Anchor Resources Limited PDF

This is a Preliminary Offer Document.
The information in this Preliminary Offer Document is not complete and is subject to further amendments and completion in the final Offer Document to be issued by our Company and registered by the SGX-ST, acting as agent
on behalf of the Authority. Under no circumstances shall this Preliminary Offer Document constitute an offer to sell or any solicitation of an offer to buy, nor shall there be any sale of securities in any jurisdiction on the basis of this Preliminary Offer Document. The
Preliminary Offer Document has been lodged by the Sponsor with the SGX-ST, acting as agent on behalf of the Authority, who takes no responsibility for its contents. Certain information (including dates and times) and statements in this Preliminary Offer Document
refer to events which have not occurred or been completed, and may or may not have been completed by the time the Preliminary Offer Document is lodged with the SGX-ST, acting as agent on behalf of the Authority, which may or may not occur. We may not sell
the Placement Shares until the Offer Document is delivered in its final form. A person to whom a copy of this Preliminary Offer Document is issued must not circulate this copy to any other person. By accepting this Preliminary Offer Document, you agree to be bound
by the restrictions set out herein.
THIS PRELIMINARY OFFER DOCUMENT IS DATED 28 DECEMBER 2015 AND A COPY HAS BEEN LODGED BY THE SPONSOR (AS DEFINED HEREIN)
WITH THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED (THE SGX-ST), ACTING AS AGENT ON BEHALF OF THE MONETARY
AUTHORITY OF SINGAPORE (THE AUTHORITY), ON 28 DECEMBER 2015. THE LODGEMENT OF THIS PRELIMINARY OFFER DOCUMENT WITH THE
SGX-ST DOES NOT IMPLY THAT THE SECURITIES AND FUTURES ACT (CHAPTER 289) OF SINGAPORE, OR ANY OTHER LEGAL OR REGULATORY
REQUIREMENTS, OR REQUIREMENTS UNDER THE SGX-STS LISTING RULES, HAVE BEEN COMPLIED WITH.
THIS IS A PRELIMINARY OFFER DOCUMENT AND IS SUBJECT TO FURTHER AMENDMENTS AND COMPLETION IN THE FINAL OFFER DOCUMENT TO
BE REGISTERED BY THE SGX-ST, ACTING AS AGENT ON BEHALF OF THE AUTHORITY. A PERSON TO WHOM A COPY OF THIS PRELIMINARY OFFER
DOCUMENT HAS BEEN ISSUED SHALL NOT CIRCULATE IT TO ANY OTHER PERSON.
NO OFFER OR AGREEMENT SHALL BE MADE ON THE BASIS OF THIS PRELIMINARY OFFER DOCUMENT TO PURCHASE OR SUBSCRIBE FOR ANY
SECURITIES TO WHICH THIS PRELIMINARY OFFER DOCUMENT RELATES.
IMPORTANT NOTE
Neither this Preliminary Offer Document nor any copy of it may be taken or transmitted to any country where distribution or dissemination of this Preliminary Offer
Document is prohibited.
This Preliminary Offer Document is being furnished to you on a confidential basis and solely for your information and may not be reproduced, disclosed, circulated
or otherwise distributed to any other person. By accepting this Preliminary Offer Document, you agree to be bound by the limitations and restrictions described
herein.
This Preliminary Offer Document does not constitute an offer or invitation to subscribe for or purchase any securities and neither this Preliminary Offer Document
nor anything contained herein shall form the basis of any contract or commitment whatsoever. No person shall be bound to enter into any contract or binding
legal commitment and no monies or other form of consideration is to be accepted on the basis of this Preliminary Offer Document.
Any decision to subscribe for or purchase securities must be made solely on the basis of information contained in the final Offer Document or other offering
document which may be issued by Anchor Resources Limited, which information may be different from the information contained in this Preliminary Offer Document.
The final Offer Document may be registered by the SGX-ST at least 14 days from the date of lodgement of this Preliminary Offer Document provided that the final
Offer Document is registered by the SGX-ST and upon the provision of certain information by us to the SGX-ST unless the SGX-ST extends the period (the
Exposure Period) in accordance with the Catalist Rules (as defined herein).
The purpose of the Exposure Period is to enable the examination of this Preliminary Offer Document by investors and market participants prior to raising of funds.
That examination may result in identification of deficiencies in this Preliminary Offer Document and in these circumstances, this Preliminary Offer Document may
be amended. Any reference in this document to the term Offer Document shall, unless the context requires otherwise, refer to this Preliminary Offer Document.
As at the date of this Preliminary Offer Document, the Company has yet to: (i) enter into the Management Agreement and the Placement Agreement (both as defined
herein); (ii) allot and issue the Adjustment Shares, the Alvito Shares and the Employee Shares (each as defined herein); and (iii) sub-divide the Shares (as defined
herein).
The (i) entry into the Management Agreement and the Placement Agreement; (ii) allotment and issuance of the Adjustment Shares; and (iii) sub-division of the
Shares, will occur prior to the registration of the final Offer Document, whereas the Alvito Shares and the Employee Shares will be allotted and issued together with
the Placement Shares (as defined herein). Certain information contained in this Preliminary Offer Document assumes that the entry into the Management
Agreement and the Placement Agreement and the allotment and issuance of the Adjustment Shares, the Alvito Shares and the Employee Shares have been
completed.
OFFER DOCUMENT DATED []
(Registered by the Singapore Exchange Securities Trading Limited, acting as agent on behalf of the Monetary Authority of Singapore on [])
This document is important. If you are in any doubt as to the action you should take, you should consult your legal, financial, tax or other professional
adviser(s).
UOB Kay Hian Private Limited (the Sponsor, Issue Manager and Placement Agent) has on behalf of Anchor Resources Limited (the Company) made an
application to the Singapore Exchange Securities Trading Limited (the SGX-ST) for permission to deal in, and for quotation of, all the ordinary shares (the
Shares) in the capital of the Company already issued, the new Shares which are the subject of the Placement (as defined herein) (the Placement Shares), the
new Shares which may be issued upon the exercise of the awards to be granted under the Anchor Resources Performance Share Plan (the Award Shares), the
Alvito Shares (as defined herein) and the Employee Shares (as defined herein), on Catalist (as defined herein).
Acceptance of applications will be conditional upon the issue of the Placement Shares and upon, inter alia, the listing of all the Shares. Monies paid in respect of
any application accepted will be returned if the admission and listing do not proceed. The dealing in and quotation of the Shares will be in Singapore dollars.
Companies listed on Catalist may carry higher investment risk when compared with larger or more established companies listed on the Mainboard of the SGX-ST.
In particular, companies may list on Catalist without a track record of profitability and there is no assurance that there will be a liquid market in the shares or units
of shares traded on Catalist. You should be aware of the risks of investing in such companies and should make the decision to invest only after careful consideration
and, if appropriate, consultation with your professional adviser(s).
This offer of Placement Shares is made in or accompanied by an offer document that has been registered by the SGX-ST, acting as agent on behalf of
the Monetary Authority of Singapore (the Authority).
Neither the Authority nor the SGX-ST has examined or approved the contents of this Offer Document. Neither the Authority nor the SGX-ST assumes any
responsibility for the contents of this Offer Document, including the correctness of any of the statements or opinions made or reports contained in this Offer
Document. The SGX-ST does not normally review the application for admission but relies on the Sponsor confirming that our Company is suitable to be listed and
complies with the Catalist Rules (as defined herein). Neither the Authority nor the SGX-ST has in any way considered the merits of the Shares, the Placement
Shares, the Award Shares, the Alvito Shares or the Employee Shares, as the case may be, being offered for investment. The registration of this Offer Document
by the SGX-ST does not imply that the Securities and Futures Act (Chapter 289) of Singapore, or any other legal or regulatory requirements, or requirements under
the SGX-STs listing rules, have been complied with.
We have not lodged this Offer Document in any other jurisdiction.
Investing in our Shares involves risks which are described in the section entitled Risk Factors of this Offer Document. In particular, you should note
the following risks further described in this Offer Document, capitalised terms as defined herein: (1) We rely on PMINT as the landowner of the Lubuk
Mandi Mine and the Bukit Panji Property and holder of the Mining Leases; (2) We may not achieve our production estimates or optimise our processing
facilities; (3) We may encounter risks in the redevelopment of our open pit mine; (4) The future redevelopment of open pits at the Lubuk Mandi Mine
may be restricted by the boundaries of the Mining Leases; (5) We may not discover new gold Mineral Resource; (6) There is currently no Ore Reserve
at the Lubuk Mandi Mine and we may not achieve the expected production output of gold; and (7) We may not obtain or renew governmental permits
necessary for our business activities.
After the expiration of six (6) months from the date of registration of this Offer Document, no person shall make an offer of our Shares, or allot, issue
or sell any of our Shares, on the basis of this Offer Document; and no officer or equivalent person or promoter of our Company will authorise or permit
the offer of any of our Shares or the allotment, issue or sale of any of our Shares, on the basis of this Offer Document.
ANCHOR RESOURCES LIMITED

(Company Registration Number 201531549N)
(Incorporated in the Republic of Singapore on 12 August 2015)
Placement in respect of [] Placement Shares at S$[] for each Placement Share,

payable in full on application.
Sponsor, Issue Manager and Placement Agent
UOB KAY HIAN PRIVATE LIMITED

(Company Registration Number 197000447W)
(Incorporated in the Republic of Singapore)
TABLE OF CONTENTS
CORPORATE INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GLOSSARY OF TECHNICAL TERMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
16
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS . . . . . . . . . . .
20
SELLING RESTRICTIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
22
DETAILS OF THE PLACEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
23
INDICATIVE TIMETABLE FOR LISTING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
28
PLAN OF DISTRIBUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
29
OFFER DOCUMENT SUMMARY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
32
THE PLACEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
34
PLACEMENT STATISTICS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
35
EXCHANGE RATE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
37
RISK FACTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
39
RISKS RELATING TO OUR BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
39
RISKS RELATING TO OUR OPERATIONS IN MALAYSIA . . . . . . . . . . . . . . . . . . . . . . . .
50
RISKS RELATING TO OWNERSHIP OF OUR SHARES . . . . . . . . . . . . . . . . . . . . . . . . .
54
USE OF PROCEEDS AND EXPENSES OF THE PLACEMENT . . . . . . . . . . . . . . . . . . . .
58
DIVIDEND POLICY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
60
SHARE CAPITAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
61
SHAREHOLDERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
66
OWNERSHIP STRUCTURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
66
SIGNIFICANT CHANGES IN PERCENTAGE OF OWNERSHIP . . . . . . . . . . . . . . . . . . . .
68
MORATORIUM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
68
DILUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
71
RESTRUCTURING EXERCISE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
72
GROUP STRUCTURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
76
SELECTED FINANCIAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
77
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND

RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
81
CAPITALISATION AND INDEBTEDNESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
106
GENERAL INFORMATION ON OUR GROUP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
110
HISTORY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
110
BUSINESS OVERVIEW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
112
LUBUK MANDI MINE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
112
BUKIT PANJI PROPERTY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
120
TABLE OF CONTENTS
EXPLORATION PROCESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
121
PRODUCTION PROCESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
122
INDEPENDENT VALUATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
127
MAJOR CUSTOMERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
127
MAJOR SUPPLIERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
128
CREDIT MANAGEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
129
INVENTORY MANAGEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
129
ORDER BOOK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
129
PERMITS, LICENCES AND APPROVALS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
130
PROPERTIES AND FIXED ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
131
INTELLECTUAL PROPERTY RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
132
INSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
132
SEASONALITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
133
SALES AND MARKETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
133
RESEARCH AND DEVELOPMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
133
SAFETY POLICY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
133
QUALITY ASSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
134
CORPORATE SOCIAL RESPONSIBILITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
134
GOVERNMENT REGULATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
134
LEGAL OPINION FROM ZAID IBRAHIM & CO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
135
COMPETITION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
135
COMPETITIVE STRENGTHS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
135
PROSPECTS AND TREND INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
137
INDUSTRY OVERVIEW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
139
BUSINESS STRATEGIES AND FUTURE PLANS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
143
INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
146
PAST INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
146
PRESENT AND ON-GOING INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . .
151
GUIDELINES AND REVIEW PROCEDURES FOR ON-GOING AND FUTURE

INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
152
POTENTIAL CONFLICTS OF INTEREST . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
154
INTERESTS OF EXPERTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
156
DIRECTORS, EXECUTIVE OFFICERS AND EMPLOYEES . . . . . . . . . . . . . . . . . . . . . . .
157
MANAGEMENT REPORTING STRUCTURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
157
DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
158
EXPERIENCE AND TRAINING OF OUR DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . . . .
162
DIRECTORS OF OUR SUBSIDIARIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
164
INDEPENDENCE OF OUR INDEPENDENT DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . .
164
EXECUTIVE OFFICERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
165
REMUNERATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
168
EMPLOYEES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
169
SERVICE AGREEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
169
ANCHOR RESOURCES PERFORMANCE SHARE PLAN . . . . . . . . . . . . . . . . . . . . . . . .
171
TABLE OF CONTENTS
CORPORATE GOVERNANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
177
EXCHANGE CONTROLS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
181
DESCRIPTION OF OUR SHARES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
183
TAXATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
190
CLEARANCE AND SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
195
GENERAL AND STATUTORY INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
196
INFORMATION ON DIRECTORS AND EXECUTIVE OFFICERS . . . . . . . . . . . . . . . . . . .
196
SHARE CAPITAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
198
MEMORANDUM AND ARTICLES OF ASSOCIATION . . . . . . . . . . . . . . . . . . . . . . . . . . . .
200
MATERIAL CONTRACTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
200
LITIGATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
205
MISCELLANEOUS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
205
CONSENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
207
RESPONSIBILITY STATEMENT BY OUR DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . . . .
208
DOCUMENTS AVAILABLE FOR INSPECTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
208
APPENDIX A INDEPENDENT AUDITORS REPORT AND AUDITED

FINANCIAL STATEMENTS OF ANCHOR RESOURCES LIMITED
SUBSIDIARIES FOR THE FINANCIAL YEARS ENDED 31 DECEMBER
AND 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
COMBINED
AND ITS
2012, 2013
..........
A-1
APPENDIX B INDEPENDENT AUDITORS REPORT AND AUDITED INTERIM

CONDENSED COMBINED FINANCIAL STATEMENTS OF ANCHOR RESOURCES
LIMITED AND ITS SUBSIDIARIES FOR THE FINANCIAL PERIOD FROM 1 JANUARY
2015 TO 30 JUNE 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
B-1
APPENDIX C INDEPENDENT AUDITORS ASSURANCE REPORT AND UNAUDITED

PRO FORMA COMBINED FINANCIAL INFORMATION OF ANCHOR RESOURCES
LIMITED AND ITS SUBSIDIARIES FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2014 AND FOR THE FINANCIAL PERIOD FROM 1 JANUARY 2015 TO
30 JUNE 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
C-1
APPENDIX D SUMMARY OF SELECTED ARTICLES OF ASSOCIATION OF

OUR COMPANY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
D-1
APPENDIX E AMC INDEPENDENT QUALIFIED PERSONS REPORT . . . . . . . . . . . .
E-1
APPENDIX F AMC INDEPENDENT VALUATION REPORT . . . . . . . . . . . . . . . . . . . . .
F-1
APPENDIX G ABRIDGED LEGAL OPINION FROM ZAID IBRAHIM & CO . . . . . . . . .
G-1
APPENDIX H SUMMARY OF RELEVANT MALAYSIAN LAWS AND

REGULATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
H-1
APPENDIX I RULES OF THE ANCHOR RESOURCES PERFORMANCE SHARE

PLAN . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
I-1
APPENDIX J TERMS, CONDITIONS AND PROCEDURES FOR APPLICATION AND

ACCEPTANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
J-1
CORPORATE INFORMATION
BOARD OF DIRECTORS
Dr Wilson Tay (Lead Independent Director and

Non-Executive Chairman)
Lim Chiau Woei (Managing Director)
Chan Koon Mong (Executive Director)
William Law (Non-Executive Director)
Dato Amos Siew (Independent Director)
Chng Li-Ling (Independent Director)
COMPANY SECRETARIES
Cheam Heng Haw, LLB

Abdul Jabbar Bin Karam Din, LLB
REGISTERED OFFICE
9 Battery Road
#15-01 Straits Trading Building
Singapore 049910
PRINCIPAL PLACE OF BUSINESS
C-3A-9-10, 11 & 12, Block C

Pusat Komersial Southgate
No. 2, Jalan Dua
Off Jalan Chan Sow Lin
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
SPONSOR, ISSUE MANAGER AND

PLACEMENT AGENT
UOB Kay Hian Private Limited

8 Anthony Road
#01-01
Singapore 229957
SOLICITORS TO THE PLACEMENT

AND LEGAL ADVISER TO OUR
COMPANY AS TO
SINGAPORE LAW
Rajah & Tann Singapore LLP

9 Battery Road
#25-01 Straits Trading Building
Singapore 049910
LEGAL ADVISER TO OUR

COMPANY AS TO
MALAYSIAN LAW
Zaid Ibrahim & Co.

Level 19 Menara Milenium
Jalan Damanlela
Pusat Bandar Damansara
50490 Kuala Lumpur
Malaysia
SOLICITORS TO THE SPONSOR,

ISSUE MANAGER AND
PLACEMENT AGENT
Wong Tan & Molly Lim LLC

80 Robinson Road
#17-02
Singapore 068898
CORPORATE INFORMATION
INDEPENDENT AUDITORS AND
REPORTING ACCOUNTANTS
BDO LLP
21 Merchant Road
#05-01
Singapore 058267
Partner-in-charge: Leong Hon Mun Peter (a member
of the Institute of Singapore Chartered Accountants)
INDEPENDENT QUALIFIED
PERSON AND INDEPENDENT
VALUER
AMC Consultants Pty Ltd

Level 21, 179 Turbot Street
Brisbane, Queensland 4000
Australia
INDEPENDENT EXPERT
TECHNICAL ADVISER TO THE
SPONSOR, ISSUE MANAGER AND
PLACEMENT AGENT
Behre Dolbear Australia Pty Ltd

Level 9, 80 Mount Street
North Sydney, NSW 2060
Australia
SHARE REGISTRAR
B.A.C.S. Private Limited

8 Robinson Road
#03-00 ASO Building
Singapore 048544
PRINCIPAL BANKER
United Overseas Bank Limited

80 Raffles Place
UOB Plaza
Singapore 048624
RECEIVING BANKER
The Bank of East Asia, Limited

Singapore Branch
60 Robinson Road
BEA Building
Singapore 068892
DEFINITIONS
In this Offer Document and the accompanying Application Forms, the following definitions apply
where the context so admits:
Group Companies
Company or Anchor
Resources
Anchor Resources Limited
AASB
Angka Alamjaya Sdn. Bhd.
AMSB
Angka Mining Sdn. Bhd.
Group
Our Company and our subsidiaries as at the date of this Offer

Document
Other Corporations and Agencies

ACRA
Accounting and Corporate Regulatory Authority of Singapore
Alvito
Alvito Capital Holdings Inc
AMC
ASX
Australian Securities Exchange Ltd
Authority or MAS
The Monetary Authority of Singapore
BNM
Bank Negara Malaysia
CDP
The Central Depository (Pte) Limited
CPF
The Central Provident Fund
GBM
GBM Resources Limited, an ASX-listed company
GGT
Gabungan Granite (Terengganu) Sdn. Bhd.
Independent Auditors and

Reporting Accountants
BDO LLP
JHW
JHW Minerals & Resources Pte. Ltd.
PMINT
Perbadanan Memajukan Iktisad Negeri Terengganu, the State

Economic Development Corporation of Terengganu,
Malaysia, as established pursuant to the Terengganu State
Economic Development Corporation Enactment 1965
SGX-ST
Singapore Exchange Securities Trading Limited
Share Registrar
B.A.C.S. Private Limited
DEFINITIONS
Sinomine
Sinomine Resource Exploration Co., Ltd.
Sponsor, Issue
Manager, Placement
Agent or UOB Kay Hian
State Mineral Resources

Committee
Committee as established pursuant

(Terengganu) Enactment 2002
Terengganu
State of Terengganu Darul Iman
Terengganu State
Authority
The Ruler or the State Executive Council, as defined in the

Mineral (Terengganu) Enactment 2002
Tomei
Tomei Consolidated Berhad
Bukit Panji Property
The area covering approximately 53.53 hectares in Lot No.

1783 at Bukit Panji, Mukim Rusila, Daerah Marang,
Terengganu, Malaysia
Lubuk Mandi Mine
The area covering approximately 221.53 hectares in

Terengganu, Malaysia, consisting the area covered by Mining
Lease 1/2007 (in respect of Lot No. 8308 at Bukit Kolah,
Mukim Rusila, Daerah Marang, Terengganu) and Mining
Lease 2/2007 (in respect of Lot No. 7556 at Lubuk Mandi,
Mukim Rusila, Daerah Marang, Terengganu)
Main Pit
The main and larger southern mining pit at the Lubuk Mandi
Mine situated within Mining Lease 2/2007
Malaysia
The Federation of Malaysia (Persekutuan Malaysia)
North Pit
The smaller mining pit at the Lubuk Mandi Mine situated north
of the Main Pit, within Mining Lease 2/2007
Tailings Dams
The existing tailings dams at the Lubuk Mandi Mine,

generated from previous mining and processing, and situated
within Mining Lease 1/2007
Adjustment Shares
The new Shares issued pursuant to the adjustment

mechanism under the terms of the Anti-Dilution Undertaking
and/or the RCL
Alvito Shares
The new Shares in the capital of the Company to be issued to

Alvito as partial payment of the commission fee payable to
Alvito pursuant to the Alvito Agreement
to
the
Mineral
Locations
General
DEFINITIONS
AJVA
The acquisition and joint venture agreement dated 15 July

2013 entered into between AASB, GBM and JHW
Alvito Agreement
The corporate consultancy services agreement dated 15

August 2013 entered into between AASB and Alvito and
supplemental agreement to the corporate consultancy
services agreement dated 27 October 2015 entered into
between AASB, our Company and Alvito
AMC IQPR
The independent qualified persons report dated 2 December

2015 prepared by AMC in accordance with the Catalist Rules
as set out in Appendix E entitled Independent Qualified
Persons Report on the Lubuk Mandi Gold Project, Malaysia
to this Offer Document
AMC IVR
The independent valuation report dated 2 December 2015

prepared by AMC in accordance with the Catalist Rules as set
out in Appendix F entitled Independent Valuation Report on
the Lubuk Mandi Gold Project, Malaysia to this Offer
Document
Anti-Dilution Investors
Koh Ah Luan, Lim Chye Huat @ Bobby Lim Chye Huat,

Rohani Saudjana, Tan Beng Kiat, Tan Meng Seng, Tan Seng
@ Tan Hun Seng, Teh Kiu Cheong @ Teong Cheng @ Cheng
Chiu Chang, Vincent Gan and Wong Lee Chin, each of whom
had subscribed for ordinary shares in the capital of AASB
during our Groups pre-Placement fundraising exercise
Anti-Dilution Undertaking
The undertaking provided by AASB on 8 November 2014 in

favour of the Anti-Dilution Investors and a confirmation letter
entered into by the same parties on 27 October 2015, that the
Anti-Dilution Investors collective equity investment of S$3.0
million in the share capital of AASB shall form 10.0% of the
pre-Placement share capital of the Company
Application Forms
The printed application forms to be used for the purpose of the

Placement and which form part of this Offer Document
Application List
The list of applications for subscription of the Placement

Shares
Articles or Articles of
Association
The articles of association of our Company, as amended or

modified from time to time
associate
(a)
in relation to any Director, chief executive officer,

Substantial Shareholder or Controlling Shareholder
(being an individual) means:
(i)
his immediate family;
DEFINITIONS
(ii)
the trustees of any trust of which he or his

immediate family is a beneficiary or, in the case of
a discretionary trust, is a discretionary object; and
(iii) any company in which he or his immediate family

(whether directly or indirectly) have an interest of
30.0% or more; and
(b)
in relation to a Substantial Shareholder or Controlling

Shareholder (being a company) means any other
company which is its subsidiary or holding company or is
a subsidiary of such holding company or one in the
equity of which it and/or such other company or
companies taken together (directly or indirectly) have an
interest of 30.0% or more
Audit Committee
The audit committee of our Company as at the date of this

Offer Document, unless otherwise stated
Audited Combined
Financial Statements
The Independent Auditors Report and Audited Combined

Financial Statements of Anchor Resources Limited and its
Subsidiaries for the Financial Years Ended 31 December
2012, 2013 and 2014 as set out in Appendix A to this Offer
Document
Audited Interim
Condensed Financial
Statements
The Independent Auditors Report and Audited Interim

Condensed Financial Statements of Anchor Resources
Limited and its Subsidiaries for the Financial Period from 1
January 2015 to 30 June 2015 as set out in Appendix B to this
Offer Document
Award Shares
The new Shares which may be issued from time to time

pursuant to the vesting of the Awards under the Performance
Share Plan
Awards
The contingent awards of Shares granted or which may be

granted pursuant to the Performance Share Plan
Board or Board of
Directors
The board of Directors of our Company as at the date of this

Bukit Panji Concession

Agreement
The concession contract work agreement in respect of the

Bukit Panji Property dated 15 September 2014 entered into
between PMINT and AMSB
Business
Business operations, results of operations, financial

condition, cash flow, profitability and performance, prospects
or results
Catalist
The sponsor-supervised listing platform of the SGX-ST
DEFINITIONS
Catalist Rules
Section B of the Listing Manual of the SGX-ST, as amended,

modified or supplemented from time to time
CFO
Chief Financial Officer
Co-operation Agreement
Mining co-operation agreement dated 14 August 2015 entered

into between AASB and Sinomine
commission fee
The commissioned fee payable to Alvito in consideration for

its corporate consultancy services pursuant to the Alvito
Agreement comprising a monetary fee of approximately
RM4.73 million and the Alvito Shares to be issued at the same
time as the issuance of the Placement Shares
Companies Act
The Companies Act, (Chapter 50) of Singapore, as amended,

modified or supplemented from time to time
Consultancy Agreement
The consultancy agreement dated 14 January 2013 entered

into between AASB and Mr Lim Chiau Woei, Mr William Law
and Mr Henry Sim
Controlling Shareholder
A person who:
(a)
holds directly or indirectly 15.0% or more of the

aggregate of the nominal amount of all the voting shares
in our Company (unless otherwise determined by the
SGX-ST); or
(b)
in fact exercises control over our Company
Directors
The directors of our Company as at the date of this Offer

Document, unless otherwise stated
ECM Notices
Exchange control notices issued by BNM
Employee Shares
The new Shares to be issued to 14 of our Groups employees
entity
Includes a corporation, an unincorporated association, a

partnership and the government of any state, but does not
include a trust
EPS
Earnings per Share
Executive Directors
The executive Directors of our Company as at the date of this

Executive Officers
The executive officers of our Group as at the date of this Offer

Document, unless otherwise stated
Founder Shareholders
The founder shareholders of AASB, being Mr Lim Chiau Woei,

Mr William Law and Mr Henry Sim
10
DEFINITIONS
FSA
Financial Services Act 2013 of Malaysia
FY or Financial Year
Financial year ended or, as the case may be, ending

31 December
IFSA
Islamic Financial Services Act 2013 of Malaysia
Independent Directors
The independent Directors of our Company as at the date of

this Offer Document, unless otherwise stated
Latest Practicable Date
18 December 2015, being the latest practicable date prior to

the lodgement of this Offer Document with the SGX-ST, acting
as agent on behalf of the Authority
LBMA
London Bullion Market Association
LBMA Gold Price PM
Afternoon London gold price per oz of gold for delivery in

London through a member of the LBMA authorised to effect
such delivery, stated in United States Dollars, as calculated
and administered by independent service provider(s),
pursuant to agreement(s) with the LBMA, and published by
LBMA
Listing
The proposed listing and quotation of all our Shares on

Catalist
LPA
Licences, permits and approvals
LPS
Loss per Share
Lubuk Mandi Concession

Agreement
The concession contract work agreement in respect of the

Lubuk Mandi Mine dated 15 February 2013 entered into
between PMINT and AASB
Management Agreement
The full sponsorship and management agreement dated []

entered into between our Company and UOB Kay Hian
pursuant to which UOB Kay Hian agreed to sponsor and
manage the Listing, details as described in the section entitled
Plan of Distribution Management and Placement
Arrangements of this Offer Document
Market Day
A day on which the SGX-ST is open for trading in securities
Memorandum or
Memorandum of
Association
Memorandum of association of our Company
11
DEFINITIONS
Mining Lease(s)
The mining lease(s) in respect of our Lubuk Mandi Mine

issued by the Federal Territories Director of Lands and Mines
Office (Pejabat Pengarah Tanah Dan Galian Wilayah
Persekutuan) to PMINT as landowner pursuant to the Mineral
(Terengganu) Enactment 2002
NAV
Net asset value
NLV
Net liability value
Nominating Committee
The nominating committee of our Company as at the date of

Non-Executive Directors
The non-executive Directors of our Company (including

Independent Directors) as at the date of this Offer Document,
unless otherwise stated
NTA
Net tangible assets
Offer Document
This offer document dated [] issued by our Company in

respect of the Placement
PER
Price earnings ratio
Performance Share Plan

or PSP
The Anchor Resources Performance Share Plan, adopted by

our Company on 28 September 2015, the rules of which are
set out in Appendix I entitled Rules of the Anchor Resources
Performance Share Plan to this Offer Document
Period Under Review
The period which comprises FY2012, FY2013, FY2014 and

1H2015
Placement
The placement of the Placement Shares by the Placement

Agent on behalf of our Company for subscription at the
Placement Price, subject to and on the terms and conditions
of this Offer Document
Placement Agreement
The placement agreement dated [] entered into between our

Company and UOB Kay Hian pursuant to which UOB Kay
Hian agreed to subscribe or procure subscribers for the
Placement Shares, details as described in the section entitled
Plan of Distribution Management and Placement
Arrangements of this Offer Document
Placement Price
S$[] for each Placement Share
Placement Shares
The [] Shares which are the subject of the Placement
Pre-Placement Investors
Shareholders who invested in our Group prior to the

Placement by way of equity in the Company and/or AASB
and/or by way of the RCL
12
DEFINITIONS
Pro Forma NAV
NAV based on the Unaudited Pro Forma Combined Financial

Information as at 31 December 2014
RCL
Redeemable convertible loan obtained by AASB or our

Company
RCL Lenders
The lenders in respect of the RCL
Relevant Period
The period which comprises FY2012, FY2013, FY2014, and

from 1 January 2015 up to the Latest Practicable Date
Remuneration Committee
The remuneration committee of our Company as at the date of

Restructuring Exercise
The corporate restructuring exercise undertaken in

connection with the Placement, as described in the section
entitled Restructuring Exercise of this Offer Document
Securities Account
The securities account maintained by a Depositor with CDP,

but does not include a securities sub-account
Securities and Futures

Act or SFA
The Securities and Futures Act (Chapter 289) of Singapore,

as amended or modified from time to time
Service Agreements
The service agreements dated 26 October 2015 entered into

between our Company and each of Mr Lim Chiau Woei as
Managing Director and Mr Chan Koon Mong as Executive
Director, as set out in the section entitled Directors,
Executive Officers and Employees Service Agreements of
this Offer Document
SFR
Securities and Futures (Offers of Investments) (Share and

Debentures) Regulations 2005 of Singapore, as amended or
modified from time to time
Share(s)
Ordinary share(s) in the capital of our Company
Share Swap Agreement
The sale and purchase agreement dated 15 September 2015

entered into between our Company and the then shareholders
of AASB to acquire the entire issued and paid-up share capital
of AASB
Shareholder(s)
Person(s) who are registered as holder(s) of Shares in the

register of members of our Company, or where CDP is the
registered holder, the term Shareholders shall, in relation to
such Shares, mean Depositors whose Securities Accounts are
credited with Shares
Singapore Take-over
Code
The Singapore Code on Take-over and Mergers, as amended

or modified from time to time
13
DEFINITIONS
Substantial Shareholders
Persons who have an interest in the Shares of not less than

5.0% of the aggregate of all the voting shares of our Company
Unaudited Pro Forma

Combined Financial
Information
The Independent Auditors Assurance Report and Unaudited

Pro Forma Combined Financial Information of Anchor
Resources Limited and its Subsidiaries for the Financial Years
Ended 31 December 2014 and for the Financial Period from 1
January 2015 to 30 June 2015 as set out in Appendix C to this
Offer Document
1H
The six-month financial period ended or, as the case may be,
ending 30 June
Currencies, Units and Others

% or per cent.
Per centum
A$ or Australian Dollar
The lawful currency of Australia
RM or Ringgit Malaysia
or sen
The lawful currency of Malaysia
S$ or Singapore Dollar
The lawful currency of Singapore
US$ or United States

Dollar
The lawful currency of the United States of America
Grams
g/t
Grams per tonne
kg
Kilograms
oz
Troy ounces; 1 troy ounce is equivalent to approximately

31.1 g
Tonnes
tpa
Tonnes per annum
Names used in this

Offer Document
Names in Passport
Dato Amos Siew
Siew Boon Yeong
Dr Wilson Tay
Tay Chuan Hui
Henry Sim
Sim Beng Huat, Henry
William Law
Law Phooi Wong
14
DEFINITIONS
All capitalised items relating to the Performance Share Plan which are not defined in this section
of this Offer Document shall have the meanings ascribed to them as stated in Appendix I of this
Offer Document.
The expressions associated company, associated entity, related corporation, related entity,
Entity At Risk, Interested Person, Interested Person Transaction, subsidiary, subsidiary
entity, substantial interest-holder and Substantial Shareholder shall have the meanings
ascribed to them respectively in the SFA, the SFR, the Companies Act and/or the Catalist Rules,
as the case may be.
The expressions Depositor, Depository Agent and Depository Register shall have the
meanings ascribed to them respectively in Section 130A of the Companies Act.
Any word defined under the Companies Act, the SFA, the SFR, the Catalist Rules or any statutory
modification thereof and used in this Offer Document and the Application Forms shall, where
applicable, have the meaning ascribed to it under the Companies Act, the SFA, the SFR, the
Catalist Rules or any statutory modification thereto, as the case may be.
Words importing the singular shall, where applicable, include the plural and vice versa and words
importing the masculine gender shall, where applicable, include the feminine and neuter genders
and vice versa. References to persons shall include corporations.
The exchange rates used in this Offer Document are for reference only. No representation is made
that any Ringgit Malaysia amounts were, could have been, will be or could be converted into
Singapore dollar amounts at any of the exchange rates used in this Offer Document, at any other
rate or at all.
Any reference in this Offer Document and the Application Forms to any statute or enactment is a
reference to that statute or enactment as for the time being amended or re-enacted.
Any reference in this Offer Document and the Application Forms to Shares being allotted to an
applicant includes an allotment to CDP for the account of that applicant.
Any reference to a time of day in this Offer Document and the Application Forms shall be a
reference to Singapore time unless otherwise stated.
References in this Offer Document to our Group, we, our, and us or any other grammatical
variations thereof shall unless otherwise stated, mean our Company, our Group or any member
of our Group as the context requires.
Any discrepancies in the tables included herein between the listed amounts and the totals thereof
are due to rounding. Accordingly, figures shown as totals in certain tables may not be an arithmetic
aggregation of the figures that precede them. Where applicable, figures and percentages are
rounded off.
15
GLOSSARY OF TECHNICAL TERMS

