital expenditure, renegotiation of
creditor terms and decrease in dividend
pay-out.
The G
roup’s base case and all of the
sensitised cases do not project any breaches
of the covenants and indicate that it would
be able to settle the outstanding loans, with
the assumption that capital expenditure will
decrease from 2025 (down to sustaining
spend only).
Conclusion
Based on the results of this analysis, the
Directors believe that the Group is well
placed to manage its business risks
successfully as the market conditions
continue to improve. The Directors have a
reasonable expectation that the Group will
be able to continue in operation and meet its
liabilities as they fall due over the three-year
period of their assessment.
CAUTIONARY STATEMENT
This Strategic Report, which comprises
the Executive Chair’s Statement and the
Chief Financial Officer’s Review, has been
prepared solely to provide additional
information to shareholders to assess the
Group’s strategies and the potential for those
strategies to succeed.
The Strategic Report contains certain
forward-looking statements. These
statements are made by the Directors in
good faith based on the information available
to them up to the time of their approval of
this report and such statements should be
treated with caution due to the inherent
uncertainties, including both economic and
business risk factors, underlying any such
forward-looking information.
By order of the Board.
Rick Robson
Chief Financial Officer
27 March 2025

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31
32 Sustainability
33 Materiality
34 Responsible Business
35 Sustainable Resource Lifecycle
36 Health and Safety
37 Our People
38 Contributing to Society
39 Environmental Stewardship
40 TCFD Report
40
TCFD REPORT
36
HEALTH AND SAFETY
Sustainability

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Sustainability
Sustainability is a part of our culture
Sustainability Governance Framework
BOARD OF DIRECTORS
Ultimate responsibility for and oversight of sustainability and climate-related risks and opportunities
Audit & Risk Committee
Health, Safety, Social and
Environmental Committee
Sustainability
Committee
Executive Leadership Team (ELT)
Sustainability and
responsible business is
embedded in our culture
and our values, it is a part
of how we do business.
Our approach is governed
by a comprehensive set
of policies, providing
oversight of sustainability
management throughout the
business.”
Catherine (Cassie) Boggs
Chair of the Sustainability Committee
Our sustainability governance
framework
The Board is ultimately responsible for
overseeing sustainability and is guided
and supported by the Sustainability and
Health, Safety, Social and Environmental
(HSSE) Committees. The Board delegates
responsibility for sustainability management
to the Executive Leadership Team
(ELT), which in turn is responsible for
communicating, monitoring and delegating
responsibilities to relevant management
in the business including the Group
Sustainability Manager, Group HSSE
Manager and regional managers.
See further details in the committee reports
on pages 78 and 95 respectively.
Sustainability is an important element of how
we do business, recognising that upholding
the highest ethical and responsible practices
across all areas of our operations and
supply chain is essential. As an end-to-end
mining services provider, we believe we
play a role in contributing to a sustainable
resource lifecycle through our employment
and training practices as well as through our
approach to innovation and technology.
At the core of our strategy is the ability to
grow our business, maintain a competitive
edge and continue working with some
of the world’s largest mining companies
while supporting their tier-one assets.
By prioritising sustainability, we aim to meet
the evolving expectations of our customers,
build strong relationships and ensure long-
term success. We prioritise the health &
safety of our workforce, with a focus on local
employment, training and development.
We ar
e dedicated to conducting business in
an environmentally and socially responsible
manner and contributing to socio-economic
development in the host countries and
communities in which we operate.
We work closely with our customers who
hold the mining permits and therefore
carry the primary responsibility to meet
sustainability obligations for their sites,
including legal requirements. Where we
are located off-site, we are committed
to managing environmental and social
impacts of our activities, seeking continual
improvement and opportunities to reduce
our impact. Capital’s separate sustainability
reporting provides detail on each of our
material sustainability topics along with
updates on our sustainability activities and
our approach going forward.

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Sustainability continued
Materiality
To ensure that we are concentrating and reporting on our most material topics, we conducted a materiality assessment in 2023.
In 2024 we reviewed our material topics to ensure they remain relevant.
Our topics take account of the impacts of Capital’s activities on the economy, environment and people, including impacts on people’s human rights, as well as the sustainability issues that have the
potential to affect the Company’s ability to create value (i.e. financial materiality).
The outcomes defined the strategic priorities and provided refinement to our exisiting frameworks.
We have categorised our topics into six key pillars which form the basis of our approach
to sustainability. Our pillars are:
RESPONSIBLE BUSINESS
SUSTAINABLE
RESOURCE LIFECYCLE
HEALTH & SAFETY OUR PEOPLE
CONTRIBUTING
TO SOCIETY
ENVIRONMENTAL
STEWARDSHIP
Corporate governance
and business ethics
Occupational health
and safety
Socio-economic value
creation
Climate, emissions and
energy efficiency
Maintaining the highest
standards of integrity and
accountability and conducting
all our business activities
in a responsible, honest and
ethical manner.
High quality, sustainable
services and solution;
Innovation
A culture of continual
improvement, innovative
thinking and latest technology.
Providing excellent services
and solutions to our
customers that support
improved sustainability
outcomes.
An uncompromising
commitment to the
occupational health & safety
of our employees, contractors
and others where we work.
Local and responsible
employment; training
and development
Maintaining a responsible
approach to employment,
treating employees fairly and
providing an environment where
our people can develop and
thrive. Contributing to our host
countries by prioritising local
jobs and training opportunities,
with the intention of providing
exciting career prospects and
continued growth.
Creating socio-economic
value through local
employment, skills transfer
and development, local
procurement, the fair and
transparent payment of taxes
and a targeted approach to
community investment.
Working in an environmentally
responsible manner
enhancing efficiencies and
managing and reducing the
environmental impacts of
our activities.
2024 update
Reviewed our W
histleblowing
mechanism, identifying the
opportunity for improved
awareness across our
employees and business
partners targeting 2025
for rollout.
2024 update
Completed a strategic
investment of ~$7 million in
Eco Detection.
Continued our par
tnership
with Epiroc to field test their
SmartROC D65 BE battery-
electric surface drill rig
Continued roll-out of Chrysos
PhotonAssay
technology.
2024 update
0.78 TR
IFR achieving our aim
to keep TRIFR below 1.00.
Maintained our I
SO
45001 and ISO 9001
certification with no major
non-conformances
2024 update
Contributed ov
er $0.35 million
to community initiatives
across the regions in which
we operate.
Reviewed our C
orporate
Social Investment Guidance
for community initiatives.
2024 update
Maintained o
ur ISO 14001
certification with no major
non-conformances.
2024 update
Maintained our Social
Responsibility & Compliance
Initiative Management
System (consistent with
(SA8000)) compliance in 2024
25% f
emale board
representation and 20% in
executive management
1
8% women across the Group
1 Executive management includes
the Executive Leadership Team
and Company Secretary

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Sustainability continued
Responsible Business
Capital aims to conduct all business activities
with honesty and integrity, upholding the
highest standards of accountability as
outlined in our Code of Business Conduct,
which provide clear guidance on (amongst
other things) ethical behaviour, transparency,
respecting human rights and complying
with applicable international and local laws
and regulations. We have outlined our
comprehensive approach in more detail in the
Corporate Governance section on page 57 of
this report.
We are aware that we work in some countries
where corruption, bribery, tax evasion and
other unethical behaviour is more prevalent
and therefore take a stringent approach to
these issues. Many of our contracts are with
the world’s leading mining companies, who,
like Capital, take corporate governance,
bribery, corruption and other unethical
behaviour very seriously. We therefore expect
our employees and business partners to
uphold the highest standards of corporate
governance, ethics and integrity throughout
our business no matter the jurisdiction or
operational context. Capital maintains a zero-
tolerance approach to bribery and corruption.
We are committed to acting professionally,
fairly and with integrity in all our business
dealings and relationships wherever
we operate and implementing and enforcing
effective systems to counter bribery and
corruption, including our Anti-Bribery and
Corruption Policy.
Capital recognises the potential human
rights risks within our industry and broader
supply chain, which tend to be labour
intensive. By upholding internationally
recognised human rights, Capital seeks to
avoid infringing on the human rights of our
employees, communities and throughout
our supply chain, and to facilitate access
to remedy through our employee grievance
and broader whistleblowing mechanisms.
In 2024 we reviewed our whistleblowing
mechanism identifying the opportunity for
enhanced awareness across employees
and bus
iness partners for implementation in
2025. Capital’s Human Rights Policy sets out
our commitment to respect the human rights
of our workforce, affected communities and
the rights of all individuals with whom we
interact. As a key part of this, we support the
Universal Declaration of Human Rights and
the United Nations’ Guiding Principles on
Business and Human Rights. We recognise
and support the International Labour
Organisation’s core labour standards. In
2024, we reviewed our standard clauses
in supply chain contracts with the aim
of further strengthening the credentials,
anti-corruption, human rights, and code
of conduct pre-qualifications criteria and
contract clauses for implementation in 2025.
We acknowledge that winning tenders
and delivering successful projects for our
customers is dependent on the way in which
we behave, and as such taking a responsible
approach to business is crucial in building
stakeholder trust, which in turn supports our
social licence to operate.
In addition to our Code of Business Conduct,
we have the following key corporate policies:
Antislavery and
human trafficking
Anti-br
ibery and corruption
Climate change s
tatement
Sustainability
Environmental
Health, s
afety, and wellbeing
Human r
ights
Social r
esponsibility
Whistleblowing
We pr
ovide more information on our principal
Company risks and our management
approach to these on page 27 of this report.

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Sustainability continued
Sustainable Resource Lifecycle
Central to our strategy is our ability to
grow our business, maintain a competitive
edge, and consistently deliver value to our
customers. We believe that technology and
innovation are crucial in setting us apart from
our peers and achieving this strategy, driving
the long-term success of Capital’s business.
As an integrated, end-to-end provider of
mining services and solutions, working
with some of the world’s largest mining
companies, we are well positioned to
play a part in influencing and impacting a
meaningful portion of the industry, helping
to drive sustainability across the value chain.
We can do this by seeking ways to address
some of the sustainability challenges
our customers face, particularly through
enhanced accuracy and efficiency that
reduce time, emissions and environmental
impactswhether within our own fleets or
through investment in new opportunities.
Our focus on sustainable solutions is
strengthened by our comprehensive
involvement across the mining life cycle
which gives us access to cutting-edge
technologies and innovations that can drive
real change. At the core of our business
is the foundation of trusted, long-term
partnerships with customers, driven by
our reputation for best-in-class execution.
This is underpinned by a focus on premium
equipment, skilled people, rigorous training,
excellent standards and a proven safety
track record. Through collaboration, we
fully understand our customers’ business
and sustainability objectives, enabling us to
deliver innovative, tailored solutions.
Excellence is one
of Capital’s core values
compelling us to be responsive, innovative
and entrepreneurial, taking ownership and
always striving for the best outcomes. By
focusing on innovation in collaboration with
world leading equipment manufacturers, we
believe we can provide our customers with
the services and solutions they need to meet
their own sustainability goals. Our Innovation
and Technology Steering Committee
(comprising Capital’s Executive Chair,
relevant ELT members and our Corporate
Development Manager) is designed to be
agile and fast-moving, playing a pivotal role
in identify and nurturing new opportunities.
Leveraging our strong relationship with some
of the world’s largest OEMs and our deep
understanding of customers needs, we act
quickly on innovations that maintain our
competitive advantage and foster growth for
both our business and our customers.
Eco Detection
In 2024, we entered a strategic investment
in Eco Detection, acquiring a 22% share
in the company and securing an exclusive
arrangement to distribute this technology
within the mining industry. This investment
not only expands Capital’s service offerings
but also reinforces our commitment to
environmental stewardship. Eco Detection’s
Ion-Q platform is the world’s first fully
autonomous, multiparameter, laboratory-
grade water analysis system. It continuously
monitors water quality, transmitting accurate,
lab-grade measurements in real-time
directly from site eliminating the need
for manual sampling and lead time for
laboratory analysis. The secure, validated
data and analytics empower more informed
management and operational decisions,
allowing for significantly faster response
times. This cutting-edge technology presents
significant growth opportunities across
various sectors. It supports exploration and
mining activities by providing critical data
for c
ompliance and remediation reporting,
monitoring down-hole water quality, and
delivering real-time contaminant alerts.
These capabilities improve response times to
leaching from tailings dams, potential water
contamination and other storage facilities.
Additionally, the system can enhance
community relations by monitoring local
environmental conditions and waterways.
Partnering with Epiroc to address
emissions
In early 2024, we announced our partnership
with Epiroc to field test their innovative
SmartROC D65, a battery-electric surface
drill rig for the mining and construction
industry. Diesel used for our drill rigs
accounts for a significant proportion of
our Scope 1 emissions and therefore
investigating alternatives represents an
important step in our decarbonation journey
and our Net Zero target (across scope 1 and
2). Epiroc tested the SmartROC D65 BE in
situ throughout the year, ensuring it is ready
for field testing, which we aim to start in H2
2025 at Sukari in Egypt (where we have a
broad fleet of Epiroc drill rigs).
PhotonAssay technology
Using innovative PhotonAssay technology,
MSALABS delivers faster, safer and more
environmentally responsible (from both a
waste and emissions perspective) analysis
than traditional fire assay methods. We have
continued to roll out Chrysos PhotonAssay
machines across our MSALABS and in 2024
increased the number of machines from 9
to 13. The PhotonAssay reduces the per
sample emissions by switching from fuel
generated power required for fire assay
testing to grid electricity, reducing scope 1
emissions associated with each sample.
PhotonAssay
does not use acids nor
other hazardous reagents and does not
generate lead fumes or solid waste typically
associated with traditional fire assay testing
and therefore removes the hazardous waste
generated from every sample.
eMining, fleet replacement, digitisation
and automation
Our eMining, fleet replacement, digitisation
and automation program, which focusses on
finding solutions to reduce emissions from our
core mining and drilling activities and ancillary
fleets, has seen several initiatives piloted
and some implemented. More information
available on page 51 of this report.

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Sustainability continued
Health & Safety
Safety is of critical importance to both the
Company and our customers. Our people
have the right to a safe working environment,
and we take this right extremely seriously.
Our activities are subject to various risks
associated with mining operations and
geochemical laboratories. Capital has
maintained a strong safety track record
which is a fundamental requirement for
our business.
Our overarching objective is to create and
sustain an incident free, safe, and healthy
work environment for everybody in our
workplace and the communities where we
operate. As such our Health, Safety, Social
& Enivronmental (HSSE) management
system is ISO 45001, ISO 14001 and
ISO 9001 compliant being annually
assessed by independent auditors and
is designed to reduce risks to as low as
reasonably possible (more information is
available on environmental management
on page 39). This includes applying the
hierarchy of controls to eliminate risk and
creating management plans and safe work
procedures to control risks and hazards
associated with work being performed.
Capital has a Health, Safety and Wellbeing
Policy which applies across all Capital
activities and to all Directors, employees and
any third-party workers, sub-contractors,
business partners or visitors on site, and is
available on the website here: www.capdrill.
com/investors/corporate-governance.
Along with our management systems,
we have numerous safety initiatives, training
programmes, policies and procedures
designed to ensure all our employees have
the knowledge to conduct their work safely
and to address key risks in our business.
Our site-based employees and contractors
attend induction training covering key safety
requirements along with refresher training.
Onsite safety is reinforced at the start of
every shift during our pre-shift instruction
meetings, and during our weekly meetings
as well as through several ongoing initiatives
such as safety risk leadership walks, plan
task observations and our Critical Control
Verification (CCV) programme.
We continued to focus on hand and finger
injury prevention programmes in 2024. Whilst
we saw a reduction in related injuries from
2023, this is still the most common injury
across our drilling and mining activities.
In 2024 we focused on training, safety
enhancement plans at relevant operations
and our ongoing safety programmes such
as CCV.
The Board delegates responsibility through
the HSSE Committee, to the Group HSSE
Manager, and the ELT. This delegation
continues to all levels of the organisation
providing visible safety leadership and actively
supporting a culture of zero harm.
Capital recorded another year of strong
safety performance in 2024, remaining lost
time injury (LTI) free across fifteen sites
during the year eight of which have been
LTI free for three years or more. Our total
recordable injury frequency rate (TRIFR) was
0.78 (2023: 0.75) per 1 million hours worked,
with over 12.7 million hours worked in 2024
(2023: 11.9 million hours).
Safety m
onitoring is a crucial element of
our approach. Site safety dashboards
monitor the safety performance of individual
operational sites enabling tracking
against targets, trend identification and
implementation of pre-emptive corrective
actions. Health & safety statistics and
incident reports are monitored throughout
our projects and the various management
structures of the Group, including by the
HSSE Committee. Where necessary policies
and procedures are updated to reflect
developments and improvement needs.
Capital’s employees have access to
medical and health services through an
“International SOS” app as well as through
various local providers, depending on their
region of operation.
We undertake pre-employment medical
examinations as well as annual check-ups
for our employees where relevant, in addition
to any specific customer requirements for
people working on their sites. In addition to
occupational health services, Capital has
programmes to address non-occupational
diseases, such as malaria. We also conduct
health awareness campaigns which cover
issues such as fatigue management,
personal hygiene, malaria and typhoid
awareness. Certain site locations also
offer exercise and recreational activities
to support the health and wellbeing of our
employees. We saw an increase in malaria
cases in 2024 mostly attributed to our
West African operations. Although malaria
awareness is already part of our induction
training, we rolled out additional malaria
management plans at relevant operations
including specific malaria awareness through
our monthly training topics.

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Sustainability continued
Our people
At Capital, our employees are the driving
force behind our continued growth, and we
are committed to a responsible approach
to employment, focusing on fair treatment
and creating an environment that fosters the
development of our people.
Our approach to human resources is
consistent with the Social Accountability
8000 International Standard (SA8000)
and in 2024 we maintained our Social
Responsibility & Compliance Initiative
Management System (SRCIMS) certification
with annual independent audits across our
business entities.
Capital has always prioritised local
employment, with 93.5% of our workforce
coming from their respective countries
of operation, and this approach remains
steadfast as we continue to grow. We
collaborate with local employment bodies,
customers and communities to ensure safe
and efficient operations, while implementing
training programmes to facilitate the transfer
of skills and knowledge across roles where
needed. Our wide range of programmes and
initiatives is accessible to all employees,
contributing to the core strength of our
organisation. In 2024, our employees
received an average of 74 training hours
across the Group compared to 70.5 in 2023.
We are driving the digitisation of our training
offering with a strong push for online learning
across the full organisation, covering both
operational and non-operational training.
Having launched our online Learning
Management System (LMS) in 2023,
a blended learning system with an online
e-learning portal providing training, learner
assessments and a trainer to validate.
The LM
S is available 365 days a year for all
our employees across the Group to use and
is aimed at upskilling, driving organisational
development and contributing to succession
planning and our local employment efforts.
A notable initiative is the International
Apprenticeship and Competency Academy
(IACA), in Tanzania. This collaboration
enables the Company to deliver
standardised UK Accredited vocational
training, development, and skills transfer to
our team and the broader industry across
Africa. IACA has secured a partnership with
Engineering Construction Industry Training
Board (ECITB), obtaining an ECITB Global
Training Provider licence and becoming the
only ECITB accreditation agency in Tanzania
(for more information please refer to case
study on page 12).
We value diversity and inclusion, and Capital
is dedicated to eradicating harassment
and discrimination on all grounds. Our
commitment to unity as a core value guides
our inclusive, global team approach, with
an ethically and geographically diverse
workforce.
We aim to foster a culture where everyone
feels safe to speak up, whether regarding
safety, guidance or raising concerns. Our
leadership remains approachable, and
if an issue cannot be resolved directly,
employees can contact the General
Manager, HR, the Executive team or follow
the grievance escalation process. Employees
are also encouraged to use Capital’s
ethics or HR Assist email. The grievance
mechanism is covered in our induction
and refresher training. When necessary,
a fair and independent investigation will be
conducted by HR. In 2024, we drafted
a set of guidelines and supplementing
documents to support the grievance
mechanism.
While m
aking strides in increasing
female representation within the
Group, Capital recognises the ongoing
challenges in the mining industry,
particularly concerning diversity and
inclusion. We acknowledge that there
is still a journey ahead and remain
committed to continual progress. We
have introduced local initiatives to help
overcome cultural barriers and attract
female talent into operational site-based
roles. This has included hiring local
women at Sukari, Jabal Sayid and Reko
Diq in collaboration with government
labour organisations.
In 2024, women accounted for 8% of
our workforce which remains consistent
with the previous year, with the total
increasing to 227 (2023: 211). This
increases strongly to 26.7% women in
support functions across the Group,
with 38.2% of head office support being
female employees. 25% of Capital’s
Board of Directors are female and 20%
in executive management
1
.
1 Executive management includes the Executive
Leadership Team and Company Secretary

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Sustainability continued
Contributing to society
We recognise our local communities as
critical partners when it comes to the
viability and long-term sustainability of our
operations, providing us not only with a
talented workforce but our social licence
to operate. Respect for the communities in
which we operate is a core value for Capital.
We strive to create socio-economic value
in the regions in which we operate through
prioritising local employment and skills
transfer, community investment initiatives,
local procurement and fair and transparent
payment of taxes.
We live in the countries in which we work
and therefore prioritise integration into
our local communities. Our approach to
community relations is founded upon
an open, transparent, and responsible
approach to stakeholder engagement.
Where our activities are based on our
client’s operations, our client will take
primary responsibility to lead community
engagement and identification of community
investment initiatives. We support them and
will engage communities jointly with our
clients when required. We then work with
our clients to identify where Capital can best
support their community development aims.
In 2024, we contributed $0.35 million
to community projects in many of the
regions in which we operate, as outlined in
the case studies.
Sustainability in action
Dodoma University
In Tanzania, as part of our ongoing In 2024 we again welcomed students from
partnership with the University of the University of Dodoma’s Department
Dodoma, we donated monetary awards of Mining and Minerals Processing
for academic excellence during the Engineering for work experience this
15th Convocation Ceremony. These year at Geita Gold Mine. This initiative
awards aimed to motivate students and presents an excellent opportunity for
recognised outstanding achievements in students to gain practical experience and
research and development, including the knowledge transfer through first-hand,
best student research on drilling projects, day-to-day operations on site.
the top student in metallurgy and mineral
processing, the best finalist in mining
projects and the overall best student
in the department.
Sustainability in action
Road Repairs
After heavy rain caused flooding and
damage around Marsa Allam, Egypt, we
supported our client and the General
Authority for Roads and Bridges to
undertake repairs to three areas of
Marsa Allam-Idfu Road. This road is
an important throughfare and access
road for our clients’ employees, our
employees, and local residents. Our
support to repair and maintain this vital
local infrastructure has contributed to
the safety of all who use it.
Sustainability in action
Kamanga Health Centre -
Maternity ward update
In Tanzania, we donated $0.122
million to the Kamanga Health Centre
in rural Tanzania for a new maternity
ward through our work with the Cedar
Foundation, Tanzania. Initially the
construction of the ward was scheduled
for 2024 to consist of 10 postnatal
beds, four post-caesarean beds, three
prenatal beds and two premature beds.
However, due to an urgent need for
flood protection for the hospital and
the construction of a flood barrier, the
maternity ward construction has now
been scheduled for mid-2025.

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Sustainability continued
Environmental Stewardship
Our Environmental Policy, Sustainability
Policy and Climate Change Statement reflect
our commitments to managing the risks and
impacts of our activities, drawing on years of
experience, international best practices, and
collaboration with tier one mining clients.
We are dedicated to upholding the highest
environmental management standards,
focusing on avoiding negative impacts and,
where avoidance is not possible, mitigating
or minimising them through proven industry
practices. Our approach is aligned with ISO
14001:2015 with annual, independent
maintenance audits across business entities
and we comply with all relevant legal and
regulatory environmental requirements in the
countries where we operate.
As a mining services provider, we do not
hold mining permits or own mines; instead,
we work on our clients’ sites under their
permit conditions. Our licence to operate
depends on fulfilling contracts responsibly
and in compliance with these conditions.
Given our business model, much of
our management approach is therefore
guided by the environmental management
plans of our clients on respective sites,
who generally take responsibility for site
clearance, rehabilitation, waste disposal
and the provision of fuel and electricity. We
ensure compliance with both environmental
standards and our clients specific policies
and requirements by engaging with them to
understand their needs and incorporating
them into our management plans. Many of
our activities occur on existing mining sites
with client environmental teams present.
In remote exploration areas, our clients
lead the site preparation, following their
environmental management plans, to ready
the site for our
drilling operations. Where no
client-specific requirements exist or where
our approach is more comprehensive, we
implement our own policies and standards.
Clients regularly review our environmental
practices through site inspections and
audits. We seek continual improvement of
our environmental performance with working
closely with our internal innovation and
technology team.
Where we are not located on our client’s
sites, such as our offices, maintenance
workshops or some of our commercial
laboratories, we take full responsibility for
all relevant environmental management. In
2024 we undertook our annual ISO 14001
independent audits, maintaining compliance
with no major non-conformances.
Our Board (with technical guidance from
the Sustainability and HSSE Committees) is
responsible for oversight of environmental
management, including our approach to
climate change. Day-to-day responsibility
is delegated to the ELT, our Group HSSE
Manager, Group Sustainability Manager,
and relevant operations-level managers.
Our site teams are led by regional and
local HSSE Managers and Co-coordinators
who are responsible for the management
of environmental risks, impacts, incidents
and management measures. Environmental
awareness training is included in our
induction training for on-site employees
and contractors, ensuring they understand
Sustainability in action
Reducing Plastic Waste at
Mwanza Workshop
In an effort to reduce single use plastic
in Mwanza, Tanzania, at our workshop
facility, we have installed our first water
maker, which generates approximately
500 litres of water per day and
eliminates around 400 plastic water
bottles a month, significantly reducing
landfill waste. Our workshop has a solar
system providing around 80% of the
workshop electricity, the unit is set to
feed during the day on this renewable
supply only.
2
Executive management includes the Executive Leadership Team and Company Secretary.
our commitment to environmental
stewardship and their role in maintaining
sustainable practices.
Our approach to climate change, emissions
and energy efficiency is covered in our TCFD
report on page 40.

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TCFD Report
Climate-related Governance structure
Governance of Climate-Related
Matters
Climate change governance needs to
be driven from the Board and senior
management through to our employees
on the ground. Our governance structures
and climate change considerations are
set up to achieve this. Our board has
responsibility and oversight of climate-
related risks and opportunities and is
guided by the Sustainability Committee
on climate-related matters.
The results from our climate scenario
analysis are used to inform prioritisation of
risk mitigation, our adaptation strategies,
as well as identifying opportunities to
increase the company’s overall resilience to
a changing physical world and an evolving
regulatory landscape.
Board
The Board is ultimately responsible for the
oversight of climate-related strategies,
performance, risks, vulnerabilities and
opportunities as well as budget review
and approval for the Company. The Board
is assisted in this by the Sustainability
Committee.
Focus areas in 2024 included:
Reviewing and monitoring the Group’s
long-term and sustainable business
strategies and providing strategic
direction to senior management; ensuring
that the necessary financial and human
resources are in place to meet the
Group’s objectives.
Determining the nature and extent of
principal risks, including climate-related
risks considered principal, and conducting
a review of the effectiveness of the Group’s
risk management and internal control system
including all financial, operational and
compliance controls.
Sustainability Committee
Our Board-Level Sustainability Committee
assists the Board in developing its strategy,
standards and processes for the Company’s
ongoing sustainable development. The
Committee oversees our environmental and
social policies, programmes and monitors
performance, including climate-related
matters. This includes our Net Zero target,
decarbonisation approach, Scope 1 & 2
GHG emissions and climate-related risks.
The Committee comprised Ms Boggs (Chair),
Ms Dhir, Mr Davidson, and Mr Boyton.
Focus areas in 2024 included:
Reviewing Scope 1 and 2 GHG
emissions, targets and implications for
the Company.
Reviewing sustainability and T
CFD
disclosures.
Agreeing pr
iority focus areas for the
Sustainability function for 2025, including
climate change related focus areas.
Audit & Risk Committee
The Audit & Risk Committee is a Governance
committee of the Board of Directors, with
its primary function to assist the Board in
its ongoing obligations for external and
internal audits, financial policies, financial
reporting and other compliance-related
obligations, this includes discharging its
responsibility in business risk management
and internal control systems, including
climate related risks where identified as
principal risks. The Audit & Risk Committee
GOVERNANCE
Board of Directors
Ultimate responsibility for and oversight of sustainability
and climate-related risks and opportunities
Audit & Risk Committee
Reviews Capital’s principal risks at
least annually, including climate-related
risks and controls
Sustainability Committee
Oversees Capital’s sustainability
and climate change policies,
programmes and performance
Executive Leadership Team (ELT)
STRATEGY
RISK AND OPPORTUNITY MANAGEMENT
METRICS AND TARGETS
Technology & Innovation Committee
Identify and assess new
technology opportunities
(including climate-related opportunities)
To grow our business, retain a competitive edge and continue to work with
large mining companies at their tier-1 assets, decarbonisation and
energy transition are central to our strategy
Net Zero by 2050
(scope 1 & 2)
Enterprise Risk Management
Review Capital principal risks at least
annually, including climate-related risks
and controls
Opportunities
eMining, fleet digitisation,
replacement, automation
MSALABS Chrysos,
PhotonAssay
Emmisions monitoring
(scope 1, 2 and 3)

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TCFD Report
reviews the adequacy and effectiveness
of the Company’s internal control and
risk management system. Governance of
Climate-Related Risk, including transitional
and physical risk, is managed through
Capital’s Enterprise Risk Management
(ERM) system as an integrated business
process, with oversight by the Audit & Risk
Committee.
Focus areas in 2024 included:
Review of Capital’s principal risks,
emerging thematic risk areas and
changes in risk ratings of principal
business risks.
Executive Leadership Team (ELT)
Our ELT bridges the gap between the sites
and the Board by developing our climate
change strategy and policy for consideration
and approval. It also executes the Board’s
mandate by driving the implementation
against objectives and performance
indicators, and our risk management plans.
Members of the ELT meet with the
Sustainability Manager on a regular basis,
this includes sustainability related matters
such as climate-related issues. The ELT is
tasked with managing risks, as well as the
preparation of associated disclosures.
Focus areas in 2024 included:
Implementation of the decarbonisation
and climate-related opportunities
(identified through the Technology and
Innovation Committee).
Tracking and
monitoring Scope 1 and 2
GHG emissions.
Group Sustainability Manager
Our Group Sustainability Manager is
responsible for our overarching sustainability
approach including climate-related issues.
Our Sustainability Manager works closely
with management across the Group
and our di
fferent business divisions,
MSALABS, Drilling and Mining, to define our
decarbonisation approach, assess risks and
to integrate, track and monitor performance.
Focus areas in 2024 included:
Expanding our climate change scenario
analysis to include our new material
geographical location (Pakistan).
Undertaking a gap
analysis to ISSB
IFRS 2 requirements to ensure continual
improvement.
Analysis of our G
HG emissions reviewing
our GHG targets and approach.
Ongoing i
mprovement of the quality
of Scope 1 and 2 GHG emissions
calculations.
Technology and Innovation Committee
This Committee (which includes Capital’s
Executive Chair, relevant ELT members,
and Corporate Development Manager) is
designed to be agile and fast- moving,
serving as a central hub for identifying
and nurturing innovative opportunities.
The Committee identifies and assesses
new technology opportunities (including
efficiency, emissions reduction or zero
emission technology). With our deep
understanding of client needs, built on
lasting relationships, the Committee
ensures we act swiftly to capitalise on key
innovations, maintaining our competitive
advantage and driving growth for both our
business and our clients. The Technology
and Innovation Committee reviews
technology with the potential to improve
Capital’s own business as well as that of our
clients and have also reviewed opportunities
to reduce emissions from our own drilling
and mining activities (refer to page 45).
Members of the ELT and senior management
sit on the technology and innovation team
and provide feedback to the broader
leadership team, allowing them to allocate
responsibility for piloting, implementation
and monitoring of identified opportunities.
Focus areas in 2024 included:
Partnership with Epiroc to field test the
innovative SmartROC D65 BE battery-
electric surface drill rig.
Operational and site management
Energy and fuel supply is largely controlled
by our clients on many of the sites we
operate on; however, we believe there
is always work we can do to address
climate change. We constantly review new
technologies and collaborate with clients to
implement new technology with the potential
to benefit their operations. Field testing of
new technologies occurs at operations,
managed by the Asset and Maintenance
team with support from the site teams and
in collaboration with our clients. We work
with our client’s site teams to ensure our
on-site teams understand their sustainability
priorities and requirements including climate-
related priorities and programmes where
relevant.

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Summary of the Task Force on Climate-Related Financial Disclosures (TCFD)
Our climate change disclosure complies with the requirements of seven of the eleven recommended disclosures of the TCFD.
Details of our compliance, including areas for improvement and plans to close gaps are set out in the table below.
a) Describe the
Board’s oversight of
climate-related risks
and opportunities.
Capital’s Board duly formed and appointed a sub-committee responsible for sustainability which is chaired by Cassie Boggs (Independent,
Non-Executive Director). The Committee comprises Ms Boggs (Chair), Ms Dhir, Mr Davidson, and Mr Boyton (further information about
the Committee can be found in the Corporate Governance Statement on page 54 of this report). The Sustainability Committee meets
quarterly and routinely discusses climate-related issues to provide insights into the risks, opportunities and approach to climate change.
The Sustainability Committee reports to the Board, with any key updates being reviewed and discussed at Board meetings. Capital’s GHG
emissions and decarbonisation commitments are reviewed by the Sustainability Committee. The Committee receives briefings and updates
on sustainability matters relevant to Capital, with additional focus on climate related risks and opportunities in order to stay abreast of this
rapidly changing area.
40
The Audit & Risk Committee is responsible for assisting the Board with discharging its responsibility in business risk management and internal
control systems, including climate-related risks. The Audit & Risk Committee reviews the principal Company risks at least annually along with
effectiveness of controls and changes in risk ratings.
b) Describe
management’s role
in assessing and
managing climate-
related risks and
opportunities.
The Sustainability Committee reviews and approves climate change related policies and statements for Capital and the priority focus areas for
the business. The Sustainability Committee has access to information to monitor progress GHG emissions, key activities, actions and targets.
Climate-r
elated risks, including physical and transitional risks, are integrated into the ERM approach. The ELT is accountable for risk
identification, assessment and control measures. Controls are monitored by senior leadership responsible for implementation.
Through the Technology and Innovation Committee, opportunities are identified, assessed and where appropriate implemented. The
Committee actively leads the development and trial of projects through members of the ELT and their teams.
40
At an operational level, the assigned responsibilities for climate-related issues are aligned to the environmental management system and
internal controls for risk management.
Governance
TCFD Recommendation
What Capital Does Page Compliance
Compliance Key
Compliant Not fully compliant

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Strategy
TCFD Recommendation What Capital Does
a) Describe the
climate-related risks
and opportunities
the organisation has
identified over the
short, medium and
long-term.
As part of Capital’s climate scenario analysis (as outlined on page 48, we identified climate-related risks and 12 potential impacts at an
operational and corporate level. These impacts are assessed across our climate-related short-to long-term time frames (as outlined on page
46).
Our Technology and Innovation Committee undertake assessments of climate-related opportunities and in 2023 undertook an assessment
of our Scope 1 and 2 emissions, prioritising opportunities for our largest sources of emissions. Key themes and emissions reduction
opportunities related to efficiency, alternative fuels and electric options were identified through our eMining and fleet digitisation, replacement
and automation programmes. Additional information on these opportunities is provided on page 54.
46
b) Describe the impact
of climate-related risks
and opportunities on
the organisation’s
businesses, strategy,
and financial planning.
Over the last few years Capital has made progress to better understand the climate-related risks and opportunities related to our business.
Our top climate-related risk is Capital’s ability to swiftly adapt to energy efficient, low-carbon alternatives as they come onto the market. We
prepare for this transition through our approach to innovation and technology with our ongoing digitisation of our drill rigs, piloting of new
technology, and, when moving into new jurisdictions, factoring the weather-related risks we may face such as increased temperatures and
extreme weather events.
The c
limate-related opportunities, identified and assessed by the Technology and Innovation Committee, and pilots led by our ELT, are
outlined on page 54.
This is an area where Capital does not yet fully comply with the recommendations of TCFD, as further consideration is needed in order to
clearly understand the relative importance of physical and transitional risks to different parts of the business (Drilling, Mining, MSALABS). With
the continued roll-out of our ERM system, we will use the physical and transitional scenario risk assessments to inform the risk assessment
process into the areas of the business.
In 2024, Capital did not have any material financial impact due to physical or transitional climate related risks.
46
c) Describe the
resilience of the
organisation’s
strategy, taking into
consideration different
climate related
scenarios, including a
2°C or lower scenario.
Capital’s scenario analysis is based on three climate change scenarios, these include:
The Intergovernmental Panel on Climate Change (IPCC’s) high emission scenario (SSP5-8.5) with a 4.3 degrees Celsius increase in global
temperature (by 2100);
The International Energy Agency (IEA) Net Zero Emissions by 2050 scenario (NZS) for transition risks related to an ambitious, immediate,
and smooth climate change response; and
The IEA Announced Pledges Scenario (APS) to assess transition risks related to conforming with announced global and national policies.
This is an
area where Capital does not yet fully comply with the recommendations of TCFD. We have assessed the possible physical and
transitional risk for our three selected scenarios, however further work is required to consider these risks for each division of our business
over the short, medium and long-term.
Since our full review of our corporate risk register in 2023, which gave greater focus to our climate scenario analysis, we have also assessed
climate-related risks in Pakistan, which from 2025 will be considered a material location due to the anticipated increase in activity in Reko Diq.
Our climate scenario analysis process has enabled us to better understand our risks and opportunities for our business. With the continued
roll-out of our ERM system including, climate related risks to improve understanding of possible impact on business, strategy and financial
planning.
However, our current assessment is that the business is in robust health and a good position to adapt to climate change over the short term.
46
Page Compliance
Compliance Key
Compliant Not fully compliant

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Risk Management
TCFD Recommendation What Capital Does
a) Describe the
organisation’s
processes for
identifying and
assessing climate
related risks
We selected three different scenarios: Net Zero (+1.5°C), Announced Pledges (+2.1°C) and SSP5-8.5 (+4.3°C) and used the following climate-
related risk categories to assess our vulnerability: acute physical risk; chronic physical risk; policy and legal risk; reputational risk; technology-
related risk; market risk, and climate-related opportunities. For each risk, Capital analyses exposure, sensitivities, potential impacts and
adaptive capabilities.
Estimation criteria used when performing the vulnerability assessment are; extent of the risk/vulnerability, duration of the risk, intensity of the
impact of the risk, likelihood of the impact with the significance determined as a combination of all these criteria. These criteria are included
within the Corporate Risk Register, which is reviewed and updated quarterly by the ELT and management teams, with oversight by the Audit &
Risk Committee. The Committee reviews the principal risks at least annually with any changes in increasing and decreasing risk.
46
b) Describe the
organisation’s
processes for
managing climate
related risks
Our ELT is accountable for Capital’s corporate risks with responsibility for control measures delegated to management in the business. The
Technology and Innovation Committee is responsible for identifying and screening opportunities to manage transitional climate-related risk.
Responsibility for piloting and implementing identified opportunities are delegated as required to ELT and senior management. Physical
climate-related risks are managed through our operational management teams by taking account of the vulnerabilities as well as the financial
and operational capability to implement the action plans.
40
P
rogress against sustainability priority areas are presented to the Sustainability Committee. The Sustainability Committee has oversight of the
process and may require an adjustment to prioritisation of plans, depending on strategic or operational needs.
c) Describe how
processes for
identifying, assessing,
and managing climate
related risks are
integrated into the
organisation’s overall
risk management
Climate-related risks are included in Capital’s ERM process with full Board oversight. Climate-related risk management, where relevant, is
integrated into the operational environmental management system. Since we began reporting our Scope 1 and 2 GHG emissions, we have
taken steps to improve the accuracy of our data collection. This work will be ongoing and supports our efforts to target our highest sources
of emissions and identify opportunities and risks.
Whilst we recognise there is always more we can do to achieve our aims, we strive to integrate climate change considerations into decision-
making process where relevant and possible - from the sites where we operate, to our MSALABS and our boardroom. We try to apply the lens
of climate change in particular to discussions and decisions related to:
Risk management;
40
Infrastructure investment, development and management;
Research and development;
Resource availability and efficiency;
Mergers, acquisitions and divestments; and
Compliance with laws and regulations
Page Compliance
Compliance Key
Compliant Not fully compliant

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Metrics and Targets
TCFD Recommendation What Capital Does
a) Disclose the
metrics used by the
organisation to assess
climate related risks
and opportunities in
line with its strategy
and risk management
process
To address our climate-related risks, specifically those related to the transition to low-carbon energy, we use metrics focused on our priority
areas. These metrics include total Scope 1 and 2 GHG emissions, fuel efficiency and energy source.
Energy source and reduction in diesel use: reducing our reliance on fuel, in particular diesel, will have the greatest impact on reducing our
Scope 1 GHG emissions. Switching from diesel to alternative fuel options or switching from diesel to grid or renewable energy sources will
also reduce them. Our partnership with Epiroc to field-test their battery-electric surface drill rig demonstrates our commitment to reducing
fuel reliance in collaboration with our OEM. The drill rig will arrive in Egypt in H2 2025 and the field test will run for 12 months. We have also
implemented the following initiatives:
The solar installation at our Mwanza workshop continues to reduce our reliance on the grid, accounting for around 60% reduction in
grid power consumed in 2024;
An electric fork-lift at our Mwanza workshop;
Electric light vehicles at our operations in Nevada;
Roll out of solar lighting system units to replace diesel generators; and
Roll out of Chrysos PhotonAssay units to our MSALABS in 2024, now totaling 13 units across our geochemical laboratories.
Fuel efficiency: Our fuel use has decreased from 40.7 million litres in 2023 to 33.9 million litres for 2024 across Scope 1. This can be partly
attributed to the end of mining contract at Sukari in Egypt.
51
b) Disclose scope
1, scope 2, and, if
appropriate, scope 3
greenhouse gas (GHG)
emissions, and the
related risks.
Scope 1 and 2 GHG emissions are disclosed on an annual basis in the Company’s Annual Report. Given the complexities associated with
achieving representative calculations of Scope 3 emissionsparticularly with the disparate nature of our supply base, this work is continuing
throughout 2025. Whilst we are aware of the importance of reporting Scope 3 emissions, our primary focus remains on accurately calculating
Scope 1 and 2 as well as identifying the right opportunities for emissions reduction in a structured and cohesive manner.
51
c) Describe the
targets used by
the organisation to
manage climate-
related risks and
opportunities and
performance against
targets
We remain committed to achieving Net Zero by 2050 across our Scope 1 & 2 emissions. Initially we aimed to reduce our Scope 1 emissions
by 50% by 2030, however due to our reliance on our suppliers and our business expansion goals, we believe this aim will unlikely be achieved
in this period. Due to a number of factors including our reliance on our suppliers’ timelines to develop, trial and manufacture sustainably
powered equipment and the slower than expected progress on this, our reliance on our client’s ability to source renewable energy, and in
order to expand our business (such as our anticipated increase in activity at Reko Diq, Pakistan), we are reassessing and working to update
our decarbonisation targets. We have continued to trial reduction opportunities to achieve reduction in our Scope 1 GHG emissions, some
with more success than others, but believe that new technology advancements allowing us to switch to alternative fuels or electric equipment
will take longer.
We ai
m to update our decarbonisation pathway and targets based on the outcomes of our recent pilots and opportunities. Given this ongoing
work, we have decided not to seek SBTi endorsement at this stage, but will continue to consider science-based methodologies and guidance
in developing our targets and pathway to Net Zero. We take our commitment to climate change seriously and continue to work on actions
within our control whilst working with suppliers so that we are ready to incorporate sustainably powered equipment as it becomes available.
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Page Compliance
Compliance Key
Compliant Not fully compliant

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Managing climate change
Since 2021, we have considered the impact
of climate change on the business through
climate-related scenario analysis. Due to the
anticipated increase in activity at Reko Diq,
we also included Pakistan into our climate-
related scenario analysis work in 2024. Our
climate-related risks have been incorporated
into the ERM using scenario analysis and
outcomes, considering both physical and
transition-related risks. The Corporate risk
register is reviewed and updated annually
and the principal corporate risks reviewed
by the Audit & Risk Committee which
includes a review of any material changes
to risk significance. The risk register
identifies control mechanisms allocated to
accountable ELT members for monitoring
and implementing controls. A slow response
to the low-carbon energy transition is one of
our principal corporate risks for the Group
outlined on page 27 of this report.
Our scenario analysis
Our scenario analysis follows TCFD
recommendations, exploring three different
scenarios. The analysis considers the
material risks and opportunities identified
for Capital’s activities arising from projected
physical hazards, as well as global and
national climate responses. Materiality of
risks and opportunities was considered
qualitatively based on likelihood of
occurrence and severity. Conducting climate
change scenario analysis has enabled us to
identify, assess, and manage our exposure
to climate-related risks in our operations
in E
gypt, Tanzania, several West African
countries, USA and Pakistan.
Selected Scenarios
Net Zero
+1.5˚C
A scenario which sets out
a pathway for the global
energy sector to achieve
Net Zero C0
2
emissions
(NZE) by 2050. It does
not rely on emissions
reductions from outside the
energy sector to achieve
its goals. Universal access
to electricity and clean
cooking are achieved
by 2030.
Announced Pledges
+2.1˚C
A scenario which
assumes that all climate
commitments made by
governments around the
world will be met in full
and on time. This includes
Nationally Determined
Contributions (NDCs)
and longer-term Net Zero
targets, as well as targets
for access to electricity and
clean cooking.
SSP5-8.5
+4.3˚C
Current C0
2
emissions
levels roughly double
by 2050. The global
economy grows quickly,
but this growth is fuelled by
exploiting fossils fuels and
energy-intensive lifestyles.
By 2100, the average
global temperature is 4.3˚C
higher.
Compliance Key
Compliant Not fully compliant
We selected three risk scenarios to assess physical and transitional risks. Net Zero
(+1.5°C) provides a scenario with higher transitional risks such as high cost increases
due to increased regulations allowing an assessment of risks and opportunities related to
this scenario. While the SSP5-8.5 provides a scenario to assess risks and opportunities
consistent with higher world temperatures and associated potential severe physical risks
and outcomes.
In identifying our short, medium and long time periods we considered: our financial and
strategic planning timelines, timeline for likely availability of alternative fuels and technology,
and timelines to monitor progress against our 2050 Net Zero target.
Timeframe Period Rationale
Short term 1 to 3 years Aligns with our Company financial planning and average
remaining time on our contracts.
Medium term 3 to 10 years Our strategy is to grow as a business, growing our portfolio,
and to remain competitive by reducing our emissions.
This aligns with projected timeline for increased likelihood
of alternative fuel availability and sustainably powered
equipment through our key OEM suppliers.
Long term > 10 years Mid-point to our 2050 Net Zero target, allowing time for a
phased approach to rollout of sustainably powered equipment
and fleet replacement.