To facilitate a better understanding of the business of our Group, the following glossary contains
an explanation and description of certain terms used in this Offer Document in connection with our
Group. The terms and their assigned meanings may not correspond to standard industry or
common meanings, as the case may be, or usage of these terms.
alluvial or alluvium
Loose, unconsolidated soil or sediment, which has been

eroded and reshaped by water in some form, and re-deposited
in a non-marine setting. Alluvium is typically made up of a
variety of materials, including fine particles of silt and clay and
larger particles of sand and gravel
assay
Chemical testing of a rock, ore or metal to determine its

content
bullion
Gold bullion ranging from purity of 80.0% to 95.0%
CIL
Carbon-in-leach, a recovery process in which a slurry of gold

ore, carbon granules and cyanide are mixed together in a
simultaneous process. The cyanide dissolves the gold content
and the gold is absorbed on the carbon; the carbon is
subsequently separated from the slurry for further gold
removal
CIP
Carbon-in-pulp, a process similar to CIL, however the initial

slurry is subjected to cyanide leaching in separate tanks
followed by carbon-in-pulp, whereas CIL utilises a
simultaneous process
Competent Person
(as defined under the
JORC Code)
A minerals industry professional who is a Member or Fellow of

The Australasian Institute of Mining and Metallurgy, or of the
Australian Institute of Geoscientists, or of a Recognised
Professional Organisation, as included in a list available on
the JORC and ASX websites. These organisations have
enforceable disciplinary processes including the powers to
suspend or expel a member. A Competent Person must have
a minimum of five years relevant experience in the style of
mineralisation or type of deposit under consideration and in
the activity which that person is undertaking
core drilling or diamond

core drilling
Diamond core drilling in respect of mineral exploration is a

method of drilling which produces a solid core extracted from
the earth for examination on the surface. The key technology
is a diamond-encrusted drill bit to drill through the rock
producing a core. Typically, half of the core is split for assay
while the other half is stored for future use and re-assay, if
necessary
deposit
A body of mineralisation that has formed as a natural

accumulation in the earths crust, that has the potential to be
economically extracted
16

epithermal vein
A thin tabular mineral accumulation, often dominated by

quartz, that fills fissures in the rock and has been formed at
low temperature and pressure. Such veins can sometimes
contain significant economic minerals including gold
Feasibility Study
JORC Code)
A comprehensive technical and economic study of the

selected development option for a mineral project that
includes appropriately detailed assessments of applicable
Modifying Factors together with any other relevant operational
factors and detailed financial analysis that are necessary to
demonstrate at the time of reporting that extraction is
reasonably justified (economically mineable). The results of
the study may reasonably serve as the basis for a final
decision by a proponent or financial institution to proceed
with, or finance, the development of the project. The
confidence level of the study will be higher than that of a
Pre-Feasibility Study
flotation
A mineral separation process in which valuable minerals, for

example gold, are separated from worthless material or other
valuable minerals
geological mapping
A method of recording and organising geological observations

of the earth, in order to develop concepts and interpretations
on geology and mineralisation, including theories on ore
deposits and predictions for the discovery of potential ore
bodies
gold
The chemical element that has the symbol Au and atomic

number 79
hard rock or in situ

mineralisation
Refers to rock or mineralisation that has not yet been mined

and is still in place in the earth
Indicated Mineral
Resource (as defined
under the JORC Code)
That part of a Mineral Resource for which quantity, grade (or

quality), densities, shape and physical characteristics are
estimated with sufficient confidence to allow the application of
Modifying Factors in sufficient detail to support mine planning
and evaluation of the economic viability of the deposit
Inferred Mineral Resource

JORC Code)
That part of a Mineral Resource for which quantity and grade

(or quality) are estimated on the basis of limited geological
evidence and sampling. Geological evidence is sufficient to
imply but not verify geological and grade (or quality)
continuity. It is based on exploration, sampling and testing
information gathered through appropriate techniques from
locations such as outcrops, trenches, pits, workings and drill
holes
17

JORC Code
The Australasian Code for Reporting of Exploration Results,

Mineral Resources and Ore Reserves (2012), prepared by the
Joint Ore Reserves Committee of the Australasian Institute of
Mining and Metallurgy, Australian Institute of Geoscientists
and Minerals Council of Australia
Measured Mineral
Resource (as defined
That part of a Mineral Resource for which quantity, grade (or

quality), densities, shape and physical characteristics are
estimated with confidence sufficient to allow the application of
Modifying Factors to support detailed mine planning and final
evaluation of the economic viability of the deposit
Mineral Resource
JORC Code)
A concentration or occurrence of solid material of economic

interest in or on the Earths crust in such form, grade (or
quality), and quantity that there are reasonable prospects for
eventual economic extraction. The location, quantity, grade
(or quality), continuity and other geological characteristics of
a Mineral Resource are known, estimated or interpreted from
specific geological evidence and knowledge, including
sampling. Mineral Resources are sub-divided, in order of
increasing geological confidence, into Inferred, Indicated and
Measured categories
Modifying Factors
JORC Code)
Considerations used to convert Mineral Resources to Ore

Reserves. These include, but are not restricted to, mining,
processing,
metallurgical,
infrastructure,
economic,
marketing, legal, environmental, social and governmental
factors
ore
A naturally occurring solid material from which a metal or

valuable mineral can be extracted profitably
Ore Reserve (as defined

The economically mineable part of a Measured and/or

Indicated Mineral Resource. It includes diluting materials and
allowances for losses, which may occur when the material is
mined or extracted and is defined by studies at Pre-Feasibility
or Feasibility level as appropriate that include application of
Modifying Factors. Such studies demonstrate that, at the time
of reporting, extraction could reasonably be justified
outcrop
The surface expression of a rock layer
placer mining
Mining of stream bed (alluvial) deposits for minerals, which

may be done by open-pit mining (also known as open-cast
mining) or by various surface excavation equipment, dredging
or tunnelling equipment
18

Pre-Feasibility Study
JORC Code)
A comprehensive study of a range of options for the technical

and economic viability of a mineral project that has advanced
to a stage where a preferred mining method, in the case of
underground mining, or the pit configuration, in the case of an
open pit, is established and an effective method of mineral
processing is determined. It includes a financial analysis
based on reasonable assumptions on the Modifying Factors
and the evaluation of any other relevant factors which are
sufficient for a Competent Person, acting reasonably, to
determine if all or part of the Mineral Resources may be
converted to an Ore Reserve at the time of reporting. A
Pre-Feasibility Study is at a lower confidence level than a
Feasibility Study
quartz
A mineral with a crystal structure having a continuous

framework of silicon and oxygen
rectifier
An electrical device which converts an alternating current into

a direct current by allowing the current to flow through in one
direction only
reverse circulation drilling

or RC drilling
A method of drilling that utilises drill rods with inner and outer
tubes, where air or drilling fluids are pumped down to the drill
bit in the inner tube and drill cuttings are returned to the
surface in between the inner and outer tubes. This method of
drilling produces samples of better quality than conventional
percussion drilling
stoping
Process of extracting desired or other mineral from an

underground mine, leaving behind an open space known as a
stope
tailings
The fine grained materials left over after the process of

extracting most of the gold from the uneconomic fraction of
the gold ore, through crushing, grinding, gravity separation
and cyanidation
trommel
Rotating cylindrical sieve or screen used for washing and

sorting crushed ore
VALMIN Code
Code for the Technical Assessment and Valuation of Mineral

and Petroleum Assets and Securities for Independent Expert
Reports 2005 Edition, prepared by the VALMIN Committee, a
joint committee of the Australasian Institute of Mining and
Metallurgy, the Australian Institute of Geoscientists and the
Mineral Industry Consultants Association with the
participation of the Australian Securities and Investment
Commission, the ASX, the Minerals Council of Australia, the
Petroleum Exploration Society of Australia, the Securities
Association of Australia and representatives from the
Australian finance sector
19
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

All statements contained in this Offer Document, statements made in press releases and oral
statements that may be made by us or our Directors, Executive Officers or employees acting on
our behalf, that are not statements of historical fact, constitute forward-looking statements. You
can identify some of these statements by forward-looking terms such as anticipate, believe,
could, estimate, profit estimate, expect, intend, may, plan, will and would or similar
words. However, you should note that these words are not the exclusive means of identifying
forward-looking statements. All statements regarding our expected financial position, trend
information, business strategies, plans and prospects are forward-looking statements.
These forward-looking statements, including without limitation, statements as to our revenue and
profitability, cost measures, planned strategy and anticipated expansion plans, expected growth
in demand, expected industry trends and any other matters discussed in this Offer Document
regarding matters that are not historical fact, are only predictions. These forward-looking
statements involve known and unknown risks, uncertainties and other factors that may cause our
actual results, performance or achievements to be materially different from any future results,
performance or achievements expected, expressed or implied by these forward-looking
statements. These risks, uncertainties and other factors include, among others, the following:
(i)
changes in political, social and economic conditions, the regulatory environment, laws and
regulations and interpretation thereof in the jurisdictions where we conduct business or
expect to conduct business;
(ii)
the risk that we may be unable to realise our anticipated growth strategies and expected
internal growth;
(iii) changes in currency exchange rates;

(iv) changes in our future capital needs and the availability of financing and capital to fund these
needs; and
(v)
other factors beyond our control.
Some of these risk factors are discussed in greater detail in this Offer Document, in particular, but
not limited to, the discussions under the sections entitled Risk Factors and Managements
Discussion and Analysis of Financial Position and Results of Operations of this Offer Document.
All forward-looking statements by or attributable to us, or persons acting on our behalf, contained
in this Offer Document are expressly qualified in their entirety by such factors. These forwardlooking statements are applicable only as of the date of this Offer Document.
Given the risks and uncertainties that may cause our actual future results, performance or
achievements to be materially different from that expected, expressed or implied by the
forward-looking statements in this Offer Document, undue reliance must not be placed on these
statements. None of us, the Sponsor, Issue Manager and Placement Agent or any other person
represents or warrants that our actual future results, performance or achievements will be as
discussed in those statements.
Our actual future results may differ materially from those anticipated in these forward-looking
statements as a result of the risks faced by us. We, the Sponsor, Issue Manager and Placement
Agent disclaim any responsibility to update any of those forward-looking statements or publicly
announce any revisions to those forward-looking statements to reflect future developments,
20
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

events or circumstances, even if new information becomes available or other events occur in the
future. We are, however, subject to the provisions of the SFA and the Catalist Rules regarding
corporate disclosure.
In particular, pursuant to Section 241 of the SFA, if after the registration of this Offer Document
but before the close of the Placement, we become aware of:
(a)
a false or misleading statement or matter in this Offer Document;
(b)
an omission from this Offer Document of any information that should have been included in
it under the SFA, the SFR or the Catalist Rules; or
(c)
a new circumstance that has arisen since this Offer Document was lodged with the SGX-ST,
acting as agent on behalf of the Authority, which would have been required by the SFA, the
SFR or the Catalist Rules to be included in this Offer Document if it had arisen before this
Offer Document was lodged,
and that is materially adverse from the point of view of an investor, our Company may in
consultation with the Sponsor, Issue Manager and Placement Agent, lodge a supplementary or
replacement offer document with the SGX-ST, acting as agent on behalf of the Authority.
21
SELLING RESTRICTIONS
SINGAPORE
This Offer Document does not constitute an offer, solicitation or invitation to subscribe for the
Placement Shares in any jurisdiction in which such offer, solicitation or invitation is unlawful or is
not authorised or to any person to whom it is unlawful to make such offer, solicitation or invitation.
No action has been or will be taken under the requirements of the legal or regulatory requirements
of any jurisdiction, except for the lodgement and/or registration of this Offer Document in
Singapore in order to permit a public offering of the Placement Shares and the public distribution
of this Offer Document in Singapore. The distribution of this Offer Document and the offering of
the Placement Shares in certain jurisdictions may be restricted by the relevant laws in such
jurisdictions. Persons who may come into possession of this Offer Document are required by us
and the Sponsor, Issue Manager and Placement Agent to inform themselves about, and to
observe and comply with, any such restrictions at their own expense and without liability to us and
the Sponsor, Issue Manager and Placement Agent.
Persons to whom a copy of this Offer Document has been issued shall not circulate to any other
person, reproduce or otherwise distribute this Offer Document or any other information herein for
any purpose whatsoever nor permit or cause the same to occur.
MALAYSIA
No Offer Document or other offering material or document in connection with the Placement and
sale of the Placement Shares has been or will be registered with the Securities Commission of
Malaysia pursuant to the Capital Markets and Services Act 2007 and no approval or recognition
for the offering of the Placement Shares has been or will be obtained from the Securities
Commission of Malaysia pursuant to the Capital Markets and Services Act 2007. Accordingly, this
Offer Document and any other document or material in connection with the Placement, or
invitation for subscription, of the Placement Shares may not be circulated or distributed, nor may
the Placement Shares be offered or sold, or be made the subject of an invitation for subscription
or purchase, whether directly or indirectly, in Malaysia. This Offer Document does not constitute
and may not be used for the purpose of a public offering or an issue, offer for subscription,
invitation to subscribe for any securities requiring the registration of an offer document with the
Securities Commission of Malaysia under the Capital Markets and Securities Act 2007. If you are
in doubt as to the action you should take, you should consult your stockbroker, bank manager,
solicitor or other professional adviser immediately.
22
DETAILS OF THE PLACEMENT

LISTING ON CATALIST
The Sponsor and Issue Manager has, on our behalf, made an application to the SGX-ST for
permission to deal in, and for listing and quotation of, all our Shares already issued, the Placement
Shares, the Award Shares, the Alvito Shares and the Employee Shares, on Catalist. Such
permission will be granted when our Company has been admitted to Catalist. Acceptances of
applications and the allotment and allocation of the Placement Shares will be conditional upon,
inter alia, the completion of the Placement, which is subject to certain conditions, including
permission being granted by the SGX-ST to list and deal in, and for quotation of, all our Shares,
including the Placement Shares, the Award Shares, the Alvito Shares and the Employee Shares,
on Catalist. Monies paid in respect of any application accepted will be returned, without interest
or any share of revenue or other benefit arising therefrom and at the applicants own risk, if the
completion of the Placement does not occur because the said permission is not granted or for any
reason, and the applicant will not have any claim against us, the Sponsor, Issue Manager and
Placement Agent. No Shares will be allotted and/or allocated on the basis of this Offer Document
later than six months after the date of registration of this Offer Document by the SGX-ST, acting
as agent on behalf of the Authority.
Companies listed on Catalist may carry higher investment risk when compared with larger or more
established companies listed on the Mainboard of the SGX-ST. In particular, companies may list
on Catalist without a track record of profitability and there is no assurance that there will be a liquid
market in the shares or units of shares traded on Catalist. You should be aware of the risks of
investing in such companies and should make the decision to invest only after careful
consideration and, if appropriate, consultation with your professional adviser(s).
Neither the Authority nor the SGX-ST has examined or approved the contents of this Offer
Document, or assumes any responsibility for the contents of this Offer Document, including the
correctness of any of the statements made, reports contained or opinions expressed in this Offer
Document. The SGX-ST does not normally review the application for admission but relies on the
Sponsor and Issue Manager confirming that our Company is suitable to be listed and complies
with the Catalist Rules. Neither the Authority nor the SGX-ST has in any way considered the merits
of the Placement Shares being offered for investment.
Admission to Catalist is not to be taken as an indication of the merits of the Placement, our
Company, our subsidiaries or our Shares.
A copy of this Offer Document has been lodged with and registered by the SGX-ST, acting as
agent on behalf of the Authority. Registration of the Offer Document by the SGX-ST, acting as
agent on behalf of the Authority, does not imply that the SFA, the Catalist Rules or any other legal
or regulatory requirements, have been complied with. The SGX-ST has not, in any way,
considered the merits of our existing issued Shares, the Placement Shares, the Award Shares, the
Alvito Shares or the Employee Shares, as the case may be, being offered or in respect of which
an invitation is made, for investment. We have not lodged or registered this Offer Document in any
other jurisdiction.
We are subject to the provisions of the SFA and the Catalist Rules regarding corporate disclosure.
In particular, if after the registration of this Offer Document but before the close of the Placement,
we become aware of:
(a)
a false or misleading statement or matter in this Offer Document;
23

(b)
an omission from this Offer Document of any information that should have been included in
it under the requirements of the SFA, SFR or the Catalist Rules; or
(c)
a new circumstance that has arisen since this Offer Document was lodged with the SGX-ST,
acting as agent on behalf of the Authority and which would have been required by the
requirements of the SFA, SFR or the Catalist Rules to be included in this Offer Document if
it had arisen before this Offer Document was lodged,
and that is materially adverse from the point of view of an investor, we may lodge a supplementary
or replacement offer document with the SGX-ST, acting as agent on behalf of the Authority.
In the event that a supplementary or replacement offer document is lodged with the SGX-ST,
acting as agent on behalf of the Authority, the Placement shall be kept open for at least 14 days
after the lodgement of such supplementary or replacement offer document.
Where prior to the lodgement of the supplementary or replacement offer document, applications
have been made under this Offer Document to subscribe for the Placement Shares and:
(a)
where the Placement Shares have not been issued to the applicants, we shall either:
(i)
within two days (excluding any Saturday, Sunday or public holiday) from the date of
lodgement of the supplementary or replacement offer document, give the applicants
notice in writing of how to obtain, or arrange to receive, a copy of the supplementary or
replacement offer document, as the case may be, and provide the applicants with an
option to withdraw their applications; and take all reasonable steps to make available
within a reasonable period the supplementary or replacement offer document, as the
case may be, to the applicants who have indicated they wish to obtain, or who have
arranged to receive, a copy of the supplementary or replacement offer document;
(ii)
within seven days from the date of lodgement of the supplementary or replacement offer
document, give the applicants the supplementary or replacement offer document, as the
case may be, and provide the applicants with an option to withdraw their applications;
or
(iii) treat the applications as withdrawn and cancelled, in which case the applications shall
be deemed to have been withdrawn and cancelled; and we shall within seven days from
the date of lodgement of the supplementary or replacement offer document, return all
monies paid in respect of any application, without interest or any share of revenue or
other benefit arising therefrom and at the applicants own risk; or
(b)
where the Placement Shares have been issued to the applicants but trading has not
commenced, we shall either:
(i)
within two days (excluding any Saturday, Sunday or public holiday) from the date of
lodgement of the supplementary or replacement offer document, give the applicants
notice in writing of how to obtain, or arrange to receive, a copy of the same and provide
the applicants with an option to return to us the Placement Shares which they do not
wish to retain title in; and take all reasonable steps to make available within a
reasonable period the supplementary or replacement offer document, as the case may
be, to the applicants who have indicated they wish to obtain, or who have arranged to
receive, a copy of the supplementary or replacement offer document;
24

(ii)
within seven days from the date of lodgement of the supplementary or replacement offer
document, give the applicants the supplementary or replacement offer document, as the
case may be, and provide the applicants with an option to return to us the Placement
Shares which they do not wish to retain title in; or
(iii) treat the issue of the Placement Shares as void, in which case the issue and/or sale of
the Placement Shares shall be deemed void; and we shall within seven days from the
date of lodgement of the supplementary or replacement offer document return all
monies paid in respect of any application, without interest or any share of revenue or
other benefit arising therefrom and at the applicants own risk.
An applicant who wishes to exercise his option under paragraph (a)(i) or (ii) above to withdraw his
application shall, within 14 days from the date of lodgement of the supplementary or replacement
offer document, notify us of this, whereupon we shall, within seven days from the receipt of such
notification, pay to him all monies paid by him on account of his application for the Placement
Shares without interest or any share of revenue or other benefit arising therefrom and at the
applicants own risk and the applicant shall not have any claim against us, the Sponsor, Issue
Manager and Placement Agent.
An applicant who wishes to exercise his option under paragraph (b)(i) or (ii) above to return the
Placement Shares issued to him shall, within 14 days from the date of lodgement of the
supplementary or replacement offer document, notify us of this and return all documents, if any,
purporting to be evidence of title to those Placement Shares, to us, whereupon we shall, within
seven days from the receipt of such notification and documents, if any, pay to him all monies paid
by him for those Placement Shares without interest or any share of revenue or other benefit
arising therefrom and at his own risk, and the issue of those Placement Shares shall be deemed
to be void, and he shall not have any claim against us, the Sponsor, Issue Manager and Placement
Agent.
Pursuant to Section 242 of the SFA, the Authority, may, in certain circumstances issue a stop order
(the Stop Order) to our Company, directing that no Shares or no further Shares, to which this
Offer Document relates, be allotted or issued. Such circumstances will include a situation where
(i) this Offer Document contains any statement or matter which, in the Authoritys opinion, is false
or misleading, (ii) this Offer Document omits any information that should have been included in it
under the SFA, (iii) this Offer Document does not, in the Authoritys opinion, comply with the
requirements of the SFA, or (iv) the Authority is of the opinion that it is in the public interest to do
so.
In the event that the Authority or the SGX-ST (acting as agent on behalf of the Authority) issues
a Stop Order and applications to subscribe for the Placement Shares have been made prior to the
Stop Order, then:
(a)
where the Placement Shares have not been issued to the applicants, the applications of the
Placement Shares pursuant to the Placement shall be deemed to have been withdrawn and
cancelled and we shall, within 14 days from the date of the Stop Order, pay to the applicants
all monies the applicants have paid on account of their applications for the Placement
Shares; or
(b)
where the Placement Shares have been issued to the applicants, the issue of the Placement
Shares pursuant to the Placement shall be deemed to be void and we shall, within 14 days
from the date of the Stop Order, pay to the applicants all monies paid by them for the
Placement Shares.
25

Such monies paid in respect of an application will be returned to the applicants at their own risk,
without interest or any share of revenue or other benefit arising therefrom, and they will not have
any claim against our Company, the Sponsor, Issue Manager and Placement Agent. This shall not
apply where only an interim Stop Order has been served.
This Offer Document has been seen and approved by our Directors, and they collectively and
individually accept full responsibility for the accuracy of the information given in this Offer
Document and confirm, after making all reasonable enquiries, that to the best of their knowledge
and belief, this Offer Document constitutes full and true disclosure of all material facts about the
Placement, our Company and our subsidiaries, and our Directors are not aware of any facts the
omission of which would make any statement in this Offer Document misleading. Where
information in this Offer Document has been extracted from published or otherwise publicly
available sources or obtained from a named source, the sole responsibility of our Directors has
been to ensure that such information has been accurately and correctly extracted from those
sources and/or reproduced in this Offer Document in its proper form and context.
Neither our Company, the Sponsor, Issue Manager and Placement Agent, nor any other parties
involved in the Placement is making any representation to any person regarding the legality of an
investment by such person under any investment or other laws or regulations. No information in
this Offer Document should be considered as being business, legal or tax advice regarding an
investment in our Shares. Each prospective investor should consult his own professional or other
advisers for business, legal or tax advice regarding an investment in our Shares.
No person has been or is authorised to give any information or to make any representation not
contained in this Offer Document in connection with the Placement and, if given or made, such
information or representation must not be relied upon as having been authorised by us and the
Sponsor, Issue Manager and Placement Agent. Neither the delivery of this Offer Document and
the Application Forms nor any documents relating to the Placement, nor the Placement shall,
under any circumstances, constitute a continuing representation or create any suggestion or
implication that there has been no change in the affairs of our Company or our subsidiaries or in
any statements of fact or information contained in this Offer Document since the date of this Offer
Document. Where such changes occur and are material or required to be disclosed by law, the
SGX-ST and/or any other regulatory or supervisory body or agency, we will comply with the
relevant provisions and, if required, make an announcement of the same to the SGX-ST and to the
public and/or lodge a supplementary or replacement offer document with the SGX-ST, acting as
agent on behalf of the Authority. You should take note of any such announcement and, upon
release of such an announcement, shall be deemed to have been given notice of such changes.
Save as expressly stated in this Offer Document, nothing herein is, or may be relied upon as, a
promise or representation as to our future performance or policies. The Placement Shares are
offered for subscription solely on the basis of the instructions contained and representations made
in this Offer Document.
This Offer Document has been prepared solely for the purpose of the Placement and may not be
relied upon by any persons other than the applicants in connection with their application for the
Placement Shares or for any other purpose.
26

This Offer Document does not constitute an offer, solicitation or invitation to subscribe for
the Placement Shares in any jurisdiction in which such offer, solicitation or invitation is
unlawful or unauthorised nor does it constitute an offer, solicitation or invitation to any
person to whom it is unlawful to make such offer, solicitation or invitation.
Copies of this Offer Document and the Application Forms may be obtained on request, subject to
availability during office hours, from:
8 Anthony Road
#01-01
Singapore 229957
and where available, from members of the Association of Banks in Singapore, members of the
SGX-ST and merchant banks in Singapore.
An electronic copy of this Offer Document is also available on the SGX-ST website at
http://www.sgx.com.
The Application List will open immediately upon the registration of this Offer Document by
the SGX-ST, acting as agent on behalf of the Authority, and will remain open until [12.00
noon] on [] or for such further period or periods as our Directors may, in consultation with
the Sponsor, Issue Manager and Placement Agent, in their absolute discretion, decide,
subject to any limitation under all applicable laws and regulations. In the event a
supplementary offer document or replacement offer document is lodged with the SGX-ST,
acting as agent on behalf of the Authority, the Application List will remain open for at least
14 days after the lodgement of the supplementary or replacement offer document.
Details of the procedures to subscribe for the Placement Shares are set out in Appendix
J Terms, Conditions and Procedures for Application and Acceptance to this Offer
Document.
27
INDICATIVE TIMETABLE FOR LISTING

An indicative timetable is set out below for the reference of applicants:
Indicative Date/Time
Event
[], [12.00 noon]
Close of Application List
[], [9.00 a.m.]
Commence trading on a ready basis
[]
Settlement date for all trades done on a ready basis
The above timetable is only indicative as it assumes that the date of closing of the Application List
is [], the date of admission of our Company to Catalist is [], the SGX-STs shareholding spread
requirement will be complied with and the Placement Shares will be allotted and issued and fully
paid-up prior to []. The actual date on which our Shares will commence trading on a ready
basis will be announced when it is confirmed by the SGX-ST.
The above timetable and procedures may be subject to such modifications as the SGX-ST may,
in its absolute discretion, decide, including the decision to permit commencement of trading on a
ready basis and the commencement date of such trading.
In the event of any changes in the closure of the Application List or the time period during which
the Placement is open, we will publicly announce the same:
(a)
through a SGXNET announcement to be posted on the internet at the SGX-STs website at

http://www.sgx.com; and
(b)
in a local English newspaper(s) in Singapore.
We will publicly announce the level of subscription for the Placement Shares and the basis
of allotment and/or allocation of the Placement Shares as soon as it is practicable after the
close of the Application List through the channels described in (a) and (b) above.
Investors should consult the SGX-STs announcement on the ready trading date released
on the internet (at the SGX-STs website at http://www.sgx.com) or the local newspapers, or
check with their brokers on the date on which trading on a ready basis will commence.
28
PLAN OF DISTRIBUTION
THE PLACEMENT
The Placement is for [] Placement Shares offered in Singapore and the Listing is managed and
sponsored by UOB Kay Hian.
Prior to the Placement, there has been no public market for our Shares. The Placement Price is
determined by our Company following consultation with the Sponsor, Issue Manager and
Placement Agent, taking into consideration, inter alia, the prevailing market conditions and
estimated market demand for our Shares determined through a book-building process. The
Placement Price is the same for all Placement Shares and is payable in full on application.
Pursuant to the Management Agreement entered into between us and UOB Kay Hian as set out
in the section entitled Plan of Distribution Management and Placement Arrangements of this
Offer Document, we have appointed UOB Kay Hian and UOB Kay Hian has agreed to act as full
sponsor for the Listing. The Sponsor and Issue Manager will receive a management fee for its
services rendered in connection with the Placement.
The Placement Shares are made available to retail and institutional investors in Singapore.
Applications for the Placement Shares may be made by way of printed Application Forms or such
other forms of application as the Sponsor, Issue Manager and Placement Agent deem appropriate.
The terms and conditions and procedures for application and acceptance are set out in Appendix
J entitled Terms, Conditions and Procedures for Application and Acceptance to this Offer
Document.
Pursuant to the terms and conditions contained in the Placement Agreement as disclosed in the
section entitled Plan of Distribution Management and Placement Arrangements of this Offer
Document, the Placement Agent has agreed to subscribe for and/or procure subscribers for the
Placement Shares, at the Placement Price. The Placement Agent may, at its absolute discretion,
appoint one or more sub-placement agents for the Placement Shares.
Subscribers for the Placement Shares may be required to pay brokerage of up to []% of the
Placement Price to the Placement Agent or any sub-placement agent as may be appointed by the
Placement Agent as well as stamp duties and other charges.
SUBSCRIPTION FOR THE PLACEMENT SHARES
None of our Directors or Substantial Shareholders intends to subscribe for the Placement Shares
pursuant to the Placement. As far as we are aware, none of our Independent Directors, the
members of our Companys management or employees intends to purchase and/or subscribe for
more than 5.0% of the Placement Shares in the Placement.
To the best of our knowledge, as at the date of this Offer Document, we are not aware of any
person who intends to subscribe for more than 5.0% of the Placement Shares in the Placement.
However, through a book-building process to assess market demand for our Shares, there may be
person(s) who may indicate an interest to subscribe for more than 5.0% of the Placement Shares.
If such person(s) were to make an application for more than 5.0% of the Placement Shares and
are subsequently allotted such number of Shares, we will make the necessary announcements at
an appropriate time. The final allotment of Shares will be in accordance with the shareholding
spread and distribution guidelines as set out in Rule 406 of the Catalist Rules.
29
No Shares shall be issued and allotted on the basis of this Offer Document later than six (6)
months after the date of registration of this Offer Document by SGX-ST, acting as agent on behalf
of the Authority.
MANAGEMENT AND PLACEMENT ARRANGEMENTS
Pursuant to the Management Agreement between our Company and UOB Kay Hian as the
Sponsor and Issue Manager, our Company appointed UOB Kay Hian to manage and sponsor the
Listing. UOB Kay Hian will receive a management fee for such services rendered.
Subject to the consent of the SGX-ST being obtained, the Management Agreement may be
terminated by the Sponsor and Issue Manager at any time before the close of the Application List
on the occurrence of certain events including the following:
(a)
[UOB Kay Hian becomes aware of any material breach by our Company and/or our agent(s)
of any of the warranties, representations, covenants or undertakings given by our Company
to UOB Kay Hian in the Management Agreement;
(b)
there shall have been, since the date of the Management Agreement, any change or
prospective change in or any introduction or prospective introduction of any legislation,
regulation, policy, directive, guideline, rule or byelaw by any relevant government or
regulatory body, whether or not having the force of law, or any other occurrence of similar
nature that would materially change the scope of work, responsibility or liability required of
UOB Kay Hian; or
(c)
there is a conflict of interest for UOB Kay Hian which cannot be reasonably resolved, or any
dispute, conflict or disagreement with our Company or our Company wilfully fails to comply
with any advice from or recommendation of UOB Kay Hian.]
Pursuant to the Placement Agreement between our Company and UOB Kay Hian as the
Placement Agent, our Company appointed UOB Kay Hian as the Placement Agent, and UOB Kay
Hian agreed to procure subscriptions for the Placement Shares for a placement commission of
[]% of the Placement Price for the total number of Placement Shares, payable by our Company.
UOB Kay Hian may, at its absolute discretion, appoint one or more sub-placement agents for the
Placement.
Other than pursuant to the Placement Agreement, there are no contracts, agreements or
understandings between our Company and any person or entity that would give rise to any claim
for brokerage commission, finders fees or other payments in connection with the subscription of
the Placement Shares.
Save as aforesaid, no commission, discount or brokerage, has been paid or other special terms
granted within the two years preceding the Latest Practicable Date or is payable to any Director,
promoter, expert, proposed Director or any other person for subscribing or agreeing to subscribe
or procuring or agreeing to procure subscriptions for any shares or debentures in our Company.
30
INTERESTS OF THE SPONSOR, ISSUE MANAGER AND PLACEMENT AGENT
In the reasonable opinion of our Directors, UOB Kay Hian does not have a material relationship
with our Company save as disclosed below and in the section entitled Plan of Distribution
Management and Placement Arrangements of this Offer Document:
(a)
UOB Kay Hian is the sponsor and issue manager in relation to the Listing;
(b)
UOB Kay Hian is the placement agent in relation to the Placement; and
(c)
UOB Kay Hian will be the continuing sponsor of our Company for a period of three years from
the date our Company is admitted to and listed on Catalist.
31
OFFER DOCUMENT SUMMARY

The information contained in this summary is derived from, and should be read in conjunction with,
the full text of this Offer Document. As it is a summary, it does not contain all of the information
that prospective investors should consider before investing in our Shares. Prospective investors
should read this entire Offer Document carefully, especially the section entitled Risk Factors of
this Offer Document and our financial statements and related notes before deciding on whether
or not to invest in our Shares.
OUR COMPANY
Our Company was incorporated in the Republic of Singapore on 12 August 2015 under the
Companies Act as a private limited company, under the name of Anchor Resources Pte. Ltd.. Our
Companys registration number is 201531549N. Our Company was converted into a public limited
company and the name of our Company was changed to Anchor Resources Limited in
connection therewith on 30 September 2015. Our Company became the holding company of our
Group following the completion of the Restructuring Exercise on 1 October 2015. For more
information, please refer to the section entitled Restructuring Exercise of this Offer Document.
BUSINESS OVERVIEW
Our Group is principally engaged in the business of exploration, mining, processing and
production of gold, and the processing of ore into gold for sale in Malaysia. We are headquartered
in Malaysia and our Group has concession rights in respect of the Lubuk Mandi Mine, located in
Terengganu, Malaysia. We currently focus on mining and processing operations as well as the
production of gold at the Lubuk Mandi Mine. At the Lubuk Mandi Mine, our processing facilities
utilise a treatment and extraction method of flotation, CIL, electrowinning and smelting to produce
gold from tailings material.
Further details are set out in the sections entitled General Information on our Group History
and General Information on our Group Business Overview of this Offer Document.
COMPETITIVE STRENGTHS
Our competitive strengths are:
1.
We are a gold exploration, mining, processing and production company, with concession
rights to the Lubuk Mandi Mine and the Bukit Panji Property in Malaysia, which are
strategically located and easily accessible
2.
We currently conduct processing of tailings for our sale of gold, which requires lower capital
expenditure than hard rock processing
3.
Our business model involves engaging third party contractors to conduct exploration and
mining activities, which allows us to enjoy favourable cost efficiencies
4.
We have a strong working relationship with local authorities
5.
We have an experienced and dedicated management team
For further details, please refer to the section entitled General Information on our Group
Competitive Strengths of this Offer Document.
32
OFFER DOCUMENT SUMMARY

BUSINESS STRATEGIES AND FUTURE PLANS
Our business strategies and future plans are as follows:
1.
Further exploration at the Lubuk Mandi Mine and the Bukit Panji Property
2.
Development of the Lubuk Mandi Mine and the Bukit Panji Property and investment in
mining-related infrastructure and equipment
3.
Expansion of our gold processing capacity
4.
Expansion of our business and operations
A detailed discussion of our prospects is set out in the section entitled General Information on our
Group Business Strategies and Future Plans of this Offer Document.
OUR CONTACT DETAILS
Our registered office is at 9 Battery Road, #15-01 Straits Trading Building, Singapore 049910. The
telephone and facsimile numbers for our registered office are +65 6232 0247 and +65 6225 7725,
respectively. Our principal place of business is located at C-3A-9-10, 11 & 12, Block C, Pusat
Komersial Southgate, No. 2, Jalan Dua, Off Jalan Chan Sow Lin, 55200 Kuala Lumpur, Wilayah
Persekutuan, Malaysia. The telephone and facsimile numbers of our principal place of business
are +603 9224 6760 and +603 9221 5997, respectively. Our internet address is
http://www.angkaalam.com. Information contained on our website does not constitute part of
this Offer Document.
33
THE PLACEMENT
Placement Size
[] Placement Shares
The Placement Shares will, upon their allotment and issue, be
free from all pre-emption rights, charges, liens and other
encumbrances, and will rank pari passu in all respects with
the existing issued Shares.
Placement Price
S$[] for each Placement Share, payable in full on

application.
The Placement
The Placement comprises an offering by our Company to the

public in Singapore to subscribe for the [] Placement Shares
at the Placement Price, subject to and on the terms and
conditions of this Offer Document.
Purpose of the Placement
Our Directors believe that the listing of our Company and the
quotation of our Shares on Catalist will enhance our public
image locally and overseas and enable us to raise funds from
the capital markets for the expansion of our business
operations.
Listing Status
Prior to the Placement, there has been no public market for

our Shares. Our Shares will be quoted in Singapore dollars on
Catalist, subject to admission of our Company to Catalist and
permission for dealing in, and for quotation of, our Shares
being granted by the SGX-ST.
Risk Factors
Investing in our Shares involves risks which are described in

the section entitled Risk Factors of this Offer Document.
Use of Proceeds
Please refer to the section entitled Use of Proceeds and

Expenses of the Placement of this Offer Document for more
details.
34
PLACEMENT STATISTICS
[] cents
Placement Price
Pro Forma NAV (1)
The Pro Forma NAV per Share:
(a)
before adjusting for the estimated net proceeds of the Placement and
based on the pre-Placement share capital of [] Shares
[] cents
(b)
after adjusting for the estimated net proceeds of the Placement and
based on the post-Placement share capital of [] Shares
[] cents
Premium of Placement Price over the Pro Forma NAV per Share:
(a)
before adjusting for the estimated net proceeds of the Placement and
based on the pre-Placement share capital of [] Shares
[]%
(b)
after adjusting for the estimated net proceeds of the Placement and
based on the post-Placement share capital of [] Shares
[]%
LPS (1)
LPS based on the Unaudited Pro Forma Combined Financial Information for
FY2014 and the pre-Placement share capital of [] Shares
[] cents
LPS based on the Unaudited Pro Forma Combined Financial Information for
FY2014 and the pre-Placement share capital of [] Shares, assuming that the
Service Agreements had been in place since 1 January 2014
[] cents
PER
PER based on the Placement Price and net EPS, which is based on the
Unaudited Pro Forma Combined Financial Information for FY2014
Not applicable
PER based on the Placement Price and net EPS, which is based on the
Unaudited Pro Forma Combined Financial Information for FY2014, assuming
that the Service Agreements had been in place since 1 January 2014
Not applicable
Net Operating Cash Flow (1)(2)

Net operating cash flow per Share based on the Unaudited Pro Forma
Combined Financial Information for FY2014 and the pre-Placement share
capital of [] Shares
[] cents
Net operating cash flow per Share based on the Unaudited Pro Forma
Combined Financial Information for FY2014 and the pre-Placement share
capital of [] Shares, assuming that the Service Agreements had been in
place since 1 January 2014
[] cents
35
PLACEMENT STATISTICS
Price to Net Operating Cash Flow
Ratio of Placement Price to the net operating cash flow per Share based on
the Unaudited Pro Forma Combined Financial Information for FY2014 and
the pre-Placement share capital of [] Shares
Not applicable
Ratio of Placement Price to the net operating cash flow per Share based on
the Unaudited Pro Forma Combined Financial Information for FY2014 and
the pre-Placement share capital of [] Shares, assuming that the Service
Agreements had been in place since 1 January 2014
Not applicable
Market Capitalisation
Market capitalisation based on the Placement Price and post-Placement
share capital of [] Shares
S$[]
Notes:
(1)
Based on the exchange rate of S$1 to RM3.0343, being the closing exchange rate as at the Latest Practicable Date.
(2)
Net operating cash flow is defined as net loss after income tax with depreciation expense added back.
36
EXCHANGE RATE
Singapore Dollars
The exchange rate between RM and S$ as at the Latest Practicable Date is S$1 to RM3.0343.
The table below sets out the highest and lowest exchange rates between RM and S$1.00 in each
of the six months prior to the Latest Practicable Date and for the period from 1 December 2015
to 17 December 2015. The table indicates how much RM may be bought with S$1.00 in each such
period.
RM: S$1.00
Highest (1)
Lowest (1)
June 2015
2.8108
2.7118
July 2015
2.8279
2.7673
August 2015
3.0563
2.7797
September 2015
3.1299
2.9402
October 2015
3.1044
2.9226
November 2015
3.0900
2.9780
Period from 1 December 2015 to 17 December 2015
3.0802
2.9885
The table below sets out, for each of the financial years and period included, the average and
closing exchange rates between RM and S$. The average exchange rate is calculated by using
the average of the exchange rates on the last day of each month during each financial year/period.
Where applicable, the exchange rates in this table are used for the translation of our Groups
financial statements disclosed elsewhere in this Offer Document.
RM: S$1.00
Average (1)
Closing (1)
FY2012
2.4741
2.5033
FY2013
2.5301
2.5897
FY2014
2.5835
2.6477
1H2015
2.7092
2.8039
Note:
(1)
The above exchange rates have been quoted or calculated with reference to exchange rates quoted from Bloomberg
L.P.. Bloomberg L.P. has not provided its consent, for the purposes of Section 249 of the SFA, to the inclusion of
the information extracted from the relevant reports and is therefore not liable for such information under Sections
253 and 254 of the SFA. While we have taken reasonable actions to ensure that the information is extracted
accurately and fairly from such reports, and has been included in this Offer Document in its proper form and context,
neither we nor any party has conducted an independent review of the information contained in such reports nor
verified the accuracy of the contents of the relevant information.
The above exchange rates should not be construed as representations that the RM amounts
actually represent such S$ amounts or could be converted into S$, at the rates indicated, at any
other rate or at all.
United States Dollars
The exchange rate between RM and US$ as at the Latest Practicable Date is US$1 to RM4.2857.
37
EXCHANGE RATE
The table below sets out the highest and lowest exchange rates between RM and US$1.00 in each
of the six months prior to the Latest Practicable Date and for the period from 1 December 2015
to 17 December 2015. The table indicates how much RM may be bought with US$1.00 in each
such period.
RM: US$1.00
Highest (1)
Lowest (1)
June 2015
3.7887
3.6602
July 2015
3.8420
3.7287
August 2015
4.2995
3.8175
September 2015
4.4812
4.1410
October 2015
4.4497
4.0802
November 2015
4.3997
4.1873
Period from 1 December 2015 to 17 December 2015
4.3408
4.1892
The table below sets out, for each of the financial years and period included, the average and
closing exchange rates between RM and US$. The average exchange rate is calculated by using
the average of the exchange rates on the last day of each month during each financial year/period.
Where applicable, the exchange rates in this table are used for the translation of our Groups
financial statements disclosed elsewhere in this Offer Document.
RM: S$1.00
Average (1)
Closing (1)
FY2012
3.0778
3.0580
FY2013
3.1693
3.2757
FY2014
3.2810
3.4973
1H2015
3.6569
3.7733
Note:
(1)
The above exchange rates have been quoted or calculated with reference to exchange rates quoted from Bloomberg
L.P.. Bloomberg L.P. has not provided its consent, for the purposes of Section 249 of the SFA, to the inclusion of
the information extracted from the relevant reports and is therefore not liable for such information under Sections
253 and 254 of the SFA. While we have taken reasonable actions to ensure that the information is extracted
accurately and fairly from such reports, and has been included in this Offer Document in its proper form and context,
neither we nor any party has conducted an independent review of the information contained in such reports nor
verified the accuracy of the contents of the relevant information.
The above exchange rates should not be construed as representations that the RM amounts
actually represent such US$ amounts or could be converted into US$, at the rates indicated, at
any other rate or at all.
38
RISK FACTORS
An investment in our Shares involves risks. Prospective investors should carefully consider and
evaluate each of the following risk factors (which are not intended to be exhaustive) and all other
information contained in this Offer Document before deciding to invest in our Shares. Some of the
following considerations relate principally to the industry in which we operate and our business in
general. Other considerations relate principally to general social, economic, political and
regulatory conditions, the securities market and ownership of our Shares, including possible
future dilution in the value of our Shares. The following describes some of the significant risks
known to us now that could directly or indirectly affect us and any investments in, or the value or
trading price of, our Shares. The following does not state risks unknown to us now but which could
occur in the future and risks which we currently believe to be immaterial, which could turn out to
be material. Should such risks occur or turn out to be material, they could materially and adversely
affect our business operations, results of operations, financial condition, cash flow, profitability
and performance, prospects or results (collectively referred to as Business).
You should also note that certain of the statements set forth below constitute forward-looking
statements that involve risks and uncertainties. Please refer to the section entitled Cautionary
Note Regarding Forward-Looking Statements of this Offer Document. If any of the following risk
factors and uncertainties develops into actual events, our business, financial condition, results of
operations or cash flows may be adversely affected. In such circumstances, the trading price of
our Shares could decline and investors may lose all or part of their investment. To the best of our
Directors belief and knowledge, all the risk factors that are material to investors in making an
informed judgement about our Group have been set out below.
RISKS RELATING TO OUR BUSINESS
We have experienced negative operating cash flow and working capital and experienced
shareholder deficiency during the Period Under Review
We recorded negative cash flow from operating activities of approximately RM0.09 million,
RM0.17 million and RM7.65 million in FY2012, FY2013 and FY2014, respectively. We recorded
positive cash flow from operating activities of approximately RM1.67 million in 1H2015. The
negative cash flow during FY2012, FY2013 and FY2014 were attributable to the fact that we were
in the exploration and commissioning phase of our operations during this period. The operating
and capital expenditures for the Period Under Review were financed primarily through the RCL
and issue of ordinary shares in AASB to investors.
We recorded negative working capital positions of approximately RM2.65 million, RM8.28 million,
RM20.29 million and RM32.52 million as at 31 December 2012, 2013, 2014 and 30 June 2015,
respectively. We have also recorded shareholder deficiency of approximately RM0.01 million,
RM2.35 million, RM0.40 million and RM6.17 million as at 31 December 2012, 2013 and 2014, and
30 June 2015, respectively. The negative working capital and shareholder deficiency during the
Period Under Review were mainly due to the RCL, which was obtained for the purpose of funding
the capital expenditure in connection with the commissioning and construction of our processing
facilities and for the exploration and mine development activities conducted at the Lubuk Mandi
Mine. On 1 October 2015, approximately S$8.76 million of the RCL was converted into Shares in
our Company and on 7 October 2015, approximately S$0.40 million of the RCL was redeemed.
For more details, please refer to the sections entitled Managements Discussion and Analysis of
Financial Position and Results of Operations Liquidity and Capital Resources and
Capitalisation and Indebtedness Working Capital of this Offer Document, and the Unaudited
Pro Forma Combined Financial Information in Appendix C to this Offer Document.
39
RISK FACTORS
If we are unable to obtain sources of funds on a timely basis, on conditions acceptable to us, to
address our negative net cash flow from operating activities and/or working capital shortfall, our
Business may be adversely affected. As we continue to expand and grow our business and
operations, there can be no assurance that we will not experience negative net cash flow from
operating activities and/or negative working capital positions in the future.
We have a limited operating history
Our Group was established in 2011, and we commenced the commissioning of our processing
facilities and the mining and processing of tailings in March 2015 and began recording revenue
in July 2015. There is thus limited historical information available for investors to evaluate our
Business, and limited operating history upon which investors can evaluate our expected future
performance. Although our Directors and Executive Officers possess the relevant experience and
expertise in mining development and production, there is no assurance that the growth and future
performance of our Group will be successful. The failure of our Group to generate revenue and
profits from our gold mining activities could have an adverse impact on the development of and
future production from our concession areas. This will in turn adversely affect our financial
condition and operational results.
We rely on PMINT as the landowner of the Lubuk Mandi Mine and the Bukit Panji Property
and holder of the Mining Leases
Our Group holds concession rights to the Lubuk Mandi Mine premised on the Lubuk Mandi
Concession Agreement entered into with PMINT. Pursuant to the Lubuk Mandi Concession
Agreement, AASB has the right to conduct exploitation and mining activities at the Lubuk Mandi
Mine, subject to PMINT, as the landowner of the Lubuk Mandi Mine, maintaining the Mining
Leases issued by the Federal Territories Director of Lands and Mines Office (Pejabat Pengarah
Tanah Dan Galian Wilayah Persekutuan). Please refer to the section entitled General Information
on Our Group Lubuk Mandi Mine of this Offer Document for more information.
Our Group holds a concession right to the Bukit Panji Property premised on the Bukit Panji
Concession Agreement entered into between AMSB and PMINT. Pursuant to the Bukit Panji
Concession Agreement, AMSB has the right to conduct exploitation and mining activities at the
Bukit Panji Property, subject to PMINT obtaining the requisite proprietary mining licence for the
property. PMINT is currently in the process of obtaining the renewed proprietary mining licence for
the Bukit Panji Property. We will only be able to utilise our concession right for exploitation and
mining activities if PMINT obtains such proprietary mining licence. Please refer to the section
entitled General Information on Our Group Bukit Panji Property of this Offer Document for more
information.
The Mining Leases of the Lubuk Mandi Mine are valid for five-year periods and are renewable
thereafter. The existing Mining Leases for the Lubuk Mandi Mine will expire in March 2017 and the
renewal of the Mining Leases may commence one year prior to such expiry. We rely on PMINT,
as the landowner of the Lubuk Mandi Mine and the Bukit Panji Property, to obtain and renew the
mining leases for the Lubuk Mandi Mine and the proprietary mining licence for the Bukit Panji
Property. Although the Mining Leases for the Lubuk Mandi Mine have been successfully renewed
since the first mining leases were obtained in respect of ML 2/2007 in January 1991 and in respect
of ML 1/2007 in December 1992, and the previous mining lease for the Bukit Panji Property was
obtained in 1991, the renewal of mining leases and proprietary mining licence by PMINT are
subject to various uncertainties including but not limited to whether PMINT will be able to comply
with the terms and conditions of the mining leases or proprietary mining licence, as the case may
be, including any rehabilitation obligations. Accordingly, there can be no assurance that PMINT
40
RISK FACTORS
will be able to successfully renew the mining leases and/or the proprietary mining licence on terms
favourable to us, or at all. In the event that the mining leases or the proprietary mining licence in
respect of the Lubuk Mandi Mine and the Bukit Panji Property, respectively, are revoked or not
renewed, we may lose our respective concession rights and our Business will be adversely
affected.
We may not achieve our production estimates or optimise our processing facilities
Our Groups processing facilities for the processing of tailings have been built and are currently
in the commissioning stage. As such, the processing facilities have yet to reach a consistent state
of operation, design production levels or gold recovery targets. Our production and plant
performance estimates are based upon various assumptions, for example, resource estimates,
assumptions regarding the physical characteristics of the tailings (such as hardness and presence
or absence of certain metallurgical characteristics) and estimated rates and costs of production.
Our production estimates are thus subject to change and we may be unable to achieve our
production estimates or design targets. If so, the future cash flow, operational costs and results
and financial condition of our Group could be adversely affected.
In addition, we rely on third party contractors for the commissioning of our processing facilities and
production. Notwithstanding our production estimates, our operations may be affected by the
performance, quality of services, and safety and environmental standards of such third party
contractors. In the event that we are unable to retain or replace the services of such third party
contractors, on favourable terms or at all, our Business may be adversely affected. Please refer
to the risk factor entitled We work with and rely on third party contractors in our business
operations below for further details.
Actual production and performance of our processing facilities may also vary from the estimates
for a few reasons. These include (a) actual ore mined varying from estimates in grade, tonnage,
and metallurgical and other characteristics; (b) lower than estimated recovery rate; (c) pit wall
failures or cave-ins; (d) industrial accidents; (e) equipment failures; (f) natural phenomena such
as inclement weather conditions, floods, blizzards, droughts, rock slides and earthquakes; (g)
encountering of unusual or unexpected geological conditions; (h) changes in power costs and
potential power shortages; (i) shortages of principal supplies needed for operation; (j) shortage of
skilled workers and technical advisers such as geologists and mining engineers; (k) litigation; and
(l) restrictions imposed by government authorities. These events may cause damage to mineral
properties, interruptions in production, injury or death to persons, damage to the property of our
Group or others, monetary losses and legal liabilities. A mineral deposit that has been mined
profitably in the past may become unprofitable. Our growth prospects and operational results may
then be adversely affected.
Furthermore, mining operations frequently experience unexpected problems, such as delays or
interruptions, during the initial development phase. Given that our Group is in the commissioning
stage, it is possible that actual cash operating costs and economic returns will differ significantly
from our estimates. Please refer to the risk factor entitled We have experienced negative
operating cash flow and working capital and experienced shareholder deficiency during the Period
Under Review above for more information. In addition, we may not in the future realise the
estimated recovery rate at mines operated by us. These factors will adversely affect our growth
and operations.
41
RISK FACTORS
We may encounter risks in the redevelopment of our open pit mine
Our Group plans to recommence open pit mining at the Lubuk Mandi Mine. There are a number
of mining-related uncertainties relating to the dewatering of existing pits due to the amount of mud
and sludge sitting in the bottom of the pits to be removed after dewatering, geotechnical inputs to
open pit design, and detailed operating cost estimates. We may encounter such risks and
uncertainties as further exploration and redevelopment of the existing Main Pit and North Pit at the
Lubuk Mandi Mine take place. Although such factors will be addressed in the Pre-Feasibility Study
prepared by our Group, there is a risk that we may encounter unanticipated factors which may
delay or prolong our redevelopment plans. Currently, our Groups plans for the redevelopment of
open pit mining and processing are dependent on the conversion of Mineral Resource to Ore
Reserves, which is dependent on the completion of a Pre-Feasibility Study in respect of the Lubuk
Mandi Mine. Please refer to the AMC IQPR in Appendix E to this Offer Document for further
information.
The future redevelopment of open pits at the Lubuk Mandi Mine may be restricted by the
boundaries of the Mining Leases
Mining can only be conducted within the mining boundary as set out in our Mining Leases. Any part
of the North Pit or Main Pit which is not within the boundary of the Mining Leases cannot be mined.
Based on the AMC IQPR, the Mining Leases in respect of the Lubuk Mandi Mine cover most of the
open pit working area and associated infrastructure, but AMC noted that part of the Mining Lease
boundary runs down the centre of the possible expansion of the North Pit, and that area may be
effectively sterilised for future mining unless the Mining Lease boundary can be modified. Further,
AMC noted that the southern end of the Main Pit is in close proximity to the boundary of the Mining
Lease, restricting any potential to significantly deepen the southern end of the Main Pit. Please
refer to the map of lease boundaries and existing pit outline of the Lubuk Mandi Mine in the section
entitled General Information on Our Group Lubuk Mandi Mine Concession of this Offer
Document for a diagram of the Lubuk Mandi Mine and the boundaries of the Mining Leases.
Previous mining operations at the Lubuk Mandi Mine have left potential environmental
management risks
Although, to the best of our Directors knowledge, there are currently no environmental
management risks which remain from past mining activities conducted at the Lubuk Mandi Mine
which will have an impact on the renewal of licences and permits granted to our Group, there can
be no assurance that such environmental management risks will not surface in the future and/or
have a material or adverse impact on our Groups licences and permits as well as our Business.
For instance, acidic waste water remains in the two open pits at the Main Pit and the North Pit,
potential acid and metaliferrous drainage from waste rock dumps, and land disturbance, all of
which have not been rehabilitated.
PMINT, as holder of the Mining Leases, is responsible for the rehabilitation of the mining site and
for making the required contributions to the common rehabilitation fund maintained by the local
authorities, and pursuant to the Lubuk Mandi Concession Agreement, we are not responsible and
liable for the rehabilitation of the mining site at the Lubuk Mandi Mine. To the best of our Directors
knowledge, there has not been any past incidence where any required rehabilitation works were
not carried out; however, notwithstanding the above, our mining operations may be adversely
affected in the event any required rehabilitation is not successfully carried out.
42
RISK FACTORS
We may not discover new gold Mineral Resource
Exploration of mineral deposits involves significant risks which even careful evaluation,
experience and knowledge cannot entirely eliminate. Exploration may not lead to the discovery of
new Mineral Resource. Conversely, it requires substantial capital expenditure and time, during
which the capital cost and economic feasibility may change.
At the Lubuk Mandi Mine, we have a concession right to the Mining Leases held by PMINT and
have commenced our work primarily at the Main Pit. Please refer to the map of lease boundaries
and existing pit outline of the Lubuk Mandi Mine in the section entitled General Information on Our
Group Lubuk Mandi Mine Concession of this Offer Document for a diagram of the Lubuk
Mandi Mine and the boundaries of the Main Pit. However, there is still a significant area at the
Lubuk Mandi Mine which has not been explored by drilling at present.
At the Bukit Panji Property, we have conducted only preliminary exploration work and have not
established any Mineral Resource. We have not explored any area at the Bukit Panji Property by
drilling, nor have we commenced any mining activities.
There is currently no Ore Reserve at the Lubuk Mandi Mine and we may not achieve the
expected production output of gold
At the Lubuk Mandi Mine, we have not converted the tailings Mineral Resource to Ore Reserve.
Whilst no tailings Ore Reserve has been estimated, we completed detailed technical and
economic evaluations prior to our Group commencing mining and construction of the processing
facilities, which is presently in the commissioning stage. However, we cannot guarantee that our
gold production estimates from processing of tailings will be achieved.
We have not yet converted the hard rock Mineral Resource to an Ore Reserve at the Lubuk Mandi
Mine. We have engaged AMC to conduct a Pre-Feasibility Study on the potential redevelopment
of the open pit at the Lubuk Mandi Mine, which has been the objective of establishing Ore Reserve
for this material. Our Mineral Resource estimates are based on, inter alia, estimation methodology
and procedures, assumptions and professional judgement made by the Independent Qualified
Person in accordance with the JORC Code as set out in the AMC IQPR. However, we cannot
guarantee that the Pre-Feasibility Study will result in the estimate of an Ore Reserve for the hard
rock Mineral Resource.
If we are unable to estimate a hard rock Ore Reserve for the Lubuk Mandi Mine, it will reduce the
expected mine life of the Lubuk Mandi Mine, which may adversely affect our Business. For
purposes of the AMC IVR, it was assumed that the tailings reprocessing and hard rock (in situ)
processing operations will complete by 2019 and 2022, respectively. However, the estimation of
mine life is dependent on many factors, including the gold price and production rate achieved by
our Group, as well as whether additional Mineral Resources and/or Ore Reserves are located
pursuant to further exploration at the Lubuk Mandi Mine. Please refer to the section entitled
General Information on Our Group Production Process Production of Gold of this Offer
Document for information on our forecasted gold production from processing of tailings at the
Lubuk Mandi Mine. In addition, the fair market value of the Lubuk Mandi Mine has been assessed
by AMC based on the assumptions set out in the AMC IVR.
43
RISK FACTORS
Mines have finite lives and will eventually be closed
As indicated in the AMC IQPR, we have not reported any Ore Reserve and our current gold
Mineral Resource at the Lubuk Mandi Mine contains approximately 114,000 oz of gold. Our
current Mineral Resource will diminish over time. Thus, more gold deposits must be identified for
our Group to continue producing gold beyond the existing life of the Lubuk Mandi Mine. The
identification of new gold deposits allows us to either extend the life of the Lubuk Mandi Mine or
justify the development of new projects. It follows that our Groups future operations, results and
growth will suffer should our exploration programs fail to replace our current Mineral Resource or
create new commercially viable mining operations.
We may incur significant cost at the time of mine closure
We may be required to fulfil several obligations at the time of mine closure, which may incur higher
costs than we envisage, and our ability to complete these tasks depends on our ability to
successfully implement negotiated agreements with the relevant government, community and
employees. Such potential obligations may include:
preparation of various documents in accordance with the applicable laws and regulations,
such as reports for closing the mine, documents containing information on mining operations,
land reclamation, land utilisation and environmental protection;
contributing to the common rehabilitation fund administrated by the State Mineral Resources
Committee for the purpose of rehabilitation of mining lands;
reforestation and reinstatement of the land to its original condition;
arranging for the long-term management of permanent engineered structures and acid rock
drainage;
meeting the relevant environmental closure standards;
ensuring the orderly retrenchment of employees and third party contractors; and
handing over of the site, together with the associated permanent structures and community
development infrastructure and programs, to new owners.
A difficult mine closure may lead to increased closure costs, handover delays, on-going
environmental rehabilitation costs, penalties and damage to our reputation. Our Business will then
be adversely affected.
We may not obtain or renew governmental permits necessary for our business activities
We may require licences, permits and approvals (LPAs) from the relevant authorities to carry out
our business activities. These LPAs are limited to specified areas and time periods. Our ability to
obtain, convert and/or renew these LPAs in a timely manner will thus affect our operations. This
may adversely affect our Business. For further details, please refer to the section entitled General
Information on our Group Permits, Licences and Approvals and Appendix H entitled Summary
of Relevant Malaysian Laws and Regulations to this Offer Document.
44
RISK FACTORS
The application process for such LPAs may be complex due to the involvement of various levels
of government and regulatory bodies. There is uncertainty as to whether our LPAs can be
obtained, converted and/or renewed in a timely manner, or at all. We are also often required to
provide costly undertakings. Even if our applications are successful, the LPAs may be
subsequently revoked by the authorities.
We may also be required to obtain, convert and/or renew LPAs under new laws and regulations
introduced in the future. Failure to do so may delay, alter or stop our plans, thereby adversely
affecting our Business.
Gold prices may experience significant fluctuations due to factors beyond our control
Our revenue depends on gold prices. The price of the gold we sell is based on the LBMA Gold
Price PM, which is commonly used by gold producers globally. Gold prices are in turn determined
by the market forces of demand and supply, including many factors which are unpredictable and
beyond our control. These factors include: (a) expectations relating to inflation rates, exchange
rates, interest rates, global and regional political and economic crises and governmental policies
with respect to gold holdings by central banks; (b) global and regional political developments in
gold producing regions; (c) the ability of the gold producing nations to set and maintain gold
production levels and prices; (d) actions taken by major gold producing or consuming countries;
(e) global and regional supply and demand for gold; (f) domestic and foreign government
regulations; and (g) global and regional economic conditions. Variation of any of these factors,
amongst others, may cause gold prices to fluctuate. Although our Groups profitability will depend
on factors such as our management of costs, such fluctuations may adversely affect our Business.
Please refer to the section entitled General Information on Our Group Prospects and Trend
Information of this Offer Document for more details.
We work with and rely on third party contractors in our business operations
We currently outsource and engage third party contractors to provide mining and geological
related services.
Our Group has appointed Sinomine as our main contractor pursuant to the Co-operation
Agreement entered into between AASB and Sinomine in relation to the Lubuk Mandi Mine. We
may on other occasions enter into other agreements with Sinomine and/or other third party
contractors. In the event that we do not comply with or we breach any of our obligations under
such agreements, the relevant agreement may be terminated. Please refer to the section entitled
General Information on Our Group Production Process Processing Facilities of this Offer
Document for more information.
We may substantially outsource our exploration and mining activities to third party contractors. If
so, our operations will be affected by the performance of these contractors. We can monitor these
third party contractors to ensure that they adhere to our standard operating procedures and
requirements. However, we may not be able to control the standards of their work to the same
extent as when work is done by our own employees. Although our third party contractors do not
currently engage any sub-contractors, they may do so in the future. In addition, pursuant to the
terms of the Mining Leases in respect of the Lubuk Mandi Mine, various criteria and restrictions
are imposed relating to work conducted or number or demographic of employees engaged.
Although our third party contractors currently adhere to such criteria, there is no guarantee that
such third party contractors and/or their employees will not breach the criteria or restrictions
imposed by the relevant Mining Leases.
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RISK FACTORS
Thus, our Business may be affected by the performance of these third party contractors. Failure
by these contractors to meet the applicable professional, quality, safety and environmental
standards could affect our Groups compliance with government rules and regulations or the
conditions of our LPAs. This may also result in increased costs for our Group. Our Business will
then be adversely affected.
Any failure by us to retain or replace the services of such contractors, on favourable terms or at
all, may adversely affect our Groups Business.
Our actual operating costs and ore processing capacity may fluctuate
Our operating costs and ore processing capacity are based on certain estimates and assumptions
about the method and timing of mining activities. Estimates and assumptions are inherently
uncertain. Thus our actual costs and ore processing capacity may differ materially from these
estimates and assumptions. In addition, we may later discover new or unexpected conditions that
increase costs and/or reduce processing capacity above the current estimates. Accordingly, we
cannot promise that our cost and processing capacity estimates and their underlying assumptions
will be realised in practice. The underestimation of our operating costs and/or the overestimation
of our ore processing capacity will adversely affect our financial condition and operational results.
Risks and uncertainties associated with the exploration and extraction of natural resources
Mining operations are subject to a number of operating risks and potential hazards normally
associated with the exploration and extraction of natural resources, some of which are beyond our
control. The occurrence of any operating risk or potential hazard could result in extraction
shortfalls and/or damage to persons or property. These operating hazards and risks include:
accidents;
unexpected maintenance or technical problems;
critical equipment failure;
interruptions due to transportation disruptions and/or delays;
power or fuel supply interruptions;
unusual or unexpected variations in the mine and its geological or mining conditions, such
as instability of the slopes and subsidence of the working areas;
disputes with third parties (such as other mine owners, mining contractors and operators);
labour issues; and
adverse weather conditions.
In particular, mining operations involve the use of heavy machinery, which involve inherent risks
that cannot be completely eliminated through preventive efforts. The occurrence of any of these
potential hazards can delay and adversely affect mining operations, increase production costs,
result in environmental damage, and/or result in casualties and/or injury to workers, damage to
46
RISK FACTORS
property and liability for companies involved in mining. Such incidents may also result in breach
of consent or approvals obtained from the relevant government authorities for mining operations
and the imposition of fines and other penalties.
There can be no assurance that any future accidents will not materially and adversely affect our
Groups Business. The occurrence of any of these events, whether man-made or natural, could
have an adverse effect on our Business.
We may be adversely affected if we face any disruptions to the supply of electricity, water,
diesel, auxiliary materials, equipment and spare parts
Our activities depend heavily on the availability of electricity, water, diesel, auxiliary materials,
equipment and spare parts. Supplies of these resources and materials may be interrupted. Their
prices may also increase. If we are unable to promptly find suitable suppliers or obtain alternative
supplies at prices acceptable to us, our Business may be adversely affected. Any interruption in
electricity supply due to a breakdown of our infrastructure or interruption to our electricity supply
or for any other reason will disrupt our operations and adversely affect our Groups production.
Any significant damage to, failure of, or operational difficulties with, the key components of our
mining operations could have a material adverse effect on our Business.
We may not be adequately insured against our operational risks
We have safety policies and measures in place to mitigate and reduce industrial accidents.
Nevertheless, casualties or accidents may occur. We have thus taken up insurance to cover our
operational risks, which include coverage for our mining workers and key equipment. However,
our insurance cannot cover us against all the risks that we may face. For example, we have no
insurance coverage relating to natural disasters or acts of God. Also, our insurance may not cover
the loss of key personnel, business interruption and third party claims for environmental disaster,
property damage, personal injury and environmental liabilities. Thus, our Business will be
adversely affected if our losses and liabilities are not covered by insurance. Even if covered, our
losses and liabilities may be substantial and may not be adequately satisfied by the insurance
pay-out. Our Business will then be adversely affected.
Lastly, insurance premiums may increase if we make claims on our policies or if laws, regulations
and customer requirements become more complex. This will lead to increased costs. Our
insurance coverage will also be lost if we are unable to pay the increased premiums. These events
will adversely affect our Business.
Please refer to the section entitled General Information on our Group Insurance of this Offer
Document for further details on our Groups insurance.
We may need further funding for our existing business and future growth
We may require more funding for capital investment, payment of operating costs and future
expansion plans. Although we have identified our future growth plans as set out in the section
entitled General Information on our Company Business Strategies and Future Plans of this
Offer Document, as the avenues to pursue growth in our business, the net proceeds from the
Placement may not be sufficient to fully cover the estimated costs of implementing all these plans.
Unexpected problems frequently occur during the initial development phase, causing delays and
interruptions. Consequently, our actual costs and returns may differ from our estimates. We may
need to raise more funds if the actual costs of implementing our plans significantly exceed our
47
RISK FACTORS
funding estimates. We may also need more funds to tap into new and/or unforeseen growth
opportunities. We may also find opportunities to grow through acquisitions which cannot be
predicted at this juncture. Failure to secure adequate financing may adversely affect our Business
and growth prospects.
If more funds are required, we will consider issuing new equity or debt instruments or borrowing
from the banks. If new Shares placed to new and/or existing shareholders are issued after the
Placement, existing shareholders equity interest may be diluted. In addition, such new Shares
may be priced at a discount to the then prevailing market price of our Shares on Catalist, which
may result in a decrease in our Share price subsequent to such issuance of Shares. Furthermore,
any additional debt financing which we may undertake to raise the funds required to develop these
growth opportunities may, apart from increasing interest expense and gearing, contain restrictive
covenants with respect to dividends, future fund raising exercises and other financial and
operational matters. In addition, our Company may not be able to obtain additional financing on
favourable and acceptable terms. If we are unable to procure the additional funding that may be
required, our growth or financial performance may be adversely affected.
Our future growth will depend on our ability to manage our expansion plans
The growth strategies and expansion plan of our Group include development of our existing
mining properties as well as acquisition of new properties. Please see the section entitled
General Information on Our Group Business Strategies and Future Plans of this Offer
Document for further details.
Our Group entered into concession contract work agreements to conduct exploitation and mining
works at the Lubuk Mandi Mine and the Bukit Panji Property in February 2013 and September
2014, respectively. Please refer to the sections entitled General Information on Our Group
Lubuk Mandi Mine and General Information on Our Group Bukit Panji Property of this Offer
Document for more information. Based on the results of our existing operations at the Lubuk
Mandi Mine, we intend to conduct further exploration, drilling and development of hard rock mining
operations in line with our plans to increase the area and scope of our mining operations. The
development of the Bukit Panji Property is in its infant stages and we will need to conduct further
exploration activities to develop and enhance our resources. The implementation of these
development plans and strategies involves risks and uncertainties and may not be successful.
Success depends on the presence of favourable economic conditions, approvals from the
authorities, and our ability to raise sufficient funding and attract the requisite professionals to
support our growth.
We may lose the initial investment if our plans subsequently generate lower than expected
revenue, incur higher than expected costs, are delayed or aborted, or lack the requisite funding
or manpower to be successfully implemented. This will adversely affect our Business.
In addition, we may not be able to identify suitable new mining areas or obtain concession rights
to new mines, whether in the region we currently operate in or elsewhere. If we are unable to do
so on terms acceptable to our Group, or at all, our Business will be adversely affected.
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RISK FACTORS
We may not be able to conduct mining activities during the monsoon season. Further, we
may be subject to severe weather conditions, natural disasters and other events beyond
our control
Severe weather conditions, natural disasters and other events beyond our control may damage
our mines, equipment and facilities. This increases operating costs. These events may also force
us to evacuate personnel and suspend operations. Our productivity will be reduced and fixed
operating expenses will continue to be incurred. Please refer to the section entitled General
Information on Our Group Seasonality of this Offer Document for more information.
Furthermore, the occurrence of a natural disaster near the Lubuk Mandi Mine and the Bukit Panji
Property and/or our vulnerability to natural disasters may affect our ability to obtain financing on
a timely basis, on terms acceptable to us, or at all. Thus, if any of the above-mentioned events
occurs, our Business may be materially and adversely affected.
We may not operate efficiently and effectively if we lose key personnel or if we cannot
attract and retain skilled workers
We depend substantially on our key personnel and skilled workers to manage our strategy and
operations. We have an experienced management team, consisting of individuals who are highly
skilled and who may be difficult to replace, in particular Mr Lim Chiau Woei, our Managing
Director, Mr Chan Koon Mong, our Executive Director, Ms Ooi Hooi Kiang, our CFO, Mr Fan Ngee
Shin, our General Manager (Corporate), and Mr Mohamad Radi bin Jaafar, our Plant Manager.
They possess the relevant experience in their respective areas of expertise to oversee our
strategic growth and to manage our day-to-day operations. However, we face keen competition in
the recruitment and retention of such key personnel. We do not currently maintain key person life
insurance covering our key personnel or, save in respect of our Executive Directors, restrictions
on their post-employment ability to solicit our employees or contractors if key personnel voluntarily
terminate their employment. Losing the services of any of our key personnel without suitable
timely replacements could harm our ability to implement our business strategies and respond to
changing market conditions, and may materially and adversely affect our Business. Our future
success will depend to a significant extent on the ability of our key personnel to effectively drive
execution of our business strategies.
Similarly, our growing Business may require more skilled workers and professional staff in the
areas of gold mining and production, operations and engineering. Competition for these skilled
workers and professional staff is intense. There are similar businesses in the industry which also
require manpower and which possess greater resources. A shortage of labour may increase
labour costs. These costs may not be passed on to our customers. If so, our Business may be
adversely affected. Our ability to pursue future projects may also be restricted by our inability to
recruit, train and retain the requisite number of skilled workers and professional staff. This may
adversely affect our operations, growth and competitiveness.
We are subject to foreign exchange risks and fluctuations
We are exposed to foreign exchange risks to the extent that our transactions are not matched in
the same currency and to the extent there are differences in the timing of these transactions. In
particular, the economic viability of open pit redevelopment at the Lubuk Mandi Mine is dependent
on operating costs being less than revenue. Whilst our Group is able to control many of its cost
inputs, both costs and revenue may be affected by factors including those set out below:
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RISK FACTORS
International gold prices, and thus our revenue, are denominated in US$. However, our
expenditure is accounted for in RM. Any significant depreciation of US$ against RM will
adversely affect the financial performance and position of our Group.
The proceeds to be raised from the Placement will be denominated in S$. However, the
intended use of these proceeds is likely to be denominated in US$. Any significant
depreciation of S$ against US$ will adversely affect the financial performance and position
of our Group.
Our combined financial statements are presented in RM. Any significant depreciation of the
S$ and US$ against the RM will adversely affect our financial performance and position.
Our Shares are traded in S$. Any fluctuation of S$ against the RM may impact the value of
our Groups reported earnings, NAV and other financial measures in RM terms. This may in
turn affect the market price of our Shares.
Please refer to the section entitled Managements Discussion and Analysis of Financial Position
and Results of Operations Foreign Exchange Management of this Offer Document for further
details.
Our Business may be adversely affected by recent developments in the global markets
Since the global economic downturn in late 2008, there have been negative developments in the
global financial markets including the downgrading by major international credit rating agencies of
sovereign debts issued by some of the European Union member countries and the difficult
conditions in the global credit and capital markets. These challenging market conditions have
given rise to reduced liquidity, greater volatility, widening of credit spreads, lack of price
transparency in credit markets, a reduction in available financing, government intervention and
lack of market confidence. These factors, combined with declining business and consumer
confidence, have resulted in global economic uncertainties.
It is difficult to predict how long these developments will last. Further, there can be no assurance
that measures implemented by governments around the world to stabilise the credit and capital
markets will improve market confidence and the overall credit environment and economy. A global
economic downturn could adversely affect our ability to obtain short-term and long-term financing.
It could also result in an increase in the cost of our bank borrowings and reduction in the amount
of banking facilities currently available to us. The inability of our Group to access capital efficiently,
on time, or at all, as a result of possible economic difficulties, may have an adverse effect on our
Business. Any deterioration in the global economy could in turn adversely affect the health of the
local economy and impact our Business.
In the event that the global economic conditions do not improve or any recovery is halted or
reversed, our Business may be adversely affected.
RISKS RELATING TO OUR OPERATIONS IN MALAYSIA
We are subject to the Malaysian regulatory regime for the gold mining industry
Our operations are subject to a range of Malaysian laws, regulations, policies, guidelines,
standards and requirements. These pertain to mine exploration, development, production,
taxation, labour standards, occupational health and safety, waste treatment and environmental
protection, operation management and more. In addition, the existing concession rights of AASB
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RISK FACTORS
for the Lubuk Mandi Mine and of AMSB for the Bukit Panji Property have been granted by PMINT
premised on the Mining Leases issued by or the proprietary mining licence which is in the process
of being obtained from, the Terengganu State Authority, as the case may be.
We face the inherent risks of liabilities in our operations. We may have to incur significant capital
and maintenance expenditures to comply with laws and regulations. The failure to discharge our
obligations could result in the imposition of fines and penalties, damage to our reputation, delays
in production or the temporary or permanent closure of our operations.
Existing laws, regulations or policies may become stricter or more strictly enforced. Our Business
may face investigation, scrutiny or evaluation. We may face new liabilities, reduced operating
hours, additional investment requirements in pollution control equipment, or delays in the opening
or expansion of operations. We may be forced to conduct preventive or remedial actions. These
may result in increased costs. Such costs, liabilities or disruptions in operations could materially
and adversely affect our Business.
In the event of any non-compliance with the conditions and regulations imposed pursuant to
relevant laws, regulations, policies, guidelines, standards or requirements by the Malaysian
government authorities, our Business may also be materially and adversely affected.
As at the Latest Practicable Date, we have obtained the requisite licences, permits and approvals
for our business operations. Our Directors will ensure that all necessary precautions are taken to
prevent our Group from contravening any conditions and regulations imposed by the government
authorities. However, any fines, penalties or enforcement actions imposed on us will adversely
affect our operational results and financial conditions.
We are subject to the political, economic and social conditions in Malaysia
Our business is operated in Malaysia and is therefore sensitive to the social, economic, political
and legal conditions in Malaysia which are beyond our control. Unfavourable changes in these
conditions or in Malaysian government policies may be detrimental to our Business. For example,
these changes may lead to currency and interest rate fluctuations, inflation, capital restrictions,
price and wage controls, expropriation of land and changes in taxes and duties which may
adversely affect our Business. Negative developments in the socio-political climate of Malaysia
and the region may also materially and adversely affect our Groups Business. The regional
countries are in a state of rapid political, economic and social changes, which will entail risks to
our Business if we are to expand in the region in the future. As such, we are unable to assure you
that we will be able to adapt to the local conditions, regulations and business practices and
customs in future. Furthermore, expropriation of land will lead to a loss of our mining or exploration
rights. If so, we may not be able to continue our business or receive any compensation for the loss
of these rights. Malaysian foreign exchange control may limit our ability to utilise our cash
effectively and affect our ability to receive dividends and other payments from our Malaysian
subsidiaries. Please refer to the risk factor entitled We are subject to the foreign exchange
legislation and regulations in Malaysia below for further details.
Any changes implemented by the governments of the region in which we operate resulting, inter
alia, in currency and interest rate fluctuations, capital restrictions, and changes in duties and taxes
detrimental to our business could adversely affect our Business.
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RISK FACTORS
We are subject to the foreign exchange legislation and regulations in Malaysia
Local and foreign investors are subject to Foreign Exchange Administration Rules in Malaysia. In
exercise of the powers conferred by the FSA and the IFSA, BNM issued ECM Notices. These ECM
Notices set out transactions that are allowed by BNM which otherwise are prohibited under the
FSA and IFSA. A person must obtain approval of BNM to undertake or engage in any transactions
that are not provided or allowed by BNM under any of the ECM Notices.
The ECM Notices are reviewed regularly according to changing circumstances. As at the Latest
Practicable Date, foreign investors are free to remit out divestment proceeds, profits, dividends or
any income arising from these investments in Malaysia. However, the repatriation of funds may be
restricted in the future. This will limit our ability to distribute dividends to you from our Malaysian
business operations.
Also, as at the Latest Practicable Date, resident companies are allowed to borrow any amount in
foreign currency from licensed onshore banks or through the issuance of foreign currency debt
securities to another resident. Resident companies are only allowed to borrow in foreign currency
of up to RM100 million equivalent in aggregate from other non-residents. The RM100 million
equivalent is based on the aggregate borrowing of the resident entity and other resident entities
within its group of entities with parent-subsidiary relationship. Resident companies are also
allowed to borrow any amount in foreign currency from their resident or non-resident entities
within its group of entities or resident or non-resident direct shareholders unless the borrowing is
from non-resident financial institutions or non-resident special purpose vehicles which are set up
to obtain borrowing from any person which is not part of the resident entitys group of entities.
The relevant rules and regulations on foreign exchange control in Malaysia may change. If there
is any adverse change in the foreign exchange rules and regulations relating to the borrowing or
repatriation of foreign currency, our Business may be adversely affected.
We may be subject to costs and risks associated with the monitoring, rehabilitation and
compliance with environmental laws and regulations
To the best of our Directors knowledge, our Group has not breached any environmental laws and
regulation; however, in the event we do not comply with any environmental laws and regulations
and PMINT is unable to renew the Mining Leases or if PMINT does not comply with their legal
obligations as holder of the Mining Leases resulting in a breach of the Mineral (Terengganu)
Enactment 2002, we may be adversely affected as a result. These environmental laws and
regulations require the holder of the Mining Leases to protect and rehabilitate the environment.
Compliance with these requirements may increase our costs if PMINT transfers these costs to us
and may also delay our activities, depending on what is permitted and how the requirements are
interpreted and implemented by the authorities.
In addition, economic development and improvements in living standards may increase
awareness of environmental protection. Thus environmental laws and regulations may become
more stringent or more stringently enforced. If so, we may not be able to comply with these
environmental laws and regulations, economically or at all. We and/or PMINT may be subject to
penalties and liabilities under environmental laws and regulations. These include warnings, fines,
prosecution, suspension of production and closure of our facilities. We and/or PMINT may also
face litigation brought by environment protection groups or other interested persons. These
events may delay or halt production and create negative publicity related to our mines.
Accordingly, our operations and financial condition will be adversely affected.
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RISK FACTORS
We face regulations and risks in relation to production safety and the occurrence of
accidents
We handle and store dangerous chemicals and articles and use heavy machinery in our mining
operations. Thus, we are subject to the occupational safety and health laws, regulations and
policies of the Malaysian government (Occupational Safety and Health Rules).
The Occupational Safety and Health Rules may become more stringent or more stringently
enforced. If so, we may not be able to comply with these Occupational Safety and Health Rules,
economically or at all, within the relevant prescribed periods. This may increase our costs of
production. Our operations may be suspended. We may even be found guilty of criminal offences
and penalised with fines and/or imprisonment.
Accidents and technical difficulties may happen. Such incidents may injure people or damage
property. Our business and operations may be disrupted or suspended. If such incidents breach
the conditions of our LPAs, we may lose our exploitation and mining rights. Our production costs
may be increased. Our reputation and financial condition may suffer. We may even be subject to
litigation and regulatory investigations, which may in turn result in civil and criminal liabilities and
penalties. Our insurance or workmens compensation policies may not cover, sufficiently or at all,
the claims for compensation. Our insurance claims may even be contested by the insurers. If so,
we will have to pay such compensation. These events will materially and adversely affect our
Business.
Terrorist attacks, armed conflicts, and/or outbreak of Severe Acute Respiratory Syndrome
(SARS), avian influenza, H1N1, H7N9, Middle East Respiratory Syndrome Coronavirus
(MERS CoV), Ebola virus disease (EVD) and/or other communicable diseases may
affect the markets in which we operate and our business and operations
The effects of terrorist attacks or armed conflicts may materially and adversely affect our Business
or those of our suppliers or customers. Such terrorist attacks or armed conflicts could have an
adverse effect on our Business. Political and economic instability in some regions of the world
may also result from such terrorist attacks and armed conflicts, and could negatively impact our
Business. The consequences of any of these terrorist attacks or armed conflicts are
unpredictable, and we are not able to foresee such events that could have an adverse impact on
our Business. An outbreak of contagious disease may have an adverse effect on the economies
of certain Asian countries and may materially and adversely affect our Business.
For example, in the first half of 2003, certain countries in Asia experienced an outbreak of SARS,
a highly contagious form of atypical pneumonia. In 2009, there was a global outbreak of a new
strain of influenza A virus sub-type H1N1. In the last few years, large parts of Asia experienced
unprecedented outbreaks of avian flu. In 2013, a deadly strain of influenza A virus sub-type H7N9
was reported in the Peoples Republic of China. These infectious diseases seriously interrupted
economic activities and general demand for goods plummeted in the affected regions.
In similar vein, a strand of virus called MERS-CoV, which also causes acute respiratory illness,
was discovered in 2012. In April 2014, the Ministry of Health in Malaysia reported its first
confirmed case of MERS-CoV. Nonetheless, as the global MERS-CoV situation is still unfolding,
it is uncertain the full impact the infection can have on the economies of Asian countries.
There can be no assurance that an outbreak of SARS, avian flu, H1N1, H7N9, MERS-CoV, EVD
or other contagious diseases, or the measures taken by the governments of affected countries
against such potential outbreaks, will not seriously interrupt our operations or those of our
53
RISK FACTORS
contractors, suppliers and/or customers. This, in turn, may have a material adverse effect on our
Business. The perception that there may be a recurrence of an outbreak of SARS, avian flu, H1N1,
H7N9, MERS-CoV, EVD or other contagious diseases may also have an adverse effect on the
economic conditions of countries in Asia and accordingly, our Business.
We face various political and sovereign immunity risks
We currently operate in the geographic location and jurisdiction of Malaysia. We may expand into
other countries in the future. Different countries have different political, economic and legal
systems. These differences expose our multi-jurisdictional operations to regulatory, economic and
investment risks. We may face difficulties in enforcing agreements, difficulties in protecting
intellectual property, rising labour costs, disruptions in infrastructure, difficulties in staffing and
managing our operations and difficulties in complying with foreign and international laws, treaties
and policies. In particular, some of the countries in which we may operate have constitutions and
laws which entrench and vest all the rights over their natural resources in the state, which are
regarded as sovereign state assets. These factors introduce uncertainty and risk in our Business
in the event we expand into other countries.
Any changes in the policies implemented by the governments of these countries, currency and
interest rate fluctuations, capital restrictions and changes in duties and tax may be detrimental to
our Business. Accordingly, our future results could be adversely affected by a variety of factors,
including but not limited to:
interruptions to transportation flows for the delivery of raw materials and parts to us and
finished goods to our customers;
labour strikes;
changes in foreign currency exchange rates and interest rates;
changes in a specific countrys or regions political or economic conditions;
trade protection measures and import or export licensing requirements;
negative consequences from changes in tax laws; and
unexpected changes in regulatory requirements.
RISKS RELATING TO OWNERSHIP OF OUR SHARES