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Physical risks
Material physical risks are those that are likely to occur at our operations considering climate projections for the regions. The trends and projections for each of USA, Marsa Allam (Egypt), East
Africa, West Africa and Balochistan (Pakistan) are discussed in detail in the respective physical scenarios. Through the scenario analysis, it was identified that the severity of physical risks
relating to temperature and rainfall varied depending on geographic location. This is highlighted in the table below to provide further detail.
Increased
Heat
Excessive heat creates unsafe working conditions impacting worker health & safety. Examples
include, but are not limited to, fatigue, dehydration, heat stroke, respiratory and cardiovascular
X X X X X
Short
Term
disorders, increased hospital admissions and increased absenteeism.
Excessive heat can impact the performance of the Group’s fleet, leading to reduced
productivity and in turn reduced revenue
X X X X X
Long
Term
Increased energy consumption for cooling equipment, vehicles, offices and ventilation
(underground portion of the operations).
X X X X X
Short
Term
Infrastructure disruptions due to extreme heat events can adversely impact water and power
X X X X X
Medium
Term
supply and transportation. These disruptions can lead to productivity losses or decreases in
operational efficiency.
Increased Increased flooding leads to operational and supply chain disruptions as well as increased risks
X X X X
Medium
Term
variability for worker health & safety. Impacts on Capital’s clients such as flooding of pits, underground
of rainfall and washing away water supply dams.
Increased precipitation in the form of snowfall leading to operational and supply chain
X
Medium
Term
disruptions as
well as increased risks for worker health & safety.
Increased flooding and changing weather conditions leading to worker health & safety risks due
to increased malaria cases.
X X
Long
Term
Increased droughts lead to declining availability of potable and industrial water. Increased
operational costs and potential delays in the up-stream value chain, due to increased water
X X X
Long
Term
prices, water shortages or product delivery delays.
Increased drought conditions can exacerbate sand and dust storms, causing impacts to
production or local supply chains.
X
Long
Term
Increased cyclonic impacts, specifically related to flooding and or supply chains.
X X X X
Long
Term
Increased wildfires as a result of increased heat and increased time between rainfall events
X X X
Medium
Term
(variability). Increased wildfires may endanger infrastructure, worker health & safety and
reduce visibility.
Trend Impact
Nevada,
USA
Marsa Allam, West
Egypt Africa
East
Africa
Balochistan, Risk
Pakistan Period

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Policy Cost of carbon
Based on Capital’s climate scenario analysis, as well as our diesel
consumption, the cost of carbon in The International Energy Agency
(IEA) Net Zero Emissions by 2050 scenario (NZS) may increase diesel-
related expenses for Capital:
In the Middle East and North Africa, on average, by an additional
$1.9 million per year in 2030 and $14.0 million per year in 2050, in
the NZS scenario;
In West Africa, on average, by an additional $1.3 million per year in
2030 and $9.4 million per year in 2050;
In East Africa, on average, by an additional $360,000 per year in
2030 and $2.6 million per year in 2050;
In Nevada, by an additional 34% per year in 2030 and 45% per year
in 2050; and
In Pakistan, by an additional 4% per year in 2030 and 34% per year
in 2050.
Overall, at all non-US operations, the cost of carbon can increase the
cost of using diesel by up to 4.1 ¢/L in the short term and up to 9.5 ¢/L
in the long term.
We continue our fleet replacement programme, with Short to
the identification and trialling of electric vehicles, Long Term
electric surface drill rig, our energy efficiency
and automation initiatives, and the systematic
replacement of older equipment with more modern
fuel efficient machinery.
As r
elevant, we aim to engage our customers on
potential implications of additional carbon related
costs.
Risk Type Risk / Opportunity Impact on Capital Responses Risk Period
TCFD Report continued
Key impacts and responses to climate risks
At Capital, we regard climate change as both a company and global concern. We recognise that the impacts of climate change could affect both our clients and our business in a variety of ways:
Physical s
hifts in temperature, precipitation, and severe weather events could impact on the stability and effectiveness of infrastructure and equipment, leading to elevated health & safety risks.
Increased envi
ronmental protection requirements and client demands such as demand for green or cleaner fleets.
Regulatory c
hanges such as more widespread carbon tax regimes.
The s
tability and cost of energy and water supplies.
Whilst there are a number of risks associated with climate change, we also believe that it presents many opportunities. Capital is well-positioned in the mining industry to capitalise on these
opportunities with a strong focus on innovation and often a first mover advantage. We are working to adjust our service offering to ensure we not only remain relevant and competitive in the
contract mining services sector but continue our growth in a sustainable manner. Key sensitivities and opportunities to the business were identified for each scenario to assist us in planning for
resilience and preparation for possible future events. Identified negative impacts (orange), the opportunities (blue) and the suggested responses are set out in the table below:
Compliance Key
Risk Opportunity

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Policy
continued
Grid decarbonisation
In the USA, the national grids will reach zero CO
2
emissions by 2035
under the NZS. This will be achieved through incentives promoting the
roll-out of renewable energy generation technology. This will provide a
readily available low-GHG emission energy source for Capital to use.
Pakistan also aims to increase the share of renewable electricity on the
grid to 60% by 2030, with no further decarbonisation stipulated.
We will continue to trial and implement electrification
of lower-energy demand equipment that will be
stationed in Nevada and Pakistan to prepare for low-
carbon electricity such as electric light vehicles.
Over the medium term, suppliers will likely have more
sustainably powered equipment options which can
be phased in when available on the market.
Short to
Medium
Term
Incentives to reduce
GHG emissions
Incentives that encourage the development and deployment of various
GHG emission reduction activities such as research and development of
alternative fuels and waste minimisation.
We continue to identify and pilot new technology
on our decarbonisation journey as outlined on page
45. We piloted the hydrogen-on-demand solution
as a possible fuel replacement option, although not
successful at the time of piloting. We have deployed
electric vehicles, including light delivery vehicles, and
plan to field-test the Epiroc drill rig. We continue to
engage and partner with suppliers as appropriate.
Short t
o
Long Term
Technology
Improvements in
the manufacture of
alternative fuels
Increased availability and reduction in the cost of using alternative fuels,
such as hydrogen.
We continue to identify and pilot a number of
potential solutions, including field testing the Epiroc
SmartROC D65 BE battery-electric surface drill rig.
Medium
Term
Retrofitting the existing light-vehicle fleet to run on natural gas will
increase capital costs in the short term but could save money in the
medium to long term due to reduced operating costs, especially when
taking into account the potential cost of carbon.
Whilst the availability of natural gas is limited within
our operational areas, our Suppliers are working on
a number of dual fuel derivatives of their engines
to allow for the use of a wider range of fuels going
forward.
Short to
Medium
Term
Significant advances in
EV technologies
Equipment currently in use will either need to be upgraded or be
replaced during the term of operational contracts.
Furthermore, the resale value of fossil fuel dependent assets will be
much lower than in the current market.
Our ongoing fleet replacement programme has a
greater focus on lower emission vehicles, with higher
efficiency diesel / biofuel options being considered,
along with our partner-ship with Epiroc for the field-
testing of electric drill rigs.
Short t
o
Medium
Term
Reputation /
Market
Removal from preferred
supplier lists not
awarded contracts
If Capital is to remain a GHG emission intensive company, this may
hinder it from being a preferred service provider.
Capital is preparing for the fact that clients may
increasingly require lower carbon options through
our fleet automation, eMining and other technology
such as Chrysos PhotonAssay
in our MSALABS.
Short to
Medium
Term
Reputation
/ Market
continued
Diversify commodity
exposure
It is predicted that there will be an increase in the demand for lithium,
copper and other minerals/metals critical to the low-carbon transition
and would increase the price of these commodities, making the mining
of such minerals more desirable for long term sustainability.
Capital has continued to grow its non-mine service
offerings including new laboratories and locations
for MSALABS. In addition we are expanding our
commodity footprint into areas outside of gold.
Short to
Medium
Term
Risk Type Risk / Opportunity Impact on Capital Responses Risk Period
Compliance Key
Risk Opportunity

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TCFD Report continued
Physical
(Acute and
Chronic)
Increased extreme heat
incidents
Adverse health impacts and potential injury/death of workers. Heat
stress could risk 2.2% of Capital’s annual revenue. Operating certain
machinery when ambient temperatures exceed 40°C can lead to a
7% increase in fuel consumption.
Capital’s mandatory induction training and annual
refreshers include training on the risks associated
with heat exposure, sun stroke and exhaustion, as
well as medicals to ensure staff are healthy. Prior
to entering a new jurisdiction, the due diligence
includes an assessment of risks. Measures are
implemented to manage these risks such as
additional cooling of vehicles, implementing shorter
shifts where relevant, along with work stoppages
should conditions become unhealthy.
Short to
Long Term
Erratic weather
Erratic weather such as flooding and increased drought will cause
supply chain disruptions thereby impacting operations. Depending
on the number of active rigs on site and the length of production
stoppages, this can become a significant issue for Capital.
Erratic weather can also lead to high winds and potential dust storms
in Pakistan. This can cause health & safety risks and delay operations,
depending on the severity of the event.
Capital reviews its suppliers and supply chains
periodically. Where possible additional inventory
can be held on vulnerable sites to mitigate
potential delays.
Capital will review its Health & Safety policies and
ensure these are suitable for evolving circumstances
and updated regularly.
Short to
Long Term
Wildfires
I
ncreased temperatures and more variable rainfall will increase wildfire
risk which has health & safety implications as well as operational and
supply chain impacts
Capital will review its Health & Safety policies and
ensure these are suitable for evolving circumstances
and updated regularly.
Short Term
Extreme cold and
snowstorms
In Nevada, extreme cold temperatures and snowstorms can pose
several health & safety risks to Capital’s employees as well as
operational risks and supply chain issues.
Ensure that the teams stationed at the Nevada
operations are trained to operate in cold/snowy
weather and that the equipment used there is
suitable for the colder winter conditions.
Short Term
Malaria distribution
shifts
In East Africa, alterations in malaria distribution may expose operations
to malaria that were not previously affected.
In Pakistan, increased flooding is projected to increase incidence rates
of malaria and waterborne diseases such as typhoid, cholera, and
dengue fever.
We have ongoing management in malaria prone
areas, as well as the provision of nets, vector
control sprays and residual spraying. Training is
also undertaken to ensure correct use, as well as
greater understanding in areas where malaria is not
currently prevalent.
Medium to
Long Term
Risk Type Risk / Opportunity Impact on Capital Responses Risk Period
Compliance Key
Risk Opportunity

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150,000
100,000
50,000
0
2
Scope 1 89,497 108,632 134,843
Scope 2 1,689 1,231 822
Total Emissions (Scope 1 and 2) 91,186 109,863 135,665
GHG EMISSIONS (tC0 e)
2022 2023 2024
Scope 1
(Stationary + Mobile)
Scope 2 Total
TCFD Report continued
GHG Emissions
We calculate our GHG emissions in terms of
our Scope 1 (direct) and Scope 2 (indirect) in
alignment with the GHG Protocol Corporate
Accounting methodology. We currently
use the International Energy Agency
(IEA) Emission Factors (Efs) for emission
calculations, along with the IPCC AR6
Global Warming Potential (GWP) factors,
but we acknowledge that IEA Efs are not as
representative as country-specific Efs. Our
current countries of operation have limited
factors available. As part of our ongoing
improvement in our GHG calculations, these
factors will be reviewed annually to ensure
the most representative data is utilised.
Since the initial reporting of our Scope
1 and 2 GHG emissions, we have taken
steps to improve the accuracy of our data
collection. Through this ongoing work, we
have continued to improve our operational
fuel record keeping. Our focus on latest
technology and digital fleet means for those
assets we have tracking of fuel consumption
and emissions. For operations where this
is not currently recorded, we rely on fuel
consumption estimates based on hours
of operation for equipment. Similarly, we
continue to improve the tracking of fuel
and energy use at our MSALABS. Where
we do not have access to actual usage
data, we have taken steps to estimate our
energy consumption based on utilisation
time or electricity use estimates. We
continue to f
ocus on tracking actual fuel and
electricity use to provide a more accurate
Scope 1 and 2 GHG calculation. Scope
1 accounts for 98%
1
of GHG emissions,
the majority of which is due to diesel with
Scope 2 emissions accounting for 2% of
2
2
GHG GWP Reference
CO 1 IPCC AR6 Working Group 1 – Chapter 7 GWP-100
CH
4
29.8 IPCC AR6 Working Group 1 – Chapter 7 GWP-100
N O 273 IPCC AR6 Working Group 1 – Chapter 7 – GWP-100
CO
2
e 1 IPCC AR6 Working Group 1 – Chapter 7 GWP-100
As shown in the table and graphic below, our total Scope 1 and 2 emissions for 2024 were
2 2
91,186 tCO e for the year (2023: 109,863 tCO e). This 17% decrease is due to several factors,
with the completion of our mining contract at Sukari, Egypt contributing to more than a third
of this decrease and with improved emissions tracking and improved accuracy, resulting in
lower Scope 1 emissions. The anticipated increase in activity at Reko Diq will see an increase
in Scope 1 emissions (from 2025) and throughout the duration of activities. Our total energy
consumption in 2024 was 1,233,704GJ equivalent. Mobile diesel consumption constitutes
the largest proportion of our emissions (representing approximately 92% of our Scope 1
emissions) and is therefore a primary focus for reduction initiatives.
GHG Emissions (tCO
2
e) 2024 2023 2022
1 T
he majority, over 98%, of our emissions comes from diesel which is purchased and supplied by our clients. Capital
includes emissions from all fuel used regardless, as we believe this provides a truer reflection of our GHG Emissions.
our emissions. We continue to focus on
energy efficiency in our existing fleet through
our digitisation and eMining programmes.
As well as identifying, testing, piloting
and implementing new technology where
approriate and available. Engaging with
our clients to understand their plans and
requirements and our suppliers on their
road maps to develop sustainably powered
equipment is an ongoing process.
The ongoing initiatives in support of our
emissions reduction approach include:
Mining and
drilling: eMining fleet
digitisation replacement and
automation.
MSALABS: Chrysos PhotonAssay
machines.
Given the complexities associated with
achieving representative calculations of
Scope 3 emissionsparticularly with the
disparate nature of our supply base, this
work is continuing throughout 2025. Whilst
we are aware of the importance of reporting
Scope 3 emissions, our primary focus
remains on accurately calculating Scope
1 and 2 as well as identifying the right
opportunities for emissions reduction in a
structured and cohesive manner.
Due to our reliance on consumption
estimates and emission factors, we continue
to engage an independent consulting firm,
Digby Wells Environmental, to review our
methodology, estimates and measures to
ensure correctness. Our emissions factor
calculations use the following Global
Warming Potentials (GWP’s):

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We acknowledge that the management
of climate change risks and the reduction
of GHG emissions is an iterative process
that requires us to adapt and evolve.
Decarbonisation in the mining industry,
and for Capital, requires collaboration and
partnership across the value chain to drive
the changes required to achieve Net Zero.
Even with cooperation however, we face
numerous and complex challenges in
achieving decarbonisation. We believe it is
important to address these transparently
whilst demonstrating our direction of
travel. Currently, reaching Net Zero in
the short term is not feasible for two key
reasons. First, the technologies provided
by our equipment suppliers are not yet
sufficient to fully support Net Zero goals.
Second, the financial burden of achieving
decarbonisation would fall on Capital, and it
would not be economically viable to invest
in the technologies and systems required
until carbon markets evolve, and associated
costs decrease.
Additionally, we often operate in remote
areas with limited access to grid electricity,
relying on our clients to provide electricity
and diesel. Sourcing reliable renewable
energy in these areas is challenging.
This reduces our ability to easily switch
to renewable energy over the short term
and requires partnership and engagement
both with customers and governments
to transition to more renewable energy
supply. Due to the location of many clients’
assets, diesel is currently the most reliable
energy supply.
For t
he same reason, we have decided not
to apply for SBTi endorsement at this stage
but will continue to consider science-based
methodology and guidance in developing our
targets and pathway to Net Zero targets. We
take our commitment to addressing climate
change seriously, and continue to implement
actions within our control and work with
suppliers so that we are ready to make a
change to sustainably powered equipment
as they become available.
We are also committed to being compliant
with legal requirements and aligning with
best practice disclosures as applicable
in this space. We are investigating and
preparing ourselves as relevant in light of the
ISSB IFRS S2 and the UK Transition Plan
Framework.
Emission reduction and
decarbonisation pathways
Short term
Due to the nature of our business, a large
proportion of our carbon emissions are a
result of fossil fuel use in our equipment.
Slow progress toward cost-effective and
reliable electric / alternative fuel haul trucks
and drill rigs means our focus in the short
term (less than 3 years) is to ensure that our
current fleet is as fuel-efficient as possible.
We continually investigate opportunities to
reduce the diesel needs of our machines,
focussing on areas where technology is
already proven, such as:
Continued f
leet replacement programme
involving the purchase of smaller electric
vehicles,
Use of m
obile solar lighting systems
reducing need for small-scale diesel
generators to be utilised on site,
Integration a
nd retrofitting technology
to drive enhanced fuel efficiency; and
Our c
ontinued installation of Chrysos
PhotonAssay
TM
technology within our
MSALABS business.
In addition to this our partnership with Epiroc
for our first electric drill rig also represents
an important element of our short-term
approach to collaborating with our partners
on decarbonisation.
Our customers are increasingly prioritising
emissions reduction and minimising
environmental impact. By transitioning more
quickly than our peers in the short term,
we believe Capital’s services will become
a more attractive choice maintaining our
competitive edge.
Medium term
In the medium term (3-10 years) we believe
that our heavy vehicle manufacturers
will begin to commercialise the electric/
hydrogen/ hybrid fleets that they are
currently developing and testing. The
incorporation of electric drill rigs and mine
haul vehicles will have the largest impact
on our GHG emissions, as they currently
account for a significant portion of our
Scope 1 emissions. In anticipation of this,
we have begun the process of preparing
for the rollout of our next generation fleet
through our eMining strategy. As the rollout
of the next generation fleet will be carried out
over a number of years, Capital is identifying
and investing a number of opportunities in
order to further reduce our footprint.
Our carbon reduction efforts are also closely
linked to the development of sustainably
powered equipment by OEM suppliers,
other technological advancements and the
availability of renewable energy options from
governments and clients described above.
This means that our efforts are very much
tied to their decarbonisation roadmaps.
Many s
uppliers have set goals and are
actively working on alternative, low carbon
technologies; however, this transition will
take time for suppliers to design, test, pilot
and manufacture equipment.
We remain committed to achieving Net Zero
by 2050 across our Scope 1 and 2 emissions
and are updating our decarbonisation
pathway and targets to better reflect our
business goals and the realities of the global
market. Initially, we set an ambitious aim to
reduce our Scope 1 emissions by 50% by
2030. However, due to a number of factors
including our reliance on our OEM suppliers’
timelines to develop, trial and manufacture
sustainably powered equipment and the
slower than expected progress on this,
our reliance on our client’s ability to source
renewable energy, and in order to expand
our business (such as the anticipated
increased activity at Reko Diq, Pakistan). In
2025 we will develop more comprehensive
decarbonisation plan to identify practical
short, medium and long-term targets based
our engagement with clients and suppliers
over the last few years.

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TCFD Report continued
This approach allows for the reduction in
emissions as we manage fleet replacement,
taking age of units, cost etc. into
consideration. We are, however, cognisant
of the limited influence we play regarding
our OEM equipment suppliers and access
to low carbon electricity at the operations
we are based, and this target is therefore
dependent on their buy-in and aligned
with their commitments.
Long term
In the longer term (greater than 10 years)
we will continue to:
Engage wi
th our suppliers to ensure the
availability of feasible decarbonisation
technologies relevant to our operations;
Collaborate wi
th our suppliers and
partners to secure their support and
ensure alignment with their commitments,
provided their goals reflect our level
of ambition;
Engage wi
th our customers on their
Net Zero plans; and
Offset har
d to abate emissions
where necessary.

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55 Chair’s Introduction to
Governance
57 Corporate Governance Report
66 Statement of Compliance
67 Board of Directors
70 Audit & Risk Committee Report
75 Nomination Committee Report
78 Sustainability Committee Report
80 Remuneration Committee
Report
95 HSSE Committee Report
96 Investment Committee Report
97 Directors’ Responsibilities
Statement
55
CHAIR’S
INTRODUCTION
TO GOVERNANCE
67
BOARD OF DIRECTORS
57
CORPORATE GOVERNANCE
REPORT
Corporate Governance

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Chair’s Introduction to Governance
We remain committed to the highest standards
of corporate governance, ethics and integrity
Jamie Boyton
Executive Chair
Dear shareholders,
Corporate governance is a key foundation of
how we operate, providing the systems and
principles that guide our decision-making
and ensure accountability, transparency
and integrity. With a strong governance
framework, supported by clear values and
policies, we are committed to delivering
excellent services and solutions for our
customers, thereby creating long-term value
for our shareholders and other stakeholders.
By reviewing and approving corporate
policies, engaging regularly with our teams,
conducting site visits and keeping abreast of
internal practices, our Board aims to monitor,
assess and reinforce our culture and values.
Our approach to engagement both internal
and externalis guided by ensuring an open
and respectful culture led from the top by
the Board to facilitate effective contributions
from all Directors, management and the
wider workforce.
During 2024, we have continued to enhance
our Board strategy, structure and culture,
with governance highlights including
the following:
Stakeholder engagement
Capital recognises the importance of
building strong relationships with all our
stakeholders, which is essential to the long-
term success of our business and lies at the
heart of our purpose, values and strategy.
An overview of engagement with our key
stakeholder groups is provided on pages 60
and 61.
Throughout the year, the Executive Directors
and myself made numerous trips to many of
our operations providing an opportunity for us
to hear first-hand our employees’ views and
obtain feedback on a range of issues such as
culture and its alignment with our values, the
impact of our health and safety programmes
and sustainability objectives. It also enables
the Board to engage directly with our
customers, both for the Executive Directors
who regularly meet with their counterparts
at s
ites and for the Non-Executive Directors
on Board site visits.
Our Board site visit to Nevada in July allowed
all Directors to see how operations at our
new project were evolving. Spending time
with our teams on the ground, the Board
was able to deepen its understanding of this
new operation and the challenges faced
to date.
The HSSE and Sustainability Committees
invite members of the workforce to attend
Committee meetings so that the Board is
kept fully appraised of health and safety,
environmental, climate change, social and
governance matters.
In 2024, each of our Executive Directors
held several structured meetings with
the workforce on the ground. Workforce
engagement is facilitated through the
Executive Leadership Team, and the
Company fosters a transparent culture with
regular staff involvement initiatives and
an open reporting line which encourages
employee participation. Given the current
level of transparency and proactivity from
the Executive Directors, along with the
size, geographical spread and nature of the
business, we believe formalising this into a
dedicated workforce engagement scheme
is unnecessary at this time. The Board will
continue to keep this under review in the
coming year.

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Board site visit
Site visits provide valuable
opportunities for members of the Board
to directly observe operations, see our
safety culture on the ground, receive
detailed in situ operational updates and
engage with employees and customers
at all levels of the organisation. This
provides important context to the Board
for their decision-making and also
useful insights for employees.
In July 2024, the full Board, in addition
to a number of senior management,
visited the our operations at NGM in
Nevada, USA. During the visit, the
Directors visited our rigs operating
on the Robertson property (Cortez
Complex) and the laboratory (under
construction) at Carlin. The Board also
had the opportunity to engage with the
senior client executives.
Chair’s Introduction to Governance continued
Board evaluation
Annually, the Board undertakes an internal
evaluation of its own performance, its
committees and that of its individual
directors. More information on this year’s
evaluation can be found on page 76.
Continuing to enhance our
sustainability reporting
Demonstrating our ongoing drive to further
enhance the transparency and information
we provide to our stakeholders, we publish
an annual standalone sustainability report.
We have always prioritised safety, ethical
and responsible practices and sustainability
with a strong focus on local employment
and trainingand are pleased to share our
second sustainability report which will be
available in due course on our website.
UK Corporate Governance Code 2024
The Board is cognisant of the changes to
the Code that were published in January
2024, and came into effect on 1 January
2025. We have invested time to prepare for
enhancements required so as to be fully
compliant with the updated requirements,
particularly with regard to reviewing the
Group’s effectiveness of its risk management
and internal control framework.
Board changes
I would like to take a moment to remember
my fellow Board member, Senior
Independent Director and Chair of Audit
Committee, David Abery, who passed away
in September 2024. David was at the heart
of our governance framework and played a
huge role in enhancing our culture, values
and procedures. His wealth of knowledge
and expertise including extensive experience
of financial, commercial and strategic
matters in African and UK corporate
environments at both board and operational
level, was invaluable.
Demonstrating the effectiveness of our
emergency succession plan, Michael
Rawlinson stepped in as interim Senior
Independent Director as well as interim
Chair of the Nomination and Audit & Risk
Committees. The Board is grateful for
Michael’s seamless and swift transition
in this regard.
Following an externally-facilitated,
comprehensive search process, we were
pleased to welcome Mr Graeme Dacomb to
the Board, our newly appointed Independent
Non-Executive Director and Chair of Audit
Committee who joined us on 1 December
2024. His technical skill set as well as his
wealth of experience in the mining sector
further strengthens our Board capabilities.
Further i
nformation on Graeme’s background
can be found on page 68.
Whilst we do not meet the FCA’s Listing
Rules for 40% female representation on
the Board, I am pleased that two of our
Committees (including one governance
committee) are now chaired by our
female Non-Executive Directors, and the
Board does meet the FCA’s criteria for
ethnic representation.
Finally, since the year-end, Capital’s CEO,
Peter Stokes tendered his resignation which
was accepted by the Board on 9 March
2025. I thank Peter for his tireless efforts
during this challenging time and we wish him
the best of success in his future endeavours.
There will be no search for a CEO at
this time.
Should any stakeholder like to speak
to me or Michael Rawlinson, the Senior
Independent Director, about any aspects
of this Annual Report or the Company’s
performance, please do not hesitate
to contact us through the Investor
Relations team in London; see page 155
for contact details.
Signed
Executive Chair
27 March 2025

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Corporate Governance Report
A robust approach to corporate governance
BOARD OF DIRECTORS
Responsible for the stewardship of the Group, overseeing its conduct and affairs to deliver on our strategic objectives and creating long-term success to generate sustainable
value for our shareholders and the interests of other stakeholders. The Chair leads the Board, ensuring it works constructively as a team. The Board has established
certain committees to assist it in discharging its responsibilities and delegates day-to-day responsibilities to the Executive Chair or Chief Executive Officer*.
Non-Executive Directors
Audit & Risk Committee
Oversight of the Company’s
financial and narrative
reporting processes
and the integrity of the
financial statements as
well as supporting the
Board by providing the risk
management and internal
control functions/processes.
Remuneration Committee
Reviewing and
recommending to the Board
the remuneration packages
for the Executive Directors.
Setting the remuneration
structure for the Executive
Leadership Team, pat
scales and the remuneration
package for the wider
workforce.
Nomination Committee
Responsible for reviewing
the structure, size and
composition of the Board
and its committees.
Overseeing the succession
planning of the Directors and
the Executive Leadership
Team. It ensures the Board
has the appropriate skills,
experience, independence
and knowledge, whilst
bearing diversity in mind with
regards to composition.
Sustainability Committee
Responsible for assisting
the Board in developing and
making recommendations
in connection with the
Company’s strategy,
standards, processes and
approach to ESG matters
that could affect the
business activities, assets,
performance and reputation
of the Company and for
the C
ompany’s ongoing
sustainable development.
Health, Safety, Social and
Environmental Committee
Responsible for formulating
and recommending to
the Board a policy on
health, safety, social and
environmental issues related
to the Group’s operations,
in particular, the Committee
focuses on compliance
with applicable standards
to ensure that an effective
system of health, safety,
social and environmental
standard procedure
s.
Investment Committee
Responsible for both
monitoring the Company’s
existing investments for
performance and strategic
alignment, as well as
evaluating new opportunities.
Read more | Page 70 Read more | Page 80 Read more | Page 75 Read more | Page 78 Read more | Page 95 Read more | Page 96
Executive Chair or Chief Executive Officer*
Responsible for running the business and setting and implementing the Group strategy.
Executive Leadership Team
Corporate Management Operational Management
* Following the CEO’s resignation, accepted on 9 March 2025, the role of ‘Chief Executive Officer’ in this framework is to be replaced with ‘Executive Chair’ until further notice.

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Corporate Governance Report continued
Board roles and
responsibilities
Composition of the Board
Executive Directors
Jamie Boyton Executive Chair
Brian Rudd Executive Director
Non-Executive Directors
Michael Rawlinson
Senior Independent Director
Graeme Dacomb
Independent Director
Catherine (Cassie) Boggs
Independent Director
Anu Dhir Independent Director
Alex Davidson Director
Division of responsibilities
The Board is responsible for the long-term
success of the Company. Capital’s Board
should have the necessary combination of
skills, experience and knowledge, as well
as independence (with regard to the iNEDs),
to properly discharge its responsibilities
and duties.
In order to fulfil its role, the Board:
Sets t
he Company’s strategic aims,
ensures that the necessary resources
are in place for the Company to meet
its objectives, and reviews management
performance in achieving such objectives
Provides l
eadership of the Company
within a framework of effective systems
and controls which enable risks to be
assessed and managed
Develops t
he Company’s culture, vision
and values, and the behaviour it wishes
to promote in conducting business
and ensures that its obligations to its
shareholders and other stakeholders are
understood and met
Carries out al
l duties with due regard for
the sustainability and long-term success
of the Company
The role of Executive Chair (in light of the
resignation of Peter Stokes): Jamie Boyton
Leads the Board and is primarily
responsible for the effective working
of the Board
In c
onsultation with the Board, ensures
good corporate governance and sets
clear expectations with regards to
Company culture, values and behaviour
With t
he support of the Company
Secretary, sets the Board’s agenda and
ensures that all Directors are encouraged
to participate fully in the activities and
decision-making process of the Board
Is t
he ultimate custodian of
shareholders’ interests
Engages wi
th shareholders and other
governance-related stakeholders,
as required
Is p
rimarily responsible for implementing
Capital’s strategy approved by the Board
and for the operational management
of the business
Leads a
nd provides strategic direction to
the Company’s Executive Leadership Team
Runs t
he Company on a day-to-day basis
Implements t
he decisions of the Board
and its Committees, with the support
of the Executive Leadership Team
Monitors, r
eviews and manages key risks
Is one of
the Company’s primary
spokespersons, communicating with
external audiences, such as investors,
analysts and the media
Leads by
example in establishing a
performance-orientated, inclusive, ethical
and responsible Company culture
The role of Senior Independent Director:
Michael Rawlinson
Supports and provides a sounding board
for the Chair and serves as an intermediary
for the other Directors as necessary
Is avai
lable to shareholders if they have
concerns which contact through the
normal channels has failed to resolve,
or for which such contact is inappropriate
Leads t
he iNEDs in undertaking the
evaluation of the Chair’s and Chief
Executive Officer’s performance*
Is a m
ember of Capital’s Audit & Risk,
Nomination and Remuneration (Chair)
Committees, thereby having oversight
of the Group’s material risks, issues and
opportunities, and bringing his skill-set
and independent judgement to the benefit
of these Committees
The Board is responsible
for the long-term success
of the Company.”
Michael Rawlinson
Senior Independent Non-Executive Director
* Following the Board’s acceptance of the
CEO’s resignation on 9 March 2025, there is
no Chief Executive Officer and the Executive Chair
has assumed these responsibilities

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Corporate Governance Report continued
The role of the NEDs (Graeme Dacomb,
Michael Rawlinson, Catherine (Cassie)
Boggs, Anu Dhir, Alex Davidson)
Challenge the opinions of the Executive
Directors, provide fresh insights in terms
of strategic direction and bring their
diverse experience and expertise to the
benefit of the leadership of the Group
Assess t
he performance of the Chair
Scrutinise t
he performance of the
Executive Directors in terms of meeting
agreed goals and objectives
Ensure t
hat the governance, financial
information, controls and systems of risk
management within the Group are robust
and appropriate
Determine t
he appropriate levels of
remuneration of the Executive Directors
Provide a breadth of skills and ex
perience
to Board Committees and, in the case of
the iNEDs, independence
Directors’ independence
The 2018 Code recommends that the Chair
of the Board should be independent. The
Directors do not consider Mr Boyton to
be independent because of his current
and historical ties with the Group, his
employment with the Company as Executive
Chair and his significant shareholding in the
Group; therefore, the Group does not satisfy
this requirement of the 2018 Code.
Under Mr Boyton’s Chairmanship, Capital
has achieved revenue growth for the fifth
consecutive year, continuing to deliver a
number of strategic milestones during 2024,
positioning the Company well for 2025
and beyond. In vi
ew of Mr Boyton’s long-
standing involvement, expertise and depth
of knowledge and specific strategic role
within the Group, the Board has purposefully
considered it appropriate to retain Mr Boyton
as Executive Chair for the current time
(notwithstanding his non-independence).
The Company regularly engages with
shareholders who have indicated their
existing strong support and preference for
Mr Boyton to remain in the role. Moreover,
following the Board’s acceptance of Peter
Stokes resignation as CEO and Director on
9 March 2025, Mr Boyton has taken over
Mr Stokes’ responsibilities. It therefore has
become even more essential that Mr Boyton
remains in his role. The Board of Directors
therefore firmly believes that Mr Boyton’s
continued role of Executive Chair to be in the
best interests of the Company.
The Nomination Committee continues to
consider and review Mr Boyton’s length of
tenure and assess whether it is appropriate
to set a timeline for his tenure. Capital
has a clear emergency succession plan in
place, which was triggered during 2024
upon the sudden passing of David Abery
in September 2024 and worked effectively,
ensuring a smooth succession process for
the Board. Additionally, a talent succession
plan has been formulated to ensure smooth
transition from junior ranks to the Executive
Leadership Team. When the time comes
for Mr Boyton to step down, the Board
intends to appoint an independent
Non-Executive Chair.
The B
oard is compliant with the provisions of
the 2018 Code, whereby at least half the Board
comprises Non-Executive Directors who are
determined by the Board to be independent.
Each of the Non-Executive Directors except
Alex Davidson is considered by the Board
to be independent and free from any issues
that may impair their ability to present their
opinions and/or mar their judgement.
Jamie Boyton and Brian Rudd collectively
hold 17.1% of the Company’s voting share
capital. The Board does not consider the
Company to have a controlling shareholder
for the purposes of the Listing Rules.
Board Committees
See pages 70 to 96 for further information on
each of the Committees and their reports.
Stakeholder engagement
Ongoing engagement with our stakeholders
remains a priority and is critical to Capital’s
success. Capital Limited is an exempted
company incorporated under the laws
of Bermuda and is not subject to the
full requirements of Section 172 of the
UK Companies Act 2006. However, it is
required, with an Equity Shares (Commercial
Company) category on the London Stock
Exchange, to comply with the UK Corporate
Governance Code (the Code). The Code
requires Capital to describe how the
interests of stakeholders and the matters set
out in Section 172 of the UK Companies Act,
2006 have been considered in both Board
discussions and decision-making. See an
overview of our engagement activities on
page 60 and 61.
The B
oard recognises the importance of
effective stakeholder engagement and that
stakeholders views should be considered
in its decision making. We see stakeholder
engagement as key to the delivery of our
purpose and strategy and therefore our long-
term sustainable success. Although there
are often competing interests and priorities
involved, having an understanding of what
matters to our stakeholders allows the
Board to consider a wide range of factors.