Investments in securities quoted on Catalist involve a higher degree of risk and can be less
liquid than shares quoted on the Mainboard of the SGX-ST
We have made an application for our Shares to be listed for quotation on Catalist, a listing platform
primarily designed for fast-growing and emerging or smaller companies to which a higher
investment risk tends to be attached as compared to larger or more established companies listed
on the Mainboard of the SGX-ST. An investment in shares quoted on Catalist may carry a higher
risk than an investment in shares quoted on the Mainboard of the SGX-ST and the future success
and liquidity in the market of our Shares cannot be guaranteed.
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RISK FACTORS
Market and economic conditions may affect the market price and demand for our Shares
Movements in domestic and international securities markets, economic conditions, foreign
exchange rates and interest rates may affect the market price and demand for our Shares. As our
Shares will be quoted in S$ on the SGX-ST, dividends, if any, in respect of our Shares will be paid
in S$. Fluctuations in the exchange rate between the S$ and other currencies will affect, amongst
other things, the foreign currency value of the proceeds which a Shareholder would receive upon
sale in Singapore of our Shares and the foreign currency value of dividend distributions.
Future sale or availability of Shares may exert a downward pressure on our Share price
Shares in our Company, except for those under moratorium, may be sold in the public market in
Singapore. The sale of a substantial number of our Shares after this Placement, or the perception
that such sales may occur, could exert a downward pressure on our Share prices. In addition,
these factors may also affect our ability to raise capital through the issue of additional equity
securities in the future. Save as otherwise described in the section entitled Shareholders
Moratorium of this Offer Document, there will be no other restriction on the ability of our
Shareholders to sell their Shares either on the SGX-ST or otherwise.
There has been no prior market for our Shares and the Placement may not result in an
active or liquid market for our Shares
Prior to the Placement, there has been no public market for our Shares. Although we have applied
to the SGX-ST for the dealing and quotation of our Shares on Catalist, there is no assurance that
an active trading market for our Shares will develop or, if developed, will be sustained. There is
also no guarantee of the continued listing of our Shares.
The Placement Price was determined following a book-building process by agreement among the
Sponsor, Issue Manager and Placement Agent and us, after taking into consideration, inter alia,
market conditions and estimated market demand for our Shares. The Placement Price may not be
indicative of the market price for our Shares after the completion of the Placement. Investors may
not be able to resell their Shares at a price that is attractive to them.
Our Share price may be volatile, which could result in substantial losses for investors
purchasing our Shares pursuant to the Placement
The market price of our Shares may fluctuate significantly and rapidly as a result of, inter alia, the
following factors, some of which are beyond our control and may be unrelated or disproportionate
to our financial results:
political, economic, financial and social developments in the jurisdictions in which we operate
and in the global economy;
perceived prospects, the general outlook of our industry, and success or failure of
management in implementing our business plans;
changes in general economic and stock market conditions;
changes in our operating results;
changes in securities
recommendations;
analysts
estimates
55
of
our
financial
performance
and
RISK FACTORS
announcements of gain or loss of significant contracts, acquisitions, strategic partnerships,

joint ventures or capital commitments;
changes in market valuations and share prices of companies with similar businesses to our
Group that may be listed in Singapore or elsewhere;
fluctuations of exchange rates;
ability to obtain or maintain regulatory approval for our operations;
addition or loss of key personnel; and
our involvement in material litigation.
Future dilution may result due to capital requirements

Our working capital and capital expenditure needs may vary materially from those presently
planned, depending on numerous factors, including our marketing and distribution strategies,
strategic alliances and other factors which cannot be foreseen. If we do not meet our goals with
respect to revenues, or costs are higher than anticipated, substantial additional funds may be
required. Even if we exceed our goals, our success may introduce new opportunities that may
have to be fulfilled quickly and this could also result in the need for substantial new capital. We
may have to raise additional funds to meet the new capital requirements. These additional funds
may be raised through the issuance of new Shares. In such events, if any Shareholder is unable
or unwilling to participate in such fund raising, such Shareholder may experience dilution in his
investment.
We do not have a fixed dividend policy and may not be able to declare any dividends in the
future
We cannot assure you that we will declare dividends in the future or, if we declare dividends in the
future, when we will pay them. The declaration and payment of future dividends will depend upon
our operating results and cash flow, financial condition, other cash requirements, including capital
expenditures, the terms of borrowing arrangements (if any), general economic conditions and
other factors specific to the industries that we operate in, many of which are beyond our control.
Moreover, as we operate under a holding company structure, the level of our income and our
ability to pay dividends may depend upon the receipt of dividends and distributions from our
subsidiaries. The payment of dividends by our subsidiaries is contingent upon many factors,
including earnings and cash flows, and may be subject to legal, contractual and/or tax and
accounting requirements in the relevant jurisdiction and other restrictions on the payment of
dividends under the terms of certain agreement(s). Please refer to the section entitled Dividend
Policy of this Offer Document for further details.
Negative publicity may adversely affect our Share price
Negative publicity involving our Group, any of our Directors, Executive Officers or Controlling
Shareholders, may adversely affect the market perception or the stock performance of our
Company, whether or not it is justified. Some examples include unsuccessful attempts in joint
ventures, takeovers or involvement in insolvency proceedings.
56
RISK FACTORS
Investors may not be able to enforce a judgement against our Group or management team
As a significant portion of our operations and assets are located outside Singapore, investors may
find it difficult to enforce a judgement against our Group or management team. Shareholders may
encounter difficulties if they wish to make a claim against our Group, or wish to enforce a
judgement against the assets of our Group.
You will incur immediate dilution and may experience further dilution in the NAV of your
Shares
The Placement Price is substantially higher than our Groups Pro Forma NAV per Share of []
cents as at FY2014 (as adjusted for the net proceeds from the issue of Placement Shares) and
based on the post-Placement share capital of [] Shares. Investors who subscribe for our Shares
at the Placement will therefore experience immediate and significant dilution in the NAV of their
Shares. Please refer to the section entitled Dilution of this Offer Document for further details.
In addition, we may issue share awards under the Performance Share Plan. To the extent that
such share awards are ultimately granted and Award Shares are issued pursuant to such grant,
there may be further dilution to investors participating in the Placement. Further details of the
Performance Share Plan are described in the section entitled Anchor Resources Performance
Share Plan of this Offer Document.
Our Controlling Shareholders will retain significant influence over our Group after the
Placement which will allow them to influence the outcome of matters submitted to
Shareholders for approval
Upon completion of the Placement, our Controlling Shareholders, namely JHW, Mr Lim Chiau
Woei and Mr William Law will respectively have a shareholding interest of []%, []% and []% in
our enlarged share capital after the Placement, which amount to a collective shareholding interest
of []% of our enlarged share capital after the Placement. Each of Mr Lim Chiau Woei and Mr
William Law are deemed to be interested in the Shares held by JHW. Please refer to the section
entitled Shareholders in this Offer Document for further details.
As a result, based on their deemed and direct shareholding interests, each of Mr Lim Chiau Woei
and Mr William Law will be able to exercise significant influence over matters requiring the
approval of Shareholders, including the election of Directors and approval of significant corporate
transactions. Mr Lim Chiau Woeis and Mr William Laws interests may not be aligned with our
other Shareholders interests, and they may cause us to, or prevent us from, entering into certain
transactions, the result of which might not be in, or may conflict with, the interests of our other
Shareholders. We cannot assure you that Mr Lim Chiau Woei and Mr William Law will vote on
Shareholders resolutions in a way that will benefit all of our Shareholders. Such concentration of
ownership may also have the effect of delaying, preventing or deterring a change in control of our
Group which may not benefit our Shareholders.
Investors may not be able to participate in future issues of our Shares
If we offer to our Shareholders rights to subscribe for additional Shares or any right of any other
nature, we will have discretion as to the procedure to be followed in making such rights available
to our Shareholders or in disposing of such rights and making available the net proceeds of such
disposal to our Shareholders. The decision made may not be to the benefit of Shareholders. We
may choose not to offer such rights to our Shareholders having a registered address outside
Singapore. Accordingly, Shareholders who have a registered address outside Singapore may be
unable to participate in rights offerings and may experience a dilution in their shareholdings as a
result.
57
USE OF PROCEEDS AND EXPENSES OF THE PLACEMENT

USE OF PROCEEDS
The estimated net proceeds to be raised from the Placement, after deducting estimated expenses
incurred in relation to the Placement of approximately S$[] million, will be approximately S$[]
million.
We intend to use our gross proceeds from the issue of Placement Shares primarily as follows:
Amount in
aggregate
(S$000)
Use of proceeds
As a percentage of
gross proceeds from
the Placement
(%)
Further exploration at the Lubuk Mandi Mine and

the Bukit Panji Property
[]
[]
Development of the Lubuk Mandi Mine and

the Bukit Panji Property and investment in
[]
[]
[]
[]
[]
[]
General working capital
[]
[]
Listing expenses
[]
[]
Total
[]
100.0
Further details of our use of proceeds may be found in the section entitled General Information
on Our Group Business Strategies and Future Plans of this Offer Document.
The foregoing discussion represents our best estimate of our allocation of the proceeds of the
Placement based on our current plans and estimates regarding our anticipated expenditures.
Actual expenditures may vary from these estimates and we may find it necessary or advisable to
reallocate the net proceeds within the categories described above or to use portions of the net
proceeds for other purposes. In the event that we decide to reallocate the net proceeds of the
Placement for other purposes, we will publicly announce our intention to do so through a SGXNET
announcement to be posted on the internet at the SGX-ST website, http://www.sgx.com. In
addition, our Company will make periodic announcements on the use of the proceeds from the
Placement as and when the proceeds from the Placement are materially disbursed, and provide
a status report on the use of the proceeds attributable to our Company from the Placement in our
annual reports.
Pending the deployment of the net proceeds to be raised from the Placement as aforesaid, we
may use the funds as working capital or invest in short-term money market instruments as our
Directors may, in their absolute discretion, deem fit.
In the opinion of our Directors, no minimum amount must be raised by the Placement.
None of the proceeds of the Placement will be used to discharge, reduce or retire any
indebtedness of our Group.
58
USE OF PROCEEDS AND EXPENSES OF THE PLACEMENT

LISTING EXPENSES
The estimated amount of expenses incurred in relation to the Placement and of the application for
listing, including management fees, placement commission, brokerage, audit and legal fees,
advertising and printing expenses, fees payable to the SGX-ST and all other incidental expenses
in relation to the Placement is approximately S$[] million. Such expenses will be borne by us and
deducted from the gross proceeds from the Placement.
A breakdown of these estimated expenses to be borne by us in relation to the Placement is as
follows:
Amount in
aggregate
(S$000)
As a percentage of
gross proceeds from
the Placement
(%)
Professional fees (2)
[]
[]
Placement commission and brokerage
[]
[]
Miscellaneous expenses (including listing,

application and submission fees)
[]
[]
Total
[]
[]
Expenses (1)
Notes:
(1)
Approximately S$[] million of the total estimated listing expenses of approximately S$[] million will be capitalised
against the share capital and the remaining listing expenses will be charged to the profit or loss of our Group upon
Listing.
(2)
The professional fees do not include the commission fee paid and payable to Alvito for its corporate consultancy
services pursuant to the Alvito Agreement, which is to be partially satisfied by issuance of the Alvito Shares at the
same time as the issuance of the Placement Shares. The Alvito Shares, as a share-based payment, will be charged
to the profit or loss of our Group upon Listing. Please refer to the section entitled Shareholders Moratorium
Alvito of this Offer Document for further details on the Alvito Agreement.
59
DIVIDEND POLICY
Our Company was incorporated on 12 August 2015 and has not distributed any cash dividend on
our Shares since incorporation. Similarly, none of our subsidiaries has distributed any cash
dividend since their incorporation.
We do not have a fixed dividend policy. The form, frequency and amount of future dividends on
our Shares will depend on our earnings, financial position, results of operations, cash flow, capital
needs, the terms of the borrowing arrangements (if any), plans for expansion and other factors
which our Directors may deem appropriate (the Dividend Factors).
Subject to our Articles of Association and in accordance with the Companies Act, our Company
may declare an annual dividend subject to the approval of our Shareholders in a general meeting
but no dividend or distribution shall be declared in excess of the amount recommended by our
Directors. Subject to our Articles of Association and in accordance with the Companies Act, our
Directors may also from time to time declare an interim dividend without the approval of our
Shareholders. Our Company may pay all dividends out of our profits. Withholding tax is not
applicable to dividends paid by a Malaysian company to a non-resident payee. For information
relating to taxes payable on dividends, please refer to the section entitled Taxation of this Offer
Document.
All dividends are paid pro-rata among the Shareholders in proportion to the amount paid up on
each Shareholders Shares, unless the rights attaching to an issue of any Share provides
otherwise. Notwithstanding the foregoing, the payment by our Company to CDP of any dividend
payable to a Shareholder whose name is entered in the Depository Register shall, to the extent
of payment made to CDP, discharge our Company from any liability to that Shareholder in respect
of that payment.
The amount of dividends declared and paid by us should not be taken as an indication of the
dividends payable in the future. No inference shall or can be made from any of the foregoing
statements as to our actual future profitability or ability to pay dividends in any of the periods
discussed. There can be no assurance that dividends will be paid in the future or of the amount
or timing of any dividends that will be paid in the future. The form, frequency and amount of future
dividends will depend on the Dividend Factors.
60
SHARE CAPITAL
Our Company (Registration No. 201531549N) was incorporated in Singapore on 12 August 2015
under the Companies Act as a private limited company, under the name of Anchor Resources Pte.
Ltd.. Our Company was converted into a public limited company and the name of our Company
was changed to Anchor Resources Limited in connection therewith on 30 September 2015.
As at the date of incorporation, our issued and paid-up share capital was S$2.00 comprising two
ordinary shares of S$1.00 each. As at the date of this Offer Document, our issued and paid-up
ordinary share capital is S$16,968,739 comprising 17,350,579 Shares.
Pursuant to written resolutions passed on 22, 29 and 30 September 2015, our Shareholders
approved, inter alia, the following:
(a)
in connection with the Listing and the Placement, the sub-division of all Shares in the issued
share capital of our Company in such ratio as may be determined by the Directors;
(b)
the allotment and issue of the Placement Shares which are the subject of the Placement, on
the basis that the Placement Shares, when allotted, issued and fully paid-up, will rank pari
passu in all respects with the existing issued Shares;
(c)
the allotment and issue of Adjustment Shares to certain RCL Lenders pursuant to the RCL,
if any;
(d)
the allotment and issue of Adjustment Shares to the Anti-Dilution Investors pursuant to the
Anti-Dilution Undertaking, if any. Please refer to the section entitled Restructuring Exercise
of this Offer Document for further information on the Anti-Dilution Undertaking;
(e)
the allotment and issue of the Alvito Shares as part of the commission fee for its corporate
consultancy services pursuant to the Alvito Agreement. Please refer to the section entitled
Shareholders Moratorium Alvito of this Offer Document for further details on the Alvito
Agreement;
(f)
the adoption of the Performance Share Plan (details of which are set out in the section
entitled Anchor Resources Performance Share Plan of this Offer Document, and also in
Appendix I entitled Rules of the Anchor Resources Performance Share Plan to this Offer
Document) and the authorisation of our Directors, pursuant to Section 161 of the Companies
Act, to allot and issue Shares upon the vesting of Awards granted under the Performance
Share Plan;
(g)
the approval of the listing and quotation of all the issued Shares (including the Placement
Shares and the Award Shares) on Catalist; and
(h)
the authorisation to our Directors, pursuant to Section 161 of the Companies Act and by way
of ordinary resolution in a general meeting, to:
(A)
(i)
issue Shares whether by way of rights, bonus or otherwise; and/or
61
SHARE CAPITAL
(ii)
make or grant offers, agreements or options (collectively, Instruments) that

might or would require Shares to be issued during the continuance of this authority
or thereafter, including but not limited to the creation and issue of (as well as
adjustments to) warrants, debentures, convertible securities or other instruments
convertible into Shares; and/or
(iii) notwithstanding that such authority may have ceased to be in force at the time that
such Instruments are to be issued, issue additional Instruments arising from
adjustments made to the number of Instruments previously issued in the event of
rights, bonus or other capitalisation issues, at any time and upon such terms and
conditions and for such purposes and to such persons as our Directors may in their
absolute discretion deem fit; and
(B)
issue Shares in pursuance of any Instrument made or granted by our Directors pursuant
to (A) above, while such authority was in force (notwithstanding that such issue of
Shares pursuant to the Instruments may occur after the expiration of the authority
contained in this resolution), provided that:
(i)
the aggregate number of Shares to be issued pursuant to such authority (including

the Shares to be issued in pursuance of Instruments made or granted pursuant to
this authority but excluding Shares which may be issued pursuant to any
adjustments (Adjustments) effected under any relevant Instrument, which
Adjustment shall be made in compliance with the provisions of the Catalist Rules
for the time being in force (unless such compliance has been waived by the
SGX-ST) and the Articles of Association for the time being of our Company, does
not exceed 100.0% of the post-Placement issued share capital excluding treasury
shares, and provided further that the aggregate number of Shares to be issued
other than on a pro-rata basis to Shareholders (including Shares to be issued in
pursuance of Instruments made or granted pursuant to such authority but
excluding Shares which may be issued pursuant to any Adjustments effected
under any relevant Instrument) shall not exceed 50.0% of the post-Placement
issued share capital excluding treasury shares;
(ii)
in exercising such authority, our Company shall comply with the provisions of the
Catalist Rules for the time being in force (unless such compliance has been
waived by the SGX-ST) and the Articles of Association for the time being of our
Company; and
(iii) unless revoked or varied by our Company in general meeting by ordinary

resolution, the authority so conferred shall continue in force until the conclusion of
the next annual general meeting of our Company or the date by which the next
annual general meeting of our Company is required by law to be held, whichever
is the earlier
(the General Share Issue Mandate).
62
SHARE CAPITAL
For the purpose of this resolution, the post-Placement issued share capital shall mean the
total number of issued Shares of our Company (excluding treasury shares) immediately after
the Placement, after adjusting for (i) new Shares arising from the conversion or exercise of
any convertible securities; (ii) new Shares arising from exercising share options or vesting of
share awards outstanding or subsisting at the time such authority is given, provided the
options or share awards were granted in compliance with the Catalist Rules; and (iii) any
subsequent bonus issue, consolidation or sub-division of Shares.
The Employee Shares to be issued at the same time as the issuance of the Placement Shares will
be issued pursuant to the General Share Issue Mandate.
Pursuant to written resolutions passed on 28 September 2015, our Shareholders approved, inter
alia, the following:
(a)
the conversion of our Company into a public company limited by shares and the change of
our name to Anchor Resources Limited; and
(b)
the adoption of a new set of Articles of Association.
As at the date of this Offer Document, there is only one class of shares in the capital of our
Company, being the Shares. A summary of our Articles of Association relating to, among others,
the voting rights of our Shareholders is set out in Appendix D Summary of Selected Articles of
Association of our Company to this Offer Document.
Save as disclosed in the sections entitled Directors, Executive Officers and Employees Service
Agreements and Anchor Resources Performance Share Plan of this Offer Document, there are
no founder, management, deferred or unissued Shares reserved for issuance for any purpose.
The Placement Shares, the Alvito Shares and the Employee Shares shall have the same interest
and voting rights as our existing Shares that were issued prior to the Placement and there are no
restrictions to the free transferability of our Shares. Save for the Awards which may be granted
under the Performance Share Plan, no person has been, or is permitted to be, given an option to
subscribe for or purchase any securities of our Company or any of our subsidiaries.
63
SHARE CAPITAL
Details of the changes in the issued and paid-up share capital of our Company since incorporation
and the resultant issued and paid-up share capital immediately after the Placement are as follows:
Number of
new Shares
issued
Purpose
Issued and paid-up Shares as at date of
incorporation
Issue of Shares to Shareholders of AASB(1)
pursuant to Share Swap Agreement and
the Anti-Dilution Undertaking
Issue of Shares to equity investors(2)
Issue of Shares to certain RCL Lenders
pursuant to conversion of RCL
(3)
Issue of Shares to Lim Chiau Woei pursuant to

capitalisation of amounts owing by the Group
to him
Resultant Issued and

Paid Up Share Capital
No of Shares
(S$)
12,948,415
12,948,417
3,877,284
1,075,162
14,023,579
5,677,284
3,293,311
17,316,890
16,652,900
33,689
17,350,579
16,968,739
[Issue of Adjustment Shares to the Anti-Dilution

Investors pursuant to the Anti-Dilution
Undertaking]
[]
[]
[]
[Issue of Adjustment Shares to certain RCL

Lenders pursuant to the RCL]
[]
[]
[]
Sub-division of Shares
[]
[]
[]
[]
[]
[]
[]
[] (4)
[]
[]
[]
[]
[]
[]
[]
[]
Pre-Placement share capital

Issue of Placement Shares
Issue of Alvito Shares
(5)
Issue of Employee Shares
(6)
Issued and paid-up share capital after the