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Corporate Governance Report continued
What matters to them How we engaged in 2024 Why we engage Outcomes of our engagement
Workforce
Health, safety and security
Capital’s p
urpose, visions and values
Capital’s C
ode of Business Conduct and
other policies
Learning a
nd development
Diversity a
nd inclusion
Remuneration a
nd benefits
Company s
trategy and operational progress
Sustainability a
nd climate-related risks and
opportunities
Regular h
ealth and safety briefings across the Company
Ongoing init
iatives to support mental and physical wellbeing
Regular d
igital and in-person communication via emails, intranet,
social media, team meetings, town halls and teach-ins
Clear c
ommunication of policies and procedures
Engagement a
nd initiatives to improve diversity and inclusion
Learning a
nd development programmes
Initiatives to d
eepen workforce understanding of and involvement
in sustainability strategy and addressing climate-related risks
and opportunities
The h
ealth and safety, The Remuneration Committee
development, diversity and reviewed the wider workforce
retention of Capital’s workforce remuneration landscape and
is essential to the Company’s considered this when setting
success and execution of Director and ELT remuneration,
its strategy ensuring retention of employees
Customers
Updates on projects
Health, sa
fety and security
Operational p
erformance (e.g. shift metrics),
standby hours: causes, work time hours:
causes
Any c
hanges in customers project plans
Sustainability init
iatives
Regular in
person and/or virtual meetings with customers
Presentations a
nd emails on status of the project, involving the key
team members from both parties
For o
ur larger projects, a quarterly Steering Committee Meeting
ensures a two-way discussion, keeping us informed of customer
developments. Across all customers, our employees engage at
every level, from Executive Directors to operational teams
Active a
nd ongoing engagement with our customers to understand
community needs and collaborate to address
Site v
isits by all Executive Directors, the full Capital Board and
senior management meeting with customers on site
Customers ex
pect
performance in line with or
exceeding contracted KPIs.
Honest feedback and regular
interaction are essential
for fulfilling contracts and
aligning with the Company’s
strategy, fostering a
collaborative approach
We have focused on increasing the
number of female employees at
our operations to align with focus
of clients
We m
ade the decision to enter
countries such as Pakistan, Zambia
and the USA based on discussions
with our existing clients and the
concrete relationships which we
have built and nurtured
Suppliers
Fair and transparent contracting processes
Fair p
ayment terms
Collaborative approac
h
Code o
f Business Conduct
Consistency o
f application of business
ethics practices
Human R
ights and Modern Slavery Policy
Supplier d
ue diligence
Review o
f policy and contracts
Regular co
mmunication
Strong s
upplier engagement
ensures the performance and
support needed to deliver our
strategy while contributing
to a responsible, sustainable
supply chain. Building strong
partnerships can help foster
reliability, ethical practices and
long-term success
We have continued to develop
our supplier due diligence and
audit procedures. We have a
zero-tolerance approach to
all forms of modern slavery,
including servitude, forced,
bonded and compulsory labour
and human trafficking, and we
expect our suppliers to adopt the
same approach
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What matters to them How we engaged in 2024 Why we engage Outcomes of our engagement
Shareholders
Operational, safety and financial performance
Valuation c
onsiderations
Capital alloc
ation
Financing s
trategy
Risk m
anagement
Shareholder dis
tributions
Sustainability str
ategy and addressing
climate-related risks and opportunities
Contribution to co
mmunity development
initiatives and environmental performance
Technology a
nd innovation solutions,
such as our partnership with Epiroc
We m
anage relationships with institutional investors through a
comprehensive investor relations programme, which includes
one-to-one conversations, roadshows, group meetings,
conferences and industry events
Regular m
eetings with sell-side analysts
In p
erson AGM held with open invitation to all shareholders
with the ability to submit questions electronically in advance
Effective engagem
ent
with investors ensures
transparency, builds trust
and supports the Company’s
valuation by keeping
stakeholders informed
about performance, strategy
and risks
Considering t
heir views in
long-term decisions aligns
shareholder expectations with
sustainable growth
The B
oard receives updates
regarding the nature and outcome
of investor meetings and
engagement by Executive Directors
and by senior management with
the Company’s shareholders.
This feedback helps the Board
to shape the strategy which
enables the Company to deliver
shareholder returns
Local
Communities
Health, safety and security
Local em
ployment
Development o
f local staff
Local co
mmunity projects and community
development initiatives
Protection o
f the environment
Support a
nd funding for local community initiatives
Proactive u
se of local suppliers
Training o
pportunities provided through the International
Apprenticeship and Competency Academy (IACA)
Strong co
mmunity engagement
is vital to maintaining our
licence to operate and securing
local support for both the
Company and our customers.
By prioritising local employment,
we foster economic growth
and build lasting relationships,
ensuring mutual success
Where our activities are based
on our client’s sites, our client
will take primary responsibility
to lead community engagement
and identification of community
investment initiatives. We support
them and will engage community
jointly with our clients
Company purpose
The Board defines the Company’s vision and values and, through its own actions and communication channels, embeds these in the corporate culture across the entire business. This is
particularly significant at Capital where we are a global business and operate throughout a number of culturally diverse jurisdictions; ensuring we are unified throughout is paramount. Capital’s
culture is key in working towards and delivering on our purpose, vision, values and strategy. Our Purpose directs our decisions and actions, shapes our culture and drives our strategy.
We recognise we have an important part to play in shaping the future of our stakeholders and supporting wider society.
Our vision
The Company’s vision is to be recognised as the industry’s premier service provider of exploration and mining services, setting the standard with comprehensive solutions that prioritise safety,
compliance and sustainability.
Our values
Our values can be found on page 7
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Ethics and compliance
We are committed to conducting business
responsibly, upholding the highest standards
of ethics and compliance wherever we
operate. We have a zero-tolerance approach
to bribery and corruption and are dedicated
to acting professionally, fairly and with
integrity in all our business dealings and
relationships. To support this, we implement
and enforce robust systems to prevent
bribery and corruption across our operations.
Capital’s Code of Business Conduct and
its Guidelines outline key policies and
procedures relating to anti-bribery and
corruption, anti-facilitation of tax evasion,
conflicts of interest, competition and anti-
competitive conduct, data and information
security, diversity, harassment, human
rights, modern slavery and Health, Safety,
Environment and Quality (HSEQ). These
provide the foundation for transparency and
integrity in our relationships with our host
governments, suppliers, contractors and
local communities. By strictly upholding our
standards, we look to ensure we can operate
effectively and responsibly, maintain our
access to funding, protect our reputation
and safeguard our licence to operate.
Our governance policies can be found
in the Corporate Governance section of
our website.
Further information can also be found on
pages 32 to 34 in the Sustainability section
presenting the governance framework in
this area. This includes Modern Slavery
Statement, Anti-Bribery and Corruption
Policy, and further policies including
Human Rights.
Share Dealing Code
The Company has a share dealing code
requiring all employees to obtain prior
written clearance from either the Chair or the
Chief Executive Officer (when applicable)
to deal in the Company’s shares. The Chair
requires prior written clearance from the
Chair of the Audit Committee. Close periods
(as defined in the Share Dealing Code) are
observed as required by market abuse
regulations and other rules that apply to the
Company by virtue of the market on which
its shares are listed. During these periods
employees are not permitted to deal in the
Company’s securities. Additional close
periods are enforced when the Company or
its applicable employees are in possession
of inside information.
Additionally, the Company has further codes
for share dealing in: investee companies
of Capital Limited, customer/suppliers of
MSALABs, and clients of Capital Limited.
There are provisions in place designed to
ensure employees do not misuse, or place
themselves under suspicion of misusing
information, which they have as a result of
the nature of their roles and responsibilities,
which is not public.
Whistleblowing
Capital has a Whistleblowing Policy which
details the steps that any employee can take
to raise a concern freely and in confidence;
our people are encouraged to speak up”
without fear of reprisal or retaliation. The
Board oversees the process, ensuring that
all concerns are investigated independently,
appropriately, and followed up with
necessary action.
Any s
ubmissions reported (using a web
reporting portal for anonymity or via email)
are handled by the Chair of the Audit
Committee, Mr Dacomb. The Whistleblowing
Policy can be found on the Company’s
website in the Corporate Governance
Section www.capdrill.com
.
Any whistleblowing reports are presented at
the Audit Committee; please see page 74 for
further information.
Conflicts of interest
None of the Directors has any conflict
of interest that have not been disclosed
to the Board in accordance with the
Company’s Code of Conduct. None of the
Executive Directors hold any non-executive
directorships in a FTSE 100 company.
Details of attendance at Board meetings
and Board Committee meetings are set out
in the table and in each Committee report.
Board effectiveness, succession
and evaluation
Board commitment
The Board is satisfied that each of the
Non-Executive Directors committed
sufficient time throughout 2024 for the
fulfilment of their duties as members of the
Board and of the Board Committees.
Induction, training and information
Capital has an induction programme
designed to bring new Directors up
to speed as quickly as practicable,
following their appointment to the Board.
A comprehensive induction process was put
in place for Graeme Dacomb following his
appointment to the Board see page 76 for
details. Board inductions at Capital typically
involve meetings with the Board and various
members of senior management and an
information pack of all necessary corporate
documents, including the Company’s latest
Annual Report, the Bye-Laws, Terms of
Reference for each Committee and other
key Group policies, such as the Code
of Business Conduct, enabling them to
familiarise themselves with the Group, its
procedures and current activities.
On appoi
ntment, and throughout their
tenure, all Directors receive appropriate
training and regular presentations are made
to the Board by senior management and
external advisers on a range of topics such
as regulatory developments, key risks and
sustainability. Training needs are assessed as
part of the annual Board evaluation to ensure
that each Board member feels adequately
supported. In 2024 the Board received
external training from Bird & Bird (law firm)
which provided a comprehensive overview
of topics including the new UK Listing Rules
which came into force on 29 July 2024, the
proposed Prospectus Rules (not yet in force)
and the revised Corporate Governance Code
(2024) effective for periods commencing
on or after 1 January 2025. This training
ensured that Board members remained
well informed and up to date on the latest
regulatory and governance matters.
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The Chair, in conjunction with the Chief
Financial Officer, with support from
the Company Secretary, plans the
Board meetings to ensure the effective
performance and governance of Capital.
Board packs are distributed in good time
before the meeting so that the Board has
the opportunity to review in full and prepare
in advance. Monthly packs are also sent
out which include the monthly results for
finance and operations, health and safety
statistics, business development (drilling &
mining), rig and heavy mobile equipment
locations and an HR update.
Going forward in 2025, a monthly Board call
has been initiated to give the opportunity for
the Board to discuss any matter arising from
the monthly packs.
Board resources
All Directors are authorised to obtain, at
the Group’s expense and subject to the
Chair’s approval, independent legal or other
professional advice where they consider it
necessary. All Directors have access to the
Company Secretary, who oversees their
ongoing training and development.
Corporate Governance Report continued
The Executive Directors’ service contracts
and the terms and conditions of appointment
of the Non-Executive Directors are available
for inspection at the Group’s London office
and will also be at the Annual General
Meeting. Brief details of these terms
and conditions are also set out in the
Remuneration Committee Report.
Re-election of Directors
In accordance with the 2018 Code,
all Directors are required to submit
themselves for re- election annually.
The last Annual General Meeting in
May 2024 approved the re-appointment of
all eight Directors who were directors at that
time: Mr Abery, Mr Boyton, Mr Davidson,
Mr Rawlinson, Mr Rudd, Ms Boggs and
Mr Stokes. All Directors (apart from Mr Abery
(deceased) and Mr Stokes who resigned on
8 March 2025) in addition to Mr Dacomb
(appointed on 1 December 2024) will submit
themselves for re-election at the Annual
General Meeting in 2025. Biographies of
each of the Directors can be found on pages
67 to 68 of this report.
Meetings and attendance
Details of attendance by each Director at the principal Board and Committee meetings during the financial year ended 2024 are as follows:
Board
meetings
Committee
membership
Audit & Risk
Committee (A)
Remuneration
Committee (R)
Nominations
Committee (N)
Sustainability
Committee (S)
HSSE
Committee (H)
Investment
Committee (I)
Jamie Boyton 9/9 I, S - - - 3/3 - 1/1
Peter Stokes
1
9/9 H, S - - - 3/3 4/4 -
Brian Rudd
2
8/9 H - - - 3/3 4/4 -
David Abery
3
6/6 A, N ,R 5/5 3/3 2/2 - - -
Michael Rawlinson
4
9/9 R, A, N 6/6 4/4 3/3 - - 1/1
Catherine (Cassie) Boggs 9/9 S, A, R, N, H 6/6 4/4 3/3 3/3 4/4 -
Anu Dhir
5
9/9 A, N, S 6/6 - 3/3 3/3 - -
Graeme Dacomb
6
1/1 A, N, R 0/0 0/0 0/0 - - -
Alex Davidson
7
9/9 I, H, S - - - 3/3 4/4 1/1
1 Peter Stokes resigned on 8 March 2025
2 Brian R
udd was absent from one Board meeting due to exceptional personal circumstances
3 David A
bery passed away in September 2024, previously Chair of Audit & Risk and Nominations Committees
4 Michael Rawl
inson was appointed acting Senior Independent Director following the death of David Abery in September 2024, and permanently with effect from 1 January 2025. He was also acting Chair of Audit & Risk Committee until the
appointment of Graeme Dacomb on 1 December 2024. He stood down as Chair of Investment Committee with effect from 1 January 2025
5 Anu D
hir was appointed Chair of Nominations Committee with effect from 1 January 2025
6 Graeme Daco
mb was appointed with effect on 1 December 2024 as Independent Non-Executive Director and Chair of Audit & Risk Committee
7 Alex D
avidson was appointed Chair of Investment Committee with effect from 1 January 2025
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Why our Board is effective
The Board is led by the Chair, who promotes
a culture of openness and debate and is
responsible for the leadership of the Board
and its overall effectiveness. The Chair
also facilitates constructive Board relations
and the effective contribution of all Non-
Executive and Executive Directors, and
ensures that Directors receive accurate,
timely and clear information. The iNEDs
challenge the Executive Directors in a
constructive way to ensure decisions have
been considered comprehensively. The
Directors biographies can be found on
pages 67 to 68 of this Report.
Board evaluation
In November 2024 the Board conducted
its annual evaluation of the performance
of the Board as a whole and each of its
Committees. Performance of the individual
Directors was assessed, in addition to
the Independent Non-Executive Directors
meeting separately to discuss the
performance of the Executive Directors,
followed by a feedback discussion with the
Executive Directors.
Board succession
Capital’s Nomination Committee is
responsible for reviewing the skills,
expertise, composition and balance of
the Board on an ongoing basis as part
of the Company’s succession planning.
When considering new appointments, a brief
is prepared and an independent external
search agency is engaged to identify
potential candidates.
Read more about the work of the Nomination
Committee on pages 75 to 77 of this Report.
Corporate Governance Report continued
Board activities and focus
Matters reserved for the Board
The decisions which can only be made
by the Board are clearly defined in the
Delegation of Authority, which is approved
on a regular basis. The matters requiring
Board approval include, amongst others:
the G
roup’s strategy, business plan
and budget Financial Statements and
reporting (supported by the Audit & Risk
Committee) and operation updates
mergers, ac
quisitions and disposals of a
material size and nature
material c
hanges to the Group’s structure
and capital
risk m
anagement
the paym
ent of dividends
the appr
oval of material Group policies
material c
ontract tenders
material i
nvestments.
Board focus
The Board held nine scheduled meetings
during the year. There is frequent
communication between Board members and
with members of Capital’s senior management
outside of the set meeting dates, in order
to stay abreast of business developments.
Moreover in 2025, a monthly board call (in
addition to the scheduled board meetings)
has been scheduled to give the Directors the
opportunity to discuss any matters arising
from the monthly board reports.
The principal activities undertaken by the
Board during the financial year 2024 were
as follows:
Strategy:
Reviewing a t
hree year strategic plan
focused on continued organic growth
across the businesses, together with the
potential for inorganic growth and other
new initiatives. The Board dedicated one
day of our two-day meeting in November
to discussing strategy.
Operational:
Ensuring w
orld class safety standards are
adhered to at all operations with continued
updates from the HSSE Committee
Gained val
uable insight into the operations
by undertaking a site visit to the Nevada
Gold Mine in Nevada USA and reviewed
and critiqued management’s plans to
improve performance
Financial:
Approving t
he budget for the Group
covering the next 12 month period
Approve t
he Group’s audited and
interim financial statements
Ongoing r
eview of the Group’s
capital efficiency and approach to
capital allocation
Declaring i
nterim and final dividends
Leadership and People:
Implementing a more structured and
strategic approach to HR
Continually hol
d the senior management
team to account and ensure appropriate
role responsibilities
Approve t
he recommendations of the
Remuneration Committee with respect
to appropriate compensation
Overseeing t
he appointment of
Graeme Dacomb to the Board
Enterprise Risk Management:
Ongoing r
eview of the Group’s risk
management and the Group’s internal
control network
ESG:
Approve t
he recommendations of
the Sustainability Committee to drive
continued focus on sustainability
and innovation
Governance:
Ensuring t
he Group’s robust governance
structures remain appropriate
Approve various pol
icy amendments
and updates
Diversity and inclusion
As per the Company’s Workforce Diversity
Policy, Capital remains committed to
improving diversity levels throughout
its w
orkforce, management team and
Board, noting the benefits a broad mix
of expertise, skills and diversity brings to
our performance. Further information on
our culturally diverse workforce can be
found on page 37 of this Annual Report.
As per our Policy, we support the UN
Universal Declaration on Human Rights
and respect diversity of perspectives,
skills, experience, economic status, language,
relationship status, ethnicity, culture, tribal/
community tradition, gender, age, religion,
sexual preference, Aids-HIV status, disability,
freedom of association or any other unique
lawful difference between humans or the
societies in which they exist.
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Embracing differences ensures we:
are c
ommitted to equal
employment opportunity
focus at
tention on business needs rather
than personal differences thereby enhancing
our productivity and team performance
reflect the di
verse communities in
which we operate
create a c
ompetitive advantage in our
ability to collaborate and be flexible
across a broad mix of people in the
markets we choose to operate in.
All employees are entitled to participate
in cross culture training to learn more
about the culture and background of
foreign peers and peers from different tribal/
community groups.
We encourage an organisational culture that
is respectful of individual differences and we
are mindful of our goal to create a culture of
engaged high performing employees.
The Nomination Committee continues to
focus on diversity matters at the Board,
ELT and senior management levels. Further
information can be found on page 76 of this
Annual Report.
Listing Rules and Disclosure
Guidance and Transparency Rules
The following tables below provide
further information in accordance with
UKLR 22.2.30 of the Listing Rules as at
31 December 2024:
Gender
diversity
as
at 31 December 2024*
Number of senior
positions on the
Number of Percentage of board (CEO, CFO, Number in executive Percentage of executive
board members the board SID and Chair) management
1
management
1
Men 6 75% 4 8 80%
Women 2 25% 0 2 20%
Ethnic
Diversity
as
at 31 December 2024*
The Company has met the FCA’s diversity target that at least one member of the board should be from an ethnic minority background excluding white ethnic groups
(as set out in categories used by the Office for National Statistics).
Number of senior
positions on the
Number of
board members
Percentage of
the board
board (CEO, CFO,
SID and Chair)
Number in executive
management
1
Percentage of executive
management
1
White British or other White (including minority-white groups) 7 87.5% 3 9 90%
Mixed/Multiple Ethnic Groups 0 0% 0 0 0%
Asian/Asian British 1 12.5% 0 0 0%
Black/African/Caribbean/Black British 0 0% 0 1 10%
Other ethnic group, including Arab 0 0% 0 0 0%
The Company collects the above data used for the purposes of making this disclosure from Directors on a voluntary basis. The date of our executive management is captured via the Company’s
internal HR system on a voluntary basis. The Board acknowledges that the Company has not yet met the UK’s Financial Conduct Authority’s (FCA) diversity targets (being at least 40% of the
board members should be female and that at least one of the senior board positions should be held by a woman). The reason for not meeting these targets mainly relates to the historically
significantly lower proportion of women in the resources and mining sectors, and hence already a larger proportion of the Board (and Executive Management) is comprised of males. However, we
are committed to improving diversity and are working towards creating more opportunities for women in leadership roles, as demonstrated by the fact that two of the Company’s Committees are
now chaired by women, being: Sustainability Committee (chaired by Catherine (Cassie) Boggs since 2021); and the Nominations Committee (chaired by Anu Dhir with effect from 1 January 2025).
1 Executive management includes the Executive Leadership Team and Company Secretary
*Since this date the statistics have changed following the resignation of Peter Stokes on 8 March 2025
Corporate Governance Report continued
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Statement of compliance
Capital Limited recognises that a continual
commitment to the highest standards of
corporate governance, ethics and integrity
is essential in delivering sustainable success
for our stakeholders. Strong corporate
governance is core to our culture, which
ultimately benefits the long-term interests
of all of our stakeholders. In line with our
commitment to maintaining best practices
of corporate governance, the Board confirms
that for the year ended 31 December 2024,
Capital applied the principles and complied
with all of the provisions of the UK Corporate
Governance Code issued by the Financial
Reporting Council in July 2018 (the “2018
Code” available at www.
frc.org.uk), save as
disclosed in this Corporate Governance
report. It should also be noted that Capital
Limited falls outside the FTSE 350 Share
Index and is therefore a “smaller listed
company” for the purposes of the
2018 Code.
Details of the Group’s corporate governance
policies and procedures (including the
charters of each of its corporate governance
committees) can be found on www.capdrill.
com/investors/corporate-governance.
The Company notes the publication of the
2024 Code, applying to financial years
beginning on or after 1 January 2025, and
is working towards meeting these new
requirements and reporting in accordance
with them in due course.
Statement of compliance with
the 2018 Code
The 2018 Code places emphasis on
relationships between companies,
shareholders and stakeholders. It also
promotes the importance of establishing
a corporate culture that is aligned with
the company purpose, business strategy,
promotes integrity and values diversity.
It is the intention of Capital to comply as
closely as possible with the 2018 Code
as a smaller listed company, in order
to facilitate the most effective balance
between entrepreneurial and prudent
management with the ultimate strategy
of delivering long-term value to all the
Group’s stakeholders. As well as outlining
our corporate governance structures in this
section of the Annual Report, we also explain
where and why the Company does not apply
the provisions of the 2018 Code and the
alternative procedures in place that achieve
the same outcome.
The Company has identified compliance
shortfalls and provided mitigating/alternative
procedures for Provision 2 (explanation of
the Company’s approach to investing in and
rewarding its workforce), Provision 9 (chair
should be independent on appointment),
Provision 19 (chair remaining in post beyond
nine years) and Provision 41 (engagement
with the workforce in terms of how executive
remuneration aligns with wider company
pay pol
icy).
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Board of Directors
Capital’s Directors bring a broad range of business, commercial
and other sector specific experience to the Board.
Committee Key
A Audit & Risk Committee
N Nomination Committee
R Remuneration Committee
H Health, Safety, Social and
Environmental Committee
S Sustainability Committee
I Investment Committee
Chair (of that committee)
Jamie Boyton
Executive Chair
Appointment date: January 2009
Tenure: 16 years
Committee membership:
I S
Skills, experience, and qualifications:
Jamie has extensive experience in strategic and
business development, which includes a deep
understanding of capital markets requirements and
a proven ability to harness growth opportunities. He
was previously an Executive Director at Macquarie
Bank, where he was the Head of Asian Equity
Syndication and Corporate Broking, based in
Hong Kong. Jamie holds a BComm (Accounting
and Finance) degree from the University of
Western Australia.
External appointments:
None
Brian Rudd
Executive Director
Appointment date: May 2005
Tenure: 19 years
Committee membership:
H
Skills, experience, and qualifications:
As a founder of the Company, Brian has been
instrumental in the successful establishment and
development of the Company since 2005 with a
focus on business development and client relations.
Brian has nearly 40 years’ experience in the
mining industry in both Australia and Africa. Before
establishing the Company, Brian held various senior
positions for private and listed drilling companies in
Australia and Africa.
External appointments:
Non-executive director of Hardy Metals and an
adviser to Minexia.
Michael Rawlinson
Senior Independent
Non-Executive Director (SID)
Appointment date: August 2018
Tenure: 6 years
Committee m
embership: R A N I
Skills, experience, and qualifications:
Michael is a former investment banker with circa
30 years’ experience focused on the mining and
metals sector. He was previously Global Co-Head
of Mining and Metals at Barclays investment bank
having joined from the boutique investment bank,
Liberum Capital – a business he helped found
in 2007. He has experience as both a corporate
financier and research analyst covering the
mining sector and has extensive capital markets
expertise having advised on a number of IPOs
and follow-on offerings.
External appointments:
Senior independent non-executive director of
Hochschild Mining plc, Chair of Adriatic Metals
plc and is a non-executive director of Andrada
Mining Limited.
Catherine Boggs
Independent Non-Executive
Director
Appointment date: September 2021
Tenure: 3 years
Committee membership:
S A R N H
Skills, experience, and qualifications:
Catherine (Cassie) has over 41 years’ experience
in General Counsel and senior leadership roles for
companies in the mining sector. Most recently, she
served as interim president and CEO of Hecla Mining
Company, where she continues to hold the position
of chair. Previously, she spent eight years with
renowned global mining investment firm, Resource
Capital Funds, in the role of Partner, Vice President
and General Counsel. Cassie was also Senior Vice
President, Corporate Development for Barrick
Gold
Corporation. During this time, she served
as General Counsel to its LSE- listed subsidiary,
African Barrick Gold and as Regional President of its
African Business Unit. She was also an International
Partner and Head of Global Mining Group for global
law firm Baker McKenzie. Since November 2019,
she has been serving as an International Expert in
mining with the U.S. Department of Commerce’s
Commercial Law Development Program.
External appointments:
Chair of Hecla Mining Company.
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Board of Directors continued
Anu Dhir
Independent Non-Executive
Director
Appointment date: November 2023
Tenure: 1 year
Committee membership:
A N S
Skills, experience, and qualifications:
Anu has over 21 years’ experience in the resources
sector, most recently, as a co-founder and executive
of ZinQ Mining, a private base and precious metals
company which focused on the Latin American
Region. Prior to ZinQ Mining, Anu was Vice
President, Corporate Development and Corporate
Secretary at Katanga Mining Limited. She is the chair
of privately held Heritage Environmental Services,
LLC. Anu is a graduate of the General Management
Program (GMP) at Harvard Business School and
has a law degree (Juris Doctor) from Quinnipiac
University and a Bachelor of Arts (BA) from the
University of Toronto.
External appointments:
Non-executive director of Montage Gold Corp.,
non-executive director of Taseko Mines Limited and
non-executive director of Mx2 Mining Inc.
Graeme Dacomb
Independent Non-Executive
Director
Appointment date: 1 December 2024
Tenure: 0 years
Committee membership:
A N R
Skills, experience, and qualifications:
Graeme was a partner at Ernst & Young LLP for
26 years and during the last twelve, he was a lead
partner in the extractive industry, responsible for
coordinating the provision of a full suite of services
to multinational mining and oil and gas clients. In
addition to audit services, he provided critical advice
for his clients on corporate governance structures,
risk management, acquisitions, disposals and
financial systems and controls. His previous board
positions include being non-executive director and
chair of the audit committee of Ferrexpo plc. Graeme
was also a member of the Financial Reporting
Council’s (FRC) financial reporting review panel.
Graeme h
olds a Bachelor of Commerce from the
University of Cape Town, is a member of the Institute
of Chartered Accountants (ACA) Scotland, South
African Institute of Chartered accountants (CA (SA))
and is a Certified Public Accountant (California).
External appointments:
Non-executive director and chair of audit committee
of Ecora Resources plc.
Alex Davidson
Non-Executive Director
Appointment date: May 2010
Tenure: 14 years
Committee membership:
H S I
Skills, experience, and qualifications:
Alex has over 43 years’ experience in designing,
implementing and managing gold and base metal
exploration and acquisition programmes throughout
the world. Alex was Barrick Gold Corporation’s
Executive Vice President, Exploration and Corporate
Development with responsibility for its international
exploration programmes and Barrick’s corporate
development activities. In 2005, Alex was presented
the A.O. Dufresne Award by the Canadian Institute
of Mining, Metallurgy and Petroleum to recognise
exceptional achievement and distinguished
contributions to mining exploration in Canada. In 2003,
Alex was named the Prospector of the Year by the
Prospectors and Developers Association of Canada
in recognition of his team’s discovery of the Lagunas
Norte Project in the Alto Chicama District in Peru.
Alex became a 2023 Canadian Mining Hall of Fame
Inductee, recognising his inspiring achievements and
visionary leadership in elevating the stature of Canadian
mining. Alex holds a B.Sc. and M.Sc. in Economic
Geology from McGill University. Previous board
positions include chair of Americas Gold C Silver and
non-executive director of Pan American Silver.
External a
ppointments:
Non-executive chair of NuLegacy Gold Corporation,
non-executive director of South Pacific Metals Corp
and non-executive director of Volta Recources Inc.
Committee Key
A Audit & Risk Committee
N Nomination Committee
R Remuneration Committee
H Health, Safety, Social and
Environmental Committee
S Sustainability Committee
I Investment Committee
Chair (of that committee)
Board Changes in 2024
1. In September 2024, David Abery passed
away. Michael Rawlinson stepped
in as interim Senior Independent
Director, interim Chair of Audit &
Risk Committee and interim Chair of
Nomination Committee.
2. On 1 D
ecember 2024, Graeme Dacomb
joined the Board as Independent Non-
Executive Director and Chair of Audit & Risk
Committee.
3. At t
he Board’s in-person Board and
Committee meetings at the end
of November 2024, the following
appointments were made, all effective
1 January 2025: Michael Rawlinson
confirmed as Senior Independent Director,
Anu Dhir confirmed as Chair of Nomination
Committee, Alex Davidson confirmed as
Chair of Investment Committee (non-
governance committee).
Board Changes in 2025
1. On 9 March 2024, the Board accepted
the resignation of Peter Stokes as CEO.
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COMPOSITION
3
1
1
4
Executives
Chair
Non-Executive Directors
Independent Non-Executive
Directors
Board of Directors continued
3
1
4
0-3 years
3-6 years
6+ years
BOARD GENDER DIVERSITY
6
2
Male
Female
Board Composition as at 31 December 2024
How the composition of our Board positions us to deliver long-term sustainable value for Capital and our stakeholders.
LENGTH OF TENURE ETHNICITY
7
1
White
Asian/Asian British/Asian other
AGE
2
1
2
1
2
50-55
55-60
60-65
65-70
70-75
NATIONALITY
2
3
2
1
United Kingdom
Australia
Canada
USA
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See my Biography | Page 68
Audit & Risk Committee (“ARC”) Report
Continuing to evolve our approach to Risk
Management
Graeme Dacomb
Chair of Audit & Risk Committee
Committee membership
and attendance
Name Attendance
Graeme Dacomb (Chair)*
1
0/0
Catherine (Cassie) Boggs 6/6
Anu Dhir 6/6
Michael Rawlinson 6/6
David Abery
2
5/5
* The Chair of the Audit & Risk Committee is
deemed to have recent and relevant financial
experience in accordance with the UK
Corporate Governance Code.
1 Graeme Daco
mb was appointed with effect
from 1 December 2024.
2 David A
bery passed away in September 2024,
previously Chair.
Key activities during the year
Reviewed the Group’s half-year and
annual financial statements, and any
audited accounts, before submission
to the Board, and confirmed to the
Board of Directors their opinion that
the report and accounts are fair,
balanced and understandable and
contain sufficient information on the
Group’s performance, business model
and strategy
Reviewed ac
counting matters likely to
impact 2024 year-end results
Evaluated t
he effectiveness of the
external auditors
Reviewed th
e corporate risk register
and challenged management on the
findings
Reviewed t
he Group’s Delegation of
Authority before recommending for
Board approval
Received updat
es on debt facilities
and cash management within the
Group
Received updates on the G
roup
insurance programme and associated
risks
Reviewed t
he Group’s tax strategy and
tax position
Received r
egular updates on fraud
prevention and detection processes
Received r
egular updates on any
whistleblowing, anti-bribery and
corruption reports
Received hal
f-yearly updates on
Capital’s IT programme and cyber risk
management
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of the Committee’s responsibilities can be
found on the Company’s website.
Role of the Committee
Monitoring the Group’s financial reporting
procedures
Reviewing the integrity of
the Group’s
financial statements, challenging
significant financial and other judgements
Discussing wi
th the Group’s auditors any
issues and reservations arising from the
interim review and year-end audit
Reviewing t
he adequacy and effectiveness
of the Group’s risk management and
internal control systems
Advising the B
oard on the emerging
and principal risks facing the Company
(including those that would threaten its
business model, future performance,
solvency or liquidity and reputation), the
identification of emerging risks and the
management and mitigation of such risks
Reviewing t
he requirement for an
internal audit
Reviewing t
he independence and
objectivity of the external auditor,
assessing its effectiveness
Reviewing t
he Group’s fraud prevention
and detection processes
Reviewing t
he Group’s whistleblowing
procedures
Assisting in t
he selection of a CFO
The Committee undertakes these significant
tasks on behalf of the Board and provides
independent oversight on financial matters.
This also frees the Board’s available time to
focus on strategic matters in line with its duties
and responsibilities and matters reserved.
Significant matters and accounting
judgements relating to the financial
statements
The Audit Committee considered the
significant matters set out below and, in
all cases, considered to what extent areas
of judgement were appropriate. Papers
were presented to the Audit Committee
by management, setting out the relevant
facts, material accounting estimates, and
the judgements associated with each item.
The external auditor provided a summary
report setting out its views on each area
of judgement.
The Committee discussed the papers with
management, challenged all significant
areas of judgement, and sought the views
of the external auditor on each matter. The
Committee concurred with the assumptions
and treatment adopted by management
in each area and the related disclosure
presented in the Annual Report and
Financial Statements. During the year there
were no instances where there were any
disagreements which could not be resolved
between the Committee and the Board.
The significant matters that were considered
by the Committee in 2024 in relation to the
financial statements and how these were
addressed were as follows:
Chair’s introduction
I am pleased to present the work of the
Audit & Risk Committee (“ARC”) for the year.
This is my first report as ARC Chair, having
joined the Board on 1 December 2024.
This report is intended to provide you with
an insight into the activities and key areas
the Committee considered for the year-
ended 2024. But, first of all, I must start by
taking this opportunity to acknowledge the
significant contribution and efforts of my
predecessor, David Abery, who very sadly
passed away suddenly in September 2024.
The Committee, on behal
f of the Board,
monitors the Group’s internal control
environment and integrity of financial report
reporting. Additionally, we challenge the
management team and external auditors
on a number of areas, including key
accounting judgments and control matters.
The Committee’s Charter is available on the
Company’s website.
Following the publication of the UK
Corporate Governance Code 2024 (the
‘2024 Code’), the Committee has dedicated
time during the year preparing for these
requirements as well as other proposed
legislative and governance changes. We
continue to consider the enhancements
that will be required in respect of our risk
management reporting and will provide
information in this report on the steps that
we have taken so far to consider the new
reporting requirements.
During the year under review, in addition to
the Committee present at meetings, other
attendees included: representatives from BDO
(the Group’s external auditor), the Executive
Chair, the CEO, the CFO, the Group Financial
Controller, the Group Finance Manager, the
Head of Tax, and other Board members who
attend as guests. The Committee meets as
necessary and at least three times a year and
operates within the framework of a detailed
annual work plan. During 2024 the Committee
met six times.
Committee members participate in other
Board Committees, allowing the Committee
to consider the full spectrum of risks faced
by the Group. In line with UK Corporate
Governance Code recommendations, the
Board has confirmed that all members of the
Committee are Independent Non-Executive
Directors and have been appointed to
the C
ommittee based on their individual
financial, risk and significant experience
relevant to the mining sector. Highlighting the
necessary skills, background and financial
literacy required to effectively discharge
our duties that are available on the Audit
Committee, biographies for all members can
be found on pages 67 to 68. The secretary
of the Committee is the Company Secretary.
Attendance of the members is set out on
page 63.
The Committee meetings also provide
the opportunity for the Independent Non-
Executive Directors to meet privately with
BDO without management present. There
were no concerns raised for 2024.
Outside of the formal meetings, the Chair
of the Committee held discussions with
members of management (including the
Chief Financial Officer, the Group Financial
Controller, the Group Finance Manager, the
Company Secretary and the Head of Tax).
The Committee’s Charter was reviewed and
re-approved during the year. Further details
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assessment of the steps referred to in IFRS
15, management concluded that the revenue
recognition principles recommended by
IFRS 15 have been respected and applied
consistently in 2024.
Taxation
The Group operates in multiple jurisdictions
with complex legal, tax and regulatory
requirements. In certain of these
jurisdictions, the Group has taken income
tax positions that management considers
supportable and are intended to withstand
challenge by tax authorities. Some of these
positions are inherently uncertain and include
those relating to transfer pricing matters and
the interpretation of income tax laws.
Management periodically reassesses its tax
positions and presents these assessment
updates to the Committee for consideration
and approval. In particular, the Committee
assessed the positions concerning the claims
of Côte d’Ivoire and Mali tax authorities.
The Committee is satisfied with
management’s estimates and assumptions.
The Committee takes into account the
views of the external advisors but accepts
that responsibility for such matters lies with
management and, ultimately, the Board.
Asset impairment and inventory
valuation
The Group reviews the carrying amounts
of its assets and inventory annually.
Management performed a detailed analysis
in terms of IAS 36, Impairment of Assets
and IAS 2, Inventories to assess the
carrying amounts of the Group’s assets and
inventories, with particular consideration
of the carrying value of the heavy mining
equipment (“HME”) as well as the c
arrying
value of MSALABS laboratory assets.
During 2024, the Group’s mining contracts
at Ivindo and Sukari both came to an end.
In January 2025, the Group announced a
letter of intent with Barrick, the operators
of the Reko Diq gold mine in Pakistan, to
provide civil engineering and mining services
at the mine site. This agreement will see the
majority of the Group’s HME and related
spare parts sent to Pakistan during 2025 to
start performing this contract. The remainder
of the HME will either be re-deployed or sold
once a strategy for it has been defined. Due
to the uncertainty around the future of this
small portion of the HME fleet, it has been
assessed for impairment in accordance with
IAS 36 (Impairment of Assets) and certain of
these assets were identified as having little
prospect of being used going forward and
were written down by a total of $0.9m.
For 2024 financial year, several assets
in respect of certain underperforming
MSALABS laboratories were identified that
were not in use or had little prospect of
being used going forward and were written
down to nil value resulting in an impairment
charge of $2.8 million being recognised.
The Committee is satisfied with
management’s estimates and assumptions.
Recoverability of Trade Receivables
The Group carried trade receivables of
$60.0m (2023: $49.6m) at year end, net
of an expected loss provision of $4.8m
(2023: $4.7m). The provision for expected
credit losses represents management’s
best estimate at the Balance Sheet date.
A number of judgements are made in the
Going concern and working capital
The Group operates in an uncertain
environment and maintaining sufficient cash
headroom for the business is essential.
The Group has a strict budgetary discipline
as well as working capital and cash flow
forecasting tools which enable management
to closely monitor the Group’s working
capital and cash forecasts. The working
capital and cash forecasts are examined
on an ongoing basis by the Committee and
Board, and always when contemplating
major capital expenditure, to enable the
Board to report that the Group remains a
going concern.
In addition, the Group upsized its revolving
credit facility by $25 million, and entered
into loans for the purchase of properties
in Nevada and Alaska to service new
operations that commenced in 2024 in
each of these locations. The Committee
and Board are satisfied that this funding
approach will provide sufficient capital to
execute the business strategy without
negatively impacting the going concern.
Accounting for investment in Eco Detection
In H1 2024 the Group acquired 22% (with
Board representation) of Eco Detection Pty
Ltd, an Australian company involved in the
development of water analysis technology
for use in remote operations, critical
infrastructure and general water chemical
analysis. In accordance with IAS 28, the
Group has accounted for this using the
equity method, and consequently recognised
it separately from other investments on the
balance sheet. A 22% share of Eco’s annual
net losses is also recognised in the Group’s
consolidated income statement.
Disposal of stake in Predictive Discovery
Limited
In H2 2024 the Group announced an
agreement to sell its stake in Predictive
Discovery, a company listed on the
Australian stock exchange, to Perseus
Mining for a total consideration of
~US$31.2 million. This disposal was
structured in such a way as to enable the
Group, under certain circumstances, to
benefit from a future sale of those shares,
or a subsequent takeover of Predictive
Discovery. The events required for this
contingent income to crystalise are
considered too remote to recognise as an
asset to the Group at 31 December 2024.
Revenue recognition
During the year, the Group has secured
and extended long-term drilling and
laboratory services contracts with high-
quality customers. More specifically, the
Group entered into material new contracts
with Nevada Gold Mines (a joint venture
between Barrick Gold Corporation and
Newmont Corporation) across both drilling
and laboratory services, in addition to
drilling contracts with Allied in Côte d’Ivoire,
Perseus in Tanzania and Barrick in Zambia.
Management performed a detailed
analysis of the application of IFRS 15 for
each of the new contracts and assessed
services provided within them, identified
performance obligations, determined the
related transaction price and how this should
be allocated to performance obligations,
and determined when revenue should be
recognised. The Group also concluded
the Belinga mining contract with Ivindo
during the year and assessed this on the
same criteria as above. Based on the
Audit & Risk Committee (“ARC”) Report continued
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without management to ensure that no
restriction in scope has been placed on the
external auditor by management. In addition,
informal meetings are also held from time
to time between the Chair of the Committee
and the external audit partner and did not
consider it necessary to request the auditors
to look at any specific areas.
Provision of non-audit services
The Committee requires that any non-audit
services to be performed by the external
auditors are formally approved in advance
of the service being undertaken. Audit-
related services do not require pre-approval
and encompass actions necessary to
perform an audit, including areas such as
providing comfort letters to management
and/or underwriters; and performing
regulatory audits. The provision of any
non-audit services requires pre-approval
and is subject to careful consideration,
focused on the extent to which provision
of such non-audit service may impact the
independence or perceived in dependence
of the auditors. The auditors are required
to provide details of their assessment of
the independence considerations, as well
as measures available to guard against
independence threats and to safeguard the
audit independence.
Systems of risk management and
internal control
The Board has ultimate responsibility for the
Group’s systems of risk management and
internal control, including those established
to identify, manage and monitor risks
throughout 2024.
The system of internal controls is vital i
n
managing the risks that face the Group
and safeguarding shareholders’ interests.
The Group’s internal controls are designed
to manage rather than eliminate risk as an
element of risk is inherent in the activities of
a mining services company.
The Board’s obligation is to be aware of
the risks facing the Group, mitigate them
where possible, insure against them where
appropriate and manage the residual risk
in accordance with the stated objectives
of the Group. In pursuing these objectives,
internal controls can only provide reasonable
and not absolute assurance against material
misstatement or loss.
The Head of Tax reports to the Committee
on strategic risk issues and oversees
the Group’s enhanced risk management
framework; he provides senior management
leadership and oversight of the Group’s
risk management framework. This acts as
a link between the ARC and the business
in relation to the management of risk.
Information on how the Group identifies,
manages and monitors risks, including a
description of the principal aspects of the
Group’s systems of risk management and
internal controls and the risk management
framework, is set out on pages 26 to 29.
calculation of the provision, primarily the
existence of any disputes, recent historical
payment patterns and the debtors’ financial
position. Further details can be found in Note
18 to the financial statements.
Recoverability of VAT receivables
The Group holds $6.4 million (2023:
$7.6million) of VAT receivables at year end
net of expected loss provisions of $3.6
million (2023: $1.1 million) that are owed by
fiscal authorities in a number of jurisdictions.
In assessing the recoverability of the VAT
receivables, the Group assessed the expected
credit loss on the VAT amounts owed based
on current and historic correspondence
with the relevant fiscal authorities and
consultations with local tax experts. For the
2024 financial year, the loss provision was
increased by $2.5 million given the aged
nature of several of the VAT receivables and
the perceived prospect of recovery.
External auditor independence
The Company’s policy is to tender the
external audit every ten years. The last
audit tender was undertaken in 2019
when BDO United Kingdom (BDO) were
appointed as auditors to the Group. The
effectiveness of the external audit process
is largely dependent on appropriate audit
risk identification at the commencement of
the audit process. BDO prepared a detailed
audit plan, identifying key risks which in 2024
included management override of controls,
fraud in revenue recognition, impairment of
the Group’s HME mining assets and related
mining inventory, accounting for Ivindo
contract termination, recoverability of VAT
receivables, impairment of non-current
assets in MSALABS, and accounting for
capitalised Enterprise Resource Planning
(“ERP”) costs. In forming its assessment
of the effectiveness of the overall audit
process, the Committee considered the
FRC’s Audit Quality Review report on BDO
LLP, r
eceived formal presentations regarding
the proposed audit strategy, met separately
with the Audit Partner without members of
management present and the Committee
Chair met separately with the Audit Partner
to discuss the audit strategy in detail,
with the Committee Chair subsequently
reporting back to the Committee. These
forums enabled the Committee to assess
the extent to which the audit strategy
was considered to be appropriate for the
Group’s activities and addressed the risks
the business faces, including factors such
as independence, materiality, the auditors’
risk assessment versus the Committee’s own
risk assessment, the extent of the Group
auditors’ participation in the subsidiary
component audits and the planned audit
procedures to mitigate risks.
The Committee assesses the effectiveness
of the audit process in addressing these
matters semi-annually. In addition,
the Committee seeks feedback from
management on the effectiveness of the
audit process. For the 2024 financial year,
management was satisfied that there had
been appropriate focus and challenge on
the primary areas of audit risk and assessed
the quality of the audit process to be good.
The Committee concurred with the view
of management and did not consider it
necessary to request the auditors to look at
any specific areas. The external auditor and
Committee have the opportunity at the end
of a committee meeting to speak privately
Audit & Risk Committee (“ARC”) Report continued
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The effectiveness of the Group’s system of
internal controls is reviewed annually by the
Committee. The Committee’s assessment
includes a review of the major financial
and non-financial risks to the business
and the corresponding internal controls.
Where weaknesses or opportunities for
improvement are identified, clear action
plans are put in place and implementation
is monitored by senior management and
the Executive Directors. The Committee
reported to the Board that following such
review, it considered the internal controls in
respect of the key risks that face the Group
to be appropriate.
As the Group’s risk management and internal
control systems mature, the Committee
will continue to review the adequacy and
effectiveness of these systems. In particular,
the Committee will oversee an assurance
mapping exercise which will reflect a best
practice approach to the relevant 2024 Code
provision which takes effect from 1 January
2026. In particular, the Code Provision 29
will require the Board to provide various
assurances regarding the effectiveness of the
Company’s material financial and operational
controls in its 2026 Annual Report.
Whistleblowing
As mentioned on page 62 of the Corporate
Governance Report, any reports of
whistleblowing are handled by the Chair of
Audit Committee. There were no reports
during the course of 2024.
Fraud prevention and detection
processes
With the implementation of the Economic
Crime and Transparency Act 2023
(‘ECATA’), work has commenced in terms
of understanding how the new legislation
specifically applies to Capital (where the
majority of t
he Group’s activity and business
is not in the UK), in order to ensure that the
Group is compliant with this requirement.
Approval
This report was approved by the Board of
Directors on 27 March 2025 and signed
on its behalf by:
Graeme Dacomb
Chair of Audit & Risk Committee
Audit & Risk Committee (“ARC”) Report continued
Overview of the process to ensure that the Group’s Annual Report, taken
as a whole, is fair, balanced and understandable and provides information
necessary for shareholders to assess the Group’s position and performance,
business model and strategy
Annual Report Working group
The working group comprised individuals involved in
the drafting of the Annual Report. Material disclosure
items were discussed by the working group.
The working group members reviewed the sections
in light of the ‘fair, balanced and understandable’
requirement.
Key contributors to the Annual Report
A verification process is in place, with key contributors
required to confirm the accuracy of the information
provided.
External review
h2g Remuneration Advisory, the Remuneration
Committee’s independent adviser, reviewed the
Directors Remuneration report. Digby Wells reviewed
the TCFD report and the information on GHG
emissions. Feedback was provided by BDO on the
overall 2024 Annual Report. All external reviews were
undertaken to enhance the quality of our reporting.
Senior Management review and approval Senior management and Executive Directors reviewed
and scrutinised all sections of the Annual Report
in light of the ‘fair, balanced and understandable
requirement.
The Committee and the Board
Drafts of the Annual Report were circulated individually
to Board members, the Committee and the full Board
for review, providing opportunities for challenge.
Once the Committee was satisfied, it provided its
recommendation to the Board for approval. Final step
was Board review and approval.
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See my Biography | Page 68
Nomination Committee Report
Succession planning was a key
discussion point in 2024
The Committee was pleased
to announce the appointment
of Graeme Dacomb as
Independent Non-Executive
Director.”
Anu Dhir
Chair of the Nomination Committee
Committee membership
and attendance
Name Attendance
Anu Dhir (Chair)
1
3/3
Cassie (Catherine) Boggs 3/3
Graeme Dacomb
2
0/0
Michael Rawlinson 3/3
David Abery
3
2/2
1 Anu Dhir was appointed with effect from 1
January 2025.
2 Graeme Daco
mb was appointed with effect
from 1 December 2024.
3 David A
bery passed away in September 2024,
previously Chair.
Key activities during the year
Monitored shareholder feedback
from investors and proxy advisers
on the shareholder resolutions
tabled at the 2024 AGM
Reviewed Board Committee
composition
Led and managed the externally-
facilitated global search for an
independent Non-Executive
Director, resulting in the
appointment of Graeme Dacomb.
This involved evaluating a diverse
pool of candidates, including
women and individuals from
ethnic minorities, and conducting
interviews while considering the
necessary skills and experience
required for the Board
Developed and enhanced the
Company’s Succession Plan
Conducted Board and Committee
evaluation
Chair’s Introduction
Having been appointed as Committee Chair,
effective 1 January 2025, I am pleased
to report the work of the Nomination
Committee (“the Committee”) for 2024
-a year in which I was a member of the
Committee. Following the sudden loss of
David Abery in September 2024, Michael
Rawlinson was appointed acting Committee
Chair in line with our emergency succession
plan and the Board thanks Michael for
stepping in and ensuring a smooth transition
in such difficult circumstances.
Since year-end, I report that Peter Stokes
tendered his resignation on 8 March 2025. In
accordance with the Company’s emergency
succession plan, Jamie Boyton has assumed
the CEO’s responsibilities as Executive Chair
at this time. In 2025, the Committee will
re-visit the succession plan in light of these
recent changes.
The members of the Committee comprise
all the Independent Non-Executive Directors,
as stated on this page and 63. The
attendance of the Committee is also set out
here. The secretary of the Committee is the
Company Secretary. During the year under
review, other attendees also included the
Executive Chair.
The C
ommittee’s Charter was reviewed and
re-approved during the year. Further details
of the Committee’s responsibilities can be
found on the Company’s website.
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Role of the Committee
Providing a formal, rigorous and
transparent procedure for the appointment
of new Directors to the Board
Maintaining an ef
fective succession plan
for the Board and senior management
Reviewing annual
ly the independence of
the Non-Executive Directors
Monitoring c
onflicts of interest
Overseeing t
he development of a diverse
pipeline for succession
Evaluating and
overseeing the balance
of skills, knowledge, experience and
structure (including gender and diversity)
on the Board and its Committees
Appointment of Graeme Dacomb
as an Independent Non-Executive
Director
The acting Chair of the Nomination Committee
(also Senior Independent Director) led
the search together with support from
the Executive Chair and the Nomination
Committee. The table on page 77 summarises
the process, the outcome of which culminated
in the recommendation to the Board to
approve the appointment of Graeme Dacomb.
Induction process
Upon joining the Board, Mr Dacomb
underwent an induction to provide him with
a strong understanding of the business,
its governance framework and Board
responsibilities, helping him in becoming
effective in the role as quickly as possible.
The Company Secretary compiled an
induction pack together included: Company
Bye-Laws, Delegation of Authority,
Board Charter, Committees’ Terms of
Reference, Memorandum on Key Duties
and Responsibilities of PLC Directors, key
Corporate Policies (including Share Dealing
Code, Code of Conduct and Anti-Corruption
& Bribery Policy), access to the Board portal
for historical Board and Committee papers
and the Group structure chart. Mr Dacomb
then had a series of introductory meetings,
some in person and some virtually, with
those Board members he had not met.
A s
eries of meetings was also arranged with
senior management representatives.
Annual evaluation
This year’s Board evaluation, held at our
in-person meetings in November, was led
by Micheal Rawlinson (SID, who was acting
as interim Chair of this Committee) and
supported by at the time, the Committee.
The evaluation involved a list of topics which
shaped the content of the verbal discussion.
The Board was given the opportunity in
advance of the evaluation to decide which
approach would be most appropriate for
Capital’s Board. The topics were set in
advance; Board members agreed that a
verbal discussion was the most appropriate
forum for Capital. It should be noted that the
evaluation took place at the same time as the
Board re-structure, and prior to Mr Dacomb’s
start date. Next year’s evaluation will be used
to assess the recent changes; see page 68 for
the list of changes. The process concluded
that the Committee remains effective. Two
areas for continued focus highlighted by the
evaluation were succession planning and
diversity across all levels.
For the Board review, the Committee
reviewed the performance of the Executive
Directors and reported its conclusions to
the remaining Board members. The Senior
Independent Director led the review of the
Nomination Committee Report continued
performance of the Executive Chair which
included obtaining feedback from the Board.
The outcome of the review was reported to
the Chair, Mr Boyton.
Succession planning
We continually assess and evaluate the
composition of the Board, with a firm
focus on considerations such as skills and
experience, breadth of diversity, tenure and
balance of the Board.
Alongside the full Board, the Committee is
cognisant of the fact that the Company’s
Chair is Executive, non-Independent, and has
remained in the position for more than nine
years; thereby not complying with Provisions
9 and 19 of the 2018 Code. Part of our
long-term succession plan was implemented
when we split the role of Chair and CEO in
2022 in preparation of the next phase of the
Group’s growth strategy. This had addressed
shareholder concerns and proved successful
in terms of the governance of the business,
but also in reaction to Shareholder opinion
that the role should be split.
In his role as Executive Chair, Jamie Boyton
is responsible for overseeing the Company’s
strategic and business development,
which includes advising on capital markets
requirements and strategic growth
opportunities. The Company has achieved
revenue growth for the fifth year in a row
and has continued to deliver a number of
strategic milestones throughout the last year.
In view of Mr Boyton’s long-standing
involvement and specific strategic role
within the Group, the Board has purposefully
considered it appropriate to retain Mr Boyton
as Executive Chair at this critical stage in the
Company’s growth trajectory (notwithstanding
his non
-independence). The Company is in
regular contact with Shareholders who have
indicated their continued strong support and
preference for Mr Boyton to remain in the role.
The Board of Directors firmly believes that
Mr Boyton’s continued role of Executive Chair
to be in the best interests of the Company.
This has become even more pertinent
following the resignation of Peter Stokes as
CEO on 8 March 2025. Since this date, senior
management who previously reported to
Mr Stokes all now report to Mr Boyton.
Capital has a clear emergency succession
plan in place, (which was triggered during
2024 upon the sudden passing of David
Abery in September 2024 and worked
effectively) ensuring a smooth succession
process for the Board. Michael Rawlinson
promptly stepped into each of David’s roles
on a temporary basis and was instrumental
in driving the process to recruit a new
independent Director and Audit & Risk Chair.
Diversity
The Committee is aware that the Company
does not currently meet the UK Listing Rule
requirement for a minimum of 40% women
on the Board nor is at least one of the senior
Board positions held by a woman. However,
I am pleased that we now have a female
Chair for both this Committee, and for the
Sustainability Committee. It should be noted
here that, when recruiting for the role of new
Audit Chair, the short list included a diverse
pool of candidates both from a gender
and ethnic perspective. Mr Dacomb’s skill
set and expertise were considered the most
ideally suited for the role; however, we were
pleased to interview such a range of high-
calibre individuals.
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iNED and ARC Chair appointment process
Role requirements
A set of objective criteria for the role including the skills and attributes required was prepared.
Tender for external recruitment agency
An executive search firm was invited to tender to assist the Board with the search of this
appointment. The agency, ISP Leadership Advisors, has no connection with the Company
or any of its Directors.
Candidate search
ISP Leadership Advisors was then instructed to facilitate the search and identify a diverse
long-list of potential candidates.
Interview process
A short list of candidates was selected and an interview process initiated, involving a
combination of the acting Senior Independent Director and the Executive Chair. Those invited
for a second interview then met other members of the Board and senior management.
The Nomination Committee recommended to the Board the appointment of the successful
candidate.
Approval
Due diligence was also carried out with extensive references being sought. Time
commitment of the candidate was also considered to ensure sufficient capacity to devote to
Capital. The Nomination Committee recommended its preferred candidate of choice to the
Board for approval.
The Company Secretary and General Manager - HR were then tasked with the formalities.
Nomination Committee Report continued
Induction
A tailored induction programme was
provided see details on page 76.
Approval
This report was approved by the Board of
Directors on 27 March 2025 and signed
on its behalf by:
Anu Dhir
Chair of the Nomination Committee
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Sustainability Committee Report
Continuing our commitment to sustainability
and responsible business practices
The Committee remains
focused on oversight
and advancement of the
Company’s sustainability
priorities.”
Catherine (Cassie) Boggs
Chair of Sustainability Committee
Committee membership
and attendance
Attendance
Name
Cassie (Catherine) Boggs
(Chair)
Anu Dhir
Alex Davidson
Jamie Boyton
Peter Stokes
1
3/3
3/3
3/3
3/3
3/3
1 Peter Stokes resigned on 9 March 2025
Key activities during the year
Overseeing progress against the 2024
sustainability-related workstreams
including:
Reviewed the draft and final 2024
GHG emissions (scope 1 & 2 GHG
emissions for the Group)
Reviewed the 2024 Corporate
Social Investment (CSI) investment
and key projects for the year and
the proposed recommendations for
improved CSR governance
Reviewed the outcomes of the
TCFD scenario analysis for our new
material jurisdiction, Pakistan
Reviewed the TCFD disclosures
Reviewed and approved the stand-
alone 2024 Sustainability Report
Received feedback on Tanzania
sustainability site visits in 2024 and
key sustainability insights arising
Reviewed sustainability priority
areas for 2025
Reviewed charter and policies
for recommendation to Board for
approval
Chair’s introduction
The Committee, on behalf of the Board,
monitors the Groups sustainability approach
and performance. During the year under
review the committee met three times
considering relevant sustainability matters
for the Company. The Committee reviewed
the GHG emissions, decarbonisation
aims and commitments, discussing the
implications for the business and agreeing
next steps for the Company.
We received feedback on the sustainability
site visits undertaken by the Group’s
Sustainability Manager to two of our
operations in Tanzania, Geita Gold Mine
and Bulyunhulu Gold Mine, considering the
insights and feedback.
This included a review of the
recommendations for strengthening
Corporate Social Investment guidance
and governance for community initiatives
across Capital. The Committee annually
reviews the Companies Policies, making
recommendations to the Board should
changes be considered. The Committee
discussed the Companies sustainability
focus areas for 2025 and will monitor
progress during the committee meetings.
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Whilst we are in the early stages of
comprehensive external sustainability
reporting, we are aiming to lay the
groundwork for continuous development
both in our transparency, but importantly
in our underlying approaches and the
Committee and Company is preparing
for the evolving sustainability and climate
related regulations.
In 2025 Capital will continue to focus on our
sustainability performance, working with our
customers and monitoring changes to best
practice.
Role of the Committee
Responsible for assisting the Board in
developing and making recommendations
in connection with the Company’s
strategy, standards, processes and
approach to environmental, social
and governance matters that could
affect the business activities, assets,
performance and reputation of the
Company (collectively, “ESG”) and for
the Company’s ongoing sustainable
development.
Reviewing t
he corporate policies
and monitoring their implementation
relating to responsible and ethical
business practice and our proactive
risk management approach. Reviewing
external reporting of sustainability
performance and non-financial reporting
requirements.
Reviewing t
he Group’s exposure to
ESG risks and advise the Audit & Risk
Committee (ARC) of any material non-
financial risks identified and any business
ethics issues identified which are relevant
to the role of the ARC.
Reviewing s
ustainability sections of the
Annual Report including TCFD and the
Sustainability Report.
Reviewing t
he Group’s exposure to
ESG risks and advise the Audit & Risk
Committee (ARC)of any material non-
financial r
isks identified and any business
ethics issues identified which are relevant
to the role of the ARC.
While t
he Sustainability Committee is
expected to make recommendations, the
ultimate responsibility for establishing the
Group’s Sustainability Committee policies
remains with the Board.
Sustainability Committee materials are
compiled by the Group Sustainability
Manager and reviewed by the Chief Financial
Officer (CFO), to whom the Sustainability
Manager reports. The members of the
Committee are stated on page 78 and page
63. The attendance of the Committee is also
set out here. The secretary of the Committee
is the Company Secretary. The Committee’s
Charter was reviewed and re-approved
during the year. Further details of the
Committee’s responsibilities can be found on
the Company’s website.
This report was approved by the Board of
Directors on 27 March 2025 and signed on
its behalf by:
Catherine (Cassie) Boggs
Chair of Sustainability Committee
Sustainability Committee Report continued
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Remuneration Committee Report
Ensuring remuneration practices present a
fair reflection of the Group’s performance
2024 was a pivotal year
of transition.”
Michael Rawlinson
Chair of the Remuneration Committee
Committee membership
and attendance
Name Attendance
Michael Rawlinson (Chair) 4/4
Catherine (Cassie) Boggs 4/4
Graeme Dacomb
1
0/0
David Abery
2
3/3
1 Graeme Dacomb was appointed with effect
from 1 December 2024.
2 David Abery passed away in September 2024.
The Code recommends that the majority of
members of the Remuneration Committee should
be Independent Non-Executive Directors. All
Committee members were considered to be
Independent Non-Executive Directors during
the period under review and therefore the Group
complied with the Code for smaller listed companies.
Mr Rawlinson, as Chair of the Remuneration
Committee, is considered to be an Independent
Non-Executive Director.
In addition, Mr Rawlinson exceeds the required
12 months serving on a remuneration committee
prior to his appointment. The Board is satisfied
that Mr Rawlinson has appropriate and relevant
experience for the Chair of the Remuneration
Committee.
Chair’s Introduction
I am pleased to present the report of the
Remuneration Committee in my capacity as
Chair of the Committee. The Remuneration
Committee sets the remuneration packages
for the Executive Directors, including
base salary, bonuses, and other incentive
compensation payments and awards. It
approves the policy and framework proposals
made by the Executive Directors in respect of
the remuneration for the executive leadership
team of the Group. The Remuneration
Committee further approves all share and
option grants. The Remuneration Committee
is assisted by the Company Secretary and
takes advice as appropriate from external
advisers. Since 2018, the Company has
taken advice on remuneration from h2g
Remuneration Advisory on an ad hoc basis
which has no connection with the Company
nor with any of its Directors.
Independent j
udgement is exercised when
evaluating the advice of external third
parties, and when receiving views from
Executive Directors and senior management.
This report on remuneration sets out the
remuneration outcomes and decisions made
for the year and follows the description
of policy.
Performance in year 2024
As set out earlier in this Annual Report, 2024
was a pivotal year of transition. The challenges
we have faced through this transition of
ramping up several new large-scale projects,
placed downward pressure on our operating
margins for 2024. Full year revenue increased
by 9% to $348.0 million (2023: $318.4 million),
adjusted EBITDA decreased by 13% to $80.0
million (2023: $91.8 million) delivering a 23%
margin (2023: 29%).
The Remuneration Committee acknowledges
it has been a challenging year as we
transition the business to the next phase.
The Company has simultaneously been
ramping up a number of key new projects
across drilling and MSALABS, as well as
mobilising our equipment fleets to our
significant new operation, Reko Diq copper
gold-project in Pakistan. Our NGM contracts
across drilling and MSALABS commenced
during the year, resulting in our entry into the
USA and constituting an exciting platform
for future growth in the region. Further, we
have demonstrated the strengths of our
existing relationships through an expanded
relationship with Perseus Mining Limited,
with new contract awards at its Yaouré
Gold M
ine in Côte d’Ivoire and its Nyanzaga
Gold Project in Tanzania.
* Peter Stokes, CEO, resigned 8 March 2025

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Remuneration Summary of the year
In 2024, the Executive Chair (Jamie Boyton)’s
base salary was $416,000 per year, the
base salary of the CEO (Peter Stokes)* was
$520,000 per year and the Executive Director
(Brian Rudd)’s salary was $374,000 per year.
Reflecting the agreed performance targets
achieved relating to EBIT, Return on Capital
Employed, Annualised Growth, Capital
Management, Safety and Sustainability
metrics, the Remuneration Committee
determined to award a scheme bonus
payment in respect of 2024 of 31% of
maximum entitlement to all Executive
Directors, being 47% of salary to the
Executive Chair and the CEO, and 28% of
salary to the Executive Director (Brian Rudd),
as detailed later in this report.
LTIP awards granted in 2021 to the Executive
Chair and Executive Director (Brian Rudd)
vested during 2024. The awards were subject
to two three-year performance targets each
covering 50% of the award: a TSR compound
growth condition and an adjusted EPS
compound growth performance condition. As
detailed later in this report, EPS target was
achieved in full and TSR at 13.8%, and as a
result, the awards vested at 84%.
The Company made grants of LTIP awards
under the long-term incentive structure to the
Executive Chair, Chief Executive Officer, and
Executive Director (Brian Rudd) in 2024. The
Company intends to make a further grant in
the first half of 2025 to the current Executive
Directors. The structure of these awards is
disclosed in further detail later in this report.
The C
ommittee believes the policy
operated as intended in terms of Company
performance and quantum during 2024.
Remuneration in 2025
Following the resignation of Peter Stokes,
CEO, on 8 March 2025, the Executive Chair’s
remuneration has increased from $416,000 to
$550,000 per annum, effective 1 March 2025.
This reflects the change from 4 to 5 days per
week in addition to taking on the responsibilities
of CEO role in addition to current role of
Executive Chair. The salary of Brian Rudd
increased from $374,000 to $425,000 also
effective 1 March 2025 to reflect his increased
responsibilities following the departure of the
CEO, Brian Rudd now has a much broader role
and is expected to travel significantly more.
2024 Annual General Meeting
At our Annual General Meeting on 5 June
2024,154.6 million shares were voted to approve
the resolution on remuneration (98.3% of votes
cast) with 2.8 million shares voted against the
resolution (1.8%) and no votes withheld.
The Remuneration Committee was pleased
with the level of support for the resolution and
pleased that proxy advisers recommended
shareholders vote in favour of the resolution.
2025 Annual General Meeting
At our 2025 Annual General Meeting, the
Company will put its Remuneration Policy,
as set out in the section below, to a separate
resolution in addition to the resolution to
approve the Directors’ Remuneration Report.
In t
aking this decision, the Committee
considered the comments made by proxy
advisers as well as the UK governance
environment. This additional resolution will
allow shareholders to vote separately on
the remuneration framework as laid out
in the Policy as well as on decisions on
remuneration in the year as laid out in the
annual report on remuneration. As a Bermuda
registered company, Capital is not subject to
the 2006 Companies Act which applies to UK
main market companies and which enables
a shareholder vote on the remuneration
policy to be binding. As such, the vote will be
advisory. The Committee intends to adopt the
cycle applied to UK main market companies
and put its Policy to a shareholder resolution
every three years unless major changes are
proposed in which case the new policy will
be put to a resolution earlier.
The Policy outlined below contains two
material changes to the Policy laid out in
last year’s annual report. Firstly, in relation to
annual bonus, the Committee may vary the
portions of bonus paid out in cash and shares
rather than applying a fixed 50:50 approach.
Secondly, the Company is introducing a
post employment shareholding provision.
Under this provision, Executive Directors
are expected to hold the lower of 100% of
their actual holding at cessation and 150%
of salary (the shareholding guideline) for two
years pos
t cessation of employment. Shares
which have been or are in future purchased by
Executives will not be subject to this provision.
The policy contains additional notes and some
amendments to note, including in respect
of performance condition choice, employee
remuneration, loss of office, change in control,
malus and clawback, committee discretion,
external appointments, consideration
of stakeholder experience and legacy
arrangements. It contains further additional
information on service contracts and graphs
illustrating executive remuneration.
The Committee remains of the view that for its
long-term incentive awards, the combination
of absolute total shareholder return (TSR) and
earnings per share (EPS) remains appropriate
given the Company’s profile and outlook.
We have also included information on CEO
historical remuneration in the Annual Report
reflecting the disclosure requirements on UK
Main Market companies.
In light of the expansion of the responsibilities as
outlined above, the maximum bonus opportunity
for the short-term incentive plan (STIP) for the
Executive Director (Brian Rudd) has increased:
for stretch performance, previously from 90%
to now 150% of salary; and for on-target
performance, previously from 60% to now
100% of salary, both in line with Remuneration
Policy limits. For both LTIP awards, the
Executive Director’s (Brian Rudd) face value
percentage of salary has increased from 60% to
100% of salary. This is to reflect the Executive
Director’s increased responsibilities. To confirm,
100% of Mr Rudd’s bonus will now be subject to
corporate and financial performance objectives
(rather than the previous 80% corporate and
financial performance objectives with 20%
based on individual performance targets).
The R
emuneration Committee welcomes
all shareholder feedback on remuneration
and will continue with its approach of
shareholder consultation where significant
changes are considered.
Michael Rawlinson
Chair of the Remuneration Committee
Remuneration Committee Report continued

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Remuneration Policy
The Group’s policy on Directors’ remuneration has been set with the objective of attracting, motivating and retaining high calibre Directors in a manner that is consistent with best practice and
aligned with the interests of the Group’s shareholders. The policy on Directors’ remuneration is that the overall remuneration package should be sufficiently competitive to attract and retain
individuals of a quality capable of achieving the Group’s objectives. Remuneration policy is designed such that individuals are remunerated on a basis that is appropriate to their position,
experience and value to the Company.
The main components of the remuneration policy for the years ending 31 December 2024 and 2025 and how they are linked to and support the Company’s business strategy are summarised below.
To set at a level which is sufficiently
competitive to recruit and retain
individuals of the appropriate calibre
and experience.
1 January with reference to Company
performance; the performance of
the individual Executive Director; the
individual Executive Director’s experience
and responsibilities; and pay and
conditions throughout the Company.
May be paid in different currencies
as appropriate to reflect their
geographic location.
base salary or salary increase.
The Committee is guided by the general
increase for the broader employee
population but has discretion to decide
to a lower or a higher increase.
Element Link to remuneration policy/strategy Operation Maximum Opportunity Performance metric
Base Salary Core element of remuneration. Basic salary is reviewed annually as at There is no prescribed maximum annual The Committee considers individual and
Company performance when setting
base salary.
Other Benefits
To help recruit and retain high performing
Executive Directors.
To provide market competitive benefits.
Except for medical and life insurance,
the Company does not provide any
fringe benefits or pensions to Executive
Directors, other than to comply with local
statutory requirements.
The Executive Director (Brian Rudd)
is based in Australia and receives
superannuation at 11.5% of salary
(capped at A$27,500) in line with
Australian legislation which forms part
of the base salary. Executive Director
pension arrangements are aligned to
those available to the workforce in the
relevant country.
N/A

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(STIP)
To align the interests of the Executives,
the Executive Leadership Team (ELT) and
shareholders to the full year targets.
Bonuses can be paid to the Executive
Directors and ELT to support the
achievement of annual operational,
financial, strategic and personal objectives.
Payments are made in cash, or cash and
shares following completion of the year
subject to the Committee’s assessment
of performance against targets and other
matters it deems relevant.
Any bonus is subject to achieving agreed
KPIs. The cash portion of any bonus is
settled immediately in cash; the share
portion is awarded in shares deferred
for one year. The portions of bonus paid
in cash and shares may be varied from
year to year, as may the share portion
deferral terms.
Annual bonus awards are subject to malus
and clawback provisions.
paid for on-target performance.
Levels of performance required for
on- target performance are set at
appropriately challenging levels to justify
stretch payouts of 150% of target bonus.
There is no ability for the Company to
pay discretionary bonuses above the
stated maxima.
Element Link to remuneration policy/strategy Operation Maximum Opportunity Performance metric
Annual bonus To incentivise the achievement of a range Parameters, performance criteria, The maximum bonus opportunity for both For the Executive Directors, 100% of
/ Short Term of short-term performance targets that are weightings and targets are set at the start Executive Directors is 150 % of salary for the bonus is subject to corporate and
Incentive Plan key to the success of the Company. of each year. stretch performance with 100% of salary financial performance objectives. For
other members of the ELT, 80% is subject
to corporate and financial performance
objectives, with the remaining 20% based
on individual performance targets.
The annual bonus structure contains
financial, strategic, sustainability and
HSSE underpin target metrics whereby
the Remuneration Committee can
determine that no bonus is to be paid
if the underpin targets are missed.

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The Company intends to make awards
under this structure annually.
of the Committee.
Awards are granted as nil cost options or
conditional awards which vest after three
years subject to the meeting of objective
performance conditions specified
at award.
Awards to Executive Directors have an
additional two-year holding period post
the three-year vesting period.
LTIP awards are subject to malus and
clawback provisions.
and have performance conditions pitched
at conventional levels. The second
award will have a face value of up to a
further 100% of salary for both Directors,
and have performance conditions set
in excess of conventional levels.
Element Link to remuneration policy/strategy Operation Maximum Opportunity Performance metric
Long-term To support retention, long-term The Executive Chair, Executive Directors Both the Executive Directors will receive Performance conditions are set by the
Incentive Awards performance and increase alignment
between the Executive Directors,
ELT and shareholders.
and senior members of the ELT are
eligible to receive awards under the Long-
Term Incentive Plan (LTIP) at the discretion
two performance share awards each year.
The initial award will have a face value of
up to 100% of salary for both Directors
Committee at the time of award and
are currently based on TSR compound
growth and adjusted EPS compound
growth, both measured once at the end
of the three-year period. 25% of the
award will vest at threshold and 100% of
the award will vest at stretch performance.
The Committee may vary the type,
weighting and pitching of performance
targets each year.
Shareholding
requirement
Aligns Executive Directors’ interests with
those of shareholders.
Encourages Executive Directors to
achieve the Company’s long-term strategy
and create sustainable stakeholder value.
Executive Directors are required to
accumulate a personal shareholding in
the Company. The level of shareholding
expected is set at 150% of salary to
be achieved within five years from
appointment. The shareholding includes
beneficially owned shares, vested LTIPs
on an after-tax basis and bonuses
deferred into shares on an after-tax basis.
The C
hair and Executive Director (Brian
Rudd)’s shareholdings are currently many
multiples of their salaries.
Executive Directors are expected to hold
the lower of 100% of their actual holding
at cessation and 150% of salary for two
years post cessation of employment.
Shares which have been or are in future
purchased by Executives will not be
subject to this provision.

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Service
contracts
The
Executive Directors’ employment service contracts have no specified term. No Director
has
a service contract containing more than six months’ notice period or with pre-determined
compensation
provisions upon termination exceeding six months’ salary. It is the Company’s
policy
that, except where prescribed by law, there should be no automatic entitlement to
bonuses
in the event of an early termination.
Name Date of joining Notice period
Jamie Boyton 1 January 2008 6 months
Brian Rudd 1 October 2004 6 months
Non
-Executive Directors have entered into letters of appointment with the Group, for an
initial
three-year period, thereafter renewable on the agreement of both the Company and the
Non
-Executive Director. The notice period under the letters of appointment is three months.
Element Link to remuneration policy/strategy Operation Maximum Opportunity Performance metric
Non-Executive
Director
remuneration
To attract and retain high calibre
Non-Executive Directors with the
necessary experience.
To provide fees appropriate to time
commitments and responsibilities
of each role.
Non-Executive Directors are paid a
basic fee. An additional fee is paid to
the Senior Independent Non-Executive
Director to reflect the additional time and
responsibility, and to the Chair of each
Committee for the same reason.
Fee levels reflect market conditions
and are reviewed annually on 1 January
each year.

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Consideration of shareholder views
Shareholder views are considered when evaluating and setting remuneration strategy.
Opportunities to discuss the remuneration strategy are available during investor calls as well as
by voting on the report at the AGM.
Consideration of stakeholder experience
Ongoing engagement with our stakeholders remains a priority and is critical to Capital’s success
as detailed elsewhere in this Annual Report. When formulating the Company’s strategy, the
Executive Directors consider the longer-term and broader consequences and implications of its
business on key stakeholders. The Committee considers views expressed by stakeholders and
the experience of stakeholders when evaluating and setting remuneration strategies and taking
decisions on remuneration.
Consideration of employment conditions elsewhere in the Company in
developing policy
In setting the remuneration policy for Executive Directors, the pay and conditions of other Group
employees are taken into account. The Committee is provided with data on the remuneration
structure for senior members of staff below the Executive Director level and uses this information
to ensure consistency of approach throughout the Group. The Committee does not directly
engage with the workforce on executive remuneration but, as mentioned on page 55 in the
Executive Chair’s Introduction to Governance, the workforce has the opportunity to raise any
issues (including those on executive remuneration) in the employee engagement initiatives. As
mentioned elsewhere in this report, the Company welcomes and encourages a transparent culture.
Explanation of performance conditions
Reflecting the Company’s strategic priorities, short-term performance is incentivised with an
annual bonus scheme (STIP) which is based on Company (and Individual performance objectives
for senior management not on the Board). Company objectives include financial and other
objectives such as EBIT, ROCE, Strategic, Growth, HSE, ESG, and working capital management.
Individual objectives for senior management are set out in individual action plans supporting the
business plan. Long-term performance is incentivised with a performance share plan (“LTIP”),
which is typically based on the achievement of three-year Total Shareholder Return and adjusted
Earnings Per Share growth targets. Targets are set to align with objectives with pitching of
threshold and maximum targets set in light of the Company’s outlook, balancing achievability
and stretch. Where possible, LTIP targets will be announced at the time awards are made. The
Committee retains the discretion to set different performance measures and/or to set different
weightings on the performance goals from year to year for STIP and LTIP awards.
Differences in Remuneration Policy for employees and Executive Directors
The principles behind the Remuneration Policy for Executive Directors are cascaded down
through the Group. They aim to attract and retain the best staff and to focus their remuneration on
the delivery of long-term sustainable growth by using a mix of salary, benefits, STIP and longer-
term incentives. As a result, no element of the Executive Director Remuneration Policy is operated
exclusively for Executive Directors other than the two-year post vesting holding period and the
post-employment shareholding policy. The STIP for Executive Directors is largely the same as that
of the rest of the ELT and Group Senior Managers, as is the LTIP. The main structural difference
between pay for Executive Directors and employees is that, for Executive Directors, the variable
element of total remuneration is greater and not tied to individual performance while the total
remuneration opportunity is also higher to reflect the increased responsibility of the role.
Committee discretion, flexibility and judgement in operating the incentive plans
In line with market practice and the various scheme rules, the Committee retains discretion
relating to operating and administering the STIP and the LTIP in respect of Executive Directors.
This discretion for the STIP includes, but is not limited to: scheme participants, review of and
setting of annual performance measures and targets, determination and calculation of any
STIP payment, including upward or downward adjustment as appropriate, timing of any bonus
payments, determination of the proportion of any STIP award that is deferred into a share award,
determination of the treatment of leavers depending on the circumstances, determination of
bonus for new joiners during the year depending on the circumstances and determination of
bonus in the event of a change in control. The discretion for the LTIP includes but is not limited
to: scheme participants for recommendation to the Board, form and timing of the grant of
an award, size of awards made, setting of appropriate performance measures, determining
the treatment of leavers depending on the circumstances, discretion relating to vesting in the
event of a change of control of the Company, recommending that the Board substitutes a cash
equivalent in place of shares, making appropriate adjustments to awards required in certain
circumstances, e.g. demerger, special dividend or other similar event which affects the market
price of shares to a material extent, determining that it would be appropriate to amend, waive or
replace any performance or other condition applying to an award, provided that any amended or
replaced performance or other condition shall not, in the reasonable opinion of the Committee,
be materially more difficult to satisfy.
Annual bonus / STIP leavers, malus and clawback provisions
The STIP will generally lapse in full if the employee leaves before the grant date of the
award, although partial exceptions for good leavers may be made at the discretion of the
Remuneration Committee. The STIP award is subject to malus and clawback. If it is determined
that there has been a material overpayment as a result of a material misstatement of results or
an error in assessing the achievement of the performance condition, a serious breach of the
Company’s code of ethics or a serious health and safety issue has occurred, the Company
may require that any awards held which have not vested lapse in whole or in part immediately.
The Company may require executives to repay the after-tax value of some or all vested awards
received during that period.

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LTIP leavers, malus and clawback provisions
Awards are governed by the rules of the LTIP scheme at the time of award. Unless individuals
are deemed good leavers, awards will lapse on cessation of employment. In the case of
good leavers, awards will vest on the date of cessation normally subject to the application of
performance conditions and time pro-rating.
LTIP awards are subject to malus and clawback provisions up to three years from the date of
determination of awards in the event of a material misstatement of results of the Company or
Group or error in assessing the achievement of the performance conditions, a serious breach
of the Company’s code of ethics or a serious health and safety issue.
Policy on recruitment
When hiring a new Executive Director, the Committee will consider the overall remuneration
package by reference to the remuneration policy set out in this report. Salary and annual bonus
levels will be set so as to be competitive with comparable roles in companies in similar sectors,
and also taking into account the experience, seniority and the scope of responsibility of the
appointee coming into the role. New Executive Directors will be able to participate in the annual
bonus scheme on a pro-rated basis for the portion of the financial year for which they are in
post. New Executive Directors may receive benefits and pension contributions in line with the
Company’s existing policy. LTIP awards are made on an ongoing basis in line with our policy for
Executive Directors and other senior executives. In the year of recruitment, a higher award may
be made to the new recruit within the limits of the Remuneration Policy. The approach in respect
of compensation for forfeited remuneration from a previous employer will be considered on a
case-by case basis taking into account all relevant factors, such as the form of compensation
forfeited, performance achieved or likely to be achieved, and the proportion of the performance
period remaining. If any compensation for forfeited remuneration is paid, it may be awarded
outside the LTIP
and m
ay be made with non-standard performance conditions, or without
performance conditions and with a shorter vesting period and without a holding period to reflect
the profile of forfeited awards. Any such arrangements would be disclosed in the following
year’s Annual Report. This discretion reflects that available to Main Market companies under
UKLR 9.3. In the case of an internal appointment to an Executive Director role, any variable pay
element, annual bonus or LTIP awarded in respect of a prior non-Board role would be allowed
to pay out according to its terms. Discretion to vary from policy may also be exercised in the
following circumstances: (1) for a short-term/interim appointment; (2) where the Chair or a Non-
Executive Director is appointed for a short period; (3) where an Executive Director is appointed
mid-year, performance conditions for annual bonus and LTIP may be tailored for this or amounts
transferred pro-rata by month to following year; (4) where an Executive Director is hired from a
location with different benefits that the Remuneration Committee sees appropriate to buy out
(but not variable remuneration which is covered above); (5) relocation expenses one-off and/or
ongoing including tax equalisation; and (6) legal and similar expenses.
Legacy arrangements
The Company will honour existing awards, incentives, benefits and contractual arrangements
made to individuals prior to their promotion to the Board and/or prior to the approval and
implementation of this policy. For the avoidance of doubt this includes payments in respect
of any award granted under any previous Remuneration Policy. This will last until the existing
incentives vest (or lapse) or the benefits or contractual arrangements no longer apply.
Illustrations of application of the Remuneration Policy
The charts represent estimates under four performance scenarios (“Minimum”, “Target”,
“Maximum” and “Maximum assuming a 50% share price appreciation” between award and
vesting under the LTIP) of the potential remuneration outcomes for each Executive Director
resulting from the application of the 2025 base salaries to awards made in accordance with
the policy for 2025. Peter Stokes is not included given his resignation on 8 March 2025. The
majority of Executive Directors remuneration is delivered through variable pay elements, which
are conditional on the achievement of stretching targets. The scenario charts are based on
the proposed policy award levels and are calculated on the same basis as the single figures of
remuneration (on page 93). The pay scenarios are forward looking and only serve to illustrate the
proposed policy. The scenarios are based on the current Executive Director roles.
Performance scenarios table
Minimum Target Maximum
Base salary Yes Yes Yes
Benefits Yes Yes Yes
Pension Part of base Part of base Part of base
Bonus Nil
Set at 67% of
maximum opportunity
Maximum opportunity
LTIP1 Nil
Set at 50% vesting as
percentage of salary
Maximum opportunity
LTIP2 Nil Nil Maximum opportunity
The fourth scenario “Maximum assuming 50% share price appreciation” reflects the
assumptions under Maximum above and incorporating 50% share price appreciation between
award and vesting under the LTIP scheme. Note that given the stretching LTIP 2 absolute TSR
condition there will be nil vesting of LTIP 2 at 50% share price appreciation. Charts do not
take account of dividend equivalents which may be applied to LTIP awards.

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Jamie Boyton
S1 Base
Base STIP LTIP LTIP2
$0 $500,000 $1,000,000 $1,500,000 $2,000,000 $3,000,000$2,500,000
S2 Target
S3 Maximum
S4 Maximum + 50% share price appreciation
Brian Rudd
S1 Base
S2 Target
S3 Maximum
S4 Maximum + 50% share price appreciation
Base STIP LTIP LTIP2
$0 $500,000 $1,000,000 $1,500,000 $2,000,000 $3,000,000$2,500,000
External appointments
The Company recognises the proposition that Executive Directors could become fee earning
non-executive directors of other companies and that such appointment can broaden their
knowledge and experience to the benefit of the Company. In their contracts of employment,
the Executive Directors have covenants not to compete during their employment (including
directorships) unless the Board consents in writing.
Remuneration Committee Report continued

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ANNUAL REPORT ON REMUNERATION
This section of the remuneration report contains details of how the Company’s remuneration policy for Directors was implemented during the financial year ended 31 December 2024.
The remuneration of the Executive and Non-Executive Directors showing the breakdown between elements and comparative figures is shown below.
2024 2023
Figures in $’000
Executive Directors for FY
2024
Jamie Boyton 416 195 515 1,126 (25%) 425 201 201 580 1,407 (32%)
Peter Stokes
1
520 244 764 (24%) 487 230 230 947 323%
Brian Rudd 374 84 227 685 (24%) 360 102 102 287 851 (22%)
Non-Executive Directors
David Abery
2
77 77 (36%) 105 105 4%
Catherine (Cassie) Boggs 92 92 92 92 5%
Alex Davidson 92 92 92 92 5%
Michael Rawlinson 112 112 112 112 4%
Anu Dhir 72 72 88% 9 9 N/A
Graeme Dacomb
3
8 8 100% N/A N/A N/A N/A N/A N/A
Bonus in Percentage Bonus in Percentage
Salary / fees Bonus in cash shares LTIP 2021 Total change Salary / fees Bonus in cash shares LTIP 2020 Total change
The value of the LTIP in 2024 relates to the vesting of the 2021 LTIP awards, and the value has been calculated by multiplying the number of awards which vested by the (20-day VWAP) share
price of 80.84p as at the vesting date of 31 December 2023. Of the 2021 LTIP value of $514,880- for Jamie Boyton, $256,534 is attributable to share price appreciation. Of the LTIP value of
$226,547 for Brian Rudd, $514,880 is attributable to share price appreciation.
Non-Executive Remuneration is set out below:
2024 2023
Figures in $’000
David Abery
2
54 15 8 77 72 20 13 105
Catherine (Cassie) Boggs 72 20 92 72 20 92
Alex Davidson 72 20 92 72 20 92
Michael Rawlinson 72 40 112 72 40 112
Anu Dhir 72 72 9 9
Graeme Dacomb 6 2 8 N/A N/A N/A N/A
Committee Committee
Basic Fees Chair Snr NED Total Basic Fees Chair Snr NED Total
1 On 9
March 2024, the Board accepted the resignation of Peter Stokes as CEO
2 David A
bery passed away in September 2024
3 Graeme
Dacomb was appointed to the Board on 1 December 2024 and as a result, his fees have been pro-rated.