Placement
Notes:
(1)
The shareholders of AASB, being the vendors under the Share Swap Agreement, include JHW, GBM, Lim Chiau
Woei, William Law, Chan Soo Chee, Koh Ah Luan, Tan Seng @ Tan Hun Seng, Vincent Gan, Tan Meng Seng, Rohani
Saudjana, Teh Kiu Cheong @ Teong Cheng @ Cheng Chiu Chang, Wong Lee Chin, Henry Sim, Lim Chye Huat @
Bobby Lim Chye Huat and Tan Beng Kiat.
(2)
Equity investors who subscribed for Shares include Koh Ah Luan and Metal-Like Surface Treatment Sdn. Bhd. The
resultant share capital takes into account the share issue expenses of S$200,000.
(3)
In total, 42 RCL Lenders converted their respective proportion of the RCL into Shares. Save for Koh Ah Luan and
Chan Soo Chee, none of the RCL Lenders who converted their respective proportion of the RCL into Shares holds
more than 5.0% of our Shares.
(4)
This takes into account the capitalisation of estimated listing expenses of approximately S$[] million.
(5)
Alvito will be issued the Alvito Shares at the same time as the issuance of the Placement Shares as part of its
commission fee pursuant to the Alvito Agreement. Please refer to the section entitled Shareholders Moratorium
Alvito of this Offer Document for more information. The Alvito Shares issued to Alvito as a share-based payment
will be charged to the profit or loss of our Group upon Listing.
(6)
14 employees of our Group will be issued the Employee Shares at the same time as the issuance of the Placement
Shares, to reward such employees for their contribution to our Group prior to the Listing. The Employee Shares,
which will be issued under the General Share Issue Mandate of our Company, will be charged to the profit or loss
of our Group upon Listing.
64
SHARE CAPITAL
Our Company was incorporated on 12 August 2015. The total equity of our Group as at the date
of incorporation and after the issuance of the Placement Shares, the Alvito Shares and the
Employee Shares is set out below. This should be read in conjunction with the Unaudited Pro
Forma Financial Information set out in Appendix C to this Offer Document.
As at the date
Pre-Placement
of incorporation after Share split
Post-Placement
Issued and paid-up Shares

(number of Shares)
[]
[]
Issued and paid-up share capital

(S$000)
* (1)
[]
[] (2)
Accumulated losses (S$000)
[]
[] (3)
Total Equity (S$000)
* (1)
[]
[]
Notes:
(1)
(2)
Takes into account the set-off of our Companys estimated listing expenses of approximately S$[] million against
the share capital. The remaining estimated listing expenses of approximately S$[] million will be charged directly
to the profit or loss of our Group.
(3)
Includes the estimated listing expenses of approximately S$[] million and share-based payment to Alvito and
certain employees of our Group.
Refers to an amount less than S$1,000.
65
4,877,409
Other Shareholders
Pre-Placement Investors(7)
Total
Alvito
Employees(9)
(8)
Subtotal
17,350,579
17,350,579
3,600,000
2,938,775
1,152,667
1,481,589
Substantial Shareholders
JHW(4)
GBM
Chan Soo Chee(5)
Koh Ah Luan(6)
Public
2,201,405
1,098,734
Directors
Lim Chiau Woei(1)
Chan Koon Mong(2)
William Law(3)
Dr Wilson Tay
Dato Amos Siew
Chng Li-Ling
100.00
100.00
28.11
20.75
16.94
6.64
8.54
12.69
6.33
3,600,000
130,327
3,600,000
20.75
0.75
20.75
Before the Placement,

Sub-division of Shares [and
Issue of Adjustment Shares]
Direct Interest
Deemed Interest
Number of
Number of
Shares
%
Shares
%
66
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
100.00
[]
[]
100.00
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
Before the Placement

Direct Interest
Deemed Interest
Number of
Number of
Shares
%
Shares
%
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
100.00
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
[]
After the Placement

Direct Interest
Deemed Interest
Number of
Number of
Shares
%
Shares
%
Our Directors and Substantial Shareholders and their respective shareholdings immediately before the Placement (as at the date of this Offer Document)
and immediately after the Placement are set out as follows:
OWNERSHIP STRUCTURE
SHAREHOLDERS
Mr Chan Koon Mong is deemed interested in the Shares held by Ms Wong Lee Chin, his spouse, who is one of the Pre-Placement Investors.
Mr William Law is deemed interested in the Shares held by JHW.
Each of Mr Lim Chiau Woei, Mr William Law and Mr Henry Sim holds 45.5%, 40.5% and 14.0% of the shares in JHW, respectively.
Mr Chan Soo Chee is a private investor.
Mdm Koh Ah Luan is a private investor.
There are a total of 47 Pre-Placement Investors. Save for Koh Ah Luan and Chan Soo Chee, none of the Pre-Placement Investors hold more than 5.0% of our Shares. Save as disclosed
in the sections entitled Shareholders Moratorium, Restructuring Exercise, Interested Person Transactions Potential Conflicts of Interest and General and Statutory Information
Material Contracts of this Offer Document, none of our Directors, Controlling Shareholders or their respective associates has any interest, direct or indirect, in any of the Pre-Placement
Investors.
Alvito is an investment holding company incorporated on 18 October 2007 in the British Virgin Islands. Alvito is wholly-owned by Lee Chow Kok, who is a businessman with more than
30 years experience in the private equity investment sector. Alvito will be issued the Alvito Shares at the same time as the issuance of the Placement Shares as part of its commission
fee pursuant to the Alvito Agreement. Please refer to the section entitled Shareholders Moratorium Alvito of this Offer Document for further details on the Alvito Agreement. Alvito
Shares, comprising part of the commission fee and as a share-based payment, will be charged to the profit or loss of the Group upon Listing.
14 employees of our Group will be issued the Employee Shares at the same time as the issuance of the Placement Shares, to reward such employees for their contribution to the Group
prior to the Listing. The Employee Shares will be charged to the profit or loss of the Group upon Listing.
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
67
Mr Lim Chiau Woei is deemed interested in the Shares held by JHW.
(1)
Notes:
SHAREHOLDERS
SHAREHOLDERS
Save as disclosed in the section entitled Directors, Executive Officers and Employees of this
Offer Document, there are no relationships among our Directors, Substantial Shareholders and
Executive Officers.
Save as disclosed above, to the best of the knowledge of our Directors, we are not directly or
indirectly owned or controlled, whether severally or jointly, by any other corporation, any
government or other natural or legal person.
The Shares held by our Directors and Substantial Shareholders do not carry different voting rights
from the Placement Shares.
Save as disclosed in the sections entitled Share Capital and Restructuring Exercise of this
Offer Document, there has been no change in the percentage ownership of Shares of our
Directors and Substantial Shareholders since the incorporation of our Company and up to the date
of this Offer Document.
As at the Latest Practicable Date, our Company has only one class of shares. There is no
restriction on the transfer of fully paid Shares in scripless form except where required by law or
the Catalist Rules.
There has been no public takeover offer by a third party in respect of our Shares or by our
Company in respect of the shares of another corporation or units of business trust which has
occurred since the date of the incorporation of our Company and up to the Latest Practicable Date.
There are no Shares in our Company that are held by or on behalf of our Company or by the
subsidiaries of our Company.
Our Directors are not aware of any arrangement the operation of which may, at a subsequent date,
result in a change in control of our Company.
SIGNIFICANT CHANGES IN PERCENTAGE OF OWNERSHIP
Save as disclosed in this section and the sections entitled Restructuring Exercise and Share
Capital of this Offer Document, there have been no significant changes in the percentage
ownership of our Shares from the incorporation of our Company until the Latest Practicable Date.
MORATORIUM
Controlling Shareholders
To demonstrate their commitment to our Group, the pre-Placement Controlling Shareholders,
JHW, Mr Lim Chiau Woei, Mr William Law and GBM, have each undertaken not to sell, transfer,
assign or otherwise dispose of (a) any part of their respective shareholding interest in our
Company for a period of 12 months from the date of admission of our Company to Catalist; and
(b) more than 50.0% of their respective equity interests in our Company (adjusted for any bonus
issue or sub-division of Shares) for a period of six months thereafter.
In addition, Mr Lim Chiau Woei, Mr William Law and Mr Henry Sim, the shareholders of JHW, have
undertaken not to sell, transfer, assign or otherwise dispose of any part of their shareholding
interest in JHW for a period of 18 months from the date of admission of our Company to Catalist.
68
SHAREHOLDERS
Director
Ms Wong Lee Chin, the spouse of our Executive Director, Mr Chan Koon Mong, has undertaken
not to sell, transfer, assign or otherwise dispose of (a) any part of her shareholding interest in our
Company for a period of 12 months from the date of admission of our Company to Catalist; and
(b) more than 50.0% of her equity interests in our Company (adjusted for any bonus issue or
sub-division of Shares) for a period of six months thereafter.
Pre-Placement Investors
Each of the following Pre-Placement Investors has undertaken not to sell, transfer, assign or
otherwise dispose of a portion of their respective shareholding interest in our Company for a
period of 12 months from the date of admission of our Company to Catalist. The number of Shares
which will be subject to the moratorium is as follows:
Number of Shares
% of share capital
immediately after
the Placement
Chan Soo Chee
[]
[]
Koh Ah Luan
[]
[]
Metal-Like Surface Treatment Sdn. Bhd.
[]
[]
Tan Lip Zee
[]
[]
Chin Tyng Lei
[]
[]
Lim Chye Huat @ Bobby Lim Chye Huat
[]
[]
Tan Beng Kiat
[]
[]
Peck Constance Emily
[]
[]
Peck Hong Hoon Alan
[]
[]
Kelly Ong Poh Ching
[]
[]
Orchardz Capital Pte. Ltd.
[]
[]
Lin Yong Han Daniel
[]
[]
Total
[]
[]
Shareholder
In addition, the shareholders of each of Metal-Like Surface Treatment Sdn. Bhd. and Orchardz
Capital Pte. Ltd. have undertaken not to sell, transfer, assign or otherwise dispose of any part of
their shareholding interest in Metal-Like Surface Treatment Sdn. Bhd. and Orchardz Capital Pte.
Ltd., respectively, for a period of 12 months from the date of admission of our Company to Catalist.
Alvito
On 15 August 2013, AASB and Alvito entered into the Alvito Agreement, a corporate consultancy
agreement pursuant to which Alvito agreed to provide corporate consultancy services to AASB
and/or its affiliates in relation to, inter alia, the proposed listing exercise of our Group. Pursuant
to the terms of the Alvito Agreement, as part of its fees for the provision of corporate consultancy
services, Alvito is entitled to the commission fee, comprising (i) a monetary fee of approximately
69
SHAREHOLDERS
RM4.73 million; and (ii) [] Alvito Shares to be issued at the same time as the issuance of the
Placement Shares, comprising []% of the post-Placement share capital upon successful Listing.
The payment of approximately RM4.73 million has been fully settled as of 6 October 2015.
Alvito has undertaken not to sell, transfer, assign or otherwise dispose of (a) any part of its
shareholding interest in our Company for a period of 12 months from the date of admission of our
Company to Catalist; and (b) more than 50.0% of its equity interests in our Company (adjusted for
any bonus issue or sub-division of Shares) for a period of six months thereafter. In addition, Mr
Lee Chow Kok, the sole shareholder of Alvito, has undertaken not to sell, transfer, assign or
otherwise dispose of any part of his shareholding interest in Alvito for a period of 18 months from
the date of admission of our Company to Catalist.
Employees
Each of the 14 employees of our Group who will be receiving the Employee Shares at the same
time as the issuance of the Placement Shares, has undertaken not to sell, transfer, assign or
otherwise dispose of a portion of their respective shareholding interest in our Company for a
period of 12 months from the date of admission of our Company to Catalist.
70
DILUTION
Dilution is the amount by which the Placement Price paid by subscribers of our Placement Shares
exceeds our Pro Forma NAV per Share after the Placement. The Pro Forma NAV of our Company
as of 31 December 2014 was approximately [] cents per Share. Pro Forma NAV per Share is
determined by dividing our Pro Forma NAV as of 31 December 2014 by the [] Shares prior to the
Placement.
Based on the issue of [] Placement Shares at the Placement Price of [] cents per Share
pursuant to the Placement and after deducting estimated issue expenses, the Pro Forma NAV of
our Company as at 31 December 2014 would have been approximately [] cents per Share. This
represents an immediate increase in the Pro Forma NAV of approximately [] cents per Share to
our existing Shareholders and an immediate dilution in the Pro Forma NAV of approximately []
cents per Share to our new investors. The following table illustrates this per Share dilution:
cents
Placement Price per Share
[]
Pro Forma NAV per Share as of FY2014, before adjusting for the Placement
[]
Increase in Pro Forma NAV per Share attributable to the Placement
[]
Pro Forma NAV per Share after the Placement
[]
Dilution in Pro Forma NAV per Share to new investors
[]
Dilution in Pro Forma NAV per Share to new investor as a percentage of

Placement Price
[]%
The following table summarises the total number of Shares held by our existing Shareholders
before the Placement and the total number of Shares issued by us, the total consideration paid
to us and the average price paid per Share by our new investors pursuant to the Placement.
Shares
Number
%
Amount
S$000
%
Average Price
Per Share
cents
Existing Shareholders
[]
[]
[]
[]
[]
New investors
[]
[]
[]
[]
[]
(1)
[]
[]
[]
[]
[]
Employees (2)
[]
[]
[]
[]
[]
Alvito
Notes:
(1)
Alvito will be issued the Alvito Shares at the same time as the issuance of the Placement Shares as part of its
commission fee pursuant to the Alvito Agreement. Please refer to the section entitled Shareholders Moratorium
Alvito of this Offer Document for more information. Alvito Shares, as share-based payment, will be charged to the
profit or loss of the Group upon Listing.
(2)
14 employees of our Group will be issued the Employee Shares at the same time as the issuance of the Placement
Shares, to reward such employees for their contribution to the Group prior to the Listing. The Employee Shares will
be charged to the profit or loss of the Group upon Listing.
71
RESTRUCTURING EXERCISE
Pursuant to the restructuring exercise undertaken to rationalise the structure of our Company and
its subsidiaries in preparation for the Placement, our Company became the holding company of
our Group. The Restructuring Exercise involved the following:
(1)
Acquisition of AMSB
On 5 March 2015, AASB entered into a share sale agreement with Mr Lim Chiau Woei, our
Managing Director, and Mr William Law, our Non-Executive Director, to acquire all the issued
and paid-up share capital of AMSB for a consideration price of RM11,571,426, which was
satisfied by the issue of an aggregate of 2,571,428 ordinary shares in AASB of RM1 each.
The purchase consideration was arrived at on a willing-buyer-willing-seller basis. The
acquisition was completed on 12 March 2015, and Mr Lim Chiau Woei and Mr William Law
were issued 1,800,000 and 771,428 ordinary shares in AASB, respectively.
The above transaction was carried out on normal commercial terms and on an arms length
basis, and was not prejudicial to the interests of the Company. The purchase consideration
was determined based on a willing-buyer-willing-seller basis between the Group and third
party investors.
(2)
Incorporation of our Company

Our Company was incorporated in the Republic of Singapore on 12 August 2015 under the
Companies Act as a private limited company. Our principal activity is that of an investment
holding company. At the time of incorporation, we had an issued and paid-up share capital
of S$2.00 comprising two shares held by Mr Lim Chiau Woei and Mr Chan Koon Mong in
equal proportions.
(3)
Acquisition of AASB
Our Company entered into a sale and purchase agreement dated 15 September 2015
(Share Swap Agreement) with the shareholders of AASB (Vendors) to acquire the entire
issued and paid-up share capital of AASB at the aggregate purchase consideration of
RM12,095,569 (approximately S$3,877,282.02). The purchase consideration was based on
the NTA of AASB as at 30 June 2015. The transaction was carried out on normal commercial
terms and on an arms length basis, and was not prejudicial to the interests of the Company.
72
Pursuant to the Share Swap Agreement, the purchase considerations were satisfied by the
allotment and issuance of Shares (Consideration Shares) to the Vendors as follows:
Consideration
Shares
Name
Percentage of
Share Capital (%)
1.
JHW (1)
3,600,000 (2)
27.80
2.
GBM
2,938,775
22.70
3.
Lim Chiau Woei
2,167,714
16.74
4.
William Law
1,098,734
8.49
5.
Chan Soo Chee
1,075,162
8.30
586,466
4.53
325,815
2.52
260,652
2.01
195,489
1.51
130,325
1.01
130,325
1.01
130,327
1.01
113,143
0.87
97,744
0.75
97,744
0.75
12,948,415
100.00
6.
Koh Ah Luan
(5)
7.
Tan Seng @ Tan Hun Seng
8.
(5)
9.
Vincent Gan
Tan Meng Seng
(5)
10. Rohani Saudjana

11.
(3)(5)
(5)
Teh Kiu Cheong @ Teong Cheng

@ Cheng Chiu Chang (5)
12. Wong Lee Chin
(4)(5)
13. Henry Sim

14. Lim Chye Huat @ Bobby Lim Chye Huat
15. Tan Beng Kiat
(5)
Total
(5)
Notes:
(4)
(1)
Each of Mr Lim Chiau Woei, Mr William Law and Mr Henry Sim hold 45.5%, 40.5% and 14.0% of the shares
in JHW, respectively.
(2)
3,599,998 Consideration Shares were issued to JHW. On the same day as the issuance of the Consideration
Shares, the initial subscribers (being nominee shareholders) transferred their two subscriber shares to JHW
at nominal consideration.
(3)
Mr Tan Seng @ Tan Hun Seng is a non-executive director of GBM, a Controlling Shareholder.
(4)
Ms Wong Lee Chin is the spouse of our Executive Director, Mr Chan Koon Mong.
(5)
AASB provided the Anti-Dilution Undertaking in favour of the Anti-Dilution Investors, agreeing that the
Anti-Dilution Investors collective equity investment of S$3.00 million in the share capital of AASB shall form
10.0% of the pre-Placement share capital of our Company. Pursuant to the Anti-Dilution Undertaking and in
conjunction with the Share Swap Agreement, additional Shares in the Company were issued to the
Anti-Dilution Investors to ensure that their collective shareholding represents no less than 10.0% of the
pre-Placement Shares of our Company.
Conversion and Redemption of the RCL

As part of our Groups pre-Placement fundraising, AASB had between September 2013 and
July 2015 obtained the RCL for an aggregate principal sum of S$10.27 million, from the RCL
Lenders as follows:
(a)
Between August and September 2013, AASB obtained the RCL for an aggregate
principal amount of S$2.85 million (Tranche 1).
(b)
Between March and October 2014, AASB obtained the RCL for an aggregate principal
amount of S$4.31 million (Tranche 2).
73
(c)
On 10 April 2014, AASB entered into an investment agreement with Loh Kim Choon
(Escrow Agent) acting as escrow agent for the said investors (Escrow Agreement),
pursuant to which AASB obtained the RCL for an aggregate principal amount of S$1.40
million from the Escrow Agent (Tranche 3).
(d)
Between April and July 2015, AASB obtained the RCL for an aggregate principal amount
of S$1.51 million (Tranche 4).
(e)
In September 2015, our Company obtained the RCL for an aggregate principal amount
of S$0.20 million (Tranche 5).
In September 2015, in respect of Tranche 3, AASB and the Escrow Agent entered into a
supplemental letter in respect of the Escrow Agreement, pursuant to which the Escrow Agent
(acting as agent on behalf of the investors under the Escrow Agreement) as a RCL Lender,
was entitled to convert the RCL granted by it into new Shares in our Company. In addition,
in respect of Tranches 1, 2, 4 and 5, each of the remaining RCL Lenders entered into
supplemental letters with AASB, pursuant to which each RCL Lender was entitled to convert
their respective proportion of RCL into new Shares in our Company. Please refer to the
section entitled General and Statutory Information Material Contracts of this Offer
Document for more information.
As at 1 October 2015, all conversions in respect of the RCL amounting to an aggregate
principal amount of S$8.76 million were completed and 3,293,311 new Shares in our
Company were issued to such RCL Lenders at their respective conversion prices, pursuant
to which, each of such RCL Lenders became Shareholders of our Company. Redemptions of
the remaining RCL were completed on 7 October 2015, and none of the RCL remains
outstanding.
(5)
Issuance of Shares in our Company

On 1 October 2015, our Company issued 537,581 Shares to each of Mdm Koh Ah Luan and
Metal-Like Surface Treatment Sdn. Bhd. for an aggregate consideration of S$2.00 million in
equal proportions.
Please refer to the sections entitled Shareholders Ownership Structure and Dilution of
this Offer Document for details of the Shares held by the Shareholders upon the issuance of
Shares to the equity investors and the conversion of the RCL.
(6)
Capitalisation of Amounts Owing to Mr Lim Chiau Woei

On 30 November 2015, the amount owing by our Group to Mr Lim Chiau Woei of
RM346,996.70 (approximately S$115,839.33) was capitalised into 33,689 Shares. The
consideration price was RM10.30 per Share (approximately S$3.44 per Share), being the
conversion price of the Shares issued to the RCL Lenders.
(7)
[Issuance of Adjustment Shares to the RCL Lenders Pursuant to the RCL

As the Placement Price is lower than the conversion price used in the conversion of the RCL
to new Shares (which was at a discount to an indicative Placement price), our Company had
on [] issued an aggregate of [] fully paid-up Adjustment Shares in the capital of our
Company to the RCL Lenders. ]
74
(8)
[Issuance of Adjustment Shares to the Anti-Dilution Investors Pursuant to the

Anti-Dilution Undertaking
Pursuant to the adjustment mechanisms under the Anti-Dilution Undertaking, and due to the
additional issue of Shares between 15 September 2015 and 30 November 2015, our
Company had on [] issued an aggregate of [] fully paid-up Adjustment Shares in the capital
of our Company to the Anti-Dilution Investors.]
(9)
Sub-Division of Shares
On [], the [] Shares in our Company was sub-divided into [] Shares.
Following the completion of the Restructuring Exercise, our Company has a total of [] Shares in
its share capital.
75
GROUP STRUCTURE
Our Group structure after the Restructuring Exercise and as at the date of this Offer Document is
as follows:
Angka Alamjaya Sdn. Bhd.
Details of our subsidiaries are as follows:

Principal
place of
business
Effective equity
interest held by
our Group
Name of Company
Date and country

of incorporation
Angka Alamjaya
Sdn. Bhd.
9 September 2011
Malaysia
Gold and related

mineral mining,
consulting and
contractor of natural
resources
Malaysia
100.0%
Angka Mining
Sdn. Bhd.
30 May 2014
Malaysia
Gold and related

mineral mining
consultancy
(dormant)
Malaysia
100.0%
Principal activities
Save as disclosed above, there are no other subsidiaries, subsidiary entities, associated
companies and associated entities of our Group.
None of our subsidiaries are listed on any stock exchange.
76
SELECTED FINANCIAL INFORMATION

The following selected consolidated financial information should be read in conjunction with the
full text of this Offer Document, including the Audited Combined Financial Statements, the Audited
Interim Condensed Financial Statements and the Unaudited Pro Forma Combined Financial
Information as set out in Appendices A, B and C to this Offer Document, respectively, where the
selected group financial information has been derived and the section entitled Managements
Discussion and Analysis of Financial Position and Results of Operations of this Offer Document.
COMBINED STATEMENTS OF COMPREHENSIVE INCOME
Audited Audited Audited
RM000
Unaudited
Audited
1H2015
FY2012
FY2013
FY2014
1H2014
Other income
Raw materials and consumables used
Contractor expenses
Depreciation expense
Employee benefits expense
Operating lease expenses
Other expenses
Finance costs
Fair value loss on derivative financial
instruments
(12)
37
(9)
(207)
(38)
(14,005)
(208)
(170)
(1,432)
(167)
(3,728)
(1,324)
(36)
(695)
(77)
(1,002)
(462)
Loss before income tax

Income tax expense
(12)
(14,430)
(6,812)
(2,272)
(12,654)
Loss for the financial period,

representing total comprehensive
income for the financial period
(12)
(14,430)
(6,812)
(2,272)
(12,654)
Loss attributable to owners of the

parent
(12)
(14,430)
(6,812)
(2,272)
(12,654)
Total comprehensive income attributable

to owners of the parent
(12)
(14,430)
(6,812)
(2,272)
(12,654)
Loss per share

Basic and diluted (in sen) (1)
[]
[]
[]
[]
[]
Post-Placement (in sen)(2)
[]
[]
[]
[]
[]
7
(270))
(107)
(488)
(1,231)
(96)
(2,932)
(1,135)
(6,402)
Notes:
(1)
For comparative purposes, LPS (based on the pre-Placement share capital) for the Period Under Review is
computed based on the net loss attributable to owners of the parent and the pre-Placement share capital of []
Shares. Please refer to the Audited Combined Financial Statements as set out in Appendix A and the Audited Interim
Condensed Financial Statements as set out in Appendix B to this Offer Document for more information on LPS
computation.
(2)
For comparative purposes, LPS (based on the post-Placement share capital) for the Period Under Review is
computed based on the net loss attributable to owners of the parent and the post-Placement share capital of []
Shares.
77

COMBINED STATEMENTS OF FINANCIAL POSITION
Audited as at
31 December 2014
RM000
Audited as at
30 June 2015
ASSETS
Non-current assets
Property, plant and equipment
Exploration and evaluation assets
Development assets
7,033
13,145
12,849
13,211
19,882
26,356
283
474
5,733
2,034
460
1,205
2,165
4,075
8,641
7,788
28,523
34,144
20,850
39,211
(21,254)
(33,908)
Current assets
Inventories
Non-trade receivables
Prepayments
Cash and cash equivalents
Total assets
EQUITY AND LIABILITIES
Equity
Share Capital
Accumulated losses
Merger reserve
Total equity
(404)
(11,472)
(6,169)
Current liabilities
Trade and other payables
6,154
9,018
22,773
24,893
6,402
Total liabilities
28,927
40,313
Total equity and liabilities
28,523
34,144
Redeemable convertible loans

Derivative financial instruments
NLV per Share (in sen) (1)
[]
[]
Note:
(1)
NLV per Share has been computed based on the respective net liabilities as at 31 December 2014 and 30 June
2015, and the pre-Placement share capital of [] Shares.
78

UNAUDITED PRO FORMA COMBINED STATEMENTS OF COMPREHENSIVE INCOME
1 January 2014 to
31 December 2014
RM000
1 January 2015 to
30 June 2015
Other income
(270)
Contractor expenses
(107)
(170)
(488)
(1,432)
(1,231)
(167)
(96)
Other expenses
(6,961)
(2,932)
Finance costs
(3,573)
Fair value loss on derivative financial instruments
(30,003)
(42,297)

Income tax expense
(5,117)
Loss for the financial year/period,

representing total comprehensive income for
the financial year/period
(42,297)
(5,117)
Loss attributable to owners of the parent
(42,297)
(5,117)
Total comprehensive income attributable to

owners
of the parent
(42,297)
(5,117)
[]
[]
Loss per share (1)

Basic and diluted (in sen)
Note:
(1)
The calculations of pro forma basic and diluted LPS for the financial year/period is based on the loss attributable
to owners of the parent for FY2014 and 1H2015, respectively, were based on the pre-Placement share capital of []
during the respective financial year/period. Diluted LPS is the same as the basic LPS because the potential ordinary
shares to be converted are anti-dilutive as the effect of the shares conversion would be to decrease the LPS.
79

UNAUDITED PRO FORMA COMBINED STATEMENTS OF FINANCIAL POSITION
RM000
31 December 2014
30 June 2015
13,633
13,145
Development assets
13,211
13,211
26,844
26,356
283
474
5,733
2,034
460
1,205
7,503
7,735
13,979
11,448
40,823
37,804
76,576
76,576
(56,739)
(61,856)
Merger reserve
15,644
15,644
Total equity
35,481
30,364
5,342
7,440
Total liabilities
5,342
7,440
40,823
37,804
ASSETS
Non-current assets
Current assets
Inventories
Prepayments
Total assets
Equity
Share capital
Accumulated losses
Current liabilities

Pro Forma NAV per Share (in sen) (1)
[]
[]
Note:
(1)
Pro Forma NAV per Share has been computed based on the respective net assets as at 31 December 2014 and 30
June 2015, and the pre-Placement share capital of [] Shares.
80
MANAGEMENTS DISCUSSION AND ANALYSIS OF

FINANCIAL POSITION AND RESULTS OF OPERATIONS
In the following section we discuss our historical combined results of operations for the financial
years ended 31 December 2012, 31 December 2013 and 31 December 2014 and the financial
period ended 30 June 2015, and our managements assessment of the factors that may affect our
prospects and performance in future periods. You should read the following discussion together
with the Audited Combined Financial Statements, Audited Interim Condensed Financial
Statements and the Unaudited Pro Forma Combined Financial Information as set out in
Appendices A, B and C of this Offer Document, respectively.
This discussion and analysis contains forward-looking statements which involve risks and
uncertainties. Our actual results may differ from those anticipated in these forward-looking
statements. Factors that might cause our actual future results to differ from those projected in the
forward-looking statements include, but are not limited to, those discussed below and elsewhere
in this Offer Document, particularly in the section entitled Risk Factors of this Offer Document.
OVERVIEW
Our Group is principally engaged in the business of exploration and mining of gold, and the
processing of ore and tailing into gold for sale in Malaysia.
Please refer to the section entitled General Information on Our Group Business Overview of
this Offer Document for further details of our Groups business activities.
PRINCIPAL COMPONENTS OF THE GROUPS INCOME STATEMENT
Revenue
Our Group did not generate any revenue during the Period Under Review as we had not produced
any gold for sale.
Our Groups revenue is derived mainly from the sale of gold produced. Prior to this, our Group was
mainly engaged in exploration and evaluation activities.
Our Groups revenue is mainly dependent on the following factors:
(a)
Price of gold
Our Groups principal product is gold. The sale prices of gold are estimated based on the
prevailing market price of gold as quoted daily by the LBMA. Gold prices have fluctuated
during the Period Under Review. The following table sets forth monthly average price of the
LBMA Gold Price PM from January 2015 and up to November 2015, the calendar month
preceding the Latest Practicable Date:
US$ per ounce (1)
January 2015
1,251.9
February 2015
1,227.2
March 2015
1,178.6
April 2015
1,197.9
May 2015
1,199.1
81

US$ per ounce (1)
June 2015
1,181.5
July 2015
1,130.0
August 2015
1,117.5
September 2015
1,124.5
October 2015
1,159.3
November 2015
1,085.7
Note:
(1)
Source: World Gold Council, 30 November 2015. The World Gold Council has not provided its consent, for
the purposes of Section 249 of the SFA, to the inclusion of the information extracted from the relevant reports
and is therefore not liable for such information under Sections 253 and 254 of the SFA. While we have taken
reasonable actions to ensure that the information is extracted accurately and fairly from such reports, and has
been included in this Offer Document in its proper form and context, neither we nor any party has conducted
an independent review of the information contained in such reports nor verified the accuracy of the contents
of the relevant information.
The price of gold is affected by many factors, such as supply and demand in the international
market, selling and purchasing activities by central banks, alternative investment avenues,
fluctuations in exchange rates among major currencies, expectations of inflation rates,
interest rates and global economic and political trends.
(b)
Production volume
Production volume is determined by, amongst others, the amount of Mineral Resource and
Ore Reserve at our Groups concession areas, processing capacity, the efficiency of our
Groups gold recovery process and our Groups ability to fully utilise its capacity during the
monsoon season.
Please refer to the section entitled Risk Factors of this Offer Document for other factors which
may affect our Groups revenue.
Other income
Other income comprises net foreign exchange gain and interest income.
Other income was generated in each of FY2013, FY2014 and 1H2015 and amounted to
approximately RM0.04 million, RM0.01 million and RM0.01 million, respectively.
Raw materials and consumables used relate to chemicals and consumables used in the
production process.
Raw materials and consumables used were incurred in 1H2015 and amounted to approximately
RM0.27 million.
82

Contractor expenses
Contractor expenses relate to fees paid to contractors for the outsourcing of certain production
processes.
Contractor expenses were incurred in 1H2015 and amounted to approximately RM0.11 million.
Depreciation expenses incurred relate to the property, plant and equipment of our Group including
buildings, furniture and fittings, office equipment, motor vehicles, renovation and plant and
machinery. Other than buildings and plant and machinery which are depreciated by a straight-line
method over a period of 20 years and 10 years respectively, all other plant and equipment classes
are depreciated by a straight-line method over a period of five years.
Depreciation expenses were incurred in each of FY2013, FY2014 and 1H2015 and amounted to
Employee benefits expenses include salaries, wages, bonuses, other benefits and contributions
to defined contribution plans, for staff, key management personnel and directors.
Employee benefits expenses were incurred in each of FY2013, FY2014 and 1H2015 and
amounted to approximately RM0.21 million, RM1.43 million and RM1.23 million, respectively.
These include directors remuneration of approximately RM0.06 million, RM0.42 million and
RM0.12 million in each of FY2013, FY2014 and 1H2015, respectively.
Operating lease expenses comprise the rental of our Groups office in Kuala Lumpur, Malaysia,
staff hostels in Kuala Terengganu, equipment and excavators for our Groups operating activities
at the Lubuk Mandi Mine.
Operating lease expenses were incurred in each of FY2013, FY2014 and 1H2015 and amounted
to approximately RM0.04 million, RM0.17 million and RM0.10 million, respectively.
Other expenses
Other expenses comprise mainly commission fee, consultancy fees payable to the Founder
Shareholders, net foreign exchange losses, losses arising from transfer of financial assets,
professional fees, repair and maintenance, security charges, travelling and accommodation and
withholding taxes.
Other expenses incurred in each of FY2012, FY2013, FY2014 and 1H2015 aggregated
approximately RM0.01 million, RM14.00 million, RM3.73 million and RM2.93 million, respectively.
83

Commission fee
Commission fee was paid in consideration of corporate consultancy services pursuant to the Alvito
Agreement. As a matter of working capital management, settlement of the commission fee was
generally done as and when the Group received funds from its financing activities (including
pre-Placement fundraising activities, namely the obtaining of the RCL and the issue of new
ordinary shares in the capital of AASB, for the purposes of exploration and development of the
Lubuk Mandi Mine, construction of processing facilities and financing of operating activities).
Our Group raised approximately S$3.00 million (approximately RM7.68 million), S$5.71 million
(approximately RM14.67 million) and S$0.80 million (approximately RM2.16 million) in each of
FY2013, FY2014 and 1H2015, respectively. The commission fee settled in each of FY2013,
FY2014 and 1H2015 were approximately RM0.78 million, RM1.45 million and RM0.08 million,
respectively.
Consultancy fee
Consultancy fees payable to the Founder Shareholders were incurred on consultancy services
provided by the Founder Shareholders, namely Mr Lim Chiau Woei, Mr William Law and Mr Henry
Sim, in relation to the Lubuk Mandi Mine. These included advice and assistance rendered to our
Group in negotiating and finalising the terms and conditions of the Lubuk Mandi Concession
Agreement and other agreements and contracts necessary to commence exploration works and
mining operations at the Lubuk Mandi Mine. Such fee amounted to a one-off charge of RM6.50
million in FY2013 and was settled by the transfer of 57,779,188 shares in the capital of GBM in
FY2013 and the issuance of 808,163 shares in the capital of AASB in FY2014 to the Founder
Shareholders.
Foreign exchange loss, net
Net foreign exchange losses include both realised and unrealised foreign exchange gains and
losses on a net basis. During the Period Under Review, we incurred expenses denominated in RM,
A$, S$ and US$. Therefore, any fluctuation of the RM against A$, S$ and US$ may result in
foreign exchange gains or losses.
Net foreign exchange losses were incurred in each of FY2014 and 1H2015 and amounted to
approximately RM1.03 million and RM1.25 million, respectively.
Loss arising from transfer of financial asset
In FY2013, our Group incurred a one-off loss of approximately RM5.55 million arising from a
transfer of financial assets, being an investment in GBM with a market value of approximately
RM8.49 million, from AASB to the Founder Shareholders, namely Mr Lim Chiau Woei, Mr William
Law and Mr Henry Sim, as partial settlement of RM2.94 million of a consultancy fee amounting to
RM6.50 million. The initial value of the shares of GBM was approximately RM8.49 million, which
was calculated based on 57,779,118 shares of GBM at the market price of A$0.049 on 2
September 2013, being the date of issue of the shares of GBM. The difference between the initial
value of the shares of GBM of RM8.49 million and the market value of RM2.94 million as at the
date of transfer of the shares of GBM to the Founder Shareholders resulted in the one-off loss of
approximately RM5.55 million, which was recorded as a non-cash and non-operational item.
84