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Salaries
From 1 January 2024, the salary of the Executive Chair was $416,000, the salary of the Chief Executive Officer was $520,000 and the salary of the Executive Director (Brian Rudd) was $374,000.
Short Term Incentive Plan (STIP)
In 2024, the bonus maximums for stretch performance for the Executive Chair, Chief Executive Officer and the Executive Director (Brian Rudd) are 150%, 150% and 90% of salary respectively
with 100%, 100% and 60% of salary respectively for on-target performance. Levels of performance required for on-target performance are set at appropriately challenging levels to justify
stretch payouts of 150% of on target bonus.
Of this, for all the Executive Directors, the entire bonus is based on corporate and financial performance objectives.
For 2024, corporate and financial objectives were weighted 40% EBIT, 20% Return on Capital Employed (ROCE), 5% Strategic -Labs (Adjusted EBITDA Margin), 5% Annualised Growth
(significant contract award) 20% safety (HSSE TRIFR), 5% Working Capital Management and 5% Sustainability (local employment).
The table on the following page sets out the breakdown of the total award:
% of Group Target
Metrics
Threshold On Target Stretch Level achieved
Pay out (% of
maximum
entitlement)
EBIT 40% $60.6m $63.4m $69.7m $39.3m 0%
ROCE 20% 15% 18% 20% 14.2% 0%
Strategic: Labs (Adjusted EBITDA Margin) 5% 4% 8% 10% -5% 0%
Annualised Growth (significant contract award) 5% $20.0m $25m $30m $30.0m 100%
HSE TRIFR 20% 1.42 1.00 0.75 0.78 96%
Sustainability (local employment) 5% 92.4% 92.8% 93.2% 93.5% 100%
Working Capital Management:
Working Capital Days 2.5% 83 days 77 days 75 days 80 days 50%
Monthly Cash Headroom 2.5% 12% 18% 20% 14% 33%
Weighted total % of maximum entitlement 31%
In light of the current year’s performance of the Group during the year, bonuses were awarded to the Executive Chair at 31% of maximum entitlement being 47% of salary, the CEO at
31% of maximum entitlement being 47% of salary and to the Executive Director (Brian Rudd) at 31% of maximum entitlement being 28% of salary. All bonus awards are payable in cash.
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Long-term incentives
The Company made grants of LTIP awards under the long-term incentive structure to the Executive Chair, Chief Executive Officer and Executive Director (Brian Rudd) in June 2024. Each
individual was granted two separate awards (LTIP 1 and LTIP 2) as detailed in the share awards table below for the performance period of January 2024 to December 2026. All awards vest after
three years subject to performance targets. LTIP 1 awards are subject to two performance targets each covering 50% of the award: a TSR compound growth condition and an adjusted EPS
compound growth performance condition, both measured once at the end of a three-year period. For both conditions, the threshold vesting target, at which 25% of the relevant portion of an
award vests, was 8% compound annual growth with full vesting at 15% compound annual growth rate (CAGR).
LTIP 2 awards are solely subject to a TSR compound growth condition measured at the end of a three-year period. The threshold vesting target, below which 0% of the relevant portion of an
award vests, was 15% compound annual growth with 100% vesting if 25% compound annual growth is achieved.
All awards to Executive Directors are subject to a two-year holding period post vesting.
At 31
December 2024, the LTIP awards that had been awarded to each Director were as follows:
Scheme Date of award Vesting date At 1 Jan 2024 Granted in year Exercised in year Lapsed in year At 31 Dec 2024 Expiry date
Jamie Boyton LTIP Jan 2021 31/12/23 455,525 455,525 -
LTIP 1 Jan 2022 31/12/24 460,766 460,766 31/03/26
LTIP 2 Jan 2022 31/12/24 460,766 460,766 31/03/26
LTIP 1 Jan 2023 31/12/25 361,682 361,682 31/03/27
LTIP 2 Jan 2023 31/12/25 361,682 361,682 31/03/27
LTIP 1 Jan 2024 31/12/26 421,347 421,347 -
LTIP 2 Jan 2024 31/12/26 421,347 421,347 -
Total 2,100,421 842,694 2,487,590
Brian Rudd LTIP Jan 2021 31/12/23 200,431 200,431 - -
LTIP 1 Jan 2022 31/12/24 199,051 199,051 31/03/26
LTIP 2 Jan 2022 31/12/24 199,051 199,051 31/03/26
LTIP 1 Jan 2023 31/12/25 183,819 183,819 31/03/27
LTIP 2 Jan 2023 31/12/25 183,819 183,819 31/03/27
LTIP 1 Jan 2024 31/12/26 227,527 227,527 -
LTIP 2 Jan 2024 31/12/26 227,527 227,527 -
Total 966,171 455,054 1,220,794
Peter Stokes LTIP 1 Jan 2023 31/12/25 414,870
414,870 31/
03/27
LTIP 2 Jan 2023 31/12/25 414,870 414,870 31/03/27
LTIP 1 Jan 2024 31/12/26 526,684 526,684 -
LTIP 2 Jan 2024 31/12/26 526,684 526,684 -
Total 829,740 1,053,368 1,883,108
The above awards all vest after three years and are subject to performance conditions detailed above.
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The Company granted awards under its LTIP to its Executive Chair and Executive Director
(Brian Rudd) in 2021. The awards were subject to two performance targets each covering
50% of the award: a TSR compound growth condition and an adjusted EPS compound
growth performance condition, both measured once at the end of a three-year period. For
both conditions, the threshold vesting target, at which 25% of the relevant portion of an award
vests, was 8% compound annual growth with maximum vesting at 18%. These performance
conditions were met at 84% (EPS: 30.8% CAGR, TSR: 13.8% CAGR) and 455,525 awards
vested for the Executive Chair and 200,431 awards for the Executive Director (Brian Rudd).
Directors’ Share Interests
Directors share interests at 31 December 2024 are set out below:
Executive
Jamie Boyton 21,318,886 21,318,886 20,546,295
Brian Rudd 12,295,869 12,295,869 11,958,465
Peter Stokes
2
100,488 100,488 50,000
Non-Executive:
3
Catherine (Cassie) Boggs 138,838 138,838 138,838
Alex Davidson 50,000 50,000 50,000
Michael Rawlinson 169,540 169,540 169,540
Anu Dhir 0 0 -
Graeme Dacomb 0 0 N/A
Number of
beneficially
owned
shares at
31 December
2024
1
Unvested
options
without
performance
measures
Total interest
held at
31 December
2024
Total interest
held at
31 December
2023
1 Beneficially o
wned shares include shares held directly or indirectly by connected persons
2 On 9
March 2024, the Board accepted the resignation of Peter Stokes as CEO
3 Non-
Executive shares were acquired through market purchases which complied with the Company’s share dealing
code, and were not acquired through any option scheme
CAPD
Remuneration Committee Report continued
This table does not include:
the s
hare portion of Jamie Boyton’s 2023 bonus which is expected to be issued in March
2025, totalling 175,180 shares based on the share price of last day of the Company’s close
period in March 2024.
the s
hare portion of Brian Rudd’s 2023 bonus which is expected to be issued in March
2025, totalling 89,033 shares based on the share price of last day of the Company’s close
period in March 2024.
the s
hare portion of Peter Stokes’ 2023 bonus which is expected to be issued in March
2025, totalling 200,942 shares based on the share price of last day of the Company’s close
period in March 2024.
Shareholder Return Graph
The graph below shows the percentage change in total shareholder return for each of the
last five financial years compared to the FTSE All Share index. This index was selected as it
represents a broad equity index which the Company can be compared against.
1.4
1.2
1.0
0.8
0.6
0.4
0.2
0
Jan 19 Dec 19 Dec 20 Dec 21 Dec 22 Dec 23 Dec 24 Feb 25
FTSE All Share
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Chief Executive’s historical remuneration (audited)
The table below sets out the total remuneration of the individual undertaking the role of Chief
Executive Officer over the last five years for the period such individual was undertaking the
CEO role, valued using the methodology applied to the single total figure remuneration.
Jamie Boyton
LTIP-$ value Total
Annual bonus
payment level
achieved
(% of
maximum
LTIP vesting
level
achieved
(% of
maximum
Year Salary STIP of shares* Earnings opportunity) opportunity)
2020 400,000 434,000 834,000 72%
2021 450,000 675,000 1,125,000 100%
2022 500,000 706,500 862,000 2,068,000 94% 100%
2023 425,000 402,000 580,000 1,407,000 63% 100%
2024 416,000 195,173 514,880 1,126,053 31% 84%
* The LTIP-$ value of shares exercised from prior year schemes
2022 112,000 112,500 224,000
67%
(capped
pro-rata)
2023 425,000 460,000 885,000 63%
2024 520,000 243,966 763,966 31%
Peter Stokes
Annual bonus
Annual bonus LTIP vesting
The annual bonus scheme for the Executive Directors for 2025 is based on the overall
payment level level
performance of the Group and the meeting of financial and non-financial performance
achieved achieved
objectives including profitability measures, safety measures, specific execution of strategic
(% of (% of
LTIP-$ value Total maximum maximum
targets, role based. We will operate the 2025 annual bonus with a scorecard in line with our
Year Salary STIP of shares Earnings opportunity) opportunity)
normal practice with weightings in line with 2024.
Information on CEO pay ratio and percentage change in Directors’
remuneration compared to employees as a whole
The Company has fewer than 250 UK employees and as such the requirement under the
Directors’ Remuneration Regulations for information on CEO-employee pay ratios would
not apply. Since the Company has operations across many countries and continents the
Company considers that this information would not be meaningful or useful compared to
companies with UK based operations. For this same reason, the Company is not including
information on the change in Directors’ remuneration compared to that of the employees
as a whole.
Remuneration Committee Report continued
Relative importance of spend on pay
The following table shows the Group’s actual spend on pay for all Group employees relative
to dividends and pre-tax profit.
Total employee costs 111.4 94.2 18%
Operating profit 39.3 60.3 (23%)
Cash capital expenditure 38.5 52.0 (26%)
Dividends 7.7 7.6 1%
2024
$’ m
2023
$’ m
Change
%
Management of remuneration for 2025
Salaries
Effective 1 March 2025, as explained on page 81 the salary of the Executive Chair has
increased to $550,000 per annum to reflect the change in responsibilities to incorporate many
of those formerly performed by the CEO and the increase in working from 4 to 5 days. The
salary of the Executive Director (Brian Rudd) has increased to $425,000 per annum to reflect
the increased responsibilities and wider scope of role.
For 2025, the corporate and financial performance objectives will have the following
weightings: 40% EBIT, 20% ROCE, 20% HSSE TRIFR, 5% sustainability (local employment/
diversity), 5% annualised growth and 10% capital management. For all the Executive
Directors, their bonus will be based solely on Group targets.
100% of any bonus amounts for 2024 will be paid in cash.
Long-Term Incentives
For LTIP 1, both Executive Directors will receive an award at 100% of salary with a three-
year performance period. Awards will be subject to two performance targets each covering
50% of the award: a TSR compound growth condition and an adjusted EPS compound
growth performance condition. For both conditions, the threshold vesting target will be 8%
compound annual growth with a maximum of 15%.
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Remuneration Committee Report continued
LTIP 2 awards will solely be subject to a TSR compound growth condition. The threshold vesting target, below which 0% of the awards will vest, will be 15% compound annual growth with full
vesting at 25%.
Awards to Executive Directors will be subject to a two year post vesting holding period.
Non-Executive Remuneration
The Non-Executives are paid a basic fee with additional amounts paid to chair a Board committee, as well as to the Senior Independent Director to reflect the additional time and responsibility
associated with this role. The base fee has not increased remaining at $72,000 with the Committee chair fee remaining at $20,000. The Senior NED fee has increased from $13,000 to $20,000
to reflect the time required in carrying out the responsibilities of this role.
Annual General Meeting and shareholder feedback
The Committee welcomes feedback from shareholders on its remuneration.
Corporate Governance Code
The 2018 FRC Corporate Governance Code requires the description of the work of the Committee to cover a number of specified matters, most of which are covered above.
The Committee believes that the remuneration levels and structure are appropriate in the light of the Company’s commercial and strategic objectives and the need to attract and retain
experienced and skilled executives. The Remuneration Policy operated as intended in 2024 in terms of company performance and quantum.
The C
ommittee has considered the principles of clarity, simplicity, risk management, predictability, proportionality and alignment to culture in developing and managing executive remuneration
as reflected in the table below.
Clarity The Committee is committed to transparency. Information in this report is intended to be disclosed directly, simply and clearly.
Simplicity
The structure of the Remuneration Policy is unchanged and is commonly used by UK-listed companies. It comprises three elements salary, annual bonus and long-term
incentive awards which operate simply and in line with market norms.
Risk Management
The Committee recognises the risk of target-based plans. It seeks to mitigate risk by imposing limits on variable pay amounts, by having the option to pay half of annual
bonus amounts in shares, through applying malus and clawback provisions to its incentive plans and through the ability of the remuneration committee to exercise certain
discretions.
Predictability Variable pay is subject to normal threshold and maximum value or share amounts.
Proportionality
There is a clear link between individual reward and the delivery of strategy, particularly through the performance targets attached to annual bonus and long-term incentive
schemes. The link of remuneration outcomes to long-term performance is primarily through the LTIP which has stretching targets based on EPS and TSR performance.
Alignment to culture
The Remuneration Policy is designed to ensure that successful long-term partnership with shareholders delivers good rewards to the Executive Directors, the senior
leadership team and the workforce as a whole.
Approval
This report has been prepared by the Remuneration Committee and approved by the Board of Directors on 27 March 2025, and signed on its behalf by:
Michael Rawlinson
Chair of Remuneration Committee
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Committee membership
and attendance
Name Attendance
Alex Davidson (Chair) 4/4
Cassie (Catherine) Boggs 4/4
Brian Rudd 4/4
Peter Stokes
1
4/4
1 On 9 March 2024, the Board accepted the
resignation of Peter Stokes as CEO
See my Biography | Page 68
Health, Safety, Social and Environmental (HSSE) Committee Report
Capital recorded another year of strong
safety performance in 2024
Chair’s Introduction
At Capital we have an uncompromising
commitment to the occupational health and
safety of our employees, where we work.
We operate in many diverse, remote and
often difficult locations, and our employees
wellbeing, regardless of where they work,
is paramount. I am pleased to present
the work of the Health, Safety, Social and
Environmental (HSSE) Committee Report
for the year.
Our Group HSSE Manager, Rick Monaghan,
prepares meeting content for review
by the Committee.
During the year under review, other
attendees also included: the Chief Financial
Officer, and the CEO of MSALABS. The
Committee meets as necessary and at least
four times a year. The Chair of Sustainability
and Chair of HSSE are members of both
Committees so as to ensure consistency
and continuity for any related discussions
applicable to both Committees. The
secretary of the Committee is the Company
Secretary.
The Committee’s Charter was reviewed and
re-approved during the year. Further details
of the Committee’s responsibilities can be
found on the Company’s website.
Key activities during the year
Quarterly Review of health, safety
and environmental (HSSE) statistics,
trends, and incidents, including:
Industry benchmarking
Training and development
Frequency rates
Injuries analysis
Lead indicators
Improvement programmes
Security briefings
Medical updates
HSSE STIP target
Group implementation of new
and approved PPE
Site Health Review
Belinga, Gabon
Role of the Committee
Responsible for formulating and
recommending to the Board a policy on
health, safety, social and environmental
issues related to the Group’s operations.
Focuses on
compliance with applicable
standards to ensure that an effective
system of health, safety, social and
environmental standards, procedures
and practices is in place at each of the
Group’s operations.
Responsible f
or reviewing management’s
investigation of incidents or accidents
that occur and to assess whether
policy improvements are required.
Committee members take soundings
from the workforce in connection with
this responsibility.
Whilst the H
SSE Committee is expected
to make recommendations, the ultimate
responsibility for establishing the Group’s
health, safety, social and environmental
policies remains with the Board.
Our Lost Time Injury (LTI) Free Safety
Milestones in 2024 included:
16 year
s LTI Free at our Mwanza Facility,
Tanzania (January 2024)
6 year
s LTI Free at our Bamako Facility,
Mali (February 2024)
3 year
s LTI Free at our Sadiola Gold Mine,
Mali (January 2024)
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See my Biography | Page 68
Investment Committee Report
At 31 December 2024, the portfolio stood at
$30.3 million
Committee membership
and attendance
Name Attendance
Alex Davidson
1
(Chair) 2/2
Michael Rawlinson 2/2
Jamie Boyton 2/2
Conor Rowley
2
2/2
1 Alex Davidson took over as Committee Chair
from Michael Rawlinson with effect from
1 January 2025
2 Non-
Board Member: Mr Rowley is Head of
Corporate Development and Investor Relations
Key activities during the year
The Investment Committee continues
to screen the market for opportunities
but remains selective, with the
portfolio focused on a select few key
holdings. Investment activity in 2024
was largely geared towards some
of these holdings namely the sale of
Capital’s entire stake in Predictive
Discovery to Perseus Mining for a total
cash consideration of ~$31.2 million.
The agreement with Perseus also
included a call option and profit share
arrangement in the event of a takeover
or subsequent sale by Perseus Mining.
At 31 December 2024 the portfolio
stood at $30.3 million.
The portfolio continues to be focused
on a select few companies with our
holdings in WIA Gold, Asara Resources
and Sanu Gold comprising the majority
of our investments.
Role of the Committee
Formally inaugurated in early 2022
for the Company’s investments arm,
Capital DI Limited.
The C
ommittee is responsible for both
monitoring existing investments for
performance and strategic alignment,
as well as evaluating new opportunities.
A c
opy of the Committee’s charter can
be found on the website at capdrill.com/
investors/corporate-governance.
Alex D
avidson is Chair of the Committee.
Conor R
owley, Head of Corporate
Development and Investor Relations is the
only Non-Board member.
Further information on Capital Investments
returns, concentrated portfolio and
Investment Strategy can be found
on page 21.
The portfolio is comprised
on a s
elect few key holdings.”
Alex Davidson
Chair of the Investment Committee
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The Directors are responsible for preparing
the Annual Report and the Consolidated
Financial Statements in accordance with
applicable laws and regulations.
The Directors are required to prepare
Consolidated Financial Statements for each
financial year presenting fairly, in all material
respects, the Group’s state of affairs at the
end of the year and the profit or loss for
the year, in accordance with International
Financial Reporting Standards (IFRSs) issued
by the International Accounting Standards
Board. The Directors must not approve the
accounts unless they are satisfied that they
are presenting fairly in all material respects
the state of affairs of the Group and of the
profit or loss of the Group for that period.
In preparing the Consolidated Financial
Statements, the Directors are required to:
select s
uitable accounting policies and
then apply them consistently;
make j
udgements and accounting
estimates that are reasonable and
prudent;
state w
hether they have been prepared
in accordance with IFRSs, subject to
any material departures disclosed and
explained; and
prepare t
he financial statements on
the going concern basis unless it is
inappropriate to presume that the Group
will continue in business.
The Directors are responsible for keeping
proper accounting records that are sufficient
to show and explain the Group’s transactions
and disclose with reasonable accuracy the
financial position of the Group and to ensure
that the Consolidated Financial Statements
comply wi
th provisions of the Companies
Act 1981 of Bermuda (as amended). They
are also responsible for safeguarding the
assets of the Group and hence for taking
reasonable steps for the prevention and
detection of fraud and other irregularities.
The Directors are responsible for the
maintenance and integrity of the corporate
and financial information included on
the Company’s website. Legislation
in Bermuda and the United Kingdom
governing the preparation and dissemination
of Consolidated Annual Financial
Statements may differ from legislation
in other jurisdictions. The Directors are
responsible for preparing the Annual Report
in accordance with applicable law and
regulations. Having taken advice from the
Audit Committee, the Directors consider that
the Annual Report and the Consolidated
Financial statements, taken as a whole,
provides the information necessary to
assess the Group and Group’s performance,
business model and strategy and are fair,
balanced and understandable.
Corporate Governance Statement
The Corporate Governance Statement
on page 66 forms part of this report.
Directors responsibilities pursuant to DTR 4
In accordance with Chapter 4 of the
Disclosure and Transparency Rules issued
by the Financial Conduct Authority in the
United Kingdom, the Directors confirm to the
best of their knowledge:
the C
onsolidated Financial Statements
have been prepared in accordance with
IFRSs and give a true and fair view of the
assets, liabilities, financial position and
profit or loss of the Group; and
Directors’ Responsibilities Statement
the Annual Report includes a fair review
of the development and performance
of the business and the financial position
of the Group, together with a description
of the principal risks and uncertainties
that it faces.
Going concern
The activities of the Group, together with the
factors likely to affect its future development,
performance, the financial position of the
Group, its cash flows, liquidity position and
borrowing facilities are described in the
Executive Chair’s Statement and CFO’s
Review on pages 5 to 7 and 23 to 25
respectively. In addition, we describe in Note
34 to the Consolidated Financial Statements
on pages 145 to 149 the Group’s objectives,
policies and processes for managing its
capital, its financial risk management
objectives, details of its financial instruments
and its exposures to credit and liquidity risk.
Although not assessed over the same period
as the going concern, the viability of the
Group has been assessed on page 30. It has
further reviewed the impact on the business
of scenarios such as a general reduction
in turnover and a reasonable worstcase
scenario incorporating the aggregate impact
of operational and financial disruption on
the business. The reasonable worse-case
scenario is considered to be remote. The
Group has considerable financial resources
together with established business
relationships with many customers and
suppliers in countries throughout the world.
As a consequence, the Directors believe
that the Group is well placed to manage
its business risks successfully. After
making enquiries, the Directors consider
it appropriate to adopt the going concern
basis of accounting in preparing this
Annual Report and the Consolidated
Financial Statements.
Fair, balanced and understandable
The Directors, as at the date of this report,
consider that the Annual Report and Annual
Financial Statements taken as a whole is fair,
balanced and understandable and provides
the information necessary for shareholders
to assess the Group’s position, performance,
business model and strategy, as well as the
principal risks and uncertainties which could
affect the Group’s performance.
Auditors
As far as each of the Directors are aware
at the time this report was approved:
there is no
relevant audit information
of which the auditors are unaware; and
they have
taken all steps that
ought to have been taken to make
themselves aware of any relevant audit
information and to establish that the
auditors are aware of that information.
On behalf of the Board
Jamie Boyton
Chair
27 March 2025
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99 Independent Auditor’s Report
106 Consolidated Statement
of Profit or Loss and Other
Comprehensive Income
107 Consolidated Statement of
Financial Position
109 Consolidated Statement of
Changes in Equity
110 Consolidated Statement of
Cash Flows
111 Notes to the Consolidated
Financial Statements
Financial Statements
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Opinion on the financial statements
In our opinion:
the f
inancial statements give a true and fair view of the state of the Group’s affairs
as at 31 December 2024 and of the Group’s profit for the year then ended;
the G
roup financial statements have been properly prepared in accordance with
International Financial Reporting Standards (‘IFRSs’) issued by the International
Accounting Standards Board (‘IASB’); and
the f
inancial statements have been prepared in accordance with the requirements
of the Bermuda Companies Act 1981.
We have audited the financial statements of Capital Limited (the ‘Parent Company’)
and its subsidiaries (the ‘Group’) for the year ended 31 December 2024 which comprise
the Consolidated Statement of Profit or Loss and Other Comprehensive Income, the
Consolidated Statement of Financial Position, the Consolidated Statement of Changes in
Equity, the Consolidated Statement of Cash Flows and notes to the financial statements,
including material accounting policy information. The financial reporting framework that
has been applied in their preparation is applicable law and IFRSs issued by the IASB.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities under those standards are further described in
the Auditor’s responsibilities for the audit of the financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for our opinion.
Independence
We remain independent of the Group in accordance with the ethical requirements that
are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical
Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities
in accordance with these requirements. The non-audit services prohibited by that standard
were not provided to the Group.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going
concern basis of accounting in the preparation of the financial statements is appropriate.
Our evaluation of the Directors’ assessment of the Group’s ability to continue to adopt the
going concern basis of accounting included:
Discussion of t
he continued impact of global conflicts and inflationary pressures with the
Directors and the Audit Committee, including their assessment of risks and uncertainties
associated with the Group’s customers, workforce and commodity market prices.
We assessed this against our own views of the risks based on our understanding of the
business, the mining sector and the business’ performance in the 2024 financial year.
Independent Auditors Report to the Members of Capital Limited
We obtained the Directors’ cash flow forecasts covering the period to 30 June 2026, which
is a period of at least 12 months from the date of approval of the financial statements and
challenged the key assumptions in respect of revenue growth, gross profit margins, capital
expenditure, and cash generation with reference to new contract wins and extensions
of ex
isting contracts, our knowledge of the business and its historical performance and
results. We checked that the Directors had considered appropriate risks and uncertainties
in the preparation of the cash flow forecasts based on our assessment of the risks and
issues relating to the business.
We t
ested the mathematical accuracy and integrity of the forecast models and assessed
their consistency with approved budgets.
We obt
ained and critically reviewed the Directors’ reverse stress test analysis, performed to
determine the point at which a deterioration of EBITDA would result in a covenant breach
and without further mitigation would potentially impact the going concern of the business.
Our consideration included an assessment of whether the reverse stress test analysis
appropriately reflected the key risks and issues to which the models were sensitive, and
we challenged the nature and feasibility of the mitigating actions available to the business
identified by the Directors.
We obt
ained new and revised financing agreements entered into by the Group during the
year to check the facility terms and their impact on the going concern assessment.
We as
sessed covenants at year end, to check that the Group were compliant under the
terms of the financing agreements.
We eval
uated forecast covenant compliance and headroom calculations with reference
to the covenants stated in the relevant financing agreements.
We r
eviewed the adequacy of disclosures in the financial statements in respect of going
concern with reference to the Directors going concern assessment, the cash flow
forecasts and reverse stress test analysis, and our understanding of the business.
Based on the wo
rk we have performed, we have not identified any material uncertainties
relating to events or conditions that, individually or collectively, may cast significant doubt on
the Group’s ability to continue as a going concern for a period of at least twelve months from
when the financial statements are authorised for issue.
In relation to the Parent Company’s reporting on how it has applied the UK Corporate
Governance Code, we have nothing material to add or draw attention to in relation to the
Directors statement in the financial statements about whether the Directors considered it
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are
described in the relevant sections of this report.
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Independent Auditors Report to the Members of Capital Limited continued
Overview
Key audit matter
1. Appropriateness of revenue recognition also a key audit matter in the
prior year.
Materiality Group financial statements as a whole
$2.0m based on 5% of the Group’s 3-year average adjusted profit before tax
(2023: $2.3m based on 5% of Group adjusted profit before tax).
An overview of the scope of our audit
Our Group audit was scoped by obtaining an understanding of the Group and its environment,
the applicable financial reporting framework and the Group’s system of internal control.
On the basis of this, we identified and assessed the risks of material misstatement of the
Group financial statements including with respect to the consolidation process. We then
applied professional judgement to focus our audit procedures on the areas that posed the
greatest risks to the Group financial statements. We continually assessed risks throughout
our audit, revising the risks where necessary, with the aim of reducing the Group risk of
material misstatement to an acceptable level, in order to provide a basis for our opinion.
Components in scope
From our risk assessment and planning procedures, we determined which of the Group’s
components were likely to include risks of material misstatement relevant to the Group’s
financial statements. We then determined the type of procedures to be performed at these
components, and the extent to which component auditors were required to be involved.
The total number of components within the scope of our work was as follows:
Scope 1 Audit procedures on entire financial information of the
component (2023: Significant components due to size and risk)
3 4
Scope 2 Audit procedures on one or more account balances,
classes of transactions or disclosures (2023: specified audit
procedures)
24 7
Number of components
2024 2023
As part of performing our Group audit, we have determined the components in scope
as follows:
Scope 1 Comprises the Group’s significant operational subsidiaries in Egypt, Tanzania,
and Mali (2023: Egypt, Tanzania, Mali, and the Parent Company in Bermuda).
Scope 2 Comprises the Group’s subsidiaries in Gabon, Guinea, Cote d’Ivoire, Zambia,
Mauritius, Cayman Islands, Tanzania, USA, UK, Australia, Pakistan, Egypt, Democratic
Republic of Congo, Ghana, Guyana, Mauritania, Canada, and the Parent Company in
Bermuda (2023: Gabon, Guinea, Cote d’Ivoire, Mauritania, Mauritius, Cayman Islands,
Canada).
In determining components, we have considered how components are organised
within the Group, and the commonality of control environments, legal and regulatory
framework, and level of aggregation associated with individual entities. Whilst there is
relative commonality of controls across the Group, differences in jurisdictional risk, and
the legal and regulatory frameworks under which the entities operate, prevent the further
amalgamation of components.
For components in scope, we used a combination of risk assessment procedures and
further audit procedures to obtain sufficient appropriate evidence. These further audit
procedures included:
procedures on
the entire financial information of the component, including performing
substantive procedures; and
procedures on
one or more classes of transactions, account balances or disclosures.
Procedures performed at the component level
Scope 1 the audit procedures on these components were performed by BDO network
member firms in Egypt, Tanzania, and Kenya (the component audit of Mali was completed
by BDO Kenya).
Scope 2 t
he audit procedures on these components were performed by the Group
Engagement Team.
Procedures performed centrally
The Group operates a centralised IT function that supports IT processes for its components.
This IT function was subject to specified risk-focused audit procedures by the Group
Engagement Team, predominantly the testing of the relevant IT General Controls and IT
Application Controls.
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Independent Auditors Report to the Members of Capital Limited continued
Locations
Capital Limited’s operations are spread over a number of different geographical locations.
The Group Engagement Team visited the USA operations in the year and conducted
procedures at that location. The component audit teams visited and conducted procedures
at the Group’s operations in Egypt, Tanzania and Mali.
In addition, the Group Engagement Team worked remotely, holding meetings, calls
and video conferences with Group management and component management for the
in-scope components.
Working with other auditors
As Group auditor, we determined the components at which audit work was performed,
together with the resources needed to perform this work. These resources included
component auditors, who formed part of the Group Engagement Team. As Group auditor
we are solely responsible for expressing an opinion on the financial statements.
In working with these component auditors, we held discussions with component audit
teams on the significant areas of the Group audit relevant to the components based on
our assessment of the Group risks of material misstatement. We issued our Group audit
instructions to component auditors on the nature and extent of their participation and role
in the Group audit, and on the Group risks of material misstatement.
We directed, supervised and reviewed the component auditors’ work. This included holding
meetings and calls during various phases of the audit, reviewing component auditor working
papers remotely and evaluating the appropriateness of the audit procedures performed and
the results thereof.
Climate change
Our work on the assessment of potential impacts on climate-related risks on the Group’s
operations and financial statements included:
Enquiries and
challenge of management to understand the actions they have taken to
identify climate-related risks and their potential impacts on the financial statements and
adequately disclose climate-related risks within the annual report;
Our ow
n qualitative risk assessment taking into consideration the sector in which the
Group operates and how climate change affects this particular sector; and
Review of t
he minutes of Board and Audit Committee meeting and other papers related
to climate change and performed a risk assessment as to how the impact of the Group’s
commitment as set out in page 40 may affect the financial statements and our audit.
We challenged the extent to which climate-related considerations, including the expected
cash flows from the initiatives and commitments have been reflected, where appropriate,
in the Director’s going concern assessment and viability assessment.
We also assessed the consistency of management’s disclosures included as on page 42
with the financial statements and with our knowledge obtained from the audit.
Based on our risk assessment procedures, we did not identify there to be any Key Audit
Matters that were materially affected by climate-related risks
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the financial statements of the current period and include the
most significant assessed risks of material misstatement (whether or not due to fraud) that
we identified, including those which had the greatest effect on: the overall audit strategy,
the allocation of resources in the audit, and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
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Key audit matter How the scope of our audit addressed the key audit matter
Appropriateness of revenue recognition
Refer to Note 1.4.14 for the Group’s policy
on revenue recognition and Note 3.
The Group’s revenue is primarily generated
from drilling and mining services, and laboratory
mineral analysis services. The Group has
service contracts with a number of customers
in different geographical locations with varying
terms and rates.
There is a risk of fictitious revenue being recorded
through manual journals that do not relate to
genuine sales to customers, leading to revenue
being overstated.
Due to the above we considered revenue
recognition to be a key audit matter and
fraud risk.
Our specific audit testing in this regard included:
For a s
ample of drilling invoices recorded in the year, we tested the drilled metres to
customer-approved daily drill reports, agreed rates per metre used to signed contracts,
and agreed the invoice amount to cash receipts.
For a sample of mining invoices recorded in the year, we tested the volumes moved to
customer-approved reports, agreed rates per Bank Cubic Metre used to signed contracts,
and agreed cash receipts.
For a s
ample of laboratory mineral analysis invoices recorded in the year, we agreed the invoice
to proof of service delivery, verified the rates used to customer agreements, and agreed the
invoice amount to cash receipts.
We tested journals recorded within revenue, which was selected using specific risk criteria,
to appropriate supporting evidence.
Key observations:
Based on our procedures above, we have not identified any instances where revenue recognition
and measurement in the year was inappropriate.
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Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements. We consider materiality to be the magnitude by which
misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent
of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the
particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality as follows:
Group financial statements
2024 2023
Materiality $2.0m $2.3m
Basis for determining materiality 5% of Group’s 3-year average adjusted profit before tax 5% of Group’s adjusted profit before tax
Rationale for the benchmark applied
We consider the use of 5% of Group’s 3-year average adjusted
profit before tax to be the most appropriate benchmark since this
removes the volatility of the Group’s profitability in recent years and
the impact of fair value gains and losses on investments on the
underlying profits. Adjusted profit before tax is also a key measure
for the users of the financial statements.
We consider the use of 5% of Group’s adjusted profit before tax
to be the most appropriate benchmark since this removes the
impact of fair value gains and losses on investments on the
underlying profit of the Group and is also a key measure for the
users of the financial statements.
Performance materiality $1.4m $1.6m
Basis for determining
performance materiality
70% of materiality
Rationale for the percentage applied
for performance materiality
The level of performance materiality was set after considering a number of factors including
the expected value of known and likely misstatements, and Management’s attitude towards proposed misstatements.
Component performance materiality
For the purposes of our Group audit opinion, we set performance materiality for each
component of the Group, based on a percentage of between 17% and 79% (2023: 25% and
69%) of Group performance materiality dependent on a number of factors including size of
component and our assessment of the risk of material misstatement of those components.
Component performance materiality ranged from $0.2m to $1.1m (2023: $0.4m to $1.1m).
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit
differences in excess of $100k (2023: $115k). We also agreed to report the amount in
aggregate of differences below this threshold but in excess of $40k (2023: $46k) that,
in our view, warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the annual report other than the financial statements and our auditor’s
report thereon. Our opinion on the financial statements does not cover the other information
and, except to the extent otherwise explicitly stated in our report, we do not express any form
of as
surance conclusion thereon. Our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements,
or our knowledge obtained in the course of the audit, or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material misstatements,
we are required to determine whether this gives rise to a material misstatement in the financial
statements themselves. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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Corporate governance statement
The UK Listing Rules require us to review the Directors’ statement in relation to going
concern, longer-term viability and that part of the Corporate Governance Statement relating
to the parent company’s compliance with the provisions of the UK Corporate Governance
Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the Corporate Governance Statement is materially consistent with
the financial statements, or our knowledge obtained during the audit.
Going concern and
longer-term viability
The Directors’ statement with regards to the appropriateness
of adopting the going concern basis of accounting and any
material uncertainties identified set out on page 97;
The Directors’ explanation as to their assessment of the
Group’s prospects, the period this assessment covers and
why the period is appropriate set out on page 30; and
The D
irectors’ statement on whether they have a reasonable
expectation that the Group will be able to continue in
operation and meet its liabilities set out on page 97.
Other Code provisions
Directors s
tatement on fair, balanced and understandable set
out on page 97;
Board’s c
onfirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
page 30;
The section of the annual report that describes the review of
effectiveness of risk management and internal control systems
set out on page 73; and
The s
ection describing the work of the audit committee set
out on page 71.
Responsibilities of Directors
As explained more fully in the Directors responsibilities statement, the Directors are
responsible for the preparation of the financial statements and for being satisfied that they
give a true and fair view, and for such internal control as the Directors determine is necessary
to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In pr
eparing the financial statements, the Directors are responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to
liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations.
We design procedures in line with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud. The extent to which our procedures
are capable of detecting irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
Our under
standing of the Group and the industry in which it operates;
Discussion wi
th management, the Audit Committee, and in-house legal counsel; and
Obtaining an
understanding of the Group’s policies and procedures regarding compliance
with laws and regulations
we considered the significant laws and regulations to be the Bermuda Companies Act 1981,
the UK Listing Rules, the applicable accounting standards (IFRS-IASB), the Bribery Act 2010,
tax legislation, and employment laws.
The Group is also subject to laws and regulations where the consequence of non-compliance
could have a material effect on the amount or disclosures in the financial statements, for
example through the imposition of fines or litigations. We identified such laws and regulations
to be the tax legislation.
Our procedures in respect of the above included:
Review of m
inutes of Board and Audit Committee meetings for any instances of
non-compliance with laws and regulations;
Review of correspondence w
ith regulatory and tax authorities for any instances of
non-compliance with laws and regulations;
Review of f
inancial statement disclosures and agreeing to supporting documentation; and
Involvement of t
ax specialists in the audit.
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Fraud
We assessed the susceptibility of the financial statements to material misstatement, including
fraud. Our risk assessment procedures included:
Enquiry w
ith management, the Audit Committee, and in-house legal counsel regarding any
known or suspected instances of fraud;
Obtaining an
understanding of the Group’s policies and procedures relating to:
Detecting and
responding to the risks of fraud; and
Internal c
ontrols established to mitigate risks related to fraud.
Review of m
inutes of Board and Audit Committee meetings of those charged with
governance for any known or suspected instances of fraud;
Discussion am
ongst the engagement team as to how and where fraud might occur in the
financial statements;
Performing analytical pr
ocedures to identify any unusual or unexpected relationships that
may indicate risks of material misstatement due to fraud; and
Considering r
emuneration incentive schemes and performance targets and the related
financial statement areas impacted by these.
Based on our risk assessment, we considered the areas most susceptible to fraud to be
management override of controls through inappropriate journal entries, improper revenue
recognition, and bias in key estimates and judgements.
Our procedures in respect of the above included:
Engaging BDO Forensics to assist with the f
raud risk assessment, including assisting the
audit team to determine the risk criteria for journals testing and sufficiency of the audit
procedures to address the risk of fraud;
Performing a det
ailed review of the Group’s year end adjusting entries and investigated any
that appear unusual as to nature or amount and agreeing to supporting documentation;
For a sample of journals entries throughout the year that met the defined risk c
riteria,
we obtained supporting documentation and evidence for the business rationale of these
transactions and the sources of financial resources supporting the transactions;
Testing a s
ample of revenue entries to supporting documentation, including testing the
cut-off of revenue transactions in the period before and after year end;
Identifying ar
eas at risk of management bias and reviewed significant estimates and judgements
applied by management in the financial statements to assess their appropriateness; and
Agreeing t
he financial statement disclosures to underlying supporting documentation,
review of correspondence with regulators, review of correspondence with legal advisers,
enquiries of management, and review of component auditors’ working papers in so far as
they related to the financial statements.
We also communicated relevant identified laws and regulations and potential fraud risks to
all engagement team members including component auditors who were all deemed to have
appropriate competence and capabilities and remained alert to any indications of fraud or
non-compliance with laws and regulations throughout the audit. For component auditors,
we also reviewed the result of their work performed in this regard.
Our audit procedures were designed to respond to risks of material misstatement in the
financial statements, recognising that the risk of not detecting a material misstatement due
to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve
deliberate concealment by, for example, forgery, misrepresentations or through collusion.
There ar
e inherent limitations in the audit procedures performed and the further removed
non-compliance with laws and regulations is from the events and transactions reflected in
the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s
website at: www.frc.org.uk/auditorsresponsibilities.
This description forms part of our
auditor’s report.
Use of our report
Our report is made solely to the Parent Company’s members, as a body, in accordance with
Section 90 of the Bermuda Companies Act 1981. Our audit work will be undertaken so that
we might state to the Parent Company’s members those matters we are required to state to
them in an auditors’ report and for no other purpose. To the fullest extent permitted by law,
we do not accept or assume responsibility to anyone other than the Parent Company and
the Parent Company’s members as a body, for our audit work, for this audit report, or for the
opinions we have form.
BDO LLP
London, UK
27 March 2025
BDO LLP is a limited liability partnership registered in England and Wales
(with registered number OC305127).
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Consolidated Statement of Profit or Loss and Other Comprehensive Income
For the year ended 31 December 2024
Continuing operations
Note(s)
2024
$’000
2023
$’000
Revenue 3 348,000 318,424
Cost of sales 4 (203,233) (171,524)
Gross profit 144,767 146,900
Administration expenses (including exceptional items) 5 (56,945) (46,852)
Depreciation, amortisation and impairments 6 (48,562) (39,766)
Operating profit
1
39,260 60,282
Interest income 38 65
Finance costs 7 (16,741) (13,002)
Realised and unrealised fair value gain on financial assets 8 12,097 2,989
Share of loss of associate 9 (387)
Profit before taxation 34,267 50,334
Taxation 10 (15,949) (11,804)
Profit for the year and other comprehensive income
2
18,318 38,530
Profit and other comprehensive attributable to:
Owners of the parent 17,315 36,737
Non-controlling interest 26 1,003 1,793
18,318 38,530
Earnings per share
Basic earnings per share (c) 11 8.87 19.09
Diluted earnings per share (c) 11 8.85 18.82
1 Including net impairment losses on trade receivables and accrued income of $0.1 million (2023: $1.7 million)
2
There w
as no other comprehensive income for the year (2023: $ nil)





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Note(s)
2024
$’000
2023
$’000
ASSETS
Non-Current Assets
Property, plant and equipment 13 240,969 208,657
Right-of-use assets 14 32,062 29,684
Goodwill 15 1,296 1,296
Intangible assets 16 794 572
Other receivables 19 10,790 9,789
Investment in associate 9 6,300
Total non-current assets 292,211 249,998
Current Assets
Inventories 17 61,912 61,922
Trade receivables 18 60,226 49,567
Other receivables 19 26,044 24,055
Investments at fair value 20 30,304 47,154
Current tax receivable 31 505 686
Cash and cash equivalents 21 40,526 34,366
Total current assets 219,517 217,750
Total assets 511,728 467,748
EQUITY AND LIABILITIES
EQUITY
Equity Attributable to Equity Holders of Parent
Share capital 22 20 19
Share premium 22 64,719 62,390
Equity-settled employee benefits reserve 24 3,972 5,763
Other reserve 25 190 190
Retained income 202,674 195,515
Equity attributable to owners of the parent 271,575 263,877
Non-controlling interest 11,813 9,270
Total equity 283,388 273,147
Consolidated Statement of Financial Position
As at 31 December 2024

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Note(s)
2024
$’000
2023
$’000
LIABILITIES
Non-Current Liabilities
Loans and borrowings 27 86,925 75,521
Lease liabilities 14 22,226 21,109
Deferred tax 28 3,195 34
Trade and other payables 29 7,511 2,057
Total non-current liabilities 119,857 98,721
CURRENT LIABILITIES
Trade and other payables 29 57,821 50,685
Provisions 30 203 487
Current tax payable 31 10,640 9,315
Loans and borrowings 27 28,259 27,052
Lease liabilities 14 11,560 8,341
Total current liabilities 108,483 95,880
Total liabilities 228,340 194,601
Total equity and liabilities 511,728 467,748
Consolidated Statement of Financial Position continued
As at 31 December 2024


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Share
capital
$’000
Share
premium
$’000
Treasury
shares
$’000
Total share
capital
$’000
Other
reserve
$’000
Equity-
settled
employee
benefits
reserve
$’000
Total
reserves
$’000
Retained
income
$’000
Total
attributable
to the equity
holders of
the Group /
Company
$’000
Non-
controlling
interest
$’000
Total
equity
$’000
Balance at January 1, 2024 19 62,390 62,409 190 5,763 5,953 195,515 263,877 9,270 273,147
Profit for the year 17,315 17,315 1,003 18,318
Total comprehensive income for the year 17,315 17,315 1,003 18,318
Issue of shares 1 2,329 2,330 (2,330) (2,330)
Recognition of share based payments 539 539 539 539
Impact on subsidiary rights issue 719 719
Adjustment arising from change in non-controlling interest
(
2,502) (2,502) 853 (1,649)
Dividends (7,654) (7,654) (32) (7,686)
Total contributions by and distributions to owners
of company recognised directly in equity
1 2,329 2,330 (1,791) (1,791) (10,156) (9,617) 1,540 (8,077)
Balance at December 31, 2024 20 64,719 64,739 190 3,972 4,162 202,674 271,575 11,813 283,388
Balance at January 1, 2023 19 62,390 (2,475) 59,934 190 4,470 4,660 168,725 233,319 5,573 238,892
Profit for the year 36,737 36,737 1,793 38,530
Total comprehensive income for the year 36,737 36,737 1,793 38,530
Issue of shares 2,475 2,475 (2,247) (2,247) (228)
Recognition of share-based payments 3,540 3,540 3,540 3,540
Adjustment arising from change in non-controlling interest (2,100) (2,100) 1,923 (177)
Dividends (7,619) (7,619) (19) (7,638)
Total contributions by and distributions to owners
of company recognised directly in equity
2,475 2,475 1,293 1,293 (9,947) (6,179) 1,904 (4,275)
Balance at December 31, 2023 19 62,390 62,409 190 5,763 5,953 195,515 263,877 9,270 273,147
Consolidated Statement of Changes in Equity
For the year ended 31 December 2024


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Note(s)
2024
$’000
2023
$’000
CASH FLOWS FROM OPERATING ACTIVITIES
Cash generated from operations 32.1 90,133 92,532
Interest income received 38 65
Finance costs paid (12,097) (9,441)
Interest paid on lease liabilities (3,067) (2,081)
Tax paid 31 (11,282) (11,905)
Net cash from operating activities 63,725 69,170
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment (34,469) (47,876)
Proceeds from sale of property, plant and equipment 300 69
Purchase of intangible asset and cloud computing arrangements (2,352) (1,777)
Purchase of investments at fair value (8,480) (9,258)
Purchase of investment in associate (6,688)
Proceeds from sale of investments at fair value 37,278 4,668
Cash paid in advance for property, plant and equipment (3,970) (5,318)
Advance payment on leases (1,825) (1,205)
Net cash used in investing activities (20,206) (60,697)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from loans and borrowings 32.2 30,000 38,000
Repayment of loans and borrowings 32.2 (47,262) (26,732)
Repayment of principle on leases liabilities 14 (10,008) (6,152)
Arrangement fees paid for new financing (392)
Dividends paid 12
(7,686) (
7,638)
Proceeds from issuance of equity to non-controlling interests 26 719 1,193
Purchase of shares from non-controlling interest (1,603) (1,404)
Net cash used in financing activities (36,232) (2,733)
Total cash movement for the year 7,287 5,740
Cash at the beginning of the year 21 34,366 28,380
Effect of exchange rate movement on cash balances (1,127) 246
Total cash at end of the year 21 40,526 34,366
Consolidated Statement of Cash Flows
For the year ended 31 December 2024


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CORPORATE INFORMATION
Capital Limited (the “Company”) is incorporated in Bermuda.
The Company and its
subsidiaries (the “Group”) provide drilling, mining (load and haul), mineral assaying and
surveying services. The Group also has a portfolio of investments in listed and unlisted
exploration and mining companies.


During the year ended 31 December 2024, the Group provided a complete range of drilling,
mining, maintenance and geochemical laboratory solutions to customers within the global
mining industry. The Company’s services include exploration, delineation and production
drilling; load and haul services; maintenance; and geochemical analysis. The Group’s
corporate headquarters are in the United Kingdom and its registered office is located in
Bermuda; and it has established operations in Canada, Côte d’Ivoire, Democratic Republic
of Congo, Egypt, Gabon, Ghana, Guinea, Kenya, Mali, Mauritania, Pakistan, Saudi Arabia,
Tanzania, United States of America and Zambia.




1. BASIS OF PREPARATION
The principal accounting policies applied in the preparation of the Group’s Annual Financial
Statements are set out below. The policies have been consistently applied to all the years
presented, unless otherwise stated.
The Group Annual Financial Statements are presented in United States Dollars, which is
also the Group’s functional currency. Amounts are rounded to the nearest thousand, unless
otherwise stated.
The Group Annual Financial Statements have been prepared in accordance with
International Financial Reporting Standards (IFRS) issued by the International Accounting
Standards Board (IASB).

The pr
eparation of financial statements in compliance with IFRS requires the use of certain
critical accounting estimates. It also requires Group management to exercise judgment
in applying the Group’s accounting policies. The areas where significant judgments and
estimates have been made in preparing the financial statements and their effect are disclosed
in Note 2.
Where additional information has been presented in the current year Annual Financial
Statements, the prior year amounts have been presented to be consistent with the
presentation in the current year.
The Group Annual Financial Statements have been prepared on the historical cost basis
except for certain financial instruments which are measured at fair value.



1.1 New standards, interpretations and amendments effective from
1 January 2024
The following amendments are effective for the period beginning 1 January 2024:
Supplier F
inance Arrangements (Amendments to IAS 7 & IFRS 7);
Lease L
iability in a Sale and Leaseback (Amendments to IFRS16);
Classification of L
iabilities as Current or Non-Current (Amendments to IAS 1); and
Non-c
urrent Liabilities with Covenants (Amendments to IAS 1).
These amendments to various IFRS Accounting Standards are mandatorily effective for
reporting periods beginning on or after 1 January 2024. See the applicable notes for further
details on how the amendments affected the Group.
Supplier Finance Arrangements (Amendments to IAS 7 & IFRS 7)
On 25 May 2023, the IASB issued Supplier Finance Arrangements, which amended IAS 7
Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures.
The amendments require entities to provide certain specific disclosures (qualitative and
quantitative) related to supplier finance arrangements. The amendments also provide
guidance on characteristics of supplier finance arrangements.
These amendments had no effect on the consolidated financial statements of the Group.
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
On 22 September 2022, the IASB issued amendments to IFRS 16Lease Liability in a Sale
and Leaseback (the Amendments).
Prior to the Amendments, IFRS 16 did not contain specific measurement requirements for
lease liabilities that may contain variable lease payments arising in a sale and leaseback
transaction. In applying the subsequent measurement requirements of lease liabilities to a
sale and leaseback transaction, the Amendments require a seller-lessee to determine lease
payments or ‘revised lease payments’ in a way that the seller-lessee would not recognise any
amount of the gain or loss that relates to the right of use retained by the seller-lessee.
These amendments had no effect on the consolidated financial statements of the Group.










Notes to the Consolidated Financial Statements
For the year ended 31 December 2024

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1. BASIS OF PREPARATION CONTINUED



1. New sta
ndards, interpretations and amendments effective from
1 January 2024 continued
Classification of Liabilities as Current or Non-Current and Non-current Liabilities
with Covenants (Amendments to IAS 1)
The IASB issued amendments to IAS 1 in January 2020 Classification of Liabilities as Current
or Non-current and subsequently, in October 2022 Non-current Liabilities with Covenants.
The amendments clarify the following:
An ent
ity’s right to defer settlement of a liability for at least twelve months after the
reporting period must have substance and must exist at the end of the reporting period.
If an
entity’s right to defer settlement of a liability is subject to covenants, such covenants
affect whether that right exists at the end of the reporting period only if the entity is
required to comply with the covenant on or before the end of the reporting period.
The c
lassification of a liability as current or non-current is unaffected by the likelihood that
the entity will exercise its right to defer settlement.
In ca
se of a liability that can be settled, at the option of the counterparty, by the
transfer of the entity’s own equity instruments, such settlement terms do not affect the
classification of t
he liability as current or non-current only if the option is classified as an
equity instrument.
These amendments have no effect on the measurement of any items in the consolidated
financial statements of the Group.


1.2 Standards and interpretations not yet effective
There are a number of standards, amendments to standards and interpretations which have
been issued by the IASB that are effective in future accounting periods that the Group has
decided not to adopt early.
Standard/Interpretation
Effective Date Years
beginning on or after
Expected Impact
Lack of Exchangeability (Amendment to IAS 21 The
Effects of Changes in Foreign Exchange Rates)
January 1, 2025
Unlikely there will be
a material impact
Amendments to the Classification and Measurement
of Financial Instruments (Amendments to IFRS 9
Financial Instruments and IFRS 7)
January 1, 2026
Unlikely there will be
a material impact
Contracts Referencing Nature-dependent Electricity
(Amendments to IFRS 9 and IFRS 7)
January 1, 2026
Unlikely there will be
a material impact
IFRS18 Presentation and Disclosure in Financial
Statements
January 1, 2027
Unlikely there will be
a material impact
IFRS19 Subsidiaries without Public Accountability:
Disclosures
January 1, 2027
Unlikely there will be
a material impact




1.3 Going Concern
As at 31 December 2024, the Group had a robust balance sheet with a low debt gearing with
equity of $283.4 million and loans and borrowings of $116.3 million. Cash as at 31 December
2024 was $40.5 million, with net debt of $75.7 million. As at 31 December 2024, investments
at fair value amounted to $30.3 million of which $29.1 million are level 1 investments which
provides additional flexibility as these investments could be converted into cash.
This robustness is underpinned by stable cash flows generated by a diversified service
offering and diversified contract portfolio. Revenues continued to perform strongly in 2024
with increased revenue of 9% compared to 2023. Commercially, the Nevada Gold Mines
contract should reach its full capacity during the year and we expect MSALABS to continue
its strong revenue growth experienced in 2024. Furthermore, the Group continues to leverage
its strong relationships across the mining sector with contract extensions at Perseus’
Sissingué G
old Mine in Côte d’Ivoire and new contract awards at their Yaouré Gold Mine
in Côte d’Ivoire and the Nyanzaga Gold Project in Tanzania. Looking forward, the Group is
currently mobilising the majority of our mining equipment fleet to Barrick’s world-class Reko
Diq copper-gold project in Pakistan, which will involve both early works civils and longer-term
tailings storage facility mining services.



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1. BASIS OF PREPARATION CONTINUED
3. Going C
oncern continued
In determining the going concern status of the business, the Board has reviewed the Group’s
forecasts for the 18 months to June 2026, including both forecast liquidity and covenant
measurements. In the assessment, management took into consideration the principal risks of
the business that are most relevant to the going concern assessment and reverse stressed
the forecast model to identify the magnitude of sensitivity required to cause a breach in
covenants or risk the going concern of the business, alongside the Group’s capacity to
mitigate. The most relevant sensitivity was considered to be a decrease in EBITDA through
loss of contracts, with no redeployment of equipment or other mitigating actions. EBITDA
would need to fall by 19% during the period of assessment for going concern to breach the
covenant test (interest cover) at June 2025. However, if mitigating actions (in this case, the
sale of investments) were undertaken, then EBITDA would need to fall by 34% during the
period of assessment for going concern to breach the covenant test (interest cover) at June
2025.
Given the Group’s exposure to high-quality mine site operations and strong relationships
with blue-chip customers, we consider a decrease of such magnitude to be remote. Based
on its assessment of the forecasts, principal risks and uncertainties and mitigating actions
considered avai
lable to the Group in the event of downside scenarios, the Board confirms that
it is satisfied the Group will be able to continue to operate and meet its liabilities as they fall
due over the going concern period to June 2026. Accordingly, the Board has concluded that
the going concern basis of preparation of the Financial Statements is appropriate and that
there are no material uncertainties that would cast doubt on that basis of preparation.





4. Material Accounting Information

1. Consolidation
Basis of consolidation
The consolidated Annual Financial Statements incorporate the Annual Financial Statements
of the Company and all subsidiaries and associates. Subsidiaries are entities (including
structured entities) which are controlled by the Group. Associates are entities over which the
Group has significant influence.
The Company controls an investee if all three of the following elements are present: power
over the investee, exposure to variable returns from the investee and the ability of the investor
to use its power to affect those variable returns. Control is reassessed whenever facts and
circumstances indicate that there may be a change in any of these elements of control.
The results of subsidiaries and associates are included in the consolidated Annual Financial
Statements from the effective date of acquisition to the effective date of disposal.
Adjustments are made when necessary to the Annual Financial Statements of subsidiaries to
bring their accounting policies in line with those of the Group.
All inter-company transactions, balances and unrealised gains on transactions between group
companies are eliminated in full on consolidation. Unrealised losses are also eliminated unless
the transaction provides evidence of an impairment of the asset transferred.
Non-c
ontrolling interests (NCI) in the net assets of consolidated subsidiaries are identified
and recognised separately from the Group’s interest therein and are recognised within equity.
Losses of subsidiaries attributable to NCI are allocated to the NCI even if this results in a debit
balance being recognised for the NCI.
Transactions with non-controlling interests that do not result in loss of control are accounted
for as equity transactions and are recognised directly in the Statement of Changes in Equity.
The difference between the fair value of consideration paid or received and the movement in
NCI for such transactions is recognised in equity attributable to the owners of the Company.
Where a subsidiary is disposed of and a non-controlling shareholding is retained, the
remaining investment is measured to fair value with the adjustment to fair value recognised in
profit or loss as part of the gain or loss on disposal of the controlling interest. The fair value
is the initial carrying amount for the purposes of subsequently accounting for the retained
interest as an associate, joint venture or financial asset. In addition, any amounts previously
recognised in other comprehensive income in respect of that entity are accounted for as if the
Group had directly disposed of the related assets or liabilities. This may mean that amounts
previously recognised in other comprehensive income are reclassified to profit or loss.

Business c
ombinations
The Group accounts for business combinations using the acquisition method of accounting.
The cost of the business combination is measured as the aggregate of the fair values of
assets given, liabilities incurred or assumed and equity instruments issued. Costs directly
attributable to the business combination are expensed as incurred, except the costs to issue
debt which are amortised as part of the effective interest and costs to issue equity which are
included in equity.
Any contingent consideration is included in the cost of the business combination at fair value
as at the date of acquisition. Subsequent changes to the assets, liability or equity which arise
as a result of the contingent consideration are not affected against goodwill, unless they are
valid measurement period adjustments. Otherwise, all subsequent changes to the fair value
of contingent consideration that is deemed to be an asset, or liability is recognised in either
profit or loss or in other comprehensive income, in accordance with relevant IFRS. Contingent
consideration that is classified as equity is not remeasured and its subsequent settlement is
accounted for within equity.












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1. BASIS OF PREPARATION CONTINUED
4. Material A
ccounting Information continued

1. Consolidation continued



Business combinations continued
The acquiree’s identifiable assets, liabilities and contingent liabilities which meet the
recognition conditions of IFRS 3 Business Combinations are recognised at their fair values
at acquisition date, except for non-current assets (or disposal groups) that are classified as
held for sale in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued
Operations, which are recognised at fair value less costs to sell.
On acquisition, the acquiree’s assets and liabilities are reassessed in terms of classification
and are reclassified where the classification is inappropriate for group purposes.
Non-controlling interests in the acquiree are measured on an acquisition-by-acquisition basis
either at fair value or at the non- controlling interests’ proportionate share in the recognised
amounts of the acquiree’s identifiable net assets. This treatment applies to non-controlling
interests which are present ownership interests and entitle their holders to a proportionate
share of the entity’s net assets in the event of liquidation. All other components of non-
controlling interests are measured at their acquisition date fair values unless another
measurement basis is required by IFRS.
In cases where the Group held a non-controlling shareholding in the acquiree prior
to obtaining control, that interest is measured to fair value as at acquisition date. The
measurement to fair value is included in profit or loss for the year. Where the existing
shareholding w
as classified as an available-for-sale financial asset, the cumulative fair value
adjustments recognised previously to other comprehensive income and accumulated in equity
are recognised in profit or loss as a reclassification adjustment.

Goodwill is determined as the consideration paid, plus the fair value of any shareholding
held prior to obtaining control, plus non- controlling interest and less the fair value of the
identifiable assets and liabilities of the acquiree. If, in the case of a bargain purchase, the
result of this formula is negative, then the difference is recognised directly in profit or loss.
Goodwill is not amortised but is tested on an annual basis for impairment. If goodwill is
assessed to be impaired, that impairment is not subsequently reversed.

Asset acquisition
In the event of an asset acquisition, the cost of the acquisition is assigned to the individual
assets and liabilities based on their relative fair values. Contingent consideration is accrued
for when these amounts are considered probable and are discounted to present value based
on the expected timing of payment.










Investments in associates
Where the Group has the power to participate in (but not control) the financial and operating
policy decisions of another entity, it is classified as an associate. Associates are initially
recognised in the consolidated statement of financial position at cost. Subsequently
associates are accounted for using the equity method, where the Group’s share of post-
acquisition profits and losses and other comprehensive income is recognised in the
consolidated statement of profit and loss and other comprehensive income (except for losses
in excess of the Group’s investment in the associate unless there is an obligation to make
good those losses).
Profits and l
osses arising on transactions between the Group and its associates are
recognized only to the extent of unrelated investors’ interests in the associate. The investor’s
share in the associate’s profits and losses resulting from these transactions is eliminated
against the carrying value of the associate.





1.4.2 Property, plant and equipment
Property, plant and equipment are tangible assets which the Group holds for its own use or
for rental to others and which are expected to be used for more than one year.
An item of property, plant and equipment is recognised as an asset when it is probable that
future economic benefits associated with the item will flow to the Group and the cost of the
item can be measured reliably.
Property, plant and equipment is initially measured at cost. Cost includes all of the
expenditure which is directly attributable to the acquisition or construction of the asset,
including the capitalisation of borrowing costs on qualifying assets.
Depreciation of an asset commences when the asset is available for use as intended by
management. Depreciation is charged to write off the asset’s carrying amount over its
estimated useful life to its estimated residual value, using a method that best reflects the
pattern in which the asset’s economic benefits are consumed by the Group. Leased assets
are depreciated in a consistent manner over the shorter of their expected useful lives and the
lease term. Depreciation is not charged to an asset if its estimated residual value exceeds or
is equal to its carrying amount. Depreciation of an asset ceases at the earlier of the date that
the asset is classified as held for sale or derecognised.



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1. BASIS OF PREPARATION CONTINUED
1.4 Material Accounting Information continued


1.4.2 Property, plant and equipment continued
Depreciation is recognised in profit or loss so as to write-off the cost of assets, less their
residual values, over their expected useful lives using the straight-line method.
For Heavy Mining Equipment (HME), equipment hours are most closely linked with the
economic benefits of the asset. On this basis, the unit of production method using equipment
hours is the preferred method of depreciation for HME.
No depreciation is charged on land owned by the Group.
The useful lives of items of property, plant and equipment have been assessed as follows:
Item Depreciation method Average useful life
Land Not depreciated Indefinite
Buildings Straight line 25 years
Drilling rigs Straight line 5 20 years
Associated drilling equipment Straight line 2 7 years
Heavy mining equipment Production hours 6,000 80,000 hours
Motor vehicles Straight line 4 7 years
Camp and associated equipment Straight line 3 5 years
Leasehold improvements Straight line 10 years
The residual value, useful life and depreciation method of each asset are reviewed at the end of
each reporting year. During 2023, management reassessed the residual values and estimated
useful lives for drilling rigs, associated drilling equipment and heavy mining equipment.
Therefore, this constituted a change in accounting estimate and the effect was accounted for
prospectively. During 2024 management assessed these metrics again and concluded that the
residual values and estimated useful lives had not changed during the year.
The resulting effect of the lower residual values and updated estimated useful lives on
depreciation expense for the current year is $nil (2023: $ 0.2 million).
There have been no changes to the depreciation methods of assets during the year. If the
expectations differ from previous estimates, the change is accounted for prospectively as a
change in accounting estimate.

Impairment tests are performed on property, plant and equipment when there is an indicator that
they may be impaired. When the carrying amount of an item of property, plant and equipment is
assessed to be higher than the estimated recoverable amount, an impairment loss is recognised
immediately in profit or loss to bring the carrying amount in line with the recoverable amount.
An i
tem of property, plant and equipment is derecognised upon disposal or when no future
economic benefits are expected from its continued use or disposal. Any gain or loss arising
from the derecognition of an item of property, plant and equipment, determined as the
difference between the net disposal proceeds, if any and the carrying amount of the item,
is included in profit or loss when the item is derecognised.
Where an item of property, plant and equipment consists of several significant components,
management recognises the components separately from the parent asset and assigns a
depreciation rate that represents the expected useful of the component.
Capital spares
Capital spare parts and servicing equipment relates to items that can only be used in
connection with specific items of property, plant and equipment and are expected to be used
for more than one year. They are measured at the lower of cost and net realised value. The
cost of capital spare parts comprises of all costs of purchase, costs of conversion and other
costs incurred in bringing the capital spare parts to their present location and condition.
Depreciation of capital spares commences when the asset has been installed and is capable
of being used. The depreciation charge is based on the expected useful life of the spare while
it is being used, which may be shorter than the useful life of the asset to which it relates.
When t
he spare is itself replaced, the asset is derecognised.
Refer to Note 1.4.8 for inventories that are regularly used or replaced, usually as part of a
general replacement programme.






1.4.3 Intangible assets
Intangible assets are initially recognised at cost.
Intangible assets are carried at cost less any accumulated amortisation and any impairment
losses. For intangible assets, amortisation is provided on a straight-line basis over their useful
life once the development of the software has been completed.
The amortisation period and the amortisation method for intangible assets are reviewed
annually.
Reassessing the useful life of an intangible asset with a finite useful life after it was classified
as indefinite is an indicator that the asset may be impaired. As a result, the asset is tested for
impairment and the remaining carrying amount is amortised over its useful life.
Amortisation is provided to write down the intangible assets, on a straight-line basis, to their
residual value as follows:
Item Depreciation method Average useful life
Computer software Straight line 10 years



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1. BASIS OF PREPARATION CONTINUED
4. Material A
ccounting Information continued
4. Cloud Computing arrangements
The Group has a number of contracts for Software as a Service (“SaaS”) Cloud Computing
Arrangements. These contracts permit the Group to access vendor-hosted software
and platform services over the term of the arrangement. The Group does not control the
underlying assets in these arrangements and costs are expensed as incurred.
The Group also incurs implementation costs in respect of these contracts. Implementation
costs are capitalised as intangible assets where costs meet the definition and recognition
criteria of an intangible asset under IAS 38. Such costs typically relate to software
coding which is capable of providing benefit to the Group on a standalone basis. Other
implementation costs primarily relate to the configuration and customisation of the Cloud
software solution and are assessed to determine whether the implementation activity relating
to these costs is distinct from the Cloud Arrangement, in which case costs are expensed as
the activity occurs. If the configuration and customisation costs relate to activity which is
integral to the Cloud Arrangement such that the activity is received over the term of the Cloud
Arrangement, costs are recognised as a prepayment and expensed over the expected term of
the Cloud Arrangement as determined by management.




5. Financial instruments
Financial instruments held by the Group are classified in accordance with the provisions of
IFRS 9 Financial Instruments. Broadly, the classification possibilities, which are adopted by
the Group, as applicable, are as follows:
Financial as
sets which are equity instruments:
Mandatorily at f
air value through profit or loss.
Financial assets which are debt instruments:
Amortised co
st. (This category applies only when the contractual terms of the instrument
give rise, on specified dates, to cash flows that are solely payments of principal and
interest on principal and where the instrument is held under a business model whose
objective is met by holding the instrument to collect contractual cash flows); or
Fair val
ue through other comprehensive income. (This category applies only when the
contractual terms of the instrument give rise, on specified dates, to cash flows that are
solely payments of principal and interest on principal and where the instrument is held
under a business model whose objective is achieved by both collecting contractual cash
flows and selling the instruments); or
Mandatorily at f
air value through profit or loss. (This classification automatically applies to
all debt instruments which do not qualify as at amortised cost or at fair value through other
comprehensive income); or
Designated at f
air value through profit or loss. (This classification option can only be
applied when it eliminates or significantly reduces an accounting mismatch).



Derivatives which are not part of a hedging relationship:
Mandatorily at f
air value through profit or loss.


Financial liabilities:
Amortised co
st; or
Mandatorily at f
air value through profit or loss. (This applies to contingent consideration in
a business combination or to liabilities which are held for trading); or
Designated at f
air value through profit or loss. (This classification option can be applied
when it eliminates or significantly reduces an accounting mismatch; the liability forms
part of a group of financial instruments managed on a fair value basis; or it forms part of a
contract containing an embedded derivative and the entire contract is designated as at fair
value through profit or loss).

Note 34 presents the financial instruments held by the Group based on their specific classifications.

Trade and other receivables
Trade and other receivables are recognised when the Group becomes a party to the contractual
provisions of the receivables.
Trade and other receivables are measured, at initial recognition, at fair value plus transaction
costs, if any and are classified as either as financial assets at amortised cost or financial
assets at fair value through profit or loss (FVTPL).
Amortised cost
Financial assets are classified in this manner because their contractual terms give rise,
on specified dates to cash flows that are solely payments of principal and interest on the
principal outstanding and the Group’s business model is to collect the contractual cash flows
on trade and other receivables.
The am
ortised cost is the amount recognised on the receivable initially, minus principal
repayments, plus cumulative amortisation (interest) using the effective interest method of
any difference between the initial amount and the maturity amount, adjusted for any loss
allowance. They are subsequently measured at amortised cost.
The Group recognises a loss allowance for Expected Credit Losses (ECL) on financial
assets measured at amortised cost. When considering ECL, the Group reviews historical
and forward-looking information. The amount of expected credit losses is updated at each
reporting date.






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1. BASIS OF PREPARATION CONTINUED
1.4 Material Accounting Information continued





1.4.5 Financial instruments continued
The Group measures the allowance for credit losses for financial assets measured at
amortised cost at an amount equal to lifetime expected credit losses, which represents the
expected credit losses that will result from all possible default events over the expected life of
the receivable. A default event means when the Group deems that funds are irrecoverable and
written off.

Fair value through profit or loss
Financial assets measured at FVTPL are initially recognised and subsequently measured at
fair value. The fair value amounts are based on the price that would be received to sell an
asset in an orderly transaction between market participants at the measurement date.
Trade receivables are presented in Note 18, other receivables are presented in Note 19 and
fair value measurements are presented in Note 35.
Recoverable VAT
The Group’s subsidiaries are subject to value-added tax (VAT) in the jurisdictions in which
they operate. The amount of VAT liability is determined by applying the applicable tax rate
to the amount invoiced less VAT paid on purchases. When VAT paid on purchases exceed
VAT charged on sales of goods and services, the excess is regarded as recoverable upon
the submission of VAT returns and the acceptance of these VAT returns by the relevant tax
authorities. VAT
recoverable is reviewed for impairment at the end of each reporting date. For
VAT recoverable longer than one year, the Group considers the appropriateness of discounting
for the time value of money.
Recoverable VAT is presented in Note 19.

Investments in equity instruments
Investments in equity instruments are classified mandatorily at fair value through profit or loss.
Investments in equity instruments are recognised when the Group becomes a party to the
contractual provisions of the instrument. The investments are measured, at initial recognition,
at fair value. Transaction costs are added to the initial carrying amount for those investments
which have been designated as at fair value through other comprehensive income. All other
transaction costs are recognised in profit or loss. Investments in equity instruments are
subsequently measured at fair value with changes in fair value recognised either in profit or loss.
Investments in equity instruments are presented in Note 20 and details of the valuation
policies and processes are presented in Note 35.


Cash and cash equivalents
Cash and cash equivalents are stated at carrying amount which is deemed to be fair value.
For the purpose of the Statement of Cash Flows, cash and cash equivalents comprise
cash on hand and deposits held on call with banks with a maturity period of less than three
months.
Cash and cash equivalents are presented in Note 21.


Financial Liabilities
All f
inancial liabilities are measured subsequently at amortised cost using the effective interest
method.
The effective interest method is a method of calculating the amortised cost of a financial
liability and of allocating interest expense over the relevant period. The effective interest rate is
the rate that exactly discounts estimated future cash payments (including all fees and points
paid or received that form an integral part of the effective interest rate, transaction costs and
other premiums or discounts) through the expected life of the financial liability, or (where
appropriate) a shorter period, to the amortised cost of financial liability.
Loans and borrowings are presented in Note 27 and trade and other payables are presented
in Note 29.



1.4.6 Tax
Current tax assets and liabilities
Current tax for current and prior periods is, to the extent unpaid, recognised as a liability. If the
amount already paid in respect of current and prior periods exceeds the amount due for those
periods, the excess is recognised as an asset.
Current tax liabilities (assets) for the current and prior periods are measured at the amount
expected to be paid to (recovered from) the tax authorities, using the tax rates and tax laws
that have been enacted or substantively enacted in countries where the company and its
subsidiaries operate at the end of the reporting period.
Current t
ax assets and liabilities are presented in Note 31.



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1. BASIS OF PREPARATION CONTINUED
1.4 Material Accounting Information continued


1.4.6 Tax continued
Deferred tax assets and liabilities
A deferred tax liability is recognised for all taxable temporary differences, except to the extent
that the deferred tax liability arises from the initial recognition of an asset or liability in a
transaction which at the time of the transaction, affects neither accounting profit nor taxable
profit (tax loss).
A deferred tax asset is recognised for all deductible temporary differences to the extent that
it is probable that taxable profit will be available against which the deductible temporary
difference can be utilised. A deferred tax asset is not recognised when it arises from the initial
recognition of an asset or liability in a transaction at the time of the transaction, affects neither
accounting profit nor taxable profit (tax loss).
A deferred tax asset is recognised for the carry forward of unused tax losses to the extent that
it is probable that future taxable profit will be available against which the unused tax losses
can be utilised. This is not applicable for the Group as there are no deferred tax assets at the
end of the reporting date.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to
the period when the asset is realised or the liability is settled, based on tax rates and tax laws
that have been enacted or substantively enacted by the end of the reporting period. Deferred
tax assets and liabilities are presented in Note 28.

Tax exp
enses
Current and deferred tax are recognised in profit or loss, except when they relate to items that
are recognised in other comprehensive income or directly in equity, in which case the current
and deferred tax are also recognised in other comprehensive income or directly in equity
respectively. When current tax or deferred tax arises from the initial accounting for a business
combination, the tax effect is included in the accounting for the business combination.
Tax expenses are presented in Note 10.
Uncertainty over income tax treatments
When considering the appropriate accounting for current and deferred tax liabilities and
assets in circumstances in which there is uncertainty over income tax treatments, the Group
considers whether it is probable that the relevant tax authority will accept the position
adopted, assuming that the tax authority has full knowledge of all related information. If
the assessed probability is that the tax authority will not accept the income tax treatment
adopted, in accounting for the current and deferred tax asset or liability, the Group makes an
assessment of the probable outcome of the uncertain tax position. Uncertainty over Income
Tax Treatments is presented in Note 10.

1.4.7 Leases
The Group assesses whether a contract is, or contains a lease, at the inception of the contract.
A contract is or contains a lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration.
In or
der to assess whether a contract is, or contains a lease, management determine whether
the asset under consideration is “identified”, which means that the asset is either explicitly
or implicitly specified in the contract and that the supplier does not have a substantial right
of substitution throughout the period of use. Once management has concluded that the
contract deals with an identified asset, the right to control the use thereof is considered. To
this end, control over the use of an identified asset only exists when the Group has the right
to substantially all of the economic benefits from the use of the asset as well as the right to
direct the use of the asset.
In circumstances where the determination of whether the contract is or contains a lease
requires significant judgement, the relevant disclosures are provided in the significant
judgments and sources of estimation uncertainty section of these accounting policies.
Group as lessee
A lease liability and corresponding right-of-use asset are recognised at the lease
commencement date, for all lease agreements for which the Group is a lessee, except for
short-term leases of 12 months or less, or leases of low value assets. For these leases, the
Group recognises the lease payments as an operating expense on a straight-line basis over
the term of the lease unless another systematic basis is more representative of the time
pattern in which economic benefits from the leased asset are consumed. Details of leasing
arrangements where the Group is a lessee are presented in Note 14 Leases.


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1.4 Material Accounting Information continued
1.4.7 Leases continued
Lease liability
The lease liability is initially measured at the present value of the lease payments that are not
paid at the commencement date, discounted by using the rate implicit in the lease. If this rate
cannot be readily determined, the Group uses its incremental borrowing rate.
The definition of the lessee’s incremental borrowing rate states that the rate should represent
what the lessee would have to pay to borrow over a similar term and with similar security,
the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar
economic environment. In practice, judgement will be needed to estimate an incremental
borrowing rate.
Lease payments included in the measurement of the lease liability comprise the following:
Fixed l
ease payments, including in-substance fixed payments, less any lease incentives;
Variable l
ease payments that depend on an index or rate, initially measured using the index
or rate at the commencement date;
Amount ex
pected to be payable by the Group under residual value guarantees;
Exercise pr
ice of purchase options, if the Group is reasonably certain to exercise the
option;
Lease paym
ents in an optional renewal period if the Group is reasonably certain to exercise
an extension option; and
Penalties f
or early termination of a lease, if the lease term reflects the exercise of an option
to terminate the lease.
Variable rents that do not depend on an index or rate are not included in the measurement of
the lease liability (or right-of-use asset). The related payments are recognised as an expense
in the period incurred and are included in operating expenses. These amounts are presented
in Note 6.
The lease liability is presented as a separate line item on the Statement of Financial Position.
The lease liability is subsequently measured by increasing the carrying amount to reflect
interest on the lease liability (using the effective interest method) and by reducing the carrying
amount to reflect lease payments made. Interest charged on the lease liability is included in
finance costs. Finance costs relating to the lease liability are presented in Note 8.
The Group has applied judgement to determine the lease term for some lease contracts in
which it is a lessee that include renewal options. The assessment of whether the Group is
reasonably certain to exercise such options impact the lease terms, which significantly affects
the amount of lease liabilities and rights of use of assets recognised.
The Group remeasures the lease liability (and makes a corresponding adjustment to the
related right-of-use asset) when there has been:
Changes to t
he lease term, in which case the lease liability is remeasured by discounting
the revised lease payments using a revised discount rate;
Changes in t
he assessment of whether the Group will exercise a purchase, termination or
extension option, in which case the lease liability is remeasured by discounting the revised
lease payments using a revised discount rate;
Changes t
o the lease payments due to a change in an index or a rate, in which case the
lease liability is remeasured by discounting the revised lease payments using the initial
discount rate (unless the lease payments change is due to a change in a floating interest
rate, in which case a revised discount rate is used);
Changes in expec
ted payments under a residual value guarantee, in which case the lease
liability is remeasured by discounting the revised lease payments using the initial discount
rate; and
Modifications to t
he lease contract and the lease modification is not accounted for as a
separate lease, in which case the lease liability is remeasured by discounting the revised
payments using a revised discount rate.
When the lease liability is remeasured in this way, a corresponding adjustment is made to
the carrying amount of the right-of-use asset or is recognised in profit or loss if the carrying
amount of the right-of-use asset has been reduced to zero.
Lease paym
ents included in the measurement of the lease liability comprise the following:
Initial am
ount of the corresponding lease liability;
Any l
ease payments made at or before the commencement date;
Any in
itial direct costs incurred;
Any estimated co
sts to dismantle and remove the underlying asset or to restore the
underlying asset or the site on which it is located, when the Group incurs an obligation to
do so, unless these costs are incurred to produce inventories; and
Less any
lease incentives received.
The Group presents the part of the lease payment that represents interest portion of the
lease liability as a operating cash flow in Statement of Cash Flows in accordance with IAS 7
Statement of Cash Flows.





Notes to the Consolidated Financial Statements continued

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1. BASIS OF PREPARATION CONTINUED
1.4 Material Accounting Information continued
1.4.7 Leases continued
Right-of-use assets
Right-of-use assets are presented as a separate line item on the Statement of Financial
Position. Right-of-use assets are subsequently measured at cost less accumulated
depreciation and impairment losses.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of
the underlying asset. However, if a lease transfers ownership of the underlying asset or the
cost of the right-of-use asset reflects that the Group expects to exercise a purchase option,
the related right-of-use asset is depreciated over the useful life of the underlying asset.
Depreciation starts at the commencement date of a lease.
For right-of-use assets which are depreciated over their useful lives, the useful lives are
determined consistently with items of the same class of property, plant and equipment.
Refer to the accounting policy for property, plant and equipment for details of useful lives.
The residual value, useful life and depreciation method of each asset are reviewed at the end of
each reporting year. If the expectations differ from previous estimates, the change is accounted
for prospectively as a change in accounting estimate. Each part of a right-of-use asset with a
cost that is significant in relation to the total cost of the asset is depreciated separately.
The depreciation charge f
or each year is recognised in profit or loss unless it is included in the
carrying amount of another asset.
Impairment tests are performed on right-of-use assets when there is an indicator that they
may be impaired. When the carrying amount of an item of right-of-use asset is assessed to be
higher than the estimated recoverable amount, an impairment loss is recognised immediately
in profit or loss to bring the carrying amount in line with the recoverable amount.

1.4.8 Inventories
Inventories relates to general spare parts, servicing equipment and consumables and are regularly
used or replaced as part of a general replacement programme. They are measured at the lower of
cost and net realisable value. Cost is determined on the weighted average cost basis. Redundant
and slow-moving inventory are identified and written down to their net realisable value.
Net realisable value is the estimated selling price in the ordinary course of business less the
estimated costs of completion and the estimated costs necessary to make the sale.
The cost of inventories comprises of all costs of purchase, costs of conversion and other
costs incurred in bringing the inventories to their present location and condition.
When inventories are used or sold, the carrying amount of those inventories are recognised as an
expense in the period in which the related revenue is recognised. The amount of any write-down
of inventories to net realisable value and all losses of inventories are recognised as an expense
in t
he period the write-down or loss occurs. The amount of any reversal of any write- down of
inventories, arising from an increase in net realisable value, are recognised as a reduction in the
amount of inventories recognised as an expense in the period in which the reversal occurs.


1.4.9 Impairment of assets
The Group assesses at the end of each reporting period whether there is any indication that
an asset may be impaired. If any such indication exists, the Group estimates the recoverable
amount of the asset. When it is not possible to estimate the recoverable amount for an
individual asset, the recoverable amount is determined for the cash-generating unit to which
the asset belongs.
The recoverable amount of an asset or a cash-generating unit is the higher of its fair value less
costs to sell and its value in use. In assessing value in use, the 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 which the
estimates of future cash flows have not been adjusted. If the recoverable amount of an asset
is less than its carrying amount, the carrying amount of the asset is reduced to its recoverable
amount. That reduction is an impairment loss.
An impairment loss of assets carried at cost less any accumulated depreciation or
amortisation is recognised immediately in profit or loss. Where an impairment loss
subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased
to the revised estimate of its recoverable amount, but so that the increased carrying amount
does not exceed the carrying amount that would have been determined had no impairment
loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an
impairment loss is recognised as income in profit or loss immediately.



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1. BASIS OF PREPARATION CONTINUED
4. Material A
ccounting Information continued
10. Share capital and equity
Ordinary shares are classified as equity. Ordinary shares are recognised at par value and
classified as ‘share capital’ in equity. Any amounts received from the issue of shares in excess
of par value is classified as ‘share premium’ in equity. Dividends are recognised as a liability
when they are declared.
11. Treasury shares
Treasury shares represent the shares of the parent company, Capital Limited, that are held in
treasury. Treasury shares are recorded at cost and deducted from equity.

12. Share-based payments
Equity-settled share-based payments to employees and others providing similar services are
measured at the fair value of the equity instruments at the grant date.
The fair value determined at the grant date of the equity-settled share-based payments is
expensed on a straight-line basis over the vesting period, based on the Group’s estimate
of equity instruments that will eventually vest. At each reporting date, the Group revises its
estimate of the number of equity instruments expected to vest. The impact of the revision of
the original estimates, if any, is recognised in profit or loss over the remaining vesting period,
with a corresponding adjustment to the equity- settled employee benefits reserve.
Market conditions and non-vesting conditions are taken into account when estimating the fair
value of the equity-settled share- based payment.
As an
exception, when the Group is obligated, in terms of tax legislation, to withhold an
amount of employees tax associated with an equity-settled share-based payment transaction
(thus creating a net settlement feature), the full transaction is still accounted for as an equity-
settled share-based payment transaction.


13. Employee benefits
Short-term employee benefits
A liability is recognised for benefits accruing to employees in respect of salaries, wages and
leave entitlements in the period the related services is rendered. Liabilities recognised in
respect of short-term employee benefits are measured at the undiscounted amount of the
benefits expected to be paid in exchange for the related service.
Retirement Benefits
The Group does not have a legal obligation to provide for retirement benefits, however each
subsidiary makes defined contributions for retirement benefits as per the country’s statutory
obligations and these are charged to profit or loss as payment falls due.

14. Revenue recognition
The core principle of IFRS 15 is that an entity should recognise revenue to depict the transfer
of promised goods or services to customers in an amount that reflects the consideration to
which the entity expects to be entitled in exchange for those goods or services. Specifically,
the Standard introduced a 5-step approach to revenue recognition:
Step 1: I
dentify the contract(s) with a customer;
Step 2: Identify the performance obligations in the contract;
Step 3: Determine the transaction price;
Step 4: Allocate the transaction price to the performance obligations in the contract; and
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation.
Under IFRS 15, an entity recognises revenue when (or as) a performance obligation is
satisfied, i.e. when control’ of the goods or services underlying the particular performance
obligation is transferred to the customer.
Revenue is measured at the fair value of the consideration received or receivable. Revenue is
reduced for estimated customer returns, rebates and other similar allowances.



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1. BASIS OF PREPARATION CONTINUED
1.4 Material Accounting Information continued

1.4.14 Revenue recognition continued
Performance obligations and timing of revenue recognition
Revenue from a contract to provide services is recognised by reference to either the stage
of completion (over time) or at a point in time. The Group recognises revenue from the
following streams:
Drilling, m
ining, crushing and associated revenue:
Revenue f
rom drilling, mining and crushing services contracts is recognised at the
contractual rates as the drilling and mining services are delivered;
Revenue f
or mobilisation of drilling, mining and crushing equipment and associated
resources is recognised over the term of the contract;
Revenue f
or demobilisation of drilling, mining and crushing equipment and associated
resources is recognised at a point of time when the contract is concluded;
Revenue f
or the early termination of drilling, mining and crushing contracts is accounted
for as a contract modification under IFRS 15
Revenue w
here the Group purchases equipment or inventory on behalf of the
customer is recorded at a point in time when the goods have been delivered on-site
to the customer.
Revenue f
rom surveying is recognised at the contractual rates as the survey services are
delivered; and
Laboratory anal
ysis of drilling samples relates to sample analysis by MSALABS provided to
customers. Transfer of benefits occurs when testing is completed for each sample received
and results communicated to customers. Samples are received in batches from customers
and processed continuously. Revenue is recognised when testing of a batch is completed
and when results are communicated.
Costs to fulfil a contract
The Group recognises assets relating to the costs incurred to fulfil a contract or setup costs
(mobilisation costs) that are directly related to the principal contract, provided that they will be
recovered through the performance of the contract.
Costs required to set up the contract are capitalised provided that it is probable that they will
be recovered in the future and that they do not include expenses that would normally have
been incurred by the Group if the contract had not been obtained. They are amortised over
the period of the contract. If the above conditions are not met, these costs are taken directly
to profit or loss.

Dividend and interest income
Dividend income from investments is recognised when the shareholder’s right to receive
payment has been established (provided that it is probable that the economic benefits will
flow to the Group and the amount of income can be measured reliably). Dividend income is
only recognised when all the above criteria was met.
Interest i
ncome from a financial asset is recognised when it is probable that the economic
benefits will flow to the Group and the amount of income can be measured reliably. Interest
income is accrued on a time basis, by reference to the principal outstanding and at the
effective interest rate applicable, which is the rate that exactly discounts estimated future
cash receipts through the expected life of the financial asset to that asset’s net carrying
amount on initial recognition.










1.4.15 Translation of foreign currencies
Functional and presentation currency
The individual Financial Statements of each Group Company are presented in the currency
of the primary economic environment in which it operates (its functional currency). For the
purpose of the Group Financial Statements, the results and financial statements of each
company within the Group are translated to United States Dollars, which is the functional
currency of the Group and the presentation currency for the Group Financial Statements.

Foreign currency transactions
In preparing the Financial Statements of the individual Group companies, transactions in
currencies other than the entity’s functional currency (foreign currencies) are recognised at
the rates of exchange prevailing on the dates of the transactions. At each reporting date,
monetary items that are denominated in foreign currencies are retranslated at the rates
prevailing at that date. Non-monetary items that are measured in terms of historical cost in a
foreign currency shall be translated using the exchange rate at the date of the transaction.
Exchange di
fferences are recognised in profit or loss in the period in which they arise except for:
Exchange di
fferences on foreign currency borrowings relating to assets under construction
for future productive use, which are included in the cost of those assets when they are
regarded as an adjustment to interest costs on those foreign currency borrowings;
Exchange di
fferences on transactions entered into to hedge certain foreign currency risks; and
Exchange differences on monetary i
tems receivable from or payable to a foreign operation
for which settlement is neither planned nor likely to occur (therefore forming part of the net
investment in the foreign operation), which are recognised initially in other comprehensive
income and reclassified from equity to profit or loss on repayment of the monetary items.



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1. BASIS OF PREPARATION CONTINUED
4. Material A
ccounting Information continued
15. Translation of foreign currencies continued
For the purpose of presenting Group Financial Statements, the assets and liabilities of
the Group’s foreign operations are translated into United States Dollars at exchange rates
prevailing on the reporting date. Income and expense items are translated at the average
exchange rates for the period, unless exchange rates fluctuate significantly during that period,
in which case the exchange rates at the date of transactions are used. Exchange differences
arising, if any, are recognised in other comprehensive income and accumulated in equity
(attributed to non-controlling interests as appropriate).
On disposal of a foreign operation, all of the exchange differences accumulated in equity in
respect of that operation attributable to the owners of the Company are reclassified to profit
or loss.

16. Contingent liabilities
A contingent liability is a possible obligation from past events that will be confirmed by some
future event or a present obligation from a past event, but either:
Outflow of ec
onomic benefits to satisfy this obligation is not probable; or
Amount of obl
igation cannot be reliably measured.
In events where firm indications of a possible obligation exist, the Group may use judgements
based on estimates from expert advice to provide for the portion of the possible expense.

1.4.17 Provisions
Provisions are recognised when the Group has a present (legal or constructive) obligation as
a result of a past event, if it is probable the Group will be required to settle the obligation and
a reliable estimate can be made of the amount of the obligation. The amount recognised as
a provision is the best estimate of the consideration required to settle the obligation at the
reporting date, taking into account the risks and uncertainties surrounding the obligation.
If t
he time value of money is material, provisions are discounted using a current pre-tax
discount rate specific to the liability.