Professional fees
Professional fees relate mainly to fees paid for statutory audit, taxation, company secretarial
services and other advisory fees related to listing matters.
Professional fees were incurred in each of FY2013, FY2014 and 1H2015 and amounted to
Repair and maintenance
Repair and maintenance expenses were incurred mainly for the motor vehicles and offices in
Kuala Lumpur and Kuala Terengganu.
Repair and maintenance expenses were incurred in each of FY2013, FY2014 and 1H2015 and
amounted to approximately RM0.03 million, RM0.10 million and RM0.09 million, respectively.
Security charges
Security charges relate to expenses incurred in engaging professional security services for the
Lubuk Mandi Mine.
Security charges were incurred in each of FY2013, FY2014 and 1H2015 and amounted to
Travelling and accommodation
Travelling and accommodation expenses were incurred mainly by staff and various professionals
and consultants.
Travelling and accommodation expenses were incurred in each of FY2013, FY2014 and 1H2015
and amounted to approximately RM0.11 million, RM0.25 million and RM0.14 million, respectively.
Utilities
Utilities expenses were incurred mainly by the Lubuk Mandi Mine and Kuala Lumpur office.
Utilities expenses were incurred in each of FY2013, FY2014 and 1H2015 and amounted to
Withholding tax
Withholding taxes were incurred on interest payable under the RCL granted by foreign lenders and
on payments to foreign service providers.
Withholding taxes were incurred in FY2014 and 1H2015 and amounted to approximately RM0.20
million and RM0.05 million, respectively.
Finance Costs
Finance costs are mainly interest paid or accrued to the RCL Lenders.
85

Finance costs were incurred in each of FY2013, FY2014 and 1H2015 and amounted to
Fair value loss on derivative financial instruments represents the value of the option to convert the
RCL to equity.
In 1H2015, our Group incurred a one-off fair value loss on derivative financial instruments of
approximately RM6.4 million.
Income tax expense
Our Group is subject to income tax in Malaysia. The Malaysian statutory corporate tax rate for the
Period Under Review was 25%. There has been no income tax expense incurred during the Period
Under Review as our Group did not generate any taxable profit during such period.
Please refer to the section entitled Taxation of this Offer Document for further details.
REVIEW OF PAST OPERATING PERFORMANCE
FY2013 VS FY2012
Other income
Our Group did not generate any other income in FY2012 as we had yet to commence business
activities.
In FY2013, our Group generated other income of approximately RM0.04 million as a result of a net
foreign exchange gain due to the appreciation of the S$ against the RM.
Our Group did not incur any depreciation expense in FY2012 as we did not own any property, plant
and equipment during the year.
In FY2013, our Group incurred depreciation expenses of approximately RM0.01 million largely
due to the acquisition of motor vehicles for the operations at the Lubuk Mandi Mine.
Our Group did not incur any employee benefits expenses in FY2012 as there were no staff being
hired during the year.
In FY2013, our Group incurred employee benefits expenses of approximately RM0.21 million as
it commenced hiring of staff for operations in both the head office in Kuala Lumpur and at the
Lubuk Mandi Mine. This included directors remuneration of approximately RM0.06 million. As at
the end of FY2013, our Groups headcount was six.
86

Our Group did not incur any operating lease expenses in FY2012 as we had yet to commence
business activities.
In FY2013, our Group incurred operating lease expenses of approximately RM0.04 million as it
commenced the rental of the head office in Kuala Lumpur and a hostel in Kuala Terengganu.
Other expenses
Commission fee
Our Group did not pay any commission fee in FY2012.
In FY2013, our Group raised S$3.00 million (approximately RM7.68 million) from the RCL and
made settlement of approximately RM0.78 million of the commission fee.
Consultancy fees
Our Group did not incur any consultancy fees in FY2012 as we had yet to commence business
activities.
In FY2013, one-off consultancy fees of RM6.50 million payable to the Founder Shareholders were
incurred on consultancy services provided by them in relation to the Lubuk Mandi Mine. These
services included advice and assistance rendered to our Group in negotiating and finalising the
terms and conditions of the Lubuk Mandi Concession Agreement and other agreements and
contracts necessary to commence exploration works and mining operations at the Lubuk Mandi
Mine. Such fee was partially settled in FY2013 by the transfer of 57,779,188 shares in GBM.
Our Group did not incur any net foreign exchange losses in FY2012 and FY2013.
Our Group did not incur any loss arising from the transfer of financial assets in FY2012.
transfer of financial assets, being an investment in GBM, with a market value of approximately
RM8.49 million, from AASB to the Founder Shareholders, namely Mr Lim Chiau Woei, Mr William
Law and Mr Henry Sim, as partial settlement of RM2.94 million of a consultancy fee amounting to
RM6.50 million.
Professional fees
Our Group did not incur any professional fees in FY2012 as we had yet to commence business
activities.
87

In FY2013, our Group incurred approximately RM0.80 million in professional fees mainly in
relation to listing preparation expenses as well as one-off expenses being incurred for the
sourcing for a joint venture partner.
Our Group did not incur any repair and maintenance expenses in FY2012 as we had yet to
commence business activities.
In FY2013, our Group incurred approximately RM0.03 million for the repair and maintenance of
motor vehicles and the site office.
Security charges
Our Group did not incur any security charges in FY2012 as we had yet to commence business
activities.
In FY2013, our Group incurred approximately RM0.09 million in security charges in relation to the
Lubuk Mandi Mine.
Our Group did not incur any travelling and accommodation expenses in FY2012 as we had yet to
commence business activities.
In FY2013, our Group incurred approximately RM0.11 million in travelling and accommodation
expenses as work at the Lubuk Mandi Mine had commenced.
Utilities
Our Group did not incur any utilities expenses in FY2012 as we had yet to commence business
activities.
In FY2013, our Group incurred approximately RM0.01 million in utilities expenses in relation to the
Lubuk Mandi Mine and Kuala Lumpur office.
Withholding tax
Our Group did not incur any withholding taxes in FY2012 and FY2013.
Finance Costs
Our Group did not incur any finance costs in FY2012 as we had yet to commence business
activities.
In FY2013, our Group incurred approximately RM0.21 million for the finance costs. This increase
was due to increased RCL borrowings.
88

Loss before income tax for FY2013 increased by approximately 144,200.0%, from approximately
RM0.01 million in FY2012 to approximately RM14.43 million in FY2013.
This increase in FY2013 was largely due to RM6.50 million in one-off consultancy fees,
approximately RM5.55 million in one-off losses arising from the transfer of financial assets,
approximately RM0.80 million in professional fees having been incurred and approximately
RM0.78 million in commission fee having been settled in FY2013.
Income tax expense
Our Group did not incur any income tax expense in FY2012 and FY2013 as we did not generate
any taxable profit during these periods.
FY2014 VS FY2013
Other income
In FY2014, our Group generated other income of approximately RM0.01 million from interest
earnings on fixed deposits, a decrease of approximately 75.0% from approximately RM0.04
million in FY2013.
In FY2014, our Group incurred depreciation expenses of approximately RM0.17 million, or an
increase of approximately 1,600.0% from approximately RM0.01 million in FY2013.
This increase in FY2014 was due to a further acquisition of assets and full-year depreciation in
FY2014 as compared to partial-year depreciation in FY2013 as assets were acquired in the last
quarter of FY2013.
In FY2014, our Group incurred employee benefits expenses of approximately RM1.43 million, or
an increase of approximately 581.0% from approximately RM0.21 million in FY2013.
This increase in FY2014 was in line with our Groups increased business activity as its operations
and activities related to the development and construction of the Lubuk Mandi Mine grew in scale
and includes an increase in directors remuneration of approximately RM0.4 million. Our Groups
headcount increased from six, as at the end of FY2013, to 50, as at the end of FY2014.
In FY2014, our Group incurred approximately RM0.17 million in operating lease expenses, or an
increase of approximately 325.0% from approximately RM0.04 million in FY2013.
This increase in FY2014 was mainly due to a full year of operations in FY2014 as compared to a
partial year of operations that commenced in the last quarter of FY2013, as well as an increase
in operational activities at the Lubuk Mandi Mine.
89

Other expenses
Commission fee
In FY2014, our Group settled approximately RM1.45 million of the commission fee, an increase
of approximately 85.9% from approximately RM0.78 million in FY2013.
The higher settlement amount of commission fee in FY2014 was mainly due to an improvement
in the Groups working capital position as a result of increased cash inflow from the Groups
financing activities, in particular, the pre-Placement fundraising activities in FY2014. In FY2014,
our Group raised approximately S$5.71 million (approximately RM14.67 million) from the RCL and
approximately S$2.20 million (approximately RM5.68 million) from issuance of new ordinary
shares in the capital of AASB, as compared with approximately S$3.00 million (approximately
RM7.68 million) that was raised from the entry into RCL in FY2013.
Consultancy fees
In FY2013, one-off consultancy fees of RM6.50 million payable to the Founder Shareholders were
incurred on consultancy services provided by them in relation to the Lubuk Mandi Mine.
In FY2014, our Group did not incur any consultancy fees.
In FY2014, our Group incurred net foreign exchange losses of approximately RM1.03 million.
These comprised realised foreign exchange losses of approximately RM0.22 million due to the
strengthening of the US$ and S$ against the RM, and net unrealised losses of approximately
RM0.81 million due to the translation of S$-denominated debts and bank balances to RM.
transfer of financial assets.
In FY2014, our Group did not incur any losses arising from the transfer of financial assets.
Professional fees
In FY2014, professional fees of approximately RM0.14 million were incurred largely on statutory
audit, taxation and company secretarial services, and a desktop valuation having been carried out
on the Lubuk Mandi Mine; a decrease of approximately 82.5% from approximately RM0.80 million
in FY2013.
This decrease in FY2014 was largely due to professional fees of approximately RM0.43 million in
relation to listing expenses having been capitalised and the expenses incurred for the sourcing for
a joint venture partner in FY2013 being one-off in nature.
90

In FY2014, repair and maintenance expenses of approximately RM0.10 million were incurred, an
increase of approximately 233.3% from approximately RM0.03 million in FY2013.
This increase in FY2014 was due to the upkeep of motor vehicles and equipment in FY2014 for
the Lubuk Mandi Mine.
Security charges
In FY2014, security charges of approximately RM0.15 million were incurred, an increase of
approximately 66.7% from approximately RM0.09 million in FY2013.
This increase in FY2014 was due to a full year of operations having been completed at the Lubuk
Mandi Mine as compared to a partial year of operations having taken place in FY2013.
In FY2014, travelling and accommodation expenses of approximately RM0.25 million were
incurred, an increase of approximately 127.3% from approximately RM0.11 million in FY2013.
This increase in FY2014 was largely due to increased travelling to and from the Lubuk Mandi
Mine, and Singapore.
Utilities
In FY2014, utilities expenses of approximately RM0.03 million were incurred, an increase of
approximately 200% from approximately RM0.01 million in FY2013.
This increase in FY2014 was mainly due to activities related to the development and construction
of the Lubuk Mandi Mine.
Withholding tax
Our Group did not incur any withholding taxes in FY2013.
In FY2014, withholding taxes of approximately RM0.20 million were incurred largely in relation to
interest payable under the RCL granted by foreign lenders and borne by our Group.
Finance Costs
In FY2014, finance costs of approximately RM1.32 million were incurred, an increase of
approximately 528.6% from approximately RM0.21 million in FY2013.
This increase in FY2014 was mainly due to increased RCL borrowings.
Loss before income tax for FY2014 decreased by approximately 52.8%, from approximately
RM14.43 million in FY2013 to approximately RM6.81 million in FY2014.
91

This decrease was mainly due to RM6.50 million in one-off consultancy fees and approximately
RM5.55 million in one-off losses arising from the transfer of financial assets having been incurred
in FY2013, but offset by the approximately RM0.67 million increase in commission fee settlement
amount and RM1.03 million in net foreign exchange losses incurred in FY2014.
Income tax expense
Our Group did not incur any income tax expense in FY2013 and FY2014 as we did not generate
1H2015 VS 1H2014
Other income
Our Group did not generate any other income in 1H2014.
In 1H2015, our Group generated other income of approximately RM0.01 million from interest
earned on fixed deposits.
Our Group did not incur any expenses related to raw materials and consumables used in 1H2014.
In 1H2015, our Group incurred expenses related to raw materials and consumables used of
approximately RM0.27 million during the testing and commissioning stages.
Contractor expenses
Our Group did not incur any contractor expenses in 1H2014.
In 1H2015, our Group incurred contractor expenses of approximately RM0.11 million for the
excavation of tailing feed during the testing and commissioning stages.
In 1H2014, our Group incurred depreciation expenses of approximately RM0.04 million on
property, plant and equipment with a carrying amount of approximately RM1.18 million as at the
end of 1H2014.
In 1H2015, our Group incurred depreciation expenses of approximately RM0.49 million, or an
increase of approximately 1,125.0% from 1H2014, on property, plant and equipment with a
carrying amount of approximately RM13.14 million as at the end of 1H2015. This increase in
depreciation expenses in 1H2015 was in line with an increase in property, plant and equipment in
1H2015.
In 1H2014, our Group incurred employee benefits expenses of approximately RM0.69 million.
92

In 1H2015, our Group incurred employee benefits expenses of approximately RM1.23 million, or
increase of approximately 78.3% from 1H2014. This increase in 1H2015 was in line with our
Groups increased business activity as its operations and activities related to the development and
construction of the Lubuk Mandi Mine grew in scale. Our Groups headcount increased from 33,
as at the end of 1H2014, to 42, as at the end of 1H2015. These include directors remuneration
of approximately RM0.20 million and RM0.12 million in each of 1H2014 and 1H2015, respectively.
In 1H2014, our Group incurred operating lease expenses of approximately RM0.08 million.
In 1H2015, our Group incurred operating lease expenses of approximately RM0.1 million, or an
increase of approximately 25.0% from RM0.08 million in 1H2014. This increase in 1H2015 was
mainly due to an increase of two units of office lots and a reduction in the number of hostels being
rented from three in 1H2014 to one in 1H2015, as our Group was no longer required to provide
accommodation for visiting contractors and professionals in 1H2015.
Other expenses
Commission fee
The settlement of commission fee amounted to approximately RM0.39 million and RM0.08 million
in 1H2014 and 1H2015, respectively. The decrease of approximately 79.5% from 1H2014 to
1H2015 was due to the decreased cash inflow from the Groups financing activities, in particular,
the pre-Placement fundraising activities. In 1H2014, our Group raised approximately S$2.88
million (approximately RM7.45 million) from the RCL, and in 1H2015, our Group raised
approximately S$0.80 million (approximately RM2.16 million) from the RCL and the issue of new
ordinary shares in the capital of AASB.
In 1H2014, our Group incurred realised foreign exchange losses of approximately RM0.09 million
due to the strengthening of the US$ and S$ against the RM.
In 1H2015, our Group incurred realised foreign exchange gain of approximately RM0.14 million
due to the strengthening of the US$ and S$ against the RM and unrealised losses of
approximately RM1.39 million were due to the translation of foreign currency debts and bank
balances into RM. The realised gain was mainly due to the strengthening of S$ against RM
between the time of subscription for equity shares, which were issued in S$, and the time at which
such proceeds were received.
Professional fees
In 1H2014, our Group incurred professional fees of approximately RM0.11 million largely in
relation to listing preparation expenses and various studies conducted on the Lubuk Mandi Mine.
In 1H2015, our Group incurred professional fees of approximately RM0.75 million, an increase of
approximately 581.8% from 1H2014. This increase was largely due to listing preparation
expenses of approximately RM0.34 million having been expensed and expenses of approximately
RM0.19 million in relation to a potential mine acquisition (which was since aborted) having been
incurred.
93

In 1H2014, our Group incurred repair and maintenance expenses of approximately RM0.08 million
in relation to premises, motor vehicles, and plant and machinery.
In 1H2015, our Group incurred repair and maintenance expenses of approximately RM0.09
million, an increase of approximately 12.5% from 1H2014. This increase was due to the absence
in 1H2015 of the initial set-up costs incurred on the Lubuk Mandi Mine.
Security charges
In 1H2014, our Group incurred security charges of approximately RM0.05 million.
In 1H2015, our Group incurred security charges of approximately RM0.1 million, an increase of
approximately 100.0% from 1H2014. This increase was mainly due to an increase in the number
of security guards as activities related to the development and construction of the Lubuk Mandi
Mine grew in scale.
In 1H2014, our Group incurred travelling and accommodation expenses of approximately RM0.12
million.
In 1H2015, our Group incurred travelling and accommodation expenses of approximately RM0.14
million, an increase of approximately 16.7% from 1H2014. This increase was due to increased
travelling to and from the Lubuk Mandi Mine, and Singapore.
Utilities
In 1H2014, our Group incurred utilities expenses of approximately of RM0.01 million.
In 1H2015, our Group incurred utilities expenses of approximately RM0.22 million, an increase of
approximately 2,100.0% from 1H2014. This increase was mainly due to increased activities
related to the development and construction of the Lubuk Mandi Mine.
Withholding tax
Our Group did not incur any withholding tax in 1H2014.
In 1H2015, withholding taxes of approximately RM0.05 million were incurred in relation to interest
payable under the RCL granted by foreign lenders and borne by our Group.
Finance costs
In 1H2014, our Group incurred finance costs of approximately RM0.46 million.
In 1H2015, our Group incurred finance costs of approximately RM1.13 million, an increase of
approximately 145.7% from 1H2014. This increase was due to increased RCL borrowings.
94

In 1H2014, our Group did not incur any fair value loss on derivative financial instruments.
In 1H2015, our Group incurred a one-off fair value loss on derivative financial instruments of
approximately RM6.40 million in relation to the option to convert the RCL to equity.
Loss before income tax for 1H2015 increased by approximately 457.3%, from approximately
RM2.27 million in 1H2014 to approximately RM12.65 million in 1H2015.
This increase was mainly due to a one-off fair value loss on derivative financial instruments of
approximately RM6.40 million, and increases of approximately RM1.16 million, RM0.67 million,
RM0.64 million, RM0.54 million and RM0.45 million incurred on net foreign exchange losses,
finance costs, one-off professional fees, employee benefits expenses and depreciation,
respectively.
Income tax expense
Our Group did not incur any income tax expense in 1H2014 and 1H2015 as we did not generate
REVIEW OF PAST FINANCIAL POSITION
AS AT 31 DECEMBER 2014
Non-current assets
As at 31 December 2014, non-current assets of approximately RM19.88 million accounted for
approximately 69.7% of total assets. Non-current assets comprised property, plant and
equipment, and exploration, evaluation and development assets.
Property, plant and equipment amounted to approximately RM7.03 million, or approximately
35.4% of total non-current assets, and comprised construction-in-progress for the Lubuk Mandi
Mine of approximately RM6.29 million, and plant and machinery, motor vehicles, renovation, office
and equipment, and furniture and fittings aggregating approximately RM0.74 million.
Exploration, evaluation and development assets amounted to approximately RM12.85 million, or
approximately 64.6% of total non-current assets, and comprised mainly concession rights for the
Lubuk Mandi Mine of RM1.48 million, and costs of approximately RM4.08 million, RM2.70 million
and RM1.30 million incurred for drilling, geological surveys and road and infrastructure,
respectively.
Current assets
As at 31 December 2014, current assets of approximately RM8.64 million accounted for
approximately 30.3% of total assets. Current assets comprised cash and cash equivalents,
non-trade receivables, inventories and prepayments.
95

Cash and cash equivalents amounted to approximately RM2.16 million, or 25.1% of total current
assets, and comprised mainly fixed deposits with a bank and cash and bank balances
denominated in RM and S$.
Non-trade receivables amounted to approximately RM5.73 million, or 66.4% of total current
assets, and comprised mainly non-trade receivables of RM0.58 million, deposits of approximately
RM0.37 million and advances to suppliers of approximately RM4.78 million for the construction of
processing facilities and purchase of equipment for the Lubuk Mandi Mine.
Inventory amounted to approximately RM0.28 million, or approximately 3.2% of total current
assets, and comprised mainly chemicals used in the gold production process.
Prepayments amounted to approximately RM0.46 million, or approximately 5.3% of total current
assets, and comprised mainly payments of professional fees related to listing matters.
Equity
As at 31 December 2014, total equity recorded as capital deficit amounted to approximately
RM0.40 million, and comprised share capital of approximately RM20.85 million and accumulated
losses of approximately RM21.25 million.
Current liabilities
As at 31 December 2014, current liabilities amounted to approximately RM28.92 million, or
100.0% of total liabilities, and comprised the RCL and trade and other payables.
The outstanding principal of the RCL was approximately RM22.77 million, representing
approximately 78.7% of total current liabilities.
Trade and other payables amounted to approximately RM6.15 million, or approximately 21.3% of
total current liabilities. Trade and other payables comprised trade payables of approximately
RM3.80 million, non-trade payables of approximately RM1.27 million mainly relating to the
minimum tributes payable to PMINT of approximately RM0.69 million and accrued expenses of
approximately RM1.08 million relating mainly to interests of approximately RM0.78 million
accrued on the RCL.
AS AT 30 JUNE 2015
Non-current assets
As at 30 June 2015, non-current assets of approximately RM26.35 million accounted for
approximately 77.2% of total assets. Non-current assets comprised property, plant and
equipment, and exploration, evaluation and development assets.
Property, plant and equipment amounted to approximately RM13.14 million, or approximately
49.9% of total non-current assets, and property, plant and machinery of approximately RM12.43
million included the construction-in-progress being reclassified to property, plant and machinery
upon completion of construction in February 2015, and motor vehicles, renovation, office and
equipment, and furniture and fittings aggregating approximately RM0.71 million.
96

Exploration, evaluation and development assets amounted to approximately RM13.21 million, or
approximately 50.1% of total non-current assets, and comprised mainly concession rights for the
Lubuk Mandi Mine of RM1.48 million, and costs of approximately RM4.08 million, RM2.70 million
and RM1.31 million incurred for drilling, geological surveys and road and infrastructure,
respectively.
Current assets
As at 30 June 2015, current assets of approximately RM7.79 million accounted for approximately
22.8% of total assets. Current assets comprised cash and cash equivalents, non-trade
receivables, inventories and prepayments.
Cash and cash equivalents amounted to approximately RM4.08 million, or 52.3% of total current
assets, and comprised mainly fixed deposits with a bank and cash and bank balances
denominated in RM and S$.
Non-trade receivables amounted to approximately RM2.03 million, or 26.1% of total current
assets, and comprised mainly non-trade receivables of approximately RM0.21 million and
deposits mainly relating to a refundable deposit of RM1.50 million for a potential mine acquisition.
Inventories amounted to approximately RM0.47 million, or approximately 6.1% of total current
assets, and comprised mainly chemicals used in the gold production process.
Prepayments amounted to approximately RM1.21 million, or approximately 15.5% of total current
assets, and comprised mainly payments made to professionals in relation to the listing matters.
Equity
As at 30 June 2015, total equity amounted to approximately RM6.17 million comprising: (i) share
capital of approximately RM39.21 million pursuant to the issuance of new ordinary shares in the
capital of AASB of approximately RM11.47 million for the acquisition of AMSB and equity
fundraising of approximately RM6.89 million; (ii) accumulated losses of RM33.91 million; and (iii)
a merger reserve amounting to approximately RM11.47 million.
The merger reserve arose from the acquisition of AMSB, which holds the concession rights to the
Bukit Panji Property. The acquisition consideration was satisfied by the issuance of approximately
2.57 million shares in the capital of AASB at an issue price of RM4.50 per share in exchange for
all 100,002 shares in the capital of AMSB at RM1.00 per share.
Current liabilities
As at 30 June 2015, current liabilities amounted to approximately RM40.31 million, or 100.0% of
total liabilities, and comprised trade and other payables, RCL and derivative financial instruments.
Trade and other payables amounted to approximately RM9.02 million, or approximately 22.4% of
total current liabilities. Trade and other payables comprised trade payables of approximately
RM2.88 million, non-trade payables of approximately RM1.56 million mainly relating to the
minimum tributes payable to PMINT of RM1.01 million, and accrued expenses of approximately
RM4.58 million relating mainly to interests of approximately RM1.46 million accrued on the RCL,
accrued commission fee of approximately RM0.42 million and accrued expenditures for plant and
machinery contractors of approximately RM1.36 million.
97

The outstanding principal of the RCL was approximately RM24.89 million, representing
approximately 61.7% of total current liabilities.
Derivative financial instruments, amounting to approximately RM6.40 million, or approximately
15.9% of total current liabilities, represent the value of the option to convert the RCL to equity.
LIQUIDITY AND CAPITAL RESOURCES
During the Period Under Review, our Groups growth and operations have been funded by a
combination of internal and external sources of funds. Internal sources of funds comprise mainly
equity while external sources comprise mainly the RCL and equity from new investors.
The principal uses of these funds are the exploration and development of the Lubuk Mandi Mine,
construction of processing facilities and financing of operating activities.
Please refer to the section entitled Capitalisation and Indebtedness of this Offer Document for
details of our Groups latest available credit facilities, cash and cash equivalents and level of
borrowings.
To the best of the Directors knowledge, we are not in breach of any of the terms and conditions
or covenants associated with any credit arrangement or bank loan which could materially affect
our Groups financial position and results of business operations or the investment by
Shareholders.
The Directors are of the opinion that, after taking into account our Groups internal and external
sources of funds, our Group has sufficient working capital as at the date of this Offer Document
to meet our present requirements.
Banking facilities
As at 30 June 2015, we had total banking facilities of RM5.00 million which comprised RM1.00
million of banker guarantee (BG) and RM4.00 million of letter of credit (LC). Brief particulars
of our Groups banking facilities as at 30 June 2015 are as follows:
Bank
Total
Nature of amount
facilities/ available Utilised Unutilised Maturity
purpose (RM000) (RM000) (RM000) Profile
Interest
rates
(%)
Malayan Banking Bhd
BG
1,000
60
940
1 year,
renewable
annually
0.05%
per month
Malayan Banking Bhd
LC
4,000
4,000
1 year,
renewable
annually
0.1%
per month
5,000
60
4,940
Total
98

Cash flows
We set out below a summary of our Groups net cash flows for the Period Under Review:
Audited
Audited
Audited
Unaudited
Audited
FY2012
FY2013
FY2014
1H2014
1H2015
(88)
(174)
(7,653)
(3,192)
1,669
(2,640)
(3,300)
(14,112)
(4,415)
(6,955)
2,730
8,551
18,651
7,446
7,336
Net change in cash and cash

equivalents
5,077
(3,114)
Cash and cash equivalents at

beginning of financial period
* (1)

at end of financial period as
per combined statement of
cash flow
RM000
Net cash (absorbed)
by/generated from operations,
representing net cash (used
in)/from operating activities
Net cash used in investing
activities
Net cash from financing
activities
(161)
2,050
5,079
5,079
1,965
5,079
1,965
4,918
4,015
Fixed deposits pledged
200
60

at end of financial period as
per combined statement of
financial position
5,079
2,165
4,918
4,075
Note:
(1)
* refers to an amount less than RM1,000
Please refer to the section entitled Capitalisation and Indebtedness of this Offer Document for
further details of our Groups cash and cash equivalents and level of borrowings.
FY2012
Net cash absorbed by operations, representing net cash used in operating activities
In FY2012, our Group recorded a net cash used in operating activities of approximately RM0.09
million. This was mainly a result of operating losses before working capital changes of
approximately RM0.01 million and working capital outflow of approximately RM0.08 million due to
the increase in non-trade receivables of RM0.16 million being payment made to PMINT as deposit
for the Lubuk Mandi Mine, and was partially offset by the decrease of trade and other payables
of approximately RM0.08 million.
99

Net cash used in investing activities
In FY2012, our Group recorded a net cash used in investing activities of approximately RM2.64
million. This was mainly due to the payment for concession rights and construction of an access
road for the Lubuk Mandi Mine.
Net cash generated from financing activities
In FY2012, our Group recorded a net cash generated from financing activities of approximately
RM2.73 million. This was mainly due to the receipt of share application money from a shareholder.
FY2013
approximately RM8.66 million and working capital inflow of approximately RM8.48 million due to
an increase in trade and other payables of approximately RM8.64 million, and was partially offset
by an increase in non-trade receivables of approximately RM0.16 million.
million. This was mainly due to expenditures incurred for exploration and evaluation assets of
approximately RM2.83 million and the purchase of property, plant and equipment of approximately
RM0.47 million for the Lubuk Mandi Mine.
RM8.55 million. This comprised proceeds of approximately RM7.68 million from the RCL and net
proceeds of approximately RM0.87 million from the issuance of new ordinary shares in the capital
of AASB to a shareholder.
FY2014
approximately RM4.65 million and working capital outflow of approximately RM3.0 million due to
an increase in non-trade receivables of approximately RM5.41 million, an increase in inventory of
approximately RM0.28 million, an increase in prepayments of approximately RM0.46 million and
an increase in trade and other payables of approximately RM3.15 million.
100

million. This was mainly due to the purchase of property, plant and equipment of approximately
RM6.84 million and additions to exploration and evaluation assets of approximately RM7.27
million for the Lubuk Mandi Mine.
RM18.65 million. This mainly comprised proceeds of approximately RM14.67 million and RM5.77
million from the RCL and issuance of new ordinary shares in the capital of AASB, respectively, and
was partially offset by interest payments under the RCL of approximately RM0.76 million,
redemption of RCL of approximately RM0.26 million and share issue expenses of approximately
RM0.57 million.
1H2015
Net cash generated from operations, representing net cash from operating activities
In 1H2015, our Group recorded a net cash generated from operating activities of approximately
RM1.67 million. This was mainly a result of operating losses before working capital changes of
approximately RM3.19 million and working capital inflow of approximately RM4.86 million due to
decrease in non-trade receivables of approximately RM3.70 million and an increase in trade and
other payables of approximately RM2.10 million, and was partially offset by an increase in
inventory of approximately RM0.19 million and an increase in prepayments of approximately
RM0.75 million.
In 1H2015, our Group recorded a net cash used in investing activities of approximately RM6.96
million. This was mainly due to the purchase of property, plant and equipment of approximately
RM6.60 million and additions to exploration and evaluation assets and development assets of
approximately RM0.36 million for the Lubuk Mandi Mine.
In 1H2015, our Group recorded a net cash generated from financing activities of approximately
RM7.34 million. This mainly comprised proceeds of approximately RM2.16 million and RM7.45
million from the RCL and new ordinary shares in the capital of AASB, respectively, and was
partially offset by interest payments under the RCL of approximately RM0.37 million, redemption
of a portion of the RCL of approximately RM1.49 million and share issue expenses of
101

MATERIAL CAPITAL EXPENDITURES AND DIVESTMENTS
Capital expenditures
The material capital expenditures made by our Group for FY2012, FY2013, FY2014, 1H2015 and
for the period from 1 July 2015 up to the Latest Practicable Date were as follows:
Audited
RM000
FY2012
FY2013
FY2014
1H2015
From 1 July
2015 up to
the Latest
Practicable
Date
Buildings
877
Furniture & Fittings
19
29
Office & Equipment
220
126
20
Motor Vehicles
131
162
11
Renovation
10
256
Plant and machinery
90
5,362
28
Road and infrastructure
Construction-in-progress
306
6,090
220
Subtotal
472
6,847
6,600
56
2,640
2,828
7,274
282
80
2,640
2,828
7,274
362
2,640
3,300
14,121
6,962
56
Exploration, and evaluation

Development assets
Total
The above capital expenditures were financed by a combination of funds generated from the RCL
and the issuance of new ordinary shares in the capital of AASB.
Capital divestments
No divestments were made by our Group during the Period Under Review.
Capital commitments
As at the Latest Practicable Date, our Group has capital commitments of approximately RM6.00
million for the purchase of property, plant and equipment for the Lubuk Mandi Mine.
102

Operating lease commitments
As at 30 June 2015 and the Latest Practicable Date, our Group has the following operating lease
payment commitments relating to the annual rental of our Groups head office in Kuala Lumpur
and a hostel in Kuala Terengganu as disclosed in the section entitled Capitalisation and
Indebtedness of this Offer Document. We intend to finance the operating lease commitments (as
shown below) with internally generated funds.
RM000
Within one financial year
After one financial year but within five
financial years
After five financial years
Audited as at
30 June 2015
As at Latest
Practicable Date
161
161
98
37
259
198
Save as disclosed above and in the section entitled General Information on Our Group
Business Strategies and Future Plans of this Offer Document, we do not have other material
plans on capital expenditures, divestments and commitments as at the Latest Practicable Date.
FOREIGN EXCHANGE MANAGEMENT
Accounting treatment of foreign currencies
Transactions in currencies other than our Groups reporting currency, the RM, are recorded at the
rates of exchange prevailing on the date of the transactions. At the end of each reporting period,
monetary items denominated in foreign currencies are re-translated at the rates prevailing at the
end of the reporting period. Non-monetary items carried at fair value that are denominated in
foreign currencies are re-translated at the rates prevailing on the date when the fair value was
determined.
Exchange differences arising on the settlement and re-translating of monetary items are
recognised in profit or loss for the financial year. Exchange differences arising on the retranslation of non-monetary items carried at fair value are recognised in profit or loss for the
financial year except for differences arising on the re-translation of non-monetary items in respect
of which gains and losses are recognised in other comprehensive income. For such non-monetary
items, any exchange component of that gain or loss is recognised in other comprehensive income.
Foreign exchange exposure
Our Groups business operations are mostly carried out in RM, A$ and US$. During the Period
Under Review, the majority of our Groups operating expenses and a substantial portion of our
capital expenditures were denominated in RM, A$ and US$.
The proportions of our Groups purchases and expenses denominated in RM and foreign
currencies for FY2012, FY2013, FY2014, 1H2014 and 1H2015 are as follows:
103

Audited
Unaudited
Audited
FY2014
1H2014
1H2015
45.3%
49.8%
28.2%
94.3%
35.8%
56.0%
5.7%
54.7%
14.4%
15.9%
100.0%
100.0%
100.0%
100.0%
100.0%
Percentage of purchases and

expenses denominated in
FY2012
FY2013
RM
100.0%
US$
A$
Total
To the extent that our Groups revenue, purchases and expenses are not naturally matched in the
same currency and to the extent that there are timing differences between invoicing and payment,
we may be exposed to adverse fluctuations of the various currencies against the RM, which may
adversely affect our Groups financial performance.
Our Groups net foreign exchange exposure for FY2012, FY2013, FY2014, 1H2014 and 1H2015
are as follows:
Audited
(RM000)
FY2012
FY2013
Net foreign exchange gain/(loss)
Nil
37
As a percentage of loss before taxes

(%)
Nil
n.m.(1)
Unaudited
Audited
FY2014
1H2014
1H2015
(1,031)
(87)
(1,255)
14.0%
3.8%
9.5%
Note:
(1)
Not meaningful
Currently, we do not have a formal hedging policy with respect to foreign exchange exposure and
we did not use any financial instruments for hedging purposes during the Period Under Review
and up to the Latest Practicable Date. We will continue to monitor its foreign exchange exposure
and may employ hedging instruments to manage our Groups foreign exchange exposure should
the need arise. We will, prior to entering into any exchange hedging transactions, seek the
approval of the Board on the policy for entering into any foreign exchange hedging transactions
and put in place adequate procedures which must be reviewed and approved by the Audit
Committee. The Audit Committee will monitor the implementation of the policy, including reviewing
the instruments, processes and practices in accordance with the policy approved by the Board.
INFLATION
Our Groups financial performance for the Period Under Review was not materially affected by
inflation.
104

CONTINGENT LIABILITIES
As at the Latest Practicable Date, our Group does not have any contingent liabilities.
CHANGES IN ACCOUNTING POLICIES
The accounting policies have been consistently applied by our Group during the Period Under
Review and there have been no changes in our Groups accounting policies since the
incorporation of our Company.
105
CAPITALISATION AND INDEBTEDNESS

The following information should be read in conjunction with the full text of this Offer Document
including Audited Combined Financial Statements and the Audited Interim Condensed Financial
Statements as set out in Appendices A and B to this Offer Document, respectively, and the section
entitled Managements Discussion and Analysis of Financial Position and Results of Operations
of this Offer Document.
The following table shows the cash and cash equivalents as well as capitalisation and
indebtedness of our Group as at 15 December 2015, being a date no earlier than 60 days before
the date of lodgement of this Offer Document, on an actual basis and as adjusted to reflect the
issuance of the Placement Shares and the application of net proceeds from the Placement in the
manner described in the section entitled Use of Proceeds and Expenses of the Placement Use
of Proceeds of this Offer Document:
As at 15 December 2015
Actual
As adjusted (1)
(RM000)
(RM000)
1,258
[]
100
[]
Redeemable convertible loan (unsecured)
[]
Long term debt
[]
Total indebtedness
[]
Total equity
27,040
[]
Total capitalisation and indebtedness
27,040
[]
Cash and bank balances

Fixed Deposit Pledged
Short term debt
Note:
(1)
Adjusted to include the net proceeds from the Placement of approximately S$[] million and the conversion of a
portion of the RCL.
Operating Lease Commitments

As at the Latest Practicable Date, our Group has commitments for future minimum lease payments
under non-cancellable operating leases as follows:
As at the Latest
Practicable Date
(RM000)
Within one (1) year
161
After one (1) year
37
Total
198
The operating lease commitments relate to the lease of office premises in Kuala Lumpur, hostel
in Kuala Terengganu and site operating equipment.
106

Capital Commitments
As at the Latest Practicable Date, our Group has the following capital commitments:
As at the Latest
Practicable Date
(RM000)
Approved and contracted purchase of plant and equipment
for hard rock processing
6,000
The above capital commitments of our Group are expected to be financed by part of the net
proceeds from the Placement.
Borrowings
As at 30 November 2015, our Group had banking facilities of RM5.00 million comprising RM1.00
million of bankers guarantee and RM4.00 million of letter of credit. Details of our Groups banking
facilities as at 30 November 2015 are as follows:
Bank
Nature of
facilities/
purpose
Total
amount
available
(RM)
(000)
Utilised
(RM)
(000)
Unutilised
(RM)
Maturity
Profile
(000)
Interest
rates
(%)
Malayan Banking Bhd
Bankers
guarantee
1,000
100
900
1 year;
renewable
annually
0.05%
per month
Malayan Banking Bhd
Letter of
credit
4,000
4,000
1 year;
renewable
annually
0.1%
per month
5,000
100
4,900
Total
To the best of our Directors knowledge and belief, we are not in breach of any of the terms and
conditions or covenants associated with any credit arrangement which could materially affect our
financial position or financial results or business operations, or the investments of our
Shareholders in us, and none of our Controlling Shareholders and Substantial Shareholders
Shares have been pledged, charged or mortgaged as collateral to secure any credit facilities.
Pursuant to Rule 728 of the Catalist Rules, JHW, Mr Lim Chiau Woei and Mr William Law, being
Controlling Shareholders of our Company, have provided undertakings to our Company that they
will notify our Company as soon as they become aware of any share pledging arrangements
relating to their respective Shares and of any event which may result in a breach of our Groups
loan provisions. Upon notification by any of the Controlling Shareholders, our Company will make
the necessary announcement(s) in compliance with the said rule. GBM has not provided such an
undertaking as post-Listing, it is estimated that GBMs shareholding in our Company will be less
than 15.0%.
107

In the event that any Group company enters into a loan agreement or issues debt securities that
contain a condition making reference to shareholding interests of any Controlling Shareholder, or
places restrictions on any change in control of our Group, and the breach of this condition or
restriction will cause a default in respect of the loan agreement or debt securities, significantly
affecting the operations of our Group, we will immediately announce the details of the condition(s)
in accordance with Rule 704(33) of the Catalist Rules, making reference to the shareholding
interests of such Controlling Shareholder or restrictions placed on any change in control of our
Company and the aggregate level of these facilities that may be affected by a breach of such
condition or restriction.
Save as disclosed above, as at the Latest Practicable Date, our Group does not have any other
borrowing and indebtedness or contingent liabilities.
Working Capital
Our Group financed its operations through both internal and external sources. Our internal
sources of funds comprise our existing cash and cash equivalents. Our external sources of funds
comprise mainly banking facilities, financing from the RCL and issue of new ordinary shares in
AASB and/or our Company to investors. Please refer to the section entitled Capitalisation and
Indebtedness of this Offer Document for further details.
Our Group had cash and cash equivalents of approximately RM4.08 million and RM1.36 million as
at 30 June 2015 and as at the Latest Practicable Date, respectively.
We recorded negative working capital of approximately RM2.65 million, RM8.28 million, RM20.29
million and RM32.52 million as at 31 December 2012, 2013, 2014 and 30 June 2015, respectively.
As at the Latest Practicable Date, we had positive working capital of approximately RM1.31
million. For illustrative purposes, assuming the relevant portion of the RCL was converted as at
31 December 2014 and 30 June 2015 (conversion of a portion of the RCL was completed on 1
October 2015 and redemption of the remaining RCL was completed on 7 October 2015), we would
have recorded positive working capital of approximately RM8.64 million and RM4.00 million,
respectively, and the total equity would have been approximately RM35.48 million and RM30.36
million, respectively.
Please refer to the section entitled Managements Discussion and Analysis of Financial Position
and Results of Operations Liquidity and Capital Resources of this Offer Document and the
Unaudited Pro Forma Combined Financial Information in Appendix C to this Offer Document for
more detailed information.
Our Group had commenced production of gold and generated revenue in July 2015 from the
processing of the tailings at Lubuk Mandi. Between July and November 2015, we have sales of
approximately 111.1 oz of gold amounting to RM0.53 million. Subject to the performance of our
processing facilities which are currently still in the commissioning stage, we are expected to
continue to produce gold and generate revenue in FY2015 and FY2016. Please refer to the risk
factor We may not achieve our production estimates or optimise our processing facilities
disclosed in the section entitled Risk Factors of this Offer Document.
AASB had on 14 August 2015 entered into the Co-operation Agreement with Sinomine, pursuant
to which Sinomine will on a non-exclusive basis carry out hard rock exploration, hard rock gold
mining, processing and smelting works, as well as build and develop equipment required for our
hard rock mining and processing activities at the Lubuk Mandi Mine. Sinomine will also fund the
capital expenditure on any new equipment commissioned in respect of our hard rock and tailings
108

processing activities of which up to US$1.50 million may be reimbursed by our Group. Day-to-day
operating expenses in respect of such exploration, mining and processing activities will be borne
by Sinomine. In consideration of the services provided by Sinomine pursuant to the Co-operation
Agreement, the gross revenue generated from sale of gold produced in connection with the
Co-operation Agreement, shall be distributed between Sinomine and AASB on a 60:40 basis.
Notwithstanding the revenue-sharing arrangement, AASB will bear the cost-burden of the royalties
in respect of 100% of the sales. As at the Latest Practicable Date, Sinomine has begun work at
the Lubuk Mandi Mine pursuant to the Co-operation Agreement. For further details, please refer
to section entitled General Information on Our Group Production Process Co-operation
Agreement of this Offer Document. Under the Co-operation Agreement with Sinomine, our risks
in respect of the exploration, operational and capital expenditures will be mitigated.
Our Directors are of the reasonable opinion that, after having made due and careful enquiry and
after taking into account our Groups positive working capital as at the Latest Practicable Date, our
existing cash and cash equivalents without any gearing, production and the sale of gold and the
arrangement with Sinomine under the Co-operation Agreement, the working capital available to
our Group as at the date of lodgement of this Offer Document is sufficient for our present
requirements and for at least 18 months after the listing of our Company on Catalist.
The Sponsor is of the reasonable opinion that, after having made due and careful enquiry and
after taking into account our Groups positive working capital as at the Latest Practicable Date, our
existing cash and cash equivalents without any gearing, production and the sale of gold and the
arrangement with Sinomine under the Co-operation Agreement, the working capital available to
our Group as at the date of lodgement of this Offer Document is sufficient for its present
requirements and for at least 18 months after the listing of our Company on Catalist.
109
GENERAL INFORMATION ON OUR GROUP

The following discussion on our Companys mining activities should be read in conjunction with
the AMC IQPR as set out in Appendix E entitled AMC Independent Qualified Persons Report to
HISTORY
Our Company was incorporated in Singapore on 12 August 2015 under the Companies Act as a
private company limited by shares, under the name of Anchor Resources Pte. Ltd. Our
Companys registration number is 201531549N. Our Company was converted into a public limited
company and the name of our Company was changed to Anchor Resources Limited in
connection therewith on 30 September 2015. Our Company became the holding company of our
Group following completion of the Restructuring Exercise. For more information, please refer to
the section entitled Restructuring Exercise of this Offer Document.
Our Group was founded in November 2011 with the establishment of AASB, our Malaysian
subsidiary, by Mr Lim Chiau Woei, our Managing Director, Mr William Law, our Non-Executive
Director, and Mr Henry Sim. Shares in AASB were later transferred to JHW, a Controlling
Shareholder of our Company, pursuant to a corporate restructuring exercise in February 2013. Mr
Lim Chiau Woei, Mr William Law and Mr Henry Sim, the Founder Shareholders, are shareholders
of JHW. The share capital of AASB was increased to RM12,095,569, contributed by the Founder
Shareholders. In January 2013, AASB entered into the Consultancy Agreement with the Founder
Shareholders (as consultants), pursuant to which the Founder Shareholders agreed to source for
mineral sites on behalf of AASB and to deal on its behalf in securing mining concessions for the
production of gold, in particular to advise and assist AASB in negotiating and finalising the terms
and conditions of the Lubuk Mandi Concession Agreement entered into between AASB and
PMINT in connection with the Lubuk Mandi Mine. The Consultancy Agreement has been
terminated with effect from 9 October 2014. Please refer to the section entitled Interested Person
Transactions Past Interested Person Transactions of this Offer Document for more information.
Lubuk Mandi Mine
In February 2013, AASB participated in a tender and was awarded the Lubuk Mandi Concession
Agreement, which was entered into between AASB and PMINT, pursuant to which AASB was
granted the right to carry out mining operations and processing of hard rock gold at the Lubuk
Mandi Mine. In order to further develop the Lubuk Mandi Mine, AASB, JHW and GBM entered into
the AJVA on 15 July 2013, pursuant to which JHW and GBM agreed to establish the joint venture
to, amongst others, regulate and manage the affairs of AASB and carry out exploration activities
and feasibility studies in relation to the Lubuk Mandi Mine. In this connection, GBM was appointed
as principal consultant, which role included managing, directing and controlling the exploration
and mining operations at the Lubuk Mandi Mine. Pursuant to the AJVA, JHW and GBM conducted
a share swap, whereby (i) 2,938,775 ordinary shares in the capital of AASB were issued to GBM
and GBM becoming one of AASBs controlling shareholders; and (ii) 57,779,118 ordinary shares
in the capital of GBM were issued to persons so designated by JHW, that is, the Founder
Shareholders. Upon completion of the aforementioned share swap, GBM held 44.9% of the
ordinary shares in the capital of AASB, and, collectively, the Founder Shareholders held an
aggregate of approximately 15.0% shareholding in GBM. In July 2015, upon completion of the
work under the AJVA, the AJVA was terminated and GBM resigned as principal consultant. Please
refer to the sections entitled Interested Person Transactions Past Interested Person
Transactions and Interested Person Transactions Potential Conflicts of Interest of this Offer
Document for further particulars.
110

As part of our Groups pre-Placement fundraising activities, we obtained the RCL totalling
approximately S$10.27 million and conducted equity fundraising totalling approximately S$7.00
million. Please refer to the section entitled Restructuring Exercise of this Offer Document for
more information. The table below sets out the use of funds raised by our Group:
Funds Raised
(S$million)
(RMmillion)
Use of Funds Raised
2013
(RCL Tranche 1)
2.85
7.30
Exploration and development of the

Lubuk Mandi Mine, and financing of
operating activities
2014
(RCL Tranches 2 and
3)
5.71
14.67
2014
(Equity)
2.20
5.68
Exploration and development of the

Lubuk Mandi Mine, construction of
processing facilities and related
facilities, as well as payment of
finance costs relating to the RCL,
listing expenses and operating
activities
2015
(RCL Tranches 4 and
5)
1.71
4.78
2015
(Equity)
4.80
13.80
17.27
46.23
Total
Commissioning
of
processing
facilities, payment of finance costs
relating to the RCL, listing expenses
and operating activities, as well as
redemption of RCL
In particular, funds were used for the construction of our processing facilities and infrastructure
(such as road access to the Lubuk Mandi Mine), engaging Core Process Engineering Pty Ltd for
the commissioning and design of our processing facilities, engaging contractors for the drilling of
hard rock and tailings, engaging technical geologists, working capital purposes and professional
fees and expenses incurred in preparation for the Placement.
Our Group engaged Drillcorp (M) Sdn. Bhd. in October 2013 to conduct initial drilling work at the
Lubuk Mandi Mine. In October 2013, an initial Mineral Resource estimate in respect of the Lubuk
Mandi Mine tailings material was reported by GBM. In April 2014, we commenced exploration work
with our hard rock drilling programme at the Lubuk Mandi Mine. We engaged Sinomine, a third
party contractor, to conduct the drilling activities.
In July 2014, we began construction of our 350,000 tpa processing facilities at the Lubuk Mandi
Mine, including 1,000 tonnes capacity storage tanks, flotation cells, flotation concentrate thickener
tank, CIL tanks, electrowinning cells and carbon regeneration kiln. We also have a laboratory for
purposes of testing various output from the processes. Construction on our processing facilities
was completed in January 2015. We began testing and commissioning of our facilities in March
2015. We began commissioning with our processing facilities running 12-hour days in July 2015.
From the commencement of the tailings mining operation from July to November 2015, we have
processed approximately 40,000 dry metric tonnes of tailings material with an estimated average
head grade of 0.64 g/t Au. Approximately 141.0 oz of gold with purity of approximately 90.1% gold
has been produced for sale, with approximately 29.9 oz of gold held in circuit. Between July and
November 2015, we have recorded sales of approximately 111.1 oz of gold amounting to
111

In January 2015, GBM published a Mineral Resource estimate in respect of the hard rock material
at the Lubuk Mandi Mine in accordance with the JORC Code. In June 2015, we engaged AMC to
prepare the AMC IQPR for the Lubuk Mandi Mine, which entailed the detailed review of the Mineral
Resource estimates prepared by GBM, and assuming Qualified Person responsibility for these
estimates. At the same time, we engaged AMC to prepare the AMC IVR. In July 2015, we
commissioned AMC to prepare a Pre-Feasibility Study on re-establishing open pit mining
operations at the Lubuk Mandi Mine.
In August 2015, our Group entered into the Co-operation Agreement with Sinomine, pursuant to
which Sinomine will on a non-exclusive basis carry out hard rock gold mining, processing and
smelting works, as well as build and develop equipment required for our hard rock mining and
processing activities at the Lubuk Mandi Mine. As at the Latest Practicable Date, Sinomine has
begun work at the Lubuk Mandi Mine pursuant to the Co-operation Agreement. For further
particulars of the Co-operation Agreement, please refer to the section entitled General
Information on Our Group Production Process Co-operation Agreement of this Offer
Document.
Bukit Panji Property
Our Group expanded its operations to a second property in Terengganu, and in May 2014,
Sinomine issued a preliminary evaluation report in respect of the Bukit Panji Property north gold
placer mining based on exploration work conducted in the northern section of the Bukit Panji
Property. PMINT had previously been granted a mining certificate (now referred to as a mining
lease) for the period from 20 January 1991 to 19 January 2006, in respect of the Bukit Panji
Property. As no mining activities were being carried out at the Bukit Panji Property subsequent to
2006, the mining certificate was not renewed upon its expiry. Our Group had in September 2014
entered into the Bukit Panji Concession Agreement through AMSB, our Malaysian subsidiary, and
PMINT is currently in the process of obtaining a renewed proprietary mining licence for the Bukit
Panji Property. Upon the receipt of the proprietary mining licence, the term of the Bukit Panji
Concession Agreement shall commence and we will have the mining and exploitation rights in
respect of the Bukit Panji Property. Please refer to the section entitled General Information on
Our Group Bukit Panji Property of this Offer Document.
BUSINESS OVERVIEW
Our Group is principally engaged in the business of exploration, mining, processing and
production of gold, and the processing of ore into gold for sale in Malaysia.
We are headquartered in Malaysia and our Group has the concession rights in respect of the
Lubuk Mandi Mine and the Bukit Panji Property, located in Terengganu, Malaysia. We currently
focus on mining and processing operations as well as production of gold at the Lubuk Mandi Mine.
At the Lubuk Mandi Mine, our processing facilities utilise the gold treatment and extraction method
of flotation to produce gold from tailings material with gold recoveries.
LUBUK MANDI MINE
The Lubuk Mandi Mine is located at the eastern most gold belt in the Malaysian Peninsula, one
of the four recognised gold belts in Malaysia, which extends from Mersing in Johor to the Lubuk
Mandi Mine and beyond.
112
Figure 1. Mineral belts in Peninsular Malaysia (adapted from Yeap, 2000); extracted from the AMC IQPR
The site is situated within two km from the east coast of Terengganu and is approximately 17 km
south of the major town of Terengganu, Kuala Terengganu. The Lubuk Mandi Mine is linked to
Kuala Terengganu by the Kuantan highway and accessible by a dirt road from a village called
Kampung Rhu. The site consists of a single valley floor surrounded by steep hilly landforms of a
maximum height of 100 metres above mean sea level, with areas of the project site having been
levelled, and the topography of the mine is undulating to moderately steep hills to approximately
50 metres. Although some areas are covered by thick secondary forest and bush, most of the
project area has been subject to previous mining. The area has a tropical climate and experiences
heavy rainfall during the monsoon period between November and February.
113
Figure 2. Location of the Lubuk Mandi Mine in Malaysia; extracted from the AMC IQPR
Gold was discovered at the site in the late 1980s and an environmental impact assessment was
conducted in 1991 in respect of a proposed open pit mining and gold processing operation. In
1992, Permint Mineral Sdn Bhd, a subsidiary of the state government body PMINT, began
developing the site into an open pit mine and commissioned a CIP and CIL processing facility at
the Lubuk Mandi Mine, which was operated between 1993 and 1999. During such time, the Lubuk
Mandi Mine was reported to have produced approximately 3.3 tonnes (approximately 107,754 oz)
of gold, amongst other minerals.
114

Please refer to the AMC IQPR in Appendix E to this Offer Document for more information on the
Lubuk Mandi Mine.
Concession
Our Group was granted the concession right to engage in mining and processing of gold hard rock
in relation to the Lubuk Mandi Mine through its subsidiary, AASB, in February 2013.
Premised on the Lubuk Mandi Concession Agreement entered into between AASB and PMINT,
AASB was granted a concession by PMINT (the landowner and the Mining Lease holder) to carry
out mining operations and processing of hard rock gold in the mining areas within the Lubuk Mandi
Mine for the period commencing from 5 March 2013 and the renewal period of the Lubuk Mandi
Concession Agreement is subject to the renewal period for the Mining Leases (this is stated as
back to back renewal in the Lubuk Mandi Concession Agreement), but is not subject to tender.
The tenement comprises two Mining Leases, namely ML 1/2007 and ML 2/2007, with a combined
area of 221.53 hectares, and these Mining Leases granted to PMINT by the Terengganu State
Authority falls due for renewal on 5 March 2017. Under the terms of the Lubuk Mandi Concession
Agreement, PMINT shall apply for the renewal of a new Mining Lease, the terms of which shall be
mutually agreed upon between PMINT and AASB, and such renewal is not subject to tender. Such
renewal shall be subject to the approval of the Terengganu State Authority. There are no legal
impediments preventing PMINT from renewing the Mining Leases issued by the Terengganu State
Authority and there are no foreseeable difficulties with the renewal of the Mining Leases by PMINT
based on and subject to the following:
(a)
the past renewals of the Mining Leases by PMINT have been successful;
(b)
there being no changes in the technical requirements for such renewals under the Enactment
2002 and related regulations; and
(c)
there being no change to any current government or state policy with respect to such
renewals.
115

Please refer to Appendix G entitled Abridged Legal Opinion from Zaid Ibrahim & Co to this Offer
In respect of the Lubuk Mandi Concession Agreement, AASB has paid an upfront fee of RM1.48
million to PMINT and has been exempted from paying the monthly tribute payment to PMINT for
one year from 1 May 2015 to 30 April 2016. Commencing from 1 May 2016, AASB shall be
required to pay to:
(a)
the Terengganu State Authority a 5.0% royalty from the sale of raw or processed ore. The
payment of royalty is to be effected as prescribed in the Terengganu Mineral Regulations
2005; and
(b)
PMINT a monthly tribute on the value of all gold procured or ore extracted from the Lubuk
Mandi Mine based on the monthly average price of gold of US$1,668 per oz in the market as
reported by LBMA Gold Price PM on the production or sale date of the gold bullions, with a
minimum monthly tribute of RM0.08 million. The applicable tribute rates are set out as
follows:
Gold price (per oz)
Tribute rate (%)
More than US$1,668
15.0
US$1,668 to US$1,400
10.0
Less than US$1,400
5.0
The initial Mineral Resource estimates were reported by GBM in respect of the Lubuk Mandi Mine
tailings material and hard rock mineralisation in October 2013 and January 2015, respectively.
Pursuant to our drilling programmes, we were able to ascertain the gold mineralisation patterns
at the Lubuk Mandi Mine. Figure 3 below illustrates the Lubuk Mandi Mine tenements and mine
site infrastructure. Figure 4 shows an image of the current state of the Main Pit. Figure 5 illustrates
an example of gold mineralisation hosted by quartz vein material in the main open pit area.
116
Figure 3. Map of lease boundaries and existing pit outline; extracted from the AMC IQPR
The Lubuk Mandi Mine consists of two Mining Leases which cover an aggregate area of 221.53
hectares.
The Main Pit and North Pit are located within ML 2/2007. Tailings sourced from the previous
mining operations are located in the Tailings Dams in ML 1/2007, which consist of several dams,
two of which have been assessed to contain sufficient gold to be retreated economically, the main
southern-most dam and a smaller dam immediately to the north of the main dam.
117
Figure 4. General mine site view looking north, with Main Pit in the foreground; extracted from the AMC IQPR
Figure 5. Image of the main lode gold-bearing quartz vein at the Lubuk Mandi Mine,
with a width of approximately 1 metre; extracted from the AMC IQPR
118

Resources and Continuing Exploration Activities
According to the AMC IQPR, the Mineral Resource estimates for the Lubuk Mandi Mine in situ
mineralisation (hard rock) as at 30 September 2015 at a 0.3 g/t Au cut-off is set out below:
Gross Attributable
to Mining Lease
Category (1)
Mineral
Type
Tonnes (2)
(millions)
Gold
grade (2)
(g/t)
Net attributable
to the Group
Change from
Gold
previous
Tonnes (2)
grade (2)
update
(millions)
(g/t)
(%)
Measured Mineral
Resources
Gold
Indicated Mineral
Resources
Gold
1.5
1.46
1.5
1.46
-6
Inferred Mineral
Resources
Gold
0.3
1.01
0.3
1.01
-6
1.8
1.39
1.8
1.39
-6
Total Resources
Notes:
(1)
As defined under the JORC Code.
(2)
Mineral resources tonnes and grade figures have been rounded to reflect the accuracy of the estimate. Rounding
might cause some computational discrepancies in totals.
According to the AMC IQPR, the Mineral Resource estimates for the Lubuk Mandi Mine tailings as
at 30 September 2015 at a 0.4 g/t Au cut-off is set out below:
Gross Attributable
to Mining Lease
Category (1)
Mineral
Type
Tonnes (2)
(millions)
Gold
grade (2)
(g/t)
Net attributable
to the Group
Change from
Gold
previous
Tonnes (2)
grade (2)
update
(millions)
(g/t)
(%)
Measured Mineral
Resources
Gold
Indicated Mineral
Resources
Gold
1.3
0.73
1.3
0.73
Inferred Mineral
Resources
Gold
0.1
0.83
0.1
0.83
1.4
0.74
1.4
0.74
Total Resources
Notes:
(1)
As defined under the JORC Code.
(2)
Mineral resources tonnes and grade figures have been rounded to reflect the accuracy of the estimate. Rounding
might cause some computational discrepancies in totals.
119

There are currently no Ore Reserves estimated for the in situ mineralisation (hard rock) or tailings
material. As at 30 September 2015, gold resources amounted to contained gold of approximately
114,000 oz. We have engaged AMC to conduct a Pre-Feasibility Study on the in situ mineralisation
(hard rock) at the Lubuk Mandi Mine in order to estimate an Ore Reserve.
AMC has reviewed the information in respect of the Mineral Resource of the Lubuk Mandi Mine
in this Offer Document.
Please refer to the AMC IQPR set out in Appendix E to this Offer Document for further details of
resource estimates in respect of the Lubuk Mandi Mine.
BUKIT PANJI PROPERTY
The Bukit Panji Property is located at the eastern most gold belt in the Malaysian Peninsula and
is approximately 10 km from the town of Kuala Terengganu and approximately four km north of the
Lubuk Mandi Mine.
AMSB and PMINT entered into the Bukit Panji Concession Agreement dated 15 September 2014
in respect of the Bukit Panji Property. PMINT has previously been granted a mining certificate no.
ASBG (MC) 341 for the period from 20 January 1991 to 19 January 2006. PMINT is currently in
the process of obtaining the renewed proprietary mining licence (AMSB Proprietary Mining
Licence, previously, the above stated mining certificate) for the Bukit Panji Property, which will
not be subject to tender. The duration of the Bukit Panji Concession Agreement will commence on
the date as stated in the renewed AMSB Proprietary Mining Licence until the expiry of the period
of the AMSB Proprietary Mining Licence, which will be granted by the Terengganu State Authority
to PMINT in respect of the Bukit Panji Property. The renewal period of the Bukit Panji Concession
Agreement is subject to the renewal of the AMSB Proprietary Mining Licence period (this is stated
as back to back renewal in the Bukit Panji Concession Agreement), but is not subject to tender.
There are no legal impediments preventing PMINT from renewing the AMSB Proprietary Mining
Licence issued by the Terengganu State Authority and there are no foreseeable difficulties with the
renewal of the AMSB Proprietary Mining Licence by PMINT subject to the following:
(a)
there being no change in the technical requirements for such renewals under the Enactment
2002 and related regulations; and
(b)
renewals.
Upon the commencement of the Bukit Panji Concession Agreement, AMSB shall have a
contractual right granted by PMINT, being the lessee of the AMSB Proprietary Mining Licence, to
conduct exploitation works, prepare the feasibility report, followed by mining works and
processing gold hard rock at the Bukit Panji Property pursuant to the terms of the Bukit Panji
Concession Agreement.
120

Pursuant to the terms of the Bukit Panji Concession Agreement, AMSB has paid an upfront fee of
RM50,000 to PMINT and is required to pay to:
(a)
PMINT a deposit of RM50,000 after receipt of the renewed AMSB Proprietary Mining
Licence;
(b)
the Terengganu State Authority a 5.0% royalty from the sale of raw or processed ore. The
payment of royalty is to be effected as prescribed in the Terengganu Mineral Regulations
2005; and
(c)
PMINT a monthly tribute based on its sale of gold or other minerals of not less than RM2,000.
The applicable tribute rates are set out as follows:
Gold price (per oz)
Tribute rate (%)
More than US$1,668
15.0
US$1,668 to US$1,400
10.0
Less than US$1,400
5.0
However, as no mining is currently being carried out at the Bukit Panji Property, no tribute is
payable to PMINT in this regard.
In connection with the preliminary evaluation report in respect of the Bukit Panji Property prepared
by Sinomine in May 2014, Sinomine had conducted work in the northern section of the Bukit Panji
Property, which included geological mapping, investigating soil geochemistry, trenching, as well
as occurrence of gold in the region of bedrock outcrop, quartz veins and major faults.
Upon the grant of the AMSB Proprietary Mining Licence in respect of the Bukit Panji Property to
PMINT, we intend to continue such work in order to establish a resource estimate in respect of the
Bukit Panji Property.
EXPLORATION PROCESS
Hard Rock
Geological mapping, trenching and drilling of the Lubuk Mandi Mine area was completed prior to
1997 by PMINT, and results from this work were used in the Mineral Resource estimates prepared
by PMINT. In 2004, additional drilling was completed by third parties. Between 2013 and 2014, we
engaged third party contractors to conduct core drilling at the Lubuk Mandi Mine as well as
structural mapping of exposed portions of the pit walls and a series of surface trenches were
completed to improve understanding of the surface expression of the mineralisation in the open
pit area.
Our exploration work includes geological mapping and surveying (such as the study of the geology
and history of land, which helps to determine the optimal locations and number of holes to drill,
determined by third party geologist), trenching of alluvial, drilling (primarily using the reverse
circulation drilling method to conduct sampling), sample preparation, bulk density determination,
testing of hard rock core extracted, which are sent to Australia for testing and assay report
generation, and reporting. Quality assurance and quality control procedures are implemented to
ensure chemical analysis results are robust and can be used for resource estimation.
121

Pursuant to the Co-operation Agreement, Sinomine will be conducting drilling activities at the
Lubuk Mandi Mine. As and when required, we intend to engage professional geological companies
accredited under applicable laws, rules and regulations. Our ongoing exploration program will be
focused on the North Pit at the Lubuk Mandi Mine.
Tailings
The first phase of exploration drilling to assess the tailings material at the Lubuk Mandi Mine was
completed by third parties in 2004 to test the tailings materials within the main southern dam
within the Tailings Dams. In 2013, our Group conducted a diamond core drilling program to confirm
the tailings Mineral Resource as well as the adjacent small tailings dams.
However, unlike hard rock exploration activities, no geological mapping, surface geophysics
testing or trenching is required. Similar to the exploration activities undertaken for hard rock,
tailings exploration work includes testing of the material retrieved, which includes sample
preparation, chemical analysis and bulk density determination.
PRODUCTION PROCESS
Processing Facilities
The Lubuk Mandi Mine currently has on-site processing facilities. Construction of our processing
facilities was completed in 2015 and commissioning and testing of the processing facilities is in
its advanced stages and is targeted for completion by end-2015. The processing facilities have
been designed to produce a throughput of approximately 350,000 tpa. Key components of the
processing facilities have been designed with contingency to increase throughput to 600,000 tpa.
Please refer to the section entitled General Information on Our Group Production Process
Production of Gold of this Offer Document.
Currently, the mining of tailings at the Lubuk Mandi Mine is conducted with hydraulic excavators
and diesel-operated tipper truck fleet. Our Group plans to commence hard rock mining after the
Pre-Feasibility Study establishes that mining and processing of gold is economically viable, some
further drilling and installation of the hard rock ballmill and crusher in 2016. Please refer to the
section entitled General Information on Our Group Business Strategies and Future Plans of
On 14 August 2015, AASB entered into the Co-operation Agreement with Sinomine. Sinomine is
listed on the Shenzhen Stock Exchange and specialises in the business of mineral exploration and
exploration drilling programmes, which includes the prospecting and exploiting of non-ferrous
mineral resource.
Pursuant to the Co-operation Agreement, Sinomine will, on a non-exclusive basis, carry out hard
rock exploration, hard rock gold mining, processing and smelting works, as well as build and
develop equipment required for our hard rock mining and processing activities at the Lubuk Mandi
Mine. In particular, under the Co-operation Agreement, Sinomine shall: (i) carry out such works in
order to heighten the capacity of the existing Tailings Dams, construct a new tailings dam,
maintain the waste water treatment plant and flood control facilities; (ii) improve on or upgrade the
existing equipment for gold mineral processing and smelting works of the processing facilities at
the Lubuk Mandi Mine and day-to-day maintenance of the equipment; (iii) carry out mining
production in accordance with the standard operation procedures issued and determined by
122

AASB; and (iv) design, procure, install, test and commission of new equipment such as ball mill
crusher for our hard rock mining activities and related infrastructure, in accordance with a
construction plan approved by AASB. Once construction of such hard rock mining equipment is
completed, we may purchase such equipment in accordance with the terms of the Co-operation
Agreement.
Sinomine will also fund the capital expenditure of any new equipment commissioned in respect of
our hard rock and tailings processing activities, of which up to S$2.60 million (approximately
US$1.50 million) may be reimbursed by our Group. Day-to-day operating expenses in respect of
such hard rock exploration, mining and processing activities will be borne by Sinomine. In
consideration of the services provided by Sinomine pursuant to the Co-operation Agreement, the
gross revenue generated from sale of gold produced in connection with the Co-operation
Agreement shall be distributed between Sinomine and AASB on a 60:40 basis, upon
commencement of hard rock processing and Sinomine taking over management of the processing
facilities. Notwithstanding the revenue sharing arrangement, AASB will bear the cost burden of the
royalties in respect of 100% of the sales. As at the Latest Practicable Date, Sinomine has begun
work at the Lubuk Mandi Mine pursuant to the Co-operation Agreement.
Work Process
The following diagram describes our mining and processing of tailings and our proposed mining,
crushing and grinding process for hard rock.
TAILINGS
OPEN SURFACE
MINING
HARD ROCK
OPEN PIT MINING
CRUSHING
TROMMEL/
SCRUBBER(1)
STOCK PILING(2)
BALL MILLING
STORAGE
FLOTATION
THICKENING
CIL
ELECTRO-WINNING
SMELTING
Notes:
(1)
Scrubbing is only applicable for our tailings processing.
(2)
We will typically stock pile hard rock extracted from surface mining to maximise the utility of our processing facilities.
We may stock pile our tailings material; however, typically for periods of no more than seven days.
123

Mining Process
A.
Mining
As at the Latest Practicable Date, all the raw materials we have processed in our processing
facilities comprise tailings, which we mine and excavate from the Tailings Dams.
An excavator is used to reclaim the tailings at the Tailings Dams, which are loaded onto tipper
trucks. The tipper trucks subsequently deliver the tailings material onto the feed hopper at
the processing facilities, which transfer the tailings materials directly into trommel and
scrubbers to remove vegetation and timber from the tailings material for re-pulping with
water. Our mining plan takes into account trucking routes, road inclination and mining
schedule to ensure smooth operation of our excavators and trucks.
For hard rock mining, our Group plans to utilise open-pit mining methods, which is a form of
surface mining that involves the extraction of gold ore from an open pit. Some of the harder
areas require blasting to loosen the rock prior to excavation. This method of mining is chosen
as the deposit is located near the surface and there is relatively little overburden. The open
pits are relatively shallow, which may range from 60 metres to 120 metres and are dug in
benches to maximise productivity. Gold ore is excavated from the earth using excavators and
transported by tipper trucks to the processing facility.
B.
Planned Hard Rock Crushing and Grinding