1.4.18 Consideration of climate change
In preparing the Group’s Annual Financial Statements, the Directors have considered the
impact of climate change, particularly in the context of the risks identified in the TCFD
disclosure on pages 40 to 53 this year. There has been no material impact identified on the
financial reporting judgements and estimates. In particular, the Directors considered the
impact of climate change in respect of the following areas:
Going concern as
sessment over the period to 30 June 2026;
Viability of t
he Group over the next three years;
Cash flow f
orecasts used in the impairment assessments of non-current assets; and
Carrying value and useful economic lives of property, plant and equipment.
W
hilst there is currently no medium-term impact expected from climate change, the Directors
are aware of the ever-changing risks attached to climate change and will regularly assess
these risks against judgements and estimates made in preparation of the Group’s Annual
Financial Statements.



2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of the Annual Financial Statements in conformity with IFRS requires
management, from time to time, to make judgements, estimates and assumptions that affect
the application of policies and reported amounts of assets, liabilities, income and expenses.
These estimates and associated assumptions are based on experience and various other
factors that are believed to be reasonable under the circumstances. Actual results may differ
from these estimates. The estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the period in which the estimates
are revised and in any future periods affected.
1. Critical judgements in applying accounting policies
The critical judgements made by management in applying accounting policies, apart from
those involving estimations, that have the most significant effect on the amounts recognised
in the Annual Financial Statements, are outlined as follows:
Impairment of property, plant and equipment, and right-of-use assets
At the end of every year, management uses judgement to review the indicators of impairment
of property, plant and equipment, and right-of-use assets. Depending on those indicators,
management will determine if an impairment review needs to be done. Refer to Note 13 and
14 for details on external indicators and management assessment on the impairment of
property, plant and equipment, and right-of-use assets.


Notes to the Consolidated Financial Statements continued

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2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS CONTINUED
1. Critical j
udgements in applying accounting policies continued
Going concern
There is an element of judgement involved in determining the financial forecasts and
availability of cash and headroom over banking facilities and covenants in the context of a
macro downturn, major political unrest and non-renewal of contracts. Refer to Note 1.3 for the
detailed assessment on going concern.
Recoverability of trade receivables and accrued income
The Group has material amounts of billed and unbilled services outstanding at 31 December
2024. Receivables are recognised initially at cost (being the same as fair value) and
subsequently at amortised cost less any allowance for impairment, to ensure that amounts
recognised represent the recoverable amount. The Group recognises a loss allowance for
expected credit losses (ECL) on all receivable balances from customers using a lifetime
credit loss approach and includes specific allowance for impairment where there is evidence
that the Group will not be able to collect amounts due from customers, subsequent to initial
recognition. Management applies judgement on specific allowances for impairment based on
the information available at each reporting date which includes information about past events,
current conditions and forecasts of the future economic condition of customers. Further details
of the Group’s recoverability are provided for trade receivables and accrued income in Note 18.
Uncertain t
axation provisions
The Group operates internationally in territories with different and complex tax codes.
Management exercises judgement in relation to the level of provision required for uncertain
tax outcomes. There are a number of tax positions not yet agreed with the tax authorities
where different interpretation of legislation and commercial arrangements could lead to
a range of outcomes. The tax positions under review covers corporate income tax, VAT,
minimum income tax, withholding taxes and payroll. Judgements are made for each position
having regard to the particular circumstances and advice obtained. Further details of the
Group’s uncertain tax positions are provided in Note 39.
Management also exercises judgement in assessing the availability of suitable future taxable
profits to support deferred tax asset recognition.
Further details of the Group’s tax position are provided in Note 28, Note 31 and Note 39.
Classification of spare parts and servicing equipment
Management exercises judgement in assessing spare parts and servicing equipment
classification. Spare parts and servicing equipment are carried as inventory and recognised
as an expense when consumed. However major spares stand-by equipment qualifies as
property, plant and equipment when an entity expects to use them during more than one
period and if spare parts and servicing equipment can be used only in connection with an item
of property, plant and equipment, they are accounted for as property, plant and equipment.
Recoverability of val
ue-added tax (VAT)
Included in trade and other receivables are material recoverable VAT balances owing mainly
by the fiscal authorities in a number of jurisdictions. In assessing the recoverability of the VAT
balance, the Group assessed the ECL on the VAT amounts owing based on current and historic
correspondence with the relevant fiscal authorities and consultation with local tax experts.
The Group is following the relevant process in each country to recoup the VAT balances owing
and continues to engage with authorities to estimate if all amounts are recoverable and to
accelerate the refund of the outstanding VAT balances.
Further details of the Group’s VAT recoverability are provided in Note 19.


2.2 Key sources of estimation uncertainty
Useful lives of property, plant and equipment
Management assesses the appropriateness of the useful lives of property, plant and equipment
at the end of each reporting period. The useful economic lives of drilling rigs and heavy
mining equipment were reviewed during the year, no changes to the useful lives were deemed
necessary following the update to these in 2023.
Heavy mining equipment is depreciated using the unit of production method based on the
estimated production hours. The estimated production hours for each type of equipment are
based on the original equipment manufacturers standards, together with an assessment by
the Group’s technical team.

Notes to the Consolidated Financial Statements continued

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2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS CONTINUED
2.2 Key sources of estimation uncertainty continued
The useful lives of property, plant and equipment could be reduced by climate-related
matters, for example, as a result of physical risks, obsolescence or legal restrictions.
The change in useful lives would have a direct impact on the amount of depreciation or
amortisation recognised each year from the date of reassessment. The Directors’ review
of useful lives has taken into consideration the impacts of the Group’s decarbonisation
commitments and has not had a material impact on the results for the year.
Further details of the Group’s property, plant and equipment are provided in Note 1.4.2 and Note 13.
Transportation costs Freight and customs
The Group has significant inventory which is purchased across the world. Freight and custom
costs are only capitalised on initial recognition when the inventory is purchased. In order to
allocate freight and customs incurred to inventories, management makes use of the inventory
consumption during the year to determine the percentage of freight and customs costs which
are attributable to inventory and cost of sales. Further details of the Group’s inventories are
provided in Note 17.
Inventory provisions
Inventories are valued at the lower of cost and net realisable value. At year end, management
estimates the net realisable value of inventories in order to decide whether to make provision
for obsolescence. Factors which are considered include the ageing profile of inventories,
storage conditions as well as the shelf life of specific inventories.
Climate-r
elated matters may affect the value of inventory as they could become obsolete
as a result of a decline in selling prices or a reduction in demand. After consideration of the
typical stock-turns of the inventory in relation to the rate of change in the market the Directors
consider that inventory is appropriately valued.
Refer to Note 6 and Note 17 for details on the amount of inventory provision for obsolescence.
Incremental borrowing rate
The Group used estimates of its incremental borrowing rate to calculate the present value of future
lease payments at the date of adoption/commencement of the leases. The Group calculated its
incremental borrowing rate based on existing loan facility arrangements. The weighted average
incremental borrowing rate applied to lease arrangements entered into during the year was 11%
(2023: 10.0%). Further details of the Group’s loans and borrowing are provided in Note 27.



3. REVENUE
Revenue from the rendering of services comprises:
2024
$’000
2023
$’000
Drilling and associated revenue 233,678 211,552
Mining and associated revenue 65,242 64,721
Laboratory services revenue 43,647 38,405
Revenue from surveying 5,433 3,746
Total revenue 348,000 318,424
The Group has four revenue streams:
Drilling r
evenue relates to drilling services revenue where the terms of the contract with
customers requires the Group to drill a specified number of metres at a specified drilling
rate. Revenue is recognised over time as the drilling services are provided, which in turn
fulfils the performance obligations. Under IFRS 15, it has been concluded that the Group
has an enforceable right to payment for performance completed.
The transaction price for drilling is the price per meter drilled multiplied by the number of
metres drilled. The e-plod system is a day-by-day tracker of the metres drilled per rig. This
takes into account the metres, relevant rate per meter and leads to the revenue number.
Revenue recognition occurs when the relevant geologist/mine manager signs and accepts
the e-plod report which is converted monthly/bi-monthly into invoices.
Revenue for mobilisation of drilling equipment and associated resources is classified
on the Statement of Financial Position as unearned revenue (contract liability) and is
recognised over the term of the contract.
Revenue for demobilisation is recognised at a point in time when the contract is concluded
and the Group has physically demobilised off the site. Related costs of demobilisation are
charged to profit or loss as incurred.
Mining r
evenue relates to earth moving and equipment rental services provided at
customers’ mine sites.
Revenue for the mining services is generated based on the bank cubic metres (BCM) moved
multiplied by the rates per bank cubic metre as per the contract and fixed monthly fees.
Revenue is recognised over time as the load and haul service is provided, which in turn
fulfils the performance obligations. Invoices are raised monthly after customer sign off and
acceptance of the progress claim that details tonnage of earth moved at the contracted rates.




Notes to the Consolidated Financial Statements continued

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3. REVENUE CONTINUED
The mining equipment rental contracts consists of both the variable and fixed fee rates.
Revenue is generated based on the fixed fee per equipment plus the variable rate
multiplied by the number of hours the equipment worked for the month. Invoices are raised
monthly with customer sign off on equipment engine hours. Customers are given 30 days
credit periods for services rendered.
Revenue for mobilisation of mining equipment and associated resources is classified
on the Statement of Financial Position as unearned revenue (contract liability) and is
recognised over the term of the contract.
Revenue for demobilisation is recognised at a point in time when the contract is concluded
and the Group has physically demobilised off the site. Related costs of demobilisation are
charged to profit or loss as incurred.
The Group, acting as a principal, can sometimes purchase equipment on behalf of the
customer. Revenue is recorded at a point in time when control has been transferred to
the customer, generally being when the goods have been delivered to a customer on-site
pursuant to the sales order.
Mining revenue includes $14.0m associated with the completion of the Sukari mining
contract and the termination of the Belinga mining contract.
Laboratory anal
ysis of drilling samples relates to sample analysis by MSALABS provided to
customers. Samples are analysed and invoiced as and when the results are obtained and
communicated to customers. Under IFRS 15 it has been concluded that the Group has an
enforceable right to payment for performance completed.
Revenue f
rom surveying relates to short-term hire of down hole surveying equipment.
Under IFRS 15, it has been concluded that the Group has an enforceable right to
payment for performance completed. Meeting of performance obligations and transfer of
benefits is continuous.
The Group had recognised $8.5 million (2023: $5.4 million) on the Statement of Financial
Position and amortised $5.7 million (2023: $1.8 million) to the Statement of Comprehensive
Income in relation to costs to fulfil contracts.
There are no significant financing components present in any of the Group’s contracts
with customers.
The Group applies the practical expedient in IFRS 15:121 as the Group has a right to
consideration from its customers for the value of the drilling or mining services that have
already been provided. No other consideration is generated from its customers outside the
contracts already in place.




4. COST OF SALES
2024
$’000
2023
$’000
Employee cost (Note 6) 89,074 70,865
Consumables 25,145 24,554
Repairs and maintenance 28,819 23,250
Fuel 3,647 5,531
Camp operational cost 6,054 6,116
Other cost of sales 7,877 9,715
Landed cost Inventory 11,622 11,757
Equipment hire 4,235 2,245
Travel and accommodation 5,707 5,704
Safety gear and equipment 3,883 3,517
Amortisation of mobilisation costs 7,783 1,434
Chrysos variable costs 2,154 1,754
Insurance Equipment 2,048 1,294
Others 5,185 3,788
Total cost of sales 203,233 171,524

5. ADMINISTRATION EXPENSES
2024
$’000
2023
$’000
Employee cost (Note 6) 22,381 19,809
Professional fees 5,594 3,813
Insurance 2,216 1,986
Rental cost 1,921 1,605
Share based payment expenses (Note 6) 539 3,540
Bad debts written off 258 218
(Decrease) / increase in net expected credit loss provision (Note 18) (160) 1,717
Travel and accommodation 3,788 3,211
Bank charges 1,606 1,382
Foreign exchange (gain) / loss 2,107 (151)
Software costs 2,039 1,933
ERP implementation costs 2,661
Other tax 1,439 557
Provision for VAT recoverable 2,545
Other expenses 8,011 7,232
Total administration expenses 56,945 46,852

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Notes to the Consolidated Financial Statements continued



6. PROFIT FROM OPERATIONS
The following items have been recognised as expenses in determining profit from operations:
2024
$’000
2023
$’000
Depreciation and amortisation:
Computer software 9 7
Drilling rigs 10,573 10,521
Associated drilling equipment 6,082 4,900
Vehicles and trucks 4,716 4,493
Camp and associated equipment 3,925 2,594
Land and buildings 231
Mining equipment 7,041 9,302
Right-of-use assets 12,025 7,510
Total depreciation 44,602 39,327

Impairments:
Vehicles and trucks 389
Rights of use assets 1,766
Drilling rigs 226
Heavy mining equipment 907
Camp and associated equipment 1,061 50
Total impairments 3,960 439
Total depreciation, amortisation and impairments 48,562 39,766
Operating lease expense
Short term equipment rental 6,046 3,786

Employee costs
Salaries, wages, bonuses and other benefits 111,456 90,673
Share based compensation expense 539 3,540
Total employee costs 111,995 94,213
Other

Loss on disposal of property, plant and equipment 594 946
2024
$’000
2023
$’000
Legal and professional fees 5,594 3,813
Stock write-off 686 691
Provision for inventory obsolescence 385 574
(Decrease) / increase in allowance for credit losses (160) 1,716
Bad debts written off 258 218
Other taxes 1,439 558
Provision for VAT recoverable 2,545
Increase in provisions for other taxes 44 136



7. FINANCE COSTS
2024
$’000
2023
$’000
Interest on lease liabilities 3,067 2,081
Interest on bank loans 8,907 7,705
Interest on supplier credit facilities 3,021 1,943
Amortised debt arrangement costs 1,373 1,240
Other interest paid 373 33
Total finance charges 16,741 13,002


8. FAIR VALUE GAIN / (LOSS) ON FINANCIAL ASSETS
Fair value gain / (loss) on financial assets recognised during the year consists of:
2024
$’000
2023
$’000
Valuation of equity investments at fair value through profit or loss 13,361 3,513
Valuation of derivative financial assets through profit or loss 53
Realised (loss) / gain on disposal of equity investments (1,413) 347
Valuation of receivables at fair value through profit or loss 149 (924)
Fair value gain on financial assets 12,097 2,989


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9. INVESTMENT IN ASSOCIATE
2024
$’000
Additions 6,687
Share of net loss (387)
Balance at 31 December 2024 6,300
In May 2024, the Group completed an investment of $ 6.7million in Eco Detection Pty Ltd
(“Eco”), acquiring a 22.2% interest, Eco is a company incorporated in Australia, which is
also its principal place of business. This interest is accounted for using the equity method.
At 31 December 2024, the carrying amount of the investment in the associate was $6.3 million.
The principal activity of Eco Detection Pty Ltd is the development of water analysis technology
for use in remote operations, critical infrastructure and general water chemical analysis.
Share of profit or loss
For the year ended 31 December 2024, the Group recognized its share of the loss from the
associate, from the date of investment, which amounted to $0.4 million. This amount has
been included within the Group’s profit before tax in the consolidated income statement.
Dividends
During the period, the Group received $nil in dividends from the associate.
The following table summarises the financial information of Eco as included in its own
financial statements as at 31 December 2024:
2024
$’000
Non-current assets 22,853
Current assets 4,702
Current liabilities (728)
Non-current liabilities (513)
Net assets 26,314
Revenue 794
Expenses (3,792)
Other income 611
Net loss (2,387)



10. TAXATION
Major components of the tax expense
2024
$’000
2023
$’000
Current
Income tax current period 12,213 11,140
Income tax recognised in current tax for prior periods (702) (363)
Withholding tax current period 1,277 1,027
Total current taxation 12,788 11,804
Deferred
Current year 3,157
Prior year 4
Total deferred taxation 3,161
Total taxation 15,949 11,804
Reconciliation of the tax expense
The taxation charge for the year can be reconciled to the theoretical amount that would arise
using the basic tax rate on the profit or loss per the Statement of Comprehensive Income as
follows:
2024
$’000
2023
$’000
Accounting profit before tax 34,267 50,334
Tax at domestic rates applicable to profits and losses in the
jurisdictions in which the Group operates
(417) 983
Tax effect of adjustments on taxable income
Revenue based and other withholding taxes 4,907 4,987
Permanent differences 5,419 4,806
Prior year under provision (745) (363)
Losses not recognised 6,785 1,391
Total taxation 15,949 11,804
The Group’s consolidated income tax expense is affected by the varying tax laws and income
tax rates in effect in the various countries in which it operates, which are mainly in Africa, the
Middle East and the Americas.


Notes to the Consolidated Financial Statements continued

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10. TAXATION CONTINUED
Uncertain income tax positions
The Group operates in multiple jurisdictions with complex legal and tax regulatory
environments. In certain of these jurisdictions, the Group has taken income tax positions
that management believes are supportable and are intended to withstand challenge by tax
authorities. Some of these positions are inherently uncertain and relate to the interpretation
of income tax laws. The Group periodically reassesses its tax positions. Changes to the
recognition, measurement and disclosure of tax positions is based on management’s best
judgment given any changes in the facts, circumstances, information available and applicable
tax laws. Considering all available information and the history of resolving income tax
uncertainties, the Group believes that the ultimate resolution of such matters will not likely
have a material effect on the Group’s financial position, statements of income or cash flows.


11. EARNINGS PER SHARE
Basic earnings per share
The earnings and weighted average number of ordinary shares used in the calculation of basic
earnings per share are as follows:
2024 2023
Earnings for the year, used in the calculation of basic earnings
per share ($’000)
17,315 36,737
Weighted average number of ordinary shares for the purposes
of basic earnings per share (No.)
195,112,329 192,451,358
Basic earnings per share ($c) 8.87 19.09
Diluted earnings per share
The earnings used in the calculation of diluted earnings per share measures are the same as
those used in the equivalent basic earnings per share measures, as outlined above.
Reconciliation of weighted average number of ordinary shares used for earnings
per share to weighted average number of ordinary shares used for diluted earnings
per share
2024 2023
Weighted average number of ordinary shares used for basic
earnings per share
195,112,329 192,451,358
Adjusted for:
Effect of STIP and LTIP shares 465,154 2,801,729
Weighted average number of ordinary shares used in the
calculation of diluted earnings per share
195,577,483 195,253,087
Diluted earnings per share ($c) 8.85 18.82


12. DIVIDENDS PAID
2024
$’000
2023
$’000
Dividends paid to owners of the parent 7,654 7,619
During the 12 months ended 31 December 2024, a dividend of 2.6 cents (2023: 2.6 cents) per
ordinary share, totalling to $5.1 million (2023: $5.0 million) was declared as the final dividend
for 2023. This dividend was paid to the shareholders on 15 May 2024 (2023: 9 May 2023),
followed by a further dividend of 1.3 cents (2023: 1.3 cents) per share which was declared
as interim dividend for 2024 totalling $ 2.6 million (2023: $2.5 million) and paid on 3 October
2024 (2023: 3 October 2023). The total dividend paid is $ 7.7 million (2023: $7.6 million).
In respect of the year ended 31 December 2024, the Directors propose that a final dividend of
1.3 cents (2023: 2.6 cents) per share be paid to shareholders on 15 May 2025 (2023: 15 May
2024). This final dividend has not been included as a liability in these Consolidated Financial
Statements. The proposed final dividend is payable to all shareholders on the Register of
Members on 22 April 2025 (2023: 19 April 2024). The total estimated final dividend to be paid
is $2.6 million (2023: $5.0 million). The payment of this final dividend will not have any tax
consequences for the Group.

Notes to the Consolidated Financial Statements continued

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13 .PROPERTY PLANT AND EQUIPMENT
Heavy mining
Associated
drilling
Vehicles and
Camp and
associated
Land and Computer Leasehold
Drilling Rigs equipment equipment trucks equipment Buildings software improvements Total
Cost $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
At 1 January 2023 139,370 71,444 31,399 37,786 18,170 38 1,654 299,860
Additions 27,061 10,416 11,884 10,491 9,404 14 69,270
Disposal (18,189) (1,906) (1,259) (531) (21,884)
At 31 December 2023 148,242 81,860 41,377 47,018 27,043 52 1,654 347,246
Additions 35,785 4,350 1,672 9,895 9,906 6,348 20 67,976
Disposal (4,034) (4,328) (2,029) (1,865) (12,256)
At 31 December 2024 179,993 86,210 38,721 54,884 35,084 6,348 72 1,654 402,966
Heavy mining
Associated
drilling
Vehicles and
Camp and
associated
Land and Computer Leasehold
Drilling Rigs equipment equipment trucks equipment Buildings software improvements Total
Accumulated Depreciation $’000 $’000 $’000 $’000 $’000
$’000 $’000 $’000 $’000
At 1 January 2023 79,788 16,776 6,743 15,696 8,088 13 97 127,202
D
epreciation 10,521 9,302 4,900 4,493 2,594 7 31,817
Impairment 389 50 439
Disposal (17,412) (1,783) (1,157) (517) (20,869)
At 31 December 2023 72,897 26,078 9,860 19,421 10,215 20 97 138,588
Depreciation 10,573 7,041 6,082 4,716 3,925 231 9 32,577
Impairment 226 907 1,061 2,194
Disposal (3,754) (4,100) (1,653) (1,855) (11,362)
At 31 December 2024 79,942 34,026 11,842 22,484 13,346 231 29 97 161,997
Carrying amount at 31 December 2023 75,345 55,782 31,517 27,598 16,828 32 1,557 208,657
Carrying amount at 31 December 2024 100,051 52,184 26,879 32,400 21,738 6,117 43 1,557 240,969

Bank borrowings are secured on the Group’s drilling and mining fleetsee Note 27.
The G
roup’s property plant and equipment includes assets not yet commissioned totalling $45.0 million (2023: $41.8 million). The assets will be depreciated once commissioned and available
for use.

Notes to the Consolidated Financial Statements continued

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13. PROPERTY, PLANT AND EQUIPMENT CONTINUED
Impairment
The Group reviews the carrying amounts of its tangible assets at the end of each reporting
period to determine whether there is any indication that those assets may be impaired.
Property, plant and equipment was tested for impairment at the reporting date.
In accordance with IAS 36, indicators of impairment were considered, taking into account both
the external and internal sources of impairment. These indicators include:
Unexpected decline in market value of the asset
Adverse technological changes, market or legal environment
Impact of climate change transitions
Changes in customer demands to which Capital Limited fails to respond
Visual inspections of the asset during scheduled maintenance
Impairment indicators were noted in certain assets that were not in use or were not going to
be in use going forward, and impairment loss totalling $2.2 million was recognised against
them.
In 2023, the Group recognised an impairment loss of $0.4 million.

14. LEASES
Details pertaining to leasing arrangements, where the Group is lessee are presented below:
Machinery
$’000
Land &
Buildings
$’000
Total
$’000
Right-of-use assets
At 1 January 2023 13,087 3,565 16,652
Additions 17,712 2,830 20,542
Depreciation (6,220) (1,290) (7,510)
At 31 December 2023 24,579 5,105 29,684
Additions 15,391 778 16,169
Depreciation (10,407) (1,618) (12,025)
Impairment (1,766) (1,766)
At 31 December 2024 27,797 4,265 32,062
Lease liabilities
At 1 January 2023 12,871 3,
396 16,267
Additions 16,506 2,830 19,336
Interest expense 1,750 331 2,081
Lease payments (6,861) (1,373) (8,234)
At 31 December 2023 24,266 5,184 29,450
Additions 13,567 777 14,344
Interest expense 2,645 422 3,067
Lease payments (11,253) (1,822) (13,075)
At 31 December 2024 29,225 4,561 33,786
In accordance with IAS 36, indicators of impairment were considered (as described in Note
13) for right-of-use assets. Certain assets were identified that were not in use or were not
going to be used going forward, and these assets were written down to a nil value.
The weighted average incremental borrowing rate applied to new lease liabilities during the
year was 10% (2023: 10%).

Notes to the Consolidated Financial Statements continued

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14. LEASES CONTINUED
Lease liabilities
The maturity analysis of lease liabilities is as follows:
2024
$’000
2023
$’000
Within one year 11,560 8,341
Two to five years 22,226 21,109
33,786 29,450
Current liabilities 11,560 8,341
Non-current liabilities 22,226 21,109
33,786 29,450
The Group’s machinery leases mainly relate to the Chrysos PhotonAssay units for the
laboratory business. The Group recognises lease liabilities and right-of-use assets once
the units have been commissioned for use on site. During 2024, three Chrysos units were
commissioned (2023: five units).


15. GOODWILL
Group
2024 2023
Cost
$’000
Accumulated
impairment
$’000
Carrying
value
$’000
Cost
$’000
Accumulated
impairment
$’000
Carrying
value
$’000
Goodwill 1,296 1,296 1,296 1,296
Goodwill arose from the business combination with the acquisition of control in MSA Mineral
Services Analytical (Canada) Inc. (MSALABS) in 2019 and International Apprenticeship &
Competency Academy Limited (IACA) in 2022 (see Note 26).
At 31 December 2024, the Group owns 91.4% (2023: 81.9%) of the share capital in MSALABS
and 75% (2023: 75%) of the share capital in IACA.
Goodwill Impairment
The Group is required to test on an annual basis whether goodwill has suffered any
impairments. Management has assessed the goodwill from indicators of impairment by looking
at the profitability of the underlying CGUs and concluded that there were none that warranted a
detailed impairment analysis.



16. INTANGIBLE ASSETS
Reconciliation of intangible assets
2024
$’000
2023
$’000
Cost
At 1 January 572 1,916
Additions 222 128
Reclassified to prepayments (Note 19) (1,472)
At 31 December 794 572
The Group’s intangible assets consist of expenditure on the Group’s Laboratory Information
Management System (LIMS). The intangible assets have not yet been amortised as they were
still in the development stage at the reporting date. No impairment indicators have been
identified in respect of the intangible assets.
Expenditure in respect of the ERP implementation was reclassified to Prepayments in the
prior year as the costs do not meet the definition and criteria for recognition of an intangible
asset under IAS 38. However, in accordance with the accounting policy set out in 1.4.4,
these configuration and customisation costs have been recognised as a prepayment to be
expensed over the term of the cloud computing contract.


17. INVENTORIES
2024
$’000
2023
$’000
Consumables 63,845 61,859
Goods in transit 254 1,865
Gross carrying value of inventory 64,099 63,724
Less: provision for inventory obsolescence (2,187) (1,802)
61,912 61,922
The cost of inventories recognised as an expense in the current year amounts to $22.7 million
(2023: $21.3 million). During the year, the Group wrote off $0.7 million (2023: $0.7 million) of
inventory. A provision of $0.4 million (2023: $0.6 million) was made during the year, resulting in
an increase in the carrying amount of the provision. Refer to Note 6 for details of the amount of
write-down of inventories recognised as an expense in the period.

Notes to the Consolidated Financial Statements continued

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18. TRADE RECEIVABLES
2024
$’000
2023
$’000
Trade receivables 64,762 54,264
Less: allowance for credit losses (4,536) (4,697)
Total trade receivables 60,226 49,567
Trade receivables have credit periods of between 30 to 45 days. The ageing of trade receivables
is detailed below:
Current 43,627 26,139
Past due 1 30 days 6,293 6,583
Past due 31 60 days 5,746 12,913
Past due over 61 days 9,096 8,629
64,762 54,264
Before accepting new customers, the Group assesses the potential customer’s credit quality
and defines credit limits for each customer. Customer credit limits are reviewed annually.
The Group’s credit risk is concentrated as the Group currently provides drilling services to a
limited number of major and mid-tier mining companies as well as some junior explorers.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses using
a lifetime expected loss provision for trade receivables and contract assets. To measure
expected credit losses on a collective basis, trade receivables and contract assets are
grouped based on similar credit risk. The contract assets have similar risk characteristics to
the trade receivables for similar types of contracts.
The expected loss rates have been based on current and forward-looking information on
micro and macroeconomic factors affecting the Group’s customers. The Group has identified
the metals and mining sector’s credit loss probability rates as the key macroeconomic factor
in countries where the Group operates.
The lif
etime expected loss provision for trade receivables is as follows:
31 December 2024
Current
$’000
More than 30
days past due
$’000
More than 60
days past due
$’000
More than 90
days past due
$’000
Total
$’000
Expected loss rate 0.21% 0.32% 0.08% 49.44% 7.12%
Gross carrying amount 43,627 6,293 5,746 9,096 64,762
Loss provision 124 20 8 4,384 4,536
Movements in the impairment allowance for trade receivables are as follows:
2024
$’000
2023
$’000
Opening provision for impairment of trade receivables 4,697 2,981
Increase during the year 97 1,934
Receivables written off during the year as uncollectible (258) (218)
At 31 December 2024 4,536 4,697
The Directors consider that the carrying amount of trade and other receivables approximate
their fair values.



Notes to the Consolidated Financial Statements continued

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19. OTHER RECEIVABLES
2024
$’000
2023
$’000
Prepayments 10,474 7,529
Capitalised contract costs 7,082 3,783
VAT recoverable 6,410 7,561
Amounts due from non-controlling interest 5,685 5,536
Accounts receivable Sundry 2,948 4,025
Prepayment for fixed assets 3,970 5,318
Others 265 92
36,834 33,844
Current 26,044 24,055
Non-current 10,790 9,789
36,834 33,844
Non-current receivable of consists of prepayments for ERP implementation cost, capitalised
contract costs and amounts due from the non-controlling interest in CK Washirika Limited.
Capitalised contract costs are amortised over the period of the respective contracts.
The amount due from the non-controlling interest in CK Washirika Limited is measured at fair
value through profit or loss and will be settled by future dividends in CK Washirika Limited.
The Directors have assessed the expected credit loss allowance in respect of the current and
non-current receivable to be immaterial.
The configuration and customisation of the ERP software is expected to complete during
2025. The costs will be expensed over the seven year term of the cloud computing contract.
These costs are included in prepayments.
The Group expects to realise the prepayment for fixed assets within 12 months through
receipt of the underlying property, plant and equipment.
VAT recoverable at the balance sheet date is recorded net of an $3.6 million expected loss
provision (2023: $1.1 million).


20. INVESTMENTS AT FAIR VALUE
Equity investments at fair value through profit or loss
Mandatorily at fair value through profit or loss:
2024
$’000
2023
$’000
Level 1 shares 29,121 44,756
Level 3 shares 1,183 2,398
30,304 47,154
The reconciliation of the investment valuations from 1 January to 31 December is as follows:
Level 1
$’000
Level 3
$’000
Total
$’000
At 1 January 2024 44,756 2,398 47,154
Additions 8,420 60 8,480
Disposal (36,942) (336) (37,278)
Fair value gain/(loss) 12,887 (939) 11,948
At 31 December 2024 29,121 1,183 30,304
Level 1
$’000
Level 3
$’000
Total
$’000
At 1 January 2023 30,435 8,292 38,727
Additions 7,238 2,020 9,258
Disposal (3,313) (1,083) (4,396)
Fair value gain 3,512 53 3,565
Transfers 6,884 (6,884)
At 31 December 2023 44,756 2,398 47,154

Notes to the Consolidated Financial Statements continued

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20. INVESTMENTS AT FAIR VALUE CONTINUED
Fair value information
Level 1 shares
Market approach Listed share price
The Group’s interests in various listed shares are valued at the 31 December 2024 closing
prices. No secondary valuation methodologies have been considered as the Company’s Level
1 investments are listed on active markets.
Level 3 shares
The Group’s investments held at Level 3 are valued either on a net asset approach or cost
approach.
Net Asset approach
Management applied a net asset valuation methodology at 31 December 2024 for certain unlisted
investments based on the Group’s share ownership percentage of the unlisted company’s net
asset value. The unlisted company publishes some of its significant net asset value information
and management then derives the investment at fair value attributable to the Group.
Cost approach
Management holds all other unlisted investments at cost where this represents the best
estimate of fair value.

21. CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of:
2024
$’000
2023
$’000
Cash on hand 145 1,183
Bank balances 40,381 33,183
Total cash and cash equivalents 40,526 34,366


22. SHARE CAPITAL AND PREMIUM
2024
$’000
2023
$’000
Authorised
2,000,000,000 (2023: 2,000,000,000)
Ordinary shares of $0.0001 (2023: $0.0001) each
200 200
Number of ordinary shares
Balance at beginning of period 193,696,920 192,864,738
Number of shares issued 2,560,204 832,182
Balance at end of period 196,257,124 193,696,920
In March 2024, the Group issued 2,560,204 new common shares pursuant to the Group’s
employee short and long-term incentive plans. The shares rank pari passu with the existing
ordinary shares. Fully paid ordinary shares have a par value of 0.01 cents, carry one vote per
share and carry rights to dividends.
2024
$’000
2023
$’000
Issued share capital
Balance at beginning of period 19 19
Shares issued 1
Balance at end of period 20 19
The holders of ordinary shares have the same rights. They are entitled to receive dividends as
declared from time to time and to one vote per share at the shareholders’ meeting.
2024
$’000
2023
$’000
Share premium
Balance at beginning of period 62,390 62,390
Shares issued 2,329
Balance at end of period 64,719 62,390


Notes to the Consolidated Financial Statements continued

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23. TREASURY SHARES
2024
$’000
2023
$’000
Balance at 1 January 2,475
Reissued in the year (2,475)
Balance at 31 December
The treasury shares reserve represents the cost of shares in Capital Limited purchased in the
market and held by the Company to satisfy options under the Group’s share options plans.
The number of ordinary shares held by the Company at 31 December 2024 was nil (2023: nil).


24. EQUITY-SETTLED EMPLOYEE BENEFITS RESERVE
All employees of the Group are eligible to participate in the discretionary bonus incentive
scheme approved by the Remuneration Committee. The scheme incentivises the achievement
of a range of short-term and long-term performance targets that are key to the success of the
Group. The Remuneration Committee grants at its discretion options or share awards at no
costs to the employee based on individual performance. Employees to whom options or share
awards are offered are required to accept the offer prior to issuance of the certificate.
Grant terms are determined by the Remuneration Committee on the date of the grant. These
include the number of options or share awards, vesting terms, exercise price and expiry
date which are communicated to employees in the offer notice. Options or share awards
are forfeited if the employee leaves the Group before the vesting date. If options are not
exercised by the expiry date, they are cancelled. Details of the share options or share awards
outstanding during the year are as follows:
2023 & 2024 Short Term Incentive Plans (STIP)
Share awards were granted under the 2023 STIP. The total value of the grant in shares was
$1.6 million. The total number of shares granted was 1,249,506 and the share price used in
the calculation was GBP 0.92 which was the quoted price of the shares as at 17 March 2023.
Vesting date is 31 March 2025 and vesting is contingent on continued employment to that
date. The Group has recognised a reversal of previously recognised expense of $0.1 million in
2024 (2023: expense of $0.7 million)
Share awards were granted under the 2024 STIP. The total value of the grant in shares was
$0.6 million. The total number of shares to be awarded will be based upon the closing share
price after the March 2025 closing period. Vesting date is 31 March 2026 and vesting is
contingent on continued employment to that date. The Group has expensed $0.3 million in
2024 (2023: $nil).
Vesting conditions for 2022, 2023 and 2024 LTIP shares are contingent upon:
i) the c
ompound annual growth rate (CAGR) of the earnings per share (EPS) over the vesting
period; and/or
ii) the c
ompound Total Shareholder Return (TSR) over the vesting period
For LTIPs issued to Directors and other persons discharging managerial responsibilities
(PDMRs) (“LTIP 1”), 50% of the share awards are contingent on condition 1 (EPS CAGR),
while 50% are contingent on condition 2 (TSR). The share awards are valued separately due
to the independent vesting conditions. Condition 1 being a non-market related condition while
condition 2 is a market-related condition.
LTIP 2
issued to Directors and Executive Leadership Team (“LTIP 2”) 100% of the share
awards are contingent upon the TSR over the vesting period (3 years).
Condition 1: (EPS CAGR)
Condition 1 is a non-market condition with a variable number of equity instruments. Valuation
of condition 1 is performed using the modified grant method which utilises a value method
and a number component.
i) Value component: The value component is the fair value of the share award based on the
share price observed in the market on grant date. This value remains constant during the
life of the instrument.
ii) Number component: The number of equity instruments expected to vest is based on the
EPS CAGR estimate at year end. Linear interpolation is performed between upper and
lower bound targets to obtain an estimate of the number of shares vesting. The estimated
number of shares vesting is revised at year end.
Condition 2: (TSR)
Condition 2 is a market condition with a variable number of equity instruments. The grant
date fair value should therefore reflect the probability of satisfying the market condition.
The binomial model is an appropriate valuation model as it considers the different possible
outcomes while allowing the adjustment of intrinsic value for the vesting conditions. The
share-based payment should not be adjusted for stock price changes related to the market
condition on subsequent valuation dates.



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Notes to the Consolidated Financial Statements continued
24. EQUITY-SETTLED EMPLOYEE BENEFITS RESERVE CONTINUED
2022, 2023 & 2024 Long-Term Incentive Plans (LTIP)
Condition 2: (TSR)
The second condition utilised a binomial model with the following inputs for the 2022, 2023 and 2024 LTIP:
2022 LTIP 1 2022 LTIP 2 2023 LTIP 1 2023 LTIP 2 2024 LTIP 1 2024 LTIP 2
Volatility 39.80% 39.80% 39.59% 39.59% 33.91% 33.91%
Fair value at grant date GBP 0.4404 GBP 0.2979 GBP 0.8133 GBP 0.4947 GBP 0.4947 GBP 0.5213
Share price at grant date GBP 0.8036 GBP 0.8036 GBP 1.2175 GBP 1.2175 GBP 1.2736 GBP 1.2736
Risk Free Rate 1.52% 1.52% 3.88% 3.88% 3.88% 3.88%
Dividend yield 4.39% 4.39% 4.02% 4.02% 3.40% 3.40%
Exercise price $ 0.0001 $ 0.0001 $ 0.0001 $ 0.0001 $ 0.0001 $ 0.0001
Volatility periods* 1,261 1,261 1,263 1,263 1,262 1,262
Vesting date 31 Dec 2024 31 Dec 2024 31 Dec 2025 31 Dec 2025 31 Dec 2026 31 Dec 2026
*
Volatility for the LTIPs was calculated using the daily share price movement from the four respective preceding years.
Remaining
Options
Remaining
Options
Expected total
expense
Expected total
expense
Long-Term 2024 2023 2024 2023
Incentive Plans Vesting Date No. No. $’000 $’000
2022 LTIP 1 31/12/2024 916,513 (453) 404
2022 LTIP 2 31/12/2024 1,113,232 184 415
2023 LTIP 1 31/12/2025 2,561,941 1,741,561 (217) 1,609
2023 LTIP 2 31/12/2025 1,431,562 1,431,562 325 901
2024 LTIP 1 31/12/2026 3,413,445 381
2024 LTIP 2 31/12/2026 1,557,930 348
During the year, 497,611 options were forfeited (2023: 115,666).
The charge to the Statement of Comprehensive Income during the year for LTIPs was $0.5million (2023: $1.9 million) and for STIPs was $nil (2023: $1.6 million).
The weighted average share price at the date of issue of share awards during the year was GBP0.82 (2023: GBP0.92) per share.
The weighted average remaining contractual life of share options outstanding at the end of the period was 1.15 years.


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25. OTHER RESERVES
Other reserves consist of $0.2 million (2023: $0.2 million) which arose upon the acquisition of
shares in MSALABS in 2019.


26. NON-CONTROLLING INTEREST
MSALABS Ltd
MSALABS Ltd, an 91.4% (2023: 81.9%) owned subsidiary of the Company, has material non-
controlling interests (NCI). MSALABS Ltd is incorporated in Mauritius and has operations globally.
CMS (Tanzania) Ltd
CMS (Tanzania) Ltd is an 89.8% (80% direct, 9.8% indirect) owned subsidiary of the Company.
Summarised financial information in relation to MSALABS Ltd, before intra-Group eliminations
and CMS (Tanzania) Ltd is presented below together with amounts attributable to NCI.
Disclosure around IACA has not been included as it is not material to the Group.
Summarised Statement of Financial Position
MSALABS Ltd
CMS (Tanzania) Ltd
2024
$’000
2023
$’000
2024
$’000
2023
$’000
Assets
Non-current assets 64,262 44,433 93,366 47,896
Current assets 22,993 19,943 49,302 35,065
Total assets 87,255 64,376 142,668 82,961
Liabilities
Non-current liabilities 55 352 12 7,273
Current liabilities 45,782 43,061 16,227 17,014
Total liabilities 45,837 43,413 16,239 24,287
Total net assets 41,418 20,963 126,429 58,674
Carrying amount of non-controlling
interest
3,172 3,292 8,607 5,988
Summarised Statement of Profit or Loss and Other Comprehensive Income
MSALABS Ltd CMS (Tanzania) Ltd
2024
$’000
2023
$’000
2024
$’000
2023
$’000
Revenue 43,647 38,405 86,351 86,200
Other income and expenses (50,101) (43,629) (57,996) (52,933)
Profit/(Loss) before tax (6,454) (5,224) 28,355 33,267
Tax expense (1,173) (1,340) (2,682) (2,908)
(Loss)/ profit for the year (7,627) (6,564) 25,673 30,359
Total comprehensive (loss)/ income
for the year
(7,627) (6,564) 25,673 30,359
(Loss)/ profit allocated to non-
controlling interest
(1,660) (1,301) 2,619 3,097


Notes to the Consolidated Financial Statements continued

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26. NON-CONTROLLING INTEREST CONTINUED
CMS (Tanzania) Ltd continued
Summarised Statement of Profit or Loss and Other Comprehensive Income continued
Summary of movement in non-controlling interest during the year:
MSALABS Ltd
$’000
CMS (Tanzania)
Ltd
$’000
International
Apprenticeship
& Competency
Academy
Limited
$’000
Total
$’000
Balance at 1 January 2024 3,292 5,988 (10) 9,270
Profit or (loss) (1,660) 2,619 44 1,003
Change in ownership 1,572 1,572
Dividends paid (32) (32)
Balance at 31 December 2024 3,172 8,607 34 11,813
International
Apprenticeship
& Competency
CMS (Tanzania) Academy
MSALABS Ltd Ltd Limited Total
$’000 $’000 $’000 $’000
Balance at 1 January 2023 2,689 2,891 (7) 5,573
Profit or (loss) (1,301) 3,097 (3) 1,793
Change in ownership 1,923 1,923
Dividends paid (19) (19)
Balance at 31 December 2023 3,292 5,988 (10) 9,270
During the year, MSALABS completed a $25 million (2023: $12 million) equity raise with $24.3
million coming from the Group and $0.7 million from non-controlling interest. These funds will
be used to finance the construction of new laboratories to support the continued rollout of both
Chrysos PhotonAssay
laboratories and the traditional geochemistry business.
The Group agreed to fund any shareholder not willing to participate and as a result purchased
$3.2 million (2023: $1.4 million) from non-controlling interests.

27. LOANS AND BORROWINGS
2024
$’000
2023
$’000
Bank loans 76,388 78,385
Supplier credit facilities 36,288 25,813
Vendor financed mortgage 3,599
116,275 104,198
Less: Unamortised debt arrangement costs (1,091) (1,625)
Total loans and borrowings 115,184 102,573
Current 28,259 27,052
Non-current 86,925 75,521
Total loans and borrowings 115,184 102,573
Long-term liabilities consist of:
(a) $75 million revolving credit facility (“RCF”) provided by Standard Bank
(Mauritius) Limited and Nedbank Limited
The Company entered into a revolving credit facility agreement on 28 March 2023 as borrower
together with Standard Bank (Mauritius) Limited and Nedbank Limited (acting through its
Nedbank Corporate and Investment banking division) as lenders and arrangers, with Nedbank
acting as agent and security agent to borrow a revolving credit facility for an aggregate amount
of $50 million with the Company being able to exercise an accordion option to request an
increase of the facility under the terms and conditions of the Facility Agreement. The full
accordion of $25m was exercised and completed 26 April 2024. The total available amount of
the facility is currently $75m. The interest rate on the RCF is the prevailing three-month Secured
Overnight Financing Rate (SOFR, payable in arrears) plus a margin of 5.5%, and an annual
commitment fee of 1.925% per annum is charged on any undrawn balances. The amount
utilised on the RCF was $60 million as at 31 December 2024 (2023: $45 million).
Under t
he terms of the RCF, the Group is required to comply with certain financial covenants
relating to:
Interest C
over Ratio
Gross Debt to EBI
TDA Ratio
Debt E
quity Ratio
Tangible N
et Worth
In addition, CAPD (Mauritius) Limited, as the borrower, is also required to comply with the
Tangible Net Worth covenant.



Notes to the Consolidated Financial Statements continued

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27. LOANS AND BORROWINGS CONTINUED
(a) $75 m
illion revolving credit facility (“RCF”) provided by Standard Bank
(Mauritius) Limited and Nedbank Limited continued
Security for the RCF comprises various pledges over the shares and claims of the Group’s
entities in Tanzania together with a debenture over the rigs in Tanzania and the assignment
of material contracts and their collection accounts in each of Egypt, Tanzania and Mali.
As at the reporting date and during the period under review, the Group has complied with
all covenants attached to the loan facilities.
(b) $40.5 million term loan provided by Macquarie Bank Limited
(London Branch)
On 15 September 2022, the Group refinanced the senior secured, asset backed term loan
facility with Macquarie Bank Limited. The term of the loan is three years repayable in quarterly
instalments with an interest rate on the facility of the prevailing three- month SOFR plus a
margin of 6.5% per annum (payable quarterly in arrears). The loan is secured over certain
assets owned by the Group and currently located in Egypt together with guarantees provided
by Capital Limited, Capital Drilling Egypt LLC. The Group drew an additional $8.0 million in
2023. As at 31 December 2024, the amount outstanding on the term loan was $13.1 million
(2023: $32 million).
During the year under review, the Group has complied with all covenants (same as RCF)
attached to the term loan.
(c) Epiroc Financial Solutions AB credit agreements
The Group has a number of credit agreements with Epiroc, drawn down against the purchase
of rigs. The term of the agreements is four years repayable in 46 monthly instalments. The
rate of interest on most of the agreements is three-month SOFR plus a margin of 4.8%, with
a fixed rate of interest of the remaining agreements of 8.5% and 9.50%. As at 31 December
2024, the total drawn under these credit agreements was $24 million (2023: $16.5 million).
No covenants are attached to this facility.
(d) $8.5 million term loan facility with Sandvik Financial Services AB (PUBL)
The Group has term loan facility agreement with Sandvik Financial Services AB (PUBL). The
facility is for the purchase of equipment from Sandvik AB, available in not more than four
tranches. Interest is payable quarterly in arrears at 5.45% per annum on the drawn amount.
As at 31 December 2024 the balance outstanding was $2.5 million (2023: $4.2 million) and the
facility is no longer available to be drawn.
Additionally, the Group entered into a further $10 million facility agreement on 23 October
2023. The rate of interest on this agreement is fixed at 8.15%. As at 31 December 2024, the
balance outstanding was $6.3 million (2023: Undrawn).
No covenants are attached to these facilities.
(e) $5 million facility with Caterpillar Financial Services
The Group entered into a $5 million facility agreement with Caterpillar Financial Services
Corporation on 25 July 2023. The rate of interest on this agreement is three-month SOFR plus
a margin of 5.25%. The term of the agreement is 2 years repayable in 8 quarterly instalments.
All repayments can be subsequently redrawn. As at 31 December 2024, the balance
outstanding was $3.2 million (2023: $ 5.0 million).
During t
he year under review, the Group has complied with all covenants (same as RCF)
attached to the facility.
(f) $3.7m Mortgage with Byington Family Trust
The Group entered into a $3.7m mortgage with Byington Family Trust on 8 January 2024. The
property in Elko serves as collateral for the mortgage. The rate of interest is fixed at 7.50%
until maturity on 31 December 2034. As at 31 December 2024, the balance outstanding was
$3.6 million.
No covenants are attached to this facility.
(g) $1.6m Business Loan Facility Agreement with Northrim Bank
The Group entered into a $1.6m Loan Facility Agreement with Northrim Bank on 27 August
2024. The property in Fairbanks, Alaska serves as collateral for this loan. The rate of interest
is three-month SOFR plus a margin of 3%. As at 31 December 2024, the balance outstanding
was $0.7 million.
During the period under review, the Group has complied with all covenants (same as RCF)
attached to the facility.

Notes to the Consolidated Financial Statements continued

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28. DEFERRED TAX
2024
$’000
2023
$’000
Deferred tax liability
Fair value movements and excess of capital allowances over
depreciation
(34) (34)
Right-of-use lease assets (2,709) (1,985)
Timing of taxation on accrued income (3,172)
Total deferred tax liability (5,915) (2,019)
Deferred tax asset
Tax losses 4
Right-of-use lease liabilities 2,720 1,981
Total deferred tax asset 2,720 1,985
The summarised position is as per below: Deferred tax liability (5,915) (2,019)
Deferred tax asset 2,720 1,985
Total net deferred tax liability (3,195) (34)
Reconciliation of deferred tax liability
At beginning of year (34) (34)
Initial recognition of right-of-use lease arrangements 11 (4)
Timing of taxation on accrued income (3,172)
Tax losses 4
At end of year (3,195) (34)
At the reporting date, the Group has estimated tax losses carried forward of $26.5 million
(2023: $9.8 million) with a tax value of $6.8 million (2023: $2.5 million) available for offset
against future profits. No deferred tax asset has been recognised in relation to these carried
forward tax losses due to uncertainty as to the realisation of future taxable profits against
which the losses can be offset.


29. TRADE AND OTHER PAYABLES
2024
$’000
2023
$’000
Financial instruments:
Trade payables 26,829 27,502
Other payables Accrued expenses 10,909 8,982
Other payables Employee related liabilities 14,227 9,649
VAT 4,175 3,181
Non-financial instruments:
Deferred income 9,192 3,428
Total trade and other payables 65,332 52,742
Current 57,821 50,685
Non-current 7,511 2,057
Total trade and other payables 65,332 52,742
Trade payables comprise liabilities for the purchase of goods and services and have terms
ranging from 60 to 90 days. The Group has financial risk management policies in place to
ensure that all payables are paid within an appropriate credit time frame.
The deferred income refers to amounts received in advance from several projects with Reko
Diq being the major contributor.

30. PROVISIONS
2024
$’000
2023
$’000
Current
At 1 January 487 2,637
Release to profit or loss (284) (2,150)
At 31 December 203 487
Provisions relate to project closure (redundancy costs) in respect of contracts concluded
during the year and various operational claims and disputes that are expected to be settled
during 2025. The provisions represent management’s best estimate of the Group’s liability as
at 31 December 2024.

Notes to the Consolidated Financial Statements continued

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31. CURRENT TAX PAYABLE / RECEIVABLE
2024
$’000
2023
$’000
Current tax receivable
Normal tax 421 388
Withholding tax 84 298
Total current tax receivable 505 686
Current tax payable
Normal tax 8,553 7,216
Withholding tax payable 2,087 2,099
Total current tax payable 10,640 9,315
The taxation paid for the period under review can be reconciled as follows:
Net amount payable at the beginning of the year 8,629 8,730
Amounts charged to the Statement of Comprehensive Income
(excluding deferred tax)
12,788 11,804
Net amount (payable) / receivable at the end of the year (10,135) (8,629)
Total taxation paid 11,282 11,905

32. NOTES SUPPORTING STATEMENT OF CASH FLOWS
1. Cash G
enerated from Operations
2024
$’000
2023
$’000
Profit before taxation 34,267 50,334
Adjustments for:
Depreciation, amortisation and impairments 34,771 32,256
ERP costs expensed 676
Share of loss in associate 387
Loss on disposals 594 946
Depreciation and impairment of right-of-use assets 13,791 7,510
Share-based payment 539 3,540
Fair value gain on financial assets (12,097) (2,914)
Interest income (38) (65)
Finance costs 16,741 13,002
Other non-cash items 339 34
Unrealised foreign exchange (gain) / loss 1,623 (246)
(Decrease) / increase in expected credit loss provision (160) 1,716
Bad debt write-offs 258 218
Changes in working capital:
Increase in inventories (375) (3,227)
Increase in trade and other receivables (13,671) (15,568)
Increase in trade and other payables 12,771 7,146
Decrease in provisions (283) (2,150)
Cash generated from operations 90,133 92,532

Notes to the Consolidated Financial Statements continued

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32. NOTES SUPPORTING STATEMENT OF CASH FLOWS CONTINUED
32.2 Reconciliation of Borrowings and Leases
Loans and
borrowings
$’000
Leases
liabilities
$’000
Total
$’000
At 1 January 2024 102,573 29,450 132,023
Cash flows:
Drawdowns 30,000 30,000
Interest paid (11,387) (3,067) (14,454)
Principal repayments (47,262) (10,008) (57,270)
Non-cash flows:
Supplier credit facility received 25,008 25,008
Interest expensed during the year 12,038 3,067 15,105
Vendor financed mortgage 3,680 3,680
Unamortised debt arrangement costs 534 534
Additions to leases 14,344 14,344
At 31 December 2024 115,184 33,786 148,970
Loans and
borrowings
Leases
liabilities
Total
$’000 $’000 $’000
At 1 January 2023 74,901 16,267 91,168
Cash flows:
Drawdowns
38,000 38,000
Interest paid (8,210) (2,081) (10,291)
Principal repayments (26,732) (6,153) (32,885)
Non-cash flows:
Supplier credit facility received
15,830 15,830
Interest expensed during the year 9,691 2,081 11,772
Unamortised debt arrangement costs (907) (907)
Additions to leases 19,336 19,336
At 31 December 2023 102,573 29,450 132,023


33. SEGMENTAL INFORMATION
Operating segments are identified on the basis of internal management reports regarding
components of the Group. These are regularly reviewed by the Chair in order to allocate
resources to the segments and to assess their performance. Operating segments are
identified based on the regions of operations. For the purposes of the segmental report,
the information on the operating segments have been aggregated into the principal regions
of operations of the Group.
The Group’s reportable segments under IFRS 8 are therefore:
Africa
Derives revenue from the provision of drilling and mining services,
surveying and mineral assaying.
Derives revenue from the provision of drilling services, surveying and
mineral assaying in jurisdictions such as Pakistan, USA, Saudi Arabia
and Canada.

Rest of w
orld
Segmental revenue and results
The following is an analysis of the Group’s revenue and results by reportable segment:
2024
Africa
$’000
Rest of world
$’000
Consolidated
$’000
External revenue:
Drilling services 207,493 26,185 233,678
Mining services 65,242 65,242
Laboratory services 22,885 20,762 43,648
Surveying services 4,084 1,349 5,433
Total external revenue 299,704 48,297 348,000
Segment profit (loss) 100,226 (28,649) 71,577
Central administration costs and depreciation (32,317)
Profit from operations 39,260
Interest income 38
Finance charges (16,741)
Fair value loss on investments at fair value 12,097
Share of loss in associate (387)
Profit before tax 34,267

Notes to the Consolidated Financial Statements continued

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33. SEGMENTAL INFORMATION CONTINUED
Segmental revenue and results continued
The following customers from the Africa segment contributed 10% or more to the
Group’s revenue.
2023
Africa
$’000
Rest of world
$’000
Consolidated
$’000
External revenue:
Drilling services 199,496 12,056 211,552
Mining services 64,721 64,721
Laboratory services 19,743 18,662 38,405
Surveying services 3,659 87 3,746
Total external revenue 287,619 30,805 318,424
Segmental profit (loss)4 108,359 (17,771) 90,588
Central administration costs and depreciation (30,306)
Profit from operations 60,282
Interest income 65
Finance charges (13,002)
Fair value gain on investments at fair value 2,989
Profit before tax 50,334
2024 2023
% %
Customer A 16 16
Customer B 26 33
The accounting policies of the reportable segments are the same as the Group’s accounting
policies. Segment profit (loss) represents the profit (loss) earned by each segment without
allocation of central administration costs, depreciation, interest income, share of losses from
associate, finance charges, gains or losses of investments recognised at FVTPL and income
tax. This is the measure reported to the Chair for the purpose of resource allocation and
assessment of segment performance.
Segment assets and liabilities
The following is an analysis of the Group’s assets and liabilities by reportable segment:
2024
$’000
2023
$’000
Segmental assets:
Africa 621,903 567,699
Rest of world 270,174 92,454
Total segmental assets 892,077 660,153
Head Office companies 445,062 338,507
1,337,139 998,660
Eliminations (825,411) (530,912)
Total Assets 511,728 467,748
Segmental liabilities:
Africa 267,097 257,526
Rest of world 124,697 61,173
Total segmental liabilities 391,794 318,699
Head Office companies 440,679 373,103
832,473 691,802
Eliminations (604,133) (497,201)
Total Liabilities 228,340 194,601
For the purposes of monitoring segmental performance and allocating resources between
segments, the Chair monitors the tangible, intangible and financial assets attributable
to each segment. All assets are allocated to reportable segments with the exception of
property, plant and equipment used by the head office companies and investment amounts
totalling $16.8 million (2023: $19.9 million) included in other receivables and $6.0 million
(2023: $2.5 million) in cash and cash equivalents held by the Head Office companies.
As part of the segmental reporting, all the liabilities have been allocated to the respective
segments with the exception of the long-term liabilities of $77 million (2023: $74.7 million)
and part of the trade payables and intercompany balances held at the level of the head office
which is eliminated at the Group level.

Notes to the Consolidated Financial Statements continued

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33. SEGMENTAL INFORMATION CONTINUED
Other segmental information
Non-Cash items included in profit or loss:
2024
$’000
2023
$’000
Depreciation and Impairment on property, plant and equipment
Africa 40,346 36,165
Rest of world 7,506 3,123
Total segmental depreciation and impairment 47,852 39,288
Head Office companies 711 477
Total depreciation and impairment 48,562 39,765
Taxation expense
Africa 14,726 10,461
Rest of world 566 1,048
Total segmental expense 15,292 11,509
Head Office companies 657 295
15,949 11,804
Impairment on Inventory
Africa
Stock Provision 358 556
Stock Write Offs 650 731
Rest of world
Stock Write Offs 27 17
Stock Provision 36 (39)
Total segmental impairment 1,071 1,265
Head Office companies
1,071 1,265



34. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as
a going concern while maximising the return to stakeholders through the optimisation of the
debt and equity balance. The Group’s overall strategy remains unchanged from 2023.
The capital structure of the Group consists of debt (refer to Note 27), cash and cash
equivalents (refer to Note 21) and equity attributable to equity holders of the parent, comprising
issued capital, reserves and retained earnings and the Statement of Changes in Equity.
The Group’s capital structure and going concern are dependent on the Company’s ability to
obtain cash resources from its subsidiaries. There are currently no severe long-term restrictions
in place which impairs the Company’s ability to repatriate funds from its subsidiaries.
Under the t
erms of the RCF from Standard Bank (Mauritius) Limited and Nedbank Limited,
the financing facility provided by Caterpillar and the term loans provided by Macquarie Bank
Limited and Northrim, the Group is required to comply with certain financial covenants
relating to:
Interest C
over Ratio
Gross Debt to EBI
TDA Ratio
Debt to E
quity Ratio
Tangible N
et Worth
Loans t
o Value Ratio (applicable only to loan from Macquarie Bank Limited)
In order to meet Capital’s risk management objectives, the Group aims to ensure it meets
these financial covenants attached to the loans. There have been no breaches of the financial
covenants during the reporting period.
Risk management is conducted within a framework of policies and guidelines that are
continuously monitored by management and the Board of Directors. The objective is to
minimise exposure to market risks (interest rate risk, foreign currency risk and price risk),
credit risk and liquidity risk.






Notes to the Consolidated Financial Statements continued

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34. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT CONTINUED
Gearing
The gearing ratio at the end of the reporting period was as follows:
2024
2023
Note(s)
$’000
$’000
Lease liabilities 14 33,786 29,450
Total loans and borrowings 27 116,275 104,198
Total debt 150,061 133,648
Cash & cash equivalents 21 (40,526) (34,366)
Net debt 109,535 99,282
Less: lease liabilities (33,786) (29,450)
Adjusted net debt 75,749 69,832
Equity 283,388 273,147
Adjusted debt to equity ratio 26.6% 25.6%
Categories of financial instruments
The following table details the categories of financial instruments and their carrying values in
the Statement of Financial Position for the Group.
Categories of financial assets
2024 Note(s)
Fair value through
profit or loss –
Mandatory
$’000
Amortised cost
$’000
Total
$’000
Investments at fair value 20 30,304 30,304
Trade receivables 18 60,226 60,226
Non-current receivables 19 5,685 5,685
Cash and cash equivalents 21 40,526 40,526
35,989 100,752 136,741
2023 Note(s)
Investments at fair value 20
Trade receivables 18
Non-current receivables 19
Cash and cash equivalents 21
observable for the asset or liability, either directly or indirectly; and
Level 3 inputs are unobs
ervable inputs for the asset or liability.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2
or 3 based on the degree to which the inputs to the fair value measurements are observable and the
significance of the inputs to the fair value measurement in its entirety, which are described as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or
liabilities that the entity can access at the measurement date;
Level 2 inputs are inputs, other than quoted prices included within Level 1, that are
Categories of financial liabilities
Note(s)
Amortised
cost
$’000
Total
$’000
2024
Trade and other payables 29 57,821 57,821
Loans and borrowings 27 116,275 116,275
174,096 174,096
2023
Trade and other payables 29 49,314 49,314
Loans and borrowings 27 104,198 104,198
153,512 153,512
At 31 December 2024, the Group did not have any financial liabilities measured at fair value
through profit or loss or other comprehensive income (2023: $ nil).
The carrying values of financial assets and financial liabilities in the Statement of Financial
Position for the Group approximate their fair values.

Fa

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Notes to the Consolidated Financial Statements continued



34. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT CONTINUED
Financial risk management
Foreign currency risk
The Group’s activities expose it to the financial risks of fluctuations in foreign currency
exchange rates. In order to manage the Group’s risk to foreign currency fluctuations, the
Group tries to match the currency of operating costs with the currency of revenue as well
as the currency of financial assets with currency of financial liabilities. Financial assets and
liabilities denominated in foreign currencies are reviewed regularly by Management to ensure
that the Group is not unduly exposed to foreign currency risk.
Further to this, the Group manages its exposure on foreign cash balances by converting
excess local currency cash to United States Dollar to minimise local currency cash
balances maintained.
The carrying amounts of the Group’s foreign currency denominated monetary assets,
cash and cash equivalents, trade receivables, monetary liabilities and trade payables
at 31 December 2024 are as follows:
2024
$’000
2023
$’000
Financial assets
Australian Dollar (2024: AUD 3.6 million; 2023: AUD 1.3 million) 2,225 858
Euro (2024: EUR 0.9 million; 2023: EUR 1.2 million) 987 1,273
Mauritanian Ouguiya (2024: MRU 34.5 million; 2023: MRU 34.2 million) 865 859
West African CFA (2024: XOF 8,085 million; 2023: XOF 8,325.8 million) 12,419 13,560
West African CFA (2024: XAF 5,027 million; 2023: XAF 4,802.4 million) 7,999 8,087
West African CFA (2024: XOS 4,564 million; 2023: XOS 1,047.6 million) 7,089 1,682
Guinea Franc (2024: GNF 33,757 million; 2023: GNF 29,358.6 million) 3,925 3,448
All other currencies 2,729 2,704
41,391 32,471
2024
$’000
2023
$’000
Financial liabilities
Australian Dollar (2024: AUD 1.8 million; 2023: AUD 2.8 million) 1,121 1,899
Canadian Dollar (2024: CAD 1.7 million; 2023: CAD 1.0 million) 1,156 725
Egyptian Pound (2024: EGP 21.7 million; 2023: EGP 18.3 million) 427 591
Euro (2024: EUR 1.7 million; 2023: EUR 0.7 million) 1,731 771
Guinea Franc (2024: GNF 2,950 million; 2023: GNF 1,570 million) 343 184
Tanzanian Shillings (2024: TZS 2,279 million; 2023: TZS 3,636.0 million) 952 1,450
British Pound (2024: GBP 0.4 million; 2023: GBP 0.2 million) 497 234
Pakistan Rupee (2024: PKR 32.4 million; 2023: PKR 20.6 million) 116 73
South African Rands (2024: ZAR 9.1 million; 2023: ZAR 10.0 million) 484 543
West African CFA (2024: XOF 320.6 million; 2023: XOF 517.4million) 492 843
West African CFA (2024: XAF 365.8 million; 2023: XAF 640.5 million) 582 1,079
West African CFA (2024: XOS 136.1 million; 2023: XOS 50.2 million) 211 81
All other currencies 437 48
8,549 8,521





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34. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT CONTINUED
Financial risk management continued
Foreign currency risk continued
The following table details the Group’s sensitivity to a 10% change in the United States Dollar
against the relevant foreign currencies. The sensitivity analysis includes the outstanding
foreign currency denominated monetary items at year end and adjusts their translation for a
10% change in foreign currency rates. A positive number below indicates an increase in profit
before tax where the United States Dollar strengthens by 10% against the relevant currency.
For a 10% weakening of the United States Dollar against the relevant currency, there would
be an equal and opposite impact on the profit before tax.
2024
$’000
2023
$’000
Australian Dollar (100) 95
Canadian Dollar 34 (66)
Euro 68 (45)
Guinea Franc (326) (297)
Mauritanian Ouguiya (74) (76)
Pakistan Rupee (276) 4
Tanzanian Shillings 22 114
West African CFA XOF (1,084) (1,156)
West African CFA XAF (674) (637)
West African CFA XOS (625) (146)
All other currencies 51 33
(2,984) (2,177)
Interest rate risk management
As a result of changes in interest rates, the Group is exposed to interest rate risk as entities
in the Group borrow funds at variable interest rates and therefore borrowing costs could
increase with rate increases. The risk is managed by the Group by maintaining a conservative
gearing ratio. The Group’s exposure to interest rates on financial liabilities are detailed below.
Interest rate sensitivity analysis
The sensitivity analysis below has been determined based on the exposure to interest rates at the
date of the Statement of Financial Position. For floating rate liabilities, the analysis is prepared using
the average balance outstanding for the year. A 200-basis point (2023: 200-basis points) increase
or decrease is used when reporting interest rate risk internally to key management personnel and
represents Management’s assessment of the reasonably possible change in interest rates.
If i
nterest rates had been 200 basis points higher and all other variables were held constant,
the Group’s profit before taxation for the year ended 31 December 2024 would decrease
by $2.3 million (2023: $1.7 million). This is mainly attributable to the Group’s exposure to
interest rates on its variable rate borrowings. The decrease in the Group’s sensitivity to
interest rates, is directly attributable to the variable interest rate long-term debt facilities,
offset by the settlements that occurred during the year, as disclosed in Note 27.
Equity price risk management
The Group holds equity investments and is exposed to equity price risk. Equity investments are held
for strategic purposes rather than trading purposes and the Group does not actively trade these
investments. The investments are actively monitored and proactively managed. New investments
are required to satisfy a number of criteria with non-executive oversight. If equity prices had been
5% higher and all other variables were held constant, the Group’s profit before taxation for the
year ended 31 December 2024 would increase by $1.5 million (2023: $2.2 million).


Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations
resulting in financial loss to the Group. Credit risk relates to potential exposure on trade and
other receivables and bank balances.
Before accepting any new customer, the Group assesses the potential customer’s credit quality
and defines credit limits for each customer. Customers credit limits are reviewed annually. The
Group’s credit risk is concentrated as the Group currently provides mining and drilling services to
a limited number of major and mid-tier mining companies as well as junior exploration companies.
The G
roup’s exposure to credit risk is minimized as customers are given 30 to 45 days credit
periods for services rendered. As at 31 December 2024, 3 customers individually contributed
10% or more to the Group’s trade receivables (2023: 3 customers).
There was a significant increase in the credit risk that has been identified in respect of the
Group’s customers during 2023 and as at 31 December 2024, an expected credit loss
allowance of $4.5 million has been recognised (2023: $4.7 million).
Further disclosures regarding trade and other receivables, which are neither past due nor
impaired, are provided in Note 19.
Credit risk also arises from cash and cash equivalents with banks and financial institutions.
For banks and financial institutions, only independently rated parties with minimum rating
“A” are accepted.


Liquidity risk management
Ultimate responsibility for Liquidity Risk Management rests with the Board of Directors.
The Group manages liquidity risk by maintaining adequate reserves, banking and reserve
borrowing facilities, continuously monitoring forecast and actual cash flows and by matching
the maturity profiles of financial assets and liabilities.



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34. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT CONTINUED
Financial risk management continued
Liquidity risk tables:
The following table details the Group’s remaining contractual maturity for its financial assets
and liabilities with agreed repayment periods. The tables for assets have been drawn up
based on the undiscounted contractual maturities of the financial assets including interest that
will be earned on those assets. The tables for liabilities represent undiscounted cash flows of
financial liabilities based on the earliest repayment date on which the Group can be required
to pay at the reporting date:
2024
1
month
$’000
1 – 3
months
$’000
3 months
– 1 year
$’000
1 – 5 years
$’000
Financial assets
Financial Assets under Amortised Cost 38,719 12,394 3,604 5,509
38,719 12,394 3,604 5,509
Financial liabilities
Non-interest bearing Financial
Liabilities at Amortised Cost 25,948 21,982 7,053 1,156
Variable interest rate instruments 4,500 7,141 16,623 86,920
Lease liabilities 950 1,920 8,690 22,226
1
month
1 – 3
months
3 months
– 1 year
1 – 5 years
2023 $’000 $’000 $’000 $’000
Financial Assets under Amortised Cost 26,214 15,811 2,434 5,108
Financial liabilities
Non-interest bearing Financial
Liabilities at Amortised Cost
23,372 21,982 7,053 1,156
Variable interest rate instruments 4,500 7,141 16,623 86,920
Lease liabilities 688 1,317 6,335 21,109
30,026 23,395 30,780 97,134
Financing facilities
The following table details the Group’s secured loan facilities (undiscounted) at the reporting
date.
2024
$’000
2023
$’000
Available amount 193,200 145,400
Unutilised amount (18,000) (15,000)
Utilised amount 175,200 130,400








35. FAIR VALUE MEASUREMENTS
Fair value adjustment on financial assets through profit or loss (investments)
The Group’s fair value adjustments on financial assets through profit or loss are listed and
unlisted equity securities in the mining industry as well as other receivables which are
measured at fair value at the end of each reporting period. The listed equity securities are
designated as Level 1 financial assets in the fair value hierarchy. Their fair value is determined
using quote bid prices in an active market. The fair value of these financial assets FVPTL
amounted to $30.3 million (2023: $47.2 million).
The fair values of financial instruments that are not traded in an active market and other
receivables are determined using standard valuation techniques. These valuation techniques
maximise the use of observable market data where available and rely as little as possible on
Group specific estimates. The Directors consider that the carrying value amounts of financial
assets and financial liabilities recorded at amortised cost in the Group’s Annual Financial
Statements are approximately equal to their fair values. The fair values disclosed for the
financial assets and financial liabilities are classified in level 3 of the fair value hierarchy have
been assessed to approximate their carrying amounts based on a net asset or cost approach
for the equity securities and an income approach for other receivables.


Notes to the Consolidated Financial Statements continued

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36. AUDITOR’S REMUNERATION
The Group auditors are BDO LLP (“BDO”). The Group has engaged BDO and other audit firms
to provide both audit and non- audit services to its various subsidiaries.
2024
$’000
2023
$’000
Fees paid to the Group’s auditor
The audit of the Group’s Annual Financial Statements 688 738
Non-audit services Group 100 96
Fees paid to associates of the Group’s auditor
The audit of the Group’s subsidiaries 135 140
Non-audit services BDO Egypt and BDO DRC 26 4
949 978


37. RELATED PARTIES
During the year, the Company and its subsidiaries, in the ordinary course of business, entered
into various sale and purchase transactions. All transactions are entered into at amounts
negotiated between the parties.
2024
$’000
2023
$’000
Directors’ emoluments
Short Term Benefits 2,249 2,215
Share Based Payments 1,066 1,181
3,315 3,396
The Group considers the Key Management Personnel to be limited to the Board of Directors
as they are responsible for planning and directing the Group’s activities.



38. COMMITMENTS
The Group has the following commitments:
2024
$’000
2023
$’000
Committed capital expenditure 12,074 36,083
The Group had outstanding purchase orders amounting to $15.4 million (2023: $39.5 million)
at the end of the reporting period of which $12.1 million (2023: $36.1 million) were for capital
expenditure.



39. CONTINGENCIES
As a result of the multiple jurisdictions in which the Group operates, there are a number of
ongoing tax audits. In the opinion of Management none of these ongoing audits represent a
reasonable possibility of a material settlement and as such, no contingent liability disclosure is
required.


40. EVENTS AFTER THE REPORTING PERIOD
There have been no significant events affecting the Group since the year end.

41. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS
The Annual Financial Statements set out on pages 106 to 150 were approved by the Board of
Directors on 27 March 2025 in London.

Notes to the Consolidated Financial Statements continued

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Capital Limited
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155 Shareholder Information
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Alternative Performance Measures
In addition to GAAP figures reported under International Financial Reporting Standards (IFRS),
Capital Limited provides certain alternative performance measures (APMs). These APMs
are used internally in the management, planning, budgeting and forecasting of the business
and are also considered to be helpful in term of the external understanding of the Group’s
underlying performance. As these are non-GAAP measures, they should not be considered
as replacements for IFRS measures. The Company’s definition of these non-GAAP measures
may not be comparable to other similarly titled measures reported by other companies.
The use of APMs by listed companies to better explain performance and provide additional
transparency and comparability is common. However, APMs should always be considered
in conjunction with IFRS reported numbers and not used in isolation. Commentary within the
Annual Report, including the Chief Financial Officer’s Review, as well as the Consolidated
Financial Statements and the accompanying notes, should be referred to in order to fully
appreciate all the factors that affect our business. We strongly encourage readers not to rely
on any single financial measure, but to carefully review our reporting in its entirety.
The following terms and alternative performance measures were used for the year ended
31 December 2024.
ARPOR Average revenue per operating rig
EBITDA
Earnings before interest, taxes, depreciation, amortisation,
impairments, share of associates, net loss and fair value gain/
loss on investments
EBIT
Earnings before interest, taxes and fair value gain/loss on
investments
OPERATIONAL EARNINGS
Profit for the year attributable to the owners of the parent before
fair value gain or loss on investments
NET CASH / (DEBT)
Cash and cash equivalents less short term and long-term debt
(excluding lease liabilities)
NET ASSET VALUE PER
SHARE (CENTS)
Total equity / weighted average number of ordinary shares
RETURN ON CAPITAL
EMPLOYED
EBIT/ Total assets-current liabilities
RETURN ON TOTAL ASSETS EBIT/ Total assets
RECONCILIATION OF ALTERNATIVE PERFORMANCE MEASURES TO THE
FINANCIAL STATEMENTS:
ARPOR can be reconciled from the financial statements as per the below:
2024 2023
Revenue per financial statements ($’000) 348,000 318,424
Non-drilling revenue ($’000) (123,671) (114,249)
Revenue used in the calculation of ARPOR ($’000) 224,329 204,175
Monthly Average active operating Rigs (No. of Rigs) 92 92
Monthly Average operating Rigs (No. of Rigs) 126 125
ARPOR ($’000 per Rig) 204 186
EBITDA can be reconciled from the financial statements as per the below:
2024
$’000
2023
$’000
Profit for the year 18,318 38,530
Depreciation, amortisation and impairments 48,562 39,765
Taxation 15,949 11,804
Interest income (38) (65)
Finance charges 16,741 13,002
Share of loss in associates 387
Fair value adjustments on financial assets (12,097) (2,989)
EBITDA 87,822 100,047

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Alternative Performance Measures continued
RECONCILIATION OF ALTERNATIVE PERFORMANCE MEASURES TO THE
FINANCIAL STATEMENTS CONTINUED
2024
$’000
2023
$’000
EBITDA can be reconciled from the financial statements as per the
below:
Operating profit (EBIT) 39,260 60,282
Depreciation, amortisation and impairments 48,562 39,765
EBITDA 87,822 100,047
EBITDA Margin 25.2% 31.4%
Adjusted EBITDA can be reconciled from the financial statements
as per the below:
Operating profit (EBIT) 39,260 60,282
Depreciation, amortisation and impairments 48,562 39,765
Cash cost of IFRS 16 leases (Note 14) (13,075) (8,234)
Exceptional items (ERP costs, provision for VAT receivables) 5,206
Adjusted EBITDA 79,953 91,813
Adjusted EBITDA Margin 23.0% 28.8%
Adjusted cash from operations can be reconciled from the
financial statements as per the below:
Cash generated from operations 90,133 92,532
Cash cost of IFRS 16 leases (Note 14) (13,075) (8,234)
Adjusted Cash from operations 77,058 84,298
2024
$’000
2023
$’000
Adjusted net cash (debt) can be reconciled from the financial
statements as per the below:
Cash and cash equivalents 40,526 34,366
Long-term borrowings (87,268) (76,328)
Current portion of long-term borrowings (29,007) (27,870)
Adjusted net (debt) / cash (75,749) (69,832)
The Adjusted EBIT used in the Adjusted ROCE can be
reconciled from the financial statements as per the below:
Operating profit (EBIT) 39,260 60,282
Depreciation on IFRS 16 leases 12,025 7,510
Cash cost of IFRS 16 leases (Note 14) (13,075) (8,234)
Exceptional items (ERP costs, provision for VAT receivables,
impairment of laboratory assets)
8,032
Adjusted EBIT 46,242 59,558
AVERAGE REVENUE PER OPERATING RIG
ARPOR is a non-financial measure defined as the monthly average drilling specific revenue
for the period divided by the monthly average active operating rigs. Drilling specific revenue
excludes revenue generated from shot crew, a blast hole service that does not require a rig to
perform but forms part of drilling. Management uses this indicator to assess the operational
performance across the board on a period-by-period basis even if there is an increase or
decrease in rig utilisation.

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EBITDA
EBITDA represents profit or loss for the year before interest, income taxes, depreciation and
amortisation and fair value adjustments on financial assets at fair value through profit or loss
and realised gain (loss) on FVTOCI shares.
EBITDA is non-IFRS financial measures that is used as a supplemental financial measure by
management and external users of financial statements, such as investors, to assess our financial
and operating performance. This non-IFRS financial measure will assist our management and
investors by increasing the comparability of our performance from period to period.
i) Increasing t
he comparability of our performance from period to period;
ii) Understanding and anal
ysing the results of our operating and business performance; and
iii) Monitoring our ongoi
ng financial and operational strength in assessing whether to continue
to hold our shares. This is achieved by excluding the potentially disparate effects between
periods of depreciation and amortisation, income (loss) from associate, interest income,
finance charges, fair value adjustment on financial assets at fair value through profit or loss
and realised gain (loss) on FVTOCI shares, which may significantly affect comparability of
results of operations between periods.
EBITDA has limitations as an analytical tool and should not be considered as an alternative to,
or as substitutes for, or superior to, profit or loss for the period or any other measure of financial
performance presented in accordance with IFRS. Further, other companies in our industry may
calculate this measure differently, limiting its usefulness as a comparative measure.
ADJUSTED EBITDA
Adjusted EBITDA represents profit or loss for the year before interest, income taxes,
depreciation & amortisation, impairment, share of associate net loss, fair value adjustments on
financial assets at fair value through profit or loss and realised gain (loss) on fair value through
profit or loss investments and net of cash cost of the IFRS 16 leases and exceptional items
(ERP cost and provision for VAT receivables).
ADJUSTED CASH FROM OPERATIONS
Adjusted cash from operations is a non-GAAP measured defined as cash generated from
operations less cash cost of IFRS 16 leases. Management believes this measure represents
the operational performance of the Group as well as the effect of leases as one of the key
operating components of the Group’s business.
NET CASH (DEBT)
Net cash (debt) is a non-GAAP measure that is defined as cash and cash equivalents less
short term and long-term debt.
Management believes that net cash (debt) is a useful indicator of the Group’s indebtedness,
financial flexibility and capital structure because it indicates the level of borrowings after taking
account of cash and cash equivalents within the Group’s business that could be utilised to pay
down the outstanding borrowings. Management believes that net debt can assist securities
analysts, investors and other parties to evaluate the Group. Net cash (debt) and similar
measures are used by different companies for differing purposes and are often calculated
in ways that reflect the circumstances of those companies. Accordingly, caution is required
in comparing net debt as reported by the Group to net cash (debt) of other companies.
ADJUSTED NET CASH (DEBT)
Adjusted net cash (debt) is defined as cash and cash equivalents less short term and long-
term debt, excluding IFRS 16 lease liabilities.
ADJUSTED RETURN ON CAPITAL EMPLOYED
Adjusted return on capital employed is defined as trailing 12 month adjusted EBIT over the
average capital employed. Adjusted EBIT is defined as Operating Profit adjusted to reflect
the full cash cost of the IFRS 16 leases less exceptional items (ERP cost, provision for VAT
receivables, impairment of laboratory assets). Capital employed is defined as total assets
(excluding investments at fair value and right-of-use assets) less current liabilities (excluding
current portion of right-of-use liabilities).
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Shareholder Information
Capital Limited
Bermuda registered number 34477
Registered Office
Victoria Place, 5th Floor 31 Victoria Street, Hamilton, HM 10, Bermuda
Corporate Head Office
Ground Floor 10/11 Park Place, London, SW1A 1LP
Investor Relations
investor@capdrill.com
Company Secretary
Catherine Apthorpe (cosec@capdrill.com)
Website
www.capdrill.com
Registrar
Computershare Investor Services (Jersey) 13 Castle Street, St Helier, Jersey, JE1 1ES
Channel Islands
Auditor
BDO LLP, 55 Baker Street, London W1U 7EU
Bank
Standard Bank (Mauritius) Limited 9th Floor, Tower A 1 CyberCity, Ébène, Mauritius
Broker
Tamesis Partners LLP, 125 Old Broad Street, London, EC2N 1AR
Stifel Nicolaus Europe Limited, 150 Cheapside, London, EC2V 6FT
PR
FTI Consulting
Standard financial calendar
Accounting period end 31 December
Annual Report published March
Annual General Meeting May
Interim accounting period end August
Stock Exchange listing
The Company’s shares are admitted to the premium segment of the Official List and are
traded on the Main Market of the London Stock Exchange. The Common Shares (as defined
below) themselves are not admitted to CREST, but dematerialised depositary interests
representing the underlying Common Shares issued by Computershare Investor Services PLC
can be held and transferred through the CREST system. The rights attached to the Common
Shares are governed by the Companies Act 1981 (Bermuda) (as amended) (the Act) and the
Company’s Bye-Laws as adopted on 3 December 2003 and as amended and restated by
resolutions of the Shareholders dated 28 May 2010, 29 April 2015 and 27 April 2016
(the Bye-Laws).
Dividend
The Company has resolved to declare a final dividend for 2024 of 1.3 cents per share.
Substantial shareholdings
The interests in the table below reflect TR-1 notifications received by the Company as at
31 December 2024, indicating shareholdings of more than 3% of the issued share capital
of the Company.
Percentage of voting
rights held
Shareholder
(%)
Jamie Boyton 10.86
Aberforth Partners 10.54
Fidelity International 9.84
Aegis Financial Corporation 6.35
Brian Rudd 6.27
Allianz Global Investors 5.22
Premier Miton Investors 4.85
James Edward Armitage 4.80
River Global Investors 4.10
Ruffer 3.72

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Shares in issue
There was a total of 196,257,124 Common Shares in issue at 31 December 2024.
Company Bye-Laws
The Company is incorporated in Bermuda and the UK City Code on Takeovers and Mergers
(the City Code) therefore does not apply to the Company. However, the Company’s Bye-Laws
incorporate material City Code protections appropriate for a company to which the City Code
does not apply.
The Bye-Laws of the Company may only be amended by a resolution of the Board and by a
resolution of the shareholders. The Bye-Laws of the Company can be accessed here: www
.
capdrill. com/corporategovernance.
Share capital
The Company has one class of shares of $0.0001 each (the Common Shares). Details of the
Company’s authorised and issued Common Share capital together with any changes to the
share capital during the Year are set out in note 22 to the Financial Statements.
Power to issue shares
At the AGM held on 5 June 2024 (the 2024 AGM), authority was given to the Directors to allot:
i) Equity Securities up to a m
aximum aggregate nominal amount of $6,541.90 (being
65,419,041) Common Shares which represented one third of the Company’s Common
Share capital)
ii) Equity s
ecurities for cash on a non-pre-emptive basis up to a maximum aggregate nominal
amount of $981.28, representing approximately 5% of the issued share capital.
Share rights
In accordance with the Company’s Bye-Laws, shareholders have the right to receive notice
of and attend any general meeting of the Company. Each shareholder who is present in
person (or, being a corporation, by representative) or by proxy at a general meeting on a
show of hands has one vote and, on a poll, every such holder present in person (or, being a
corporation, by representative) or by proxy shall have one vote in respect of every Common
Share held by them.
There are no shareholders who carry any special rights with regard to the control of
the Company.
Restriction on transfer of shares
There are no restrictions on the transfer of Common Shares other than:
T
he Board may at its absolute discretion refuse to register any transfer of Common Shares
over which the Company has a lien or which are not fully paid up provided it does not
prevent dealings in the Common Shares on an open and proper basis.
During the Year, the Board did not place a lien on any shares nor did it refuse to transfer any
Common Shares. The Board shall refuse to register a transfer if:
It is not s
atisfied that all the applicable consents, authorisations and permissions of any
governmental body or agency in Bermuda have been obtained.
Certain r
estrictions on transfer from time to time are imposed by laws and regulations.
So r
equired by the Company’s share dealing code pursuant to which the Directors and
employees of the Company require approval to deal in the Company’s Common Shares.
Where a per
son who holds default shares (as defined in the Bye-Laws) which represent at
least 0.25% of the issued shares of the Company has been served with a disclosure notice
and has failed to provide the Company with the requested information in connection with
the shares.
Repurchase of shares
The Company may purchase its own shares for cancellation or to acquire them as Treasury
Shares (as defined in the Bye-Laws) in accordance with the Companies Act 1981 (Bermuda)
on such terms as the Board shall think fit. The Board may exercise all the powers of the
Company to purchase or acquire all or any part of its own shares in accordance with the
Companies Act 1981 (Bermuda), provided, however, that such purchase may not be made
if the Board determines in its sole discretion that it may result in a non de minimis adverse
tax, legal or regulatory consequence to the Company, any of its subsidiaries or any direct or
indirect holder of shares or its affiliates.
Investor relations
The Annual Report and Accounts is available on Capital’s website. Investor relations
enquiries should be addressed to the investor relations team in the London office at
investor@capdrill
.com.
Shareholder enquiries
Any enquiries concerning your shareholding should be addressed to the Company’s registrar.
The registrar should be notified promptly of any change in a shareholder’s address or
other details.
Shareholder Information continued

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