Excavated hard rock ore is sent to crushers, which comprises a jaw crusher, an impact
crusher and a cone crusher. The ore crushing system breaks the hard rocks down to a size
suitable for further grinding, typically approximately 10 mm in diameter. Crushed ore will then
be conveyed by electric motor driven conveyor belt for stock piling before it is processed to
ensure uninterrupted and smooth production flow.
The material will then enter the ball mill with water in order to mix the material into wet slurry.
Retention time in the mill is minimised to avoid over-grinding the free milling gold, which is
crucial for optimising recovery in a gravity recovery system as abraded micron gold will then
be treated by means of the CIL chemical process, where such micron gold will be
recovered. Free gold is recovered through a cyclone with a gravity flow pursuant to which
solid gold are collected and sent for smelting at the final stage of the processing facilities.
The ball mill discharges material of various sizes, mostly ranging from 20-100 mesh. The
oversized gangue materials will be fed back into the ball mill for finer grinding. The
acceptable discharge from the ball mill is sent to a nugget trap sluice where the larger free
gold, being gold not attached to other minerals approximately 50 mesh and larger, is
removed. The discharge of the sluice is then screened to a nominal +20 mesh, and now
barren of the oversized gold, is sent back to the mill. The -20 mesh slurry from the sluice,
containing fine gold, sulphides and gangue, goes to the leaching.
124

Processing Facility and Capacity
The key components of the processing of tailings include feed preparation using a trommel
washing process, flotation to produce a gold-rich concentrate, and cyanidation of the resulting
concentrate. A CIL process, followed by carbon elution, electrowinning, and smelting are used to
produce gold for sale.
A.
Scrubbing, Flotation and Leaching

In the scrubbing stage of the processing facilities, the crushed ore is pumped into a storage
tank where it is mixed and agitated with water to produce pulp of a controlled density. The
pulp is then pumped through a screen to further remove the unwanted particles and into a
conditioning tank where flotation reagents are added to the pulp. In particular, our tailings
materials are scrubbed and processed to an average density of about 40-50% solid. The
re-pulped tailings will be pumped to agitated storage tanks located beside the processing
facility. The mining and re-pulping rate of our tailings material is approximately 80-120 tonnes
of material per hour.
During the flotation process, the pulp is then sent into tanks called flotation cells. In the
flotation cells, installed beneath a weather protection building, air and chemicals are pumped
in by way of an automated dosing system to cause frothing. The pulp stored in the storage
tanks will be pumped at a steady 80m 3 to 100m 3 per hour to the pre-conditioning tank to add
copper sulphite before entering the conditioning tank. Frother and other flotation reagents
are added to the conditioning tank. The discharge from the conditioning tank will be split to
feed two parallel flotation banks of rougher and scavenger flotation cells. The tailings
material from the scavenger flotation cells will be collected and pumped to a newly
constructed tailings dam. The rougher flotation concentrate, namely gold bearing minerals
which float to the surface of the mixture, will be collected and pumped to the flotation
concentrate thickener, where chemicals such as lime and sodium cyanide are introduced,
and the density and acidity of the mixture is controlled. The overflow water from the flotation
concentrate thickener will be pumped back to the conditioning tank and scrubber to be
re-used. The thickener underflow will be collected and pumped to the batch treatment
cyanidation and carbon absorption CIL tanks.
Leaching is the process of extraction of the gold from the ore by dissolving the gold in the
chemical solution. The gold bearing concentrate is pumped into a series of absorption tanks
that are loaded with activated carbon. At our processing facilities, we utilise both CIL and CIP
processing methodologies. Cyanidation is carried out at high cyanide levels and high pH to
release the gold in the concentrate and with sufficient activated carbon present to re-absorb
the dissolved gold. A 0.9mm carbon removal screen screens the pulp emptied from the leach
tanks and either direct the recovered carbon back to a leach tank or onward to the carbon
stripping holding tank. The cyanide tailings pulp will be thickened to recover reusable
cyanide and alkaline solution prior to undergoing cyanide detoxification. The waste material,
or the tailings, is sent to the newly constructed tailings dam for safe disposal as it contains
cyanide and other hazardous chemicals and is to be disposed in an environmentally safe
way.
125

B.
Electrowinning
Activated carbon in the CIL tank is then harvested and sent to a stainless steel carbon
holding and washing tank, where it is washed with a mild hydrochloric acid solution before
being pumped into a carbon elution column. In the carbon elution column, it is treated with
sodium cyanide and sodium hydroxide with controlled acidity and temperature in a close
circuit pumping flow system through electrowinning cells. There are cathode and anode
plates with electrical charges produced by a rectifier, pursuant to which the gold will be
deposited at the cathode in the steel wool.
C.
Smelting
The gold slurry and loaded steel wool is then treated with strong nitric acid and dried in an
oven before it is sent for smelting in an induction furnace at temperatures of approximately
1,150 degree Celsius. The gold slurry is melted in the induction furnace and from there the
liquid gold is poured to moulds and cast into gold, which are unrefined gold bars of a gold
purity which is typically in the range of 60.0% to 95.0% gold.
Production of Gold
From July to November 2015, we processed approximately 40,000 dry metric tonnes of tailings
material with an estimated average head grade of 0.64 g/t Au. A total of approximately 141.0 oz
of gold with an average purity of approximately 90.1% gold has been produced for sale, with
approximately 29.9 oz of gold held in circuit. Between July and November 2015, we have sales
of approximately 111.1 oz of gold amounting to RM0.53 million.
The table below is a summary and extract of the forecast gold production from tailings
reprocessing at the processing facilities, which has been reviewed by AMC. A production schedule
is set out in the AMC IQPR set out in Appendix E to this Offer Document:
Item
FY2015
FY2016
FY2017
FY2018
FY2019
Total
49
329
338
338
338
1,392
Head grade gold

(g/t)
0.70
0.70
0.70
0.70
0.70
0.70
Plant recovery (%)
54%
65%
69%
69%
69%
67%
19 (600)
149 (4,780)
162 (5,221)
162 (5,221)
162 (5,221)
655 (21,045)
Tailings reprocessed
(000 t)
Gold production
(kg (oz))
The above production schedule is based on various assumptions made by our Group and AMC
and there is no assurance that our Group will be able to achieve the above production estimates
due to a variety of reasons, including but not limited to, delays in the implementation of certain
operational processes, lower than estimated recovery rate and mining dilution. Please refer to the
section entitled Risk Factors Risks Relating to our Business We may not achieve our
production estimates or optimise our processing facilities of this Offer Document for further
details.
126

As indicated in the AMC IQPR, our Groups current Indicated and Inferred Mineral Resource for
the Lubuk Mandi Mine tailings amounts to approximately 1.4 million tonnes containing 0.74 g/t of
gold. Based on the planned production schedule for our Groups tailings reprocessing, it is
expected that the mining of these tailings resources will be completed by our Group in 2019. While
our Group is continuously conducting exploration activities, there is no assurance that these
exploration activities will result in the discovery of new Mineral Resources. In addition, even if a
viable deposit is discovered, it may require substantial capital expenditure and time from the initial
phases of exploration until production commences during which the capital cost and economic
feasibility may change. Furthermore, actual results upon production may differ from those
anticipated at the time of the discovery. In order to maintain gold production beyond the life of our
Groups Mineral Resource, other than through acquisitions, additional resources must be
identified either to extend the life of our existing mines or justify the development of new projects.
In the event that our Groups exploration programs do not result in the replacement of such gold
resources or result in new commercially viable mining operations beyond the current Mineral
Resource identified, this could have an adverse impact on the future operations, results and
growth of our Group.
As at 30 November 2015, our processing facilities are in the testing and commissioning stage, and
are estimated to be able to operate at 350,000 tpa by FY2016.
INDEPENDENT VALUATION
As part of the Listing, the Directors have appointed AMC to conduct an independent valuation of
the Lubuk Mandi Mine. The AMC IVR has been prepared in accordance with the VALMIN Code.
AMC has determined the overall value of the mineral assets of the Lubuk Mandi Mine by
combining the value of the tailings mineral assets (US$11.5 million within a range of US$10.2
million to US$12.9 million) with the value of the in situ mineral asset (hard rock) (US$7.8 million
within a range of US$5.9 million to US$9.3 million). On this basis, AMCs preferred value of the
mineral assets of the Lubuk Mandi Mine gold property is US$19.2 million within a range of
US$16.1 million to US$22.2 million. Please refer to the AMC IVR as set out in Appendix F to this
Offer Document for further details.
Our Directors are of the view that it is currently premature to conduct a valuation of the Bukit Panji
Property, for which we have not commenced any exploration activities and have not carried out a
Pre-Feasibility Study. Consequently, AMC has not been engaged to conduct a valuation of the
Bukit Panji Property.
MAJOR CUSTOMERS
For the Period Under Review, as we have yet to begin full-scale operations, we do not have any
major customers. Between July and November 2015, we have sales of approximately 111.1 oz of
gold amounting to RM0.53 million to Yi Xing Goldsmith Sdn. Bhd., a wholly owned subsidiary of
Tomei. Tomei is an integrated jewellery manufacturer and retailer of gold and jewelleries listed on
the Main Market of Bursa Malaysia Securities Berhad.
None of our Directors, Substantial Shareholders or their respective associates has any interest,
direct or indirect, in the above customer.
127

MAJOR SUPPLIERS
We have close working relationships with suppliers and sub-contractors who are recognised for
their product quality, service quality and competitive pricing.
The following are the suppliers who account for 5.0% or more of our capital expenditure, operating
costs and purchases (equivalent to the aggregate of our direct operating costs and transport
subcontract services, but excluding staff and related costs and depreciation) during the Period
Under Review:
Major supplier
Percentage of operating costs

and purchases (%)
Nature of services
or purchases
FY2012
FY2013
FY2014
1H2015
99.2
5.1
11.2
Majubina Ventures
Sdn Bhd
Construction work for

access road and
infrastructure
GBM
Management, tailings,
drilling and
metallurgical test work
54.7
13.1
Drillcorp (M) Sdn Bhd
Drilling
23.5
Yantai Jinpeng Mining

Machinery Co., Ltd.
Gold processing
equipment
24.4
Sinomine
Drilling
11.4
Seng Foong Electric
Supply and installation

of electrical cables
10.6
Kong Long Huat

Chemicals Sdn Bhd
Supply of chemicals
for processing
10.4
Minetech Construction
Sdn Bhd
Excavation and
feeding of tailings
services
7.5
Cytec Australia
Holdings Pty Ltd
Supply of chemicals
for processing
5.7
In FY2012, our Group began construction of access roads and infrastructure for the Lubuk Mandi
Mine. Majubina Ventures Sdn Bhd was our Groups largest supplier.
In FY2013, our Group focused on drilling and exploration activities at the Lubuk Mandi Mine. The
operating costs paid to Drillcorp (M) Sdn Bhd were in respect of drilling works. The operating costs
paid to GBM were in respect of payments made by GBM on behalf of our Group relating to
management, drilling and metallurgical test work.
In FY2014, we began construction of our processing facilities at the Lubuk Mandi Mine. In
addition, we also engaged Sinomine to conduct further drilling and exploration activities at the
Lubuk Mandi Mine and obtained a resource estimate report from GBM.
In 1H2015, our Groups operations were focused on the testing and commissioning of our
processing facilities.
128

Majubina Ventures Sdn Bhd, GBM, Drillcorp (M) Sdn Bhd, Yantai Jinpeng Mining Machinery Co.,
Ltd., Sinomine and Seng Foong Electric provided services to our Group relating to one-off projects
such as the construction of access roads, infrastructure and processing facilities and exploration
activities at the Lubuk Mandi Mine. Services from such suppliers ceased after the projects were
completed. Kong Long Huat Chemicals Sdn Bhd, Minetech Sdn Bhd and Cytec Australia Holdings
Pty Ltd began providing services in FY2015 relating to the supply of chemicals and equipment in
connection with the testing and commissioning of our processing facilities.
Save as disclosed above, no other supplier accounts for 5.0% or more of our total purchases
during the Period Under Review.
None of our Directors, Substantial Shareholders or their respective associates has any interest,
direct or indirect, in any of the above suppliers.
To the best of our Directors knowledge and belief, there are no arrangements or understanding
with any supplier pursuant to which any of our Directors and Executive Officers were appointed.
CREDIT MANAGEMENT
Subject to industry norms and market conditions, we expect our sale of gold to be on cash terms.
Nonetheless, in the event that customers request for credit terms, our Group will assess the credit
terms to be offered to customers on a case-by-case basis. Such credit terms offered will take into
account, inter alia, the creditworthiness of the customer, as well as the size of the purchases.
There are no formal credit terms stipulated in the contracts signed between our Group and our
suppliers. Payments to our suppliers are typically made based on certain milestones achieved or
based on our agreement with our suppliers. Due to the nature of our Groups business, it is not
meaningful to calculate the trade payables turnover days.
INVENTORY MANAGEMENT
As our Group has not commenced full-scale production, we currently do not carry significant
inventory. As at FY2014 and 1H2015, our Group had approximately RM0.28 million and RM0.47
million, respectively, of inventory comprising mainly chemicals for processing and consumables.
Once production commences, our inventory will comprise gold ore, concentrate and chemicals
required for production.
We will perform a full inventory count on a monthly basis.
Currently, as we do not carry significant inventory, it is not meaningful to set out information on the
inventory turnover of our Group.
ORDER BOOK
Due to the nature of our business, an order book is not meaningful. As at the Latest Practicable
Date, our Group does not maintain an order book.
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PERMITS, LICENCES AND APPROVALS
Premised on concession contract work agreements entered into with PMINT, our Group has been
granted concession rights to engage in mining in the Lubuk Mandi Mine and the Bukit Panji
Property. Please refer to the sections entitled General Information on Our Group Lubuk Mandi
Mine Concession and General Information on Our Group Bukit Panji Property Concession
of this Offer Document for more information.
In addition, our Group has obtained the following permits and approvals in order to carry on its
business of mining and producing gold in compliance with the relevant Malaysian laws:
Name of
Approval/Permit
Approval for
operational mining
scheme
Permit for
scheduled
controlled goods
Permit to
purchase, store
and use sodium
hydroxide
Description of
Approval/Permit
(including purpose thereof)
Approving Body
Date of Issue and

Date of Expiry of
Approval/Permit
Issued on
8 October 2015
Approval given for the

development and mining
works carried out at the
Lubuk Mandi Mine
Malaysia Minerals
& Geoscience
Department
Permit given in respect of

diesel fuel of up to 200,000
litres per transaction and
goods to be stored at the
Lubuk Mandi Mine
Malaysia Ministry
of Domestic Trade,
Co-operatives and
Consumerism
Issued on
31 May 2015
Permit given in respect of

purchasing up to a maximum
of 12,000 kg of sodium
hydroxide for the purposes of
electrolysis process to obtain
gold
Ministry of Health,
Malaysia
Issued on
20 September
2015
Effective until
27 July 2016
Effective until
30 May 2016
Effective until
31 December
2015 (1)
Note:
(1)
Steps for renewal of the permit to purchase, store and use sodium hydroxide include (a) the submission of an annual
renewal application to the Ministry of Health Terengganu, Malaysia prior to expiry; and (b) compliance with the
required storage specifications. The permit is typically valid for one year and expires on 31 December of each year.
Our Group will submit the application for renewal in December 2015 in accordance with the administrative practices
of the Ministry of Health Terengganu, Malaysia and our Directors do not foresee any difficulties in renewing the
permit.
Document for the abridged legal opinion from the legal adviser to our Group on Malaysian law in
connection with our Groups valid and enforceable title and rights to its assets (including its
processing plants and machinery). The Group has such authorisations, permits, certificates,
licences and approvals as are relevant to its business and operations, and possesses valid and
legally enforceable contractual rights under the concession agreements relating to the Lubuk
Mandi Mine and the Bukit Panji Property.
130

Our Directors have confirmed that, to the best of their knowledge and belief, our Group has
obtained all requisite certifications, permits, approvals and licences necessary for our current
operations. Save as disclosed in the section entitled Risk Factors of this Offer Document, to the
best of our Directors knowledge and belief, we are not aware of any facts or circumstances which
would cause any licence, permit or approval of our Group to be suspended, revoked or cancelled
as the case may be, or for any applications for or renewal of, any of such licences, permits,
approvals or certificates to be rejected by the relevant authorities.
PROPERTIES AND FIXED ASSETS
Properties
As at the Latest Practicable Date, our Group does not own any property.
As at the Latest Practicable Date, our Group leases the following properties:
Approximate
area (sqft)
Lessor
Lessee
Location
Tenure
Use of property
Lim Chiau Woei
AASB
Block C-3A-9 and

Block C-3A-12, Pusat
Komersial Southgate,
No. 2, Jalan Dua, Off
Jalan Chan Sow Lin,
55200 Kuala Lumpur,
Malaysia
1,874
1 November
2013 to
31 October 2016
Management
office
William Law
AASB
Block C-3A-10 & 11,

Pusat Komersial
Southgate, No. 2,
Jalan Dua, Off Jalan
Chan Sow Lin, 55200
Kuala Lumpur,
Malaysia
1,188
1 August 2015
to 31 July 2017
Management
office
Fong Lee Tai
AASB
7-A2, Pangsapuri Sri

Wangi, Lot 3501,
Jalan Sultan Zainal
Abdin, 20000 Kuala
Terengganu,
Terengganu, Malaysia
1,088
1 November
2014 to
31 October 2016
Hostel
Please refer to the section entitled Interested Person Transactions Past Interested Person
Transactions of this Offer Document for more information on leases of property from Mr Lim
Chiau Woei, our Managing Director, and Mr William Law, our Non-Executive Director.
131

Fixed Assets
Save for the properties disclosed above, we also own fixed assets comprising, amongst others,
our processing facilities, building, machinery, office equipment and motor vehicles. None of our
fixed assets is subject to any mortgage, pledge or any other encumbrances or otherwise used as
security for any bank borrowings. As at 30 June 2015, our fixed assets had a net book value of
approximately RM13.15 million, which are set out below:
Carrying Amount
(RM000)
Fixed Asset
Property, plant and machinery
11,697
737
Office equipment
270
Renovation
213
Motor vehicles
211
Furniture and fittings
17
Total
13,145
INTELLECTUAL PROPERTY RIGHTS

Currently, our business and profitability are not materially dependent on any intellectual property
such as patents, patent rights, processes or other intangible assets. We have not paid or received
royalties for any licence or use of an intellectual property.
As at the Latest Practicable Date, our Group is in the process of registering the following logo as
trademarks in Singapore and Malaysia:
INSURANCE
As at the Latest Practicable Date, we maintain the following material insurance policies to cover,
amongst others, risks relating to our business operations, human resources and fixed assets:
(i)
public liability insurance;
(ii)
fire consequential loss insurance;
(iii) burglary insurance;

(iv) group hospitalisation and surgical insurance;
(v)
group personal accident insurance; and
(vi) all risks insurance.
132

Our Directors are of the opinion that the above insurance policies are adequate for our existing
business operations and we will review and procure the necessary additional insurance coverage
as and when the need arises.
SEASONALITY
Our Group does not experience seasonality in its business. However, the Lubuk Mandi Mine and
the Bukit Panji Property are located in Terengganu, Malaysia, which has a tropical monsoon
climate with an annual rainfall of approximately 3,000 mm. The rainy season typically lasts from
November to February and the dry season lasts from March to October. Field work (including
mining) is best conducted during the dry season as the rainfall during the rainy season may
increase the level of difficulty of field work. Our processing facilities may continue to operate and
process stockpiled hard rock and tailings during certain times when surface mining and excavation
are temporarily stopped during the rainy season.
SALES AND MARKETING
As gold is a commodity which has a ready market, our Group does not undertake any significant
marketing activities. Our plan upon commencement of production is for our sales to be done
primarily through off-take or distribution agreements, and accordingly, we do not anticipate
significant sales and marketing activities.
RESEARCH AND DEVELOPMENT
We do not conduct any research and development activities.
SAFETY POLICY
Due to the nature of our business, incidents that may have detrimental effects on the health and
safety of its workers and the environment may occur from time to time. Our Group aims to conduct
its business in such a manner that all reasonable and practicable measures have been taken to
protect its workers and the environment from the detrimental effects. In order for our Group to
achieve its aim, our Group has employed a mine site manager and has established a set of
environmental health and safety procedures and site security policy, on commencement of our
mining operations, as follows:
(a)
risk assessment shall be conducted before works are allowed to commence, so that any
foreseeable risks arising from such works can be identified and eliminated accordingly.
Where it is not reasonably practicable to eliminate the risks, measures and safe work
procedures shall be developed to minimise and control the risks;
(b)
all staff and workers shall be briefed on the hazards and risks associated with the works and
trained to carry out works in accordance with established safe work procedures before they
commence the works;
(c)
regular inspections and checks shall be conducted to ensure that established safe work
procedures are adhered with;
(d)
all staff and workers shall be provided with the necessary safety and health training so as to
enable them to carry out their work safely;
133

(e)
all machineries and equipment deployed to the worksite shall be in good working condition.
Only workers who have been trained are allowed to operate the machineries and equipment.
In addition, all machineries and equipment shall be regularly serviced and maintained;
(f)
security officers shall secure the main entry point to our premises and CCTV cameras are
installed in designated areas for 24-hour surveillance;
(g)
regular promotion of safety through talks, demonstrations, seminars and courses shall be
carried out to maintain and raise awareness of safety; and
(h)
only sub-contractors and suppliers who are able to meet the environment, health and safety
requirements of our Group shall be selected as our business partners. Our Group shall
monitor their performance on a continuous basis to ensure that they maintain their standards.
QUALITY ASSURANCE
Our Group intends to focus on obtaining a high recovery rate of our gold in order to build a
reputation as a producer of high quality gold. Our Group believes that establishing a quality
management system will be one of the main factors in enabling us to achieve this goal.
As part of our quality management and control procedures, we conduct sampling of materials from
each stage of our processing facilities, including but not limited to the flotation tank, thickener and
CIL tank. We record and evaluate samples collected by assessing various aspects of materials
collected, including density, nitro-hydrochloric acid levels (also known as aqua regia) as well as
acidity of our processed materials. Our sampling and evaluation of materials produced at various
stages of our processing facilities enable us to ensure that we maximise our gold recovery rate.
CORPORATE SOCIAL RESPONSIBILITY
We are committed to being a responsible corporate citizen and consider the physical and human
environment when making our business decisions. We endeavour to have a positive impact on the
communities in the areas where we operate both socially and economically. Our Group supports
our local community in the following ways:
We provide our local community with new employment opportunities, as well as training and
skills development for our staff in relation to mining activities and operating processing
facilities. We broaden the economic and commercial base for local businesses, contributing
to the economic growth of the region.
We provide opportunities for investors, both local and foreign, to invest in the Terengganu
region and our business and operations also encourage international direct investment.
In addition, we shall be required to disclose our corporate social responsibility policies with
reference to the SGX-STs Guide to Sustainability Reporting for Listed Companies published in
June 2011.
GOVERNMENT REGULATIONS
Our Groups mining operations in Malaysia are governed by various laws and regulations and
subject to various licences, permits and government approvals. Please refer to Appendix H
entitled Summary of Relevant Malaysian Laws and Regulations to this Offer Document for a
description of the material laws and regulations in Malaysia that apply to our Groups business.
134

To the best of our Directors knowledge and belief, we are not in breach of any law or regulation
applicable to our business operations that would affect our business operations.
LEGAL OPINION FROM ZAID IBRAHIM & CO
Document for the abridged version of the legal opinion on our Company from the legal adviser to
our Company on Malaysian Law.
COMPETITION
We operate in a highly competitive environment. Given that there is clear geographical
demarcation of gold exploration and mining rights and licences, mining companies in general do
not compete directly with one another in terms of mining operations. However, our Group
competes with mining companies and other companies for new exploration and mining rights and
licences outside of our current mining rights and licences. For a discussion of the competitive risks
that are faced by our Group in our gold mining operations, please refer to the section entitled Risk
Factors Risks Relating to our Business of this Offer Document.
Some of our competitors may have longer operating histories, more entrenched expertise, a larger
client base, greater financial resources or may otherwise be in a better position than us to secure
and manage large and/or complex contracts or expand their market share.
To the best of our Directors knowledge, save for GBM, one of our Controlling Shareholders, none
of our Directors or Substantial Shareholders or their respective associates has any interest, direct
or indirect, in any other gold mining companies. Please refer to the section entitled Interested
Person Transactions Potential Conflicts of Interest of this Offer Document for more information
on the non-competition undertakings relating to GBM. We believe there are relatively high barriers
to entry for the gold mining industry in Malaysia. Our Directors believe that new entrants to the
gold mining industry who wish to acquire new concessions will require adequate working capital
and funding, to build up a track record, to attract and retain a pool of skilled and experienced staff,
in order to compete effectively against existing and new players in the gold mining industry.
COMPETITIVE STRENGTHS
Our Directors consider the following to be our core competitive strengths:
1.
We are a gold exploration, mining, processing and production company, with

concession rights to the Lubuk Mandi Mine and the Bukit Panji Property in Malaysia,
which are strategically located and easily accessible
We are a gold exploration, mining, processing and production company and have
commenced commissioning of gold at our processing facilities and own the concession rights
of the Lubuk Mandi Mine and the Bukit Panji Property, which are both located in Terengganu,
Malaysia, and in close proximity to Kuala Terengganu, the major town of Terengganu which
is linked by the Kuantan highway. The mining area has access to telecommunications, water
and roads. The proximity to land and air transport and the availability of existing
infrastructure and telecommunication access enable our Group to save in both hiring and
transportation costs. We expect the Lubuk Mandi Mine and the Bukit Panji Property to benefit
from our convenient location and access to utilities.
135

As we are based in Malaysia, we have the advantage of being in close proximity to many of
our potential local end customers. The proximity of the Lubuk Mandi Mine and the Bukit Panji
Property to our customers in the local market reduces the cost of transporting our gold to
such customers as well as enables us to supply our products to them more quickly.
2.
We currently conduct processing of tailings for our sale of gold, which requires lower
capital expenditure than hard rock processing
Our existing infrastructure and processing facilities at the Lubuk Mandi Mine enable us to
process tailings. An excavator is used to recover the available tailings materials at the
existing Tailings Dams which are loaded onto dump trucks. The processing of tailings as
compared to processing of hard rock is more cost effective as there is lower cost expenditure
for drilling and excavation. We are able to generate revenue prior to the mining and
processing of hard rock, which require higher capital expenditure. In addition, the processing
of tailings does not include the use of ball mill or crusher.
The dump trucks subsequently deliver the tailings material onto apron conveyor belts, which
transfer the tailings materials directly into scrubbers for re-pulping with water. Our mining
plan takes into account trucking routes, road inclination and mining schedule to ensure
smooth operation of our excavators and trucks.
Please refer to the section entitled General Information on Our Group Production Process
of this Offer Document for further details on the processing of tailings.
3.
Our business model involves engaging third party contractors to conduct exploration
and mining activities, which allows us to enjoy favourable cost efficiencies
Our Groups business model involves the engagement of third party contractors to conduct
certain services, including exploration and mining activities, which allows us to enjoy
favourable cost efficiencies. We are able to tap on the expertise of such third party
contractors and reduce our exploration risk. Mining and exploration is capital extensive and
our engagement with third party contractors allows us to maintain a relatively low capital
expenditure and reduce our capital costs, while leveraging on the expertise and financial
strength of such third party contractors. Contractors and consultants we engage have offered
their services and provided technical support to our Group at competitive prices.
For instance, we have engaged Sinomine, a third party contractor, to conduct the drilling
activities at the Lubuk Mandi Mine. Pursuant to the Co-operation Agreement, Sinomine has
undertaken to fund new equipment commissioned in respect of our hard rock and tailings
processing activities, of which up to US$1.50 million may be reimbursed by our Group. In
addition, day-to-day operating expenses in respect of such mining and processing activities
will be borne by Sinomine, and workers for such activities are employed directly by Sinomine.
Sinomine has also been engaged to conduct further exploration studies, in order to finalise
and produce an optimal mining strategy and plan at the Lubuk Mandi Mine. The exploration
work includes geological mapping, investigating soil geochemistry, trenching and drilling, as
well as occurrence of gold in the region of bedrock outcrop, quartz veins and major faults.
The processing facilities at the Lubuk Mandi Mine have a design processing capacity of
350,000 tpa. Upon completion of further development and upgrades to our processing
facilities pursuant to the Co-operation Agreement, our processing facilities are expected to
be ramped up to approximately 600,000 tpa.
136

We had engaged AMC, the Independent Qualified Person, to prepare an independent
qualified persons report in compliance with the JORC Code in respect of the Lubuk Mandi
Mine in situ mineralisation (hard rock) and tailings resource. Please refer to Appendix E to
this Offer Document for a copy of the AMC Independent Qualified Persons Report. We have
also engaged AMC to conduct a Pre-Feasibility Study on the in situ mineralisation (hard rock)
of the Lubuk Mandi Mine in order to establish an Ore Reserve.
4.
We have a strong working relationship with local authorities

We have considerable experience in dealing with, and have developed a strong working
relationship with local authorities, including PMINT, the Terengganu state government.
As an enterprise supervised by PMINT that focuses on gold mining, we have working
relationships with the various Malaysian government agencies regulating the mining industry.
Effective communication with these government regulators is crucial due to stringent
regulations of the mining industry in Malaysia. This may be advantageous for our Group as
we intend to bid for more concession rights in the future.
Since the commencement of our operations, we have been working closely with the
regulatory authorities by providing regular reports to update them on the activities of our
mining operations.
5.
We have an experienced and dedicated management team

We have a dedicated and experienced management team, led by our Managing Director, Mr
Lim Chiau Woei, who has extensive knowledge of, and experience in, the mining industry and
provides our Group with the skills and expertise to implement its strategy.
Our Directors are supported by our team of experienced and competent Executive Officers.
Our Executive Officers are based at our headquarters in Malaysia and manage the
operations of the Lubuk Mandi Mine and Bukit Panji Property in Malaysia. Our Executive
Officers have over 10 years of relevant experience in their respective fields. Mr Mohamad
Radi bin Jaafar, our Plant Manager, has over 22 years of experience in gold mining. We
believe that the high level of experience and expertise of our key management and operating
personnel will enable us to operate effectively. Please refer to the sections entitled
Directors, Executive Officers and Employees Experience and Training of our Directors
and Directors, Executive Officers and Employees Executive Officers of this Offer
Document for further details on the working experience of our Executive Directors and
Executive Officers.
PROSPECTS AND TREND INFORMATION

The following discussions about our prospects and trends include forward-looking statements that
involve risk and uncertainties. Actual results could differ materially from those that may be
projected in these forward-looking statements. Please also refer to the section entitled
Cautionary Note Regarding Forward-Looking Statements of this Offer Document. Barring
unforeseen circumstances, our Directors have made the following observations and are of the
view that our Groups financial performance for FY2015 may be affected by the following factors:
(a)
Costs: Our costs from January to June 2015 have fluctuated as our processing facilities were
in the testing and commissioning stage. We envisage our costs to stabilise as we enter into
contracts with operating partners, such as Sinomine and accordingly, we expect less
137

volatility for our per-unit production cost. Our Companys key operating costs are expected
to increase in line with our plans to commence production in FY2015. These costs relate
mainly to mining costs, direct labour costs, processing costs, beneficiation costs, site
administration costs and royalties paid to local and state governments. Please refer to the
section entitled General Information on Our Group Business Strategies and Future Plans
of this Offer Document for more information on the future plans of our Group.
(b)
Processing performance: The initial commissioning phase of our processing facilities

concluded in June 2015, and we began commissioning (running 12 hours a day) in July 2015.
We expect to commence 24-hour operations of our processing facilities by December 2015
once our processing performance stabilises, subject to usual maintenance and upgrading. As
at the Latest Practicable Date, our Company has not commenced hard rock processing.
Production and sale of gold from processing of hard rock is expected to commence in the
second half of FY2017. As such, our Company is not expected to generate any revenue
arising from the sale of gold generated from our hard rock mining and processing operations
in FY2015 and FY2016. Please refer to the section entitled General Information on Our
Group Business Strategies and Future Plans of this Offer Document for more information
on the future plans of our Group.
(c)
Revenue: Our sales began in July 2015 and our sales prices are based on the LBMA Gold
Price PM. After we commence 24-hour operations of our processing facilities, we expect our
sales to increase. We also note that our sales are benchmarked against LBMA Gold Price PM
(which are recorded in US$) and such sales are conducted in RM using the spot conversion
rate.
(d)
Liquidity and capital resources: We do not expect any change in our liquidity and capital
resources, save in respect of cash flow from operations.
(e)
Capital expenditure: We expect to incur capital expenditure of up to S$2.6 million

(approximately US$1.5 million) pursuant to the Co-operation Agreement entered into with
Sinomine, for purposes of purchase of hard rock mining equipment to be installed by
Sinomine and other capital expenditure. Please refer to the section entitled General
Information on Our Group Production Process Co-operation Agreement of this Offer
Document for more information on the Co-operation Agreement. In addition, in 1H2015, we
were charged with a one-off initial commissioning cost which we do not anticipate will recur
after July 2015.
(f)
For the Period Under Review, we have not incurred any amortisation of exploration,
evaluation and developed assets. We expect to incur amortisation cost pursuant to the
commissioning of our processing facilities in FY2015.
(g)
We expect to incur significantly higher expenses in FY2015 mainly due to the fair value loss
on derivative financial instruments arising from the conversion option of RCL and in relation
to the issuance of Adjustment Shares to the certain RCL Lenders, foreign exchange loss
arising from conversion of RCL, commission fee, and finance cost in relation to the issuance
of Adjustment Shares to the Anti-Dilution Investors.
138

INDUSTRY OVERVIEW
The following discussion about the prospects of the gold mining industry includes forward-looking
statements that involve risks and uncertainties. Actual results could differ from those that may be
projected or implied in these forward-looking statements. Please refer to the section entitled
Cautionary Note on Forward-Looking Statements of this Offer Document.
Unless expressly stated, the information set out in this section entitled Industry Overview are
extracted from the website of the World Gold Council (http://www.gold.org/investment/research/).
Supply of Gold
According to the World Gold Council, the total world supply of gold in 2014 was 4,402.9t, a 2.8%
increase from 2013. The marginal increase was mainly attributed to the decline in recycled gold
balancing out the increase in mining production. The two main sources of gold supply are mining
production and the recycling of gold. China is the largest producer of gold in the world, contributing
approximately 15.0% of the total production of gold in 2014.
Mine production was the largest source of gold, accounting for 70.9% and 73.5% in 2013 and
2014, respectively. On the whole, total mine supply (i.e. the aggregate of mine production and net
producer hedging) has been growing steadily over the last few years. This growth in mine supply
can be mainly attributed to the increase in development of operational mines in recent years.
Recycled gold was the second largest source of gold, accounting for 29.2% and 26.6% in 2013
and 2014, respectively. Since gold does not tarnish or decay, all the gold ever mined still exists
in some form. As gold recycling reacts to gold prices and economic conditions, the low gold prices
have caused a seven-year low in gold recycling in 2014.
Demand for Gold
According to the World Gold Council, total world gold demand in 2014 was 4,220.1t, which is a
4.9% decrease from 2013.
World gold demand comprises mainly jewellery, technology and investment demands.
The jewellery sector makes up the largest consumer of gold, taking up approximately 60.2% and
58.4% of total world gold demand in 2013 and 2014, respectively. India and China make up the
biggest demand for gold. In 2014, jewellery demand in India hit a record of approximately 662.1t
in 2014 despite the governments restriction of cooling imports of gold. While gold demand in
China has eased in recent years, growth demand remains strongly positive. Although Chinas
jewellery demand in the first quarter of 2015 was down from the same quarter in 2014, it was
approximately 27.0% higher than its five-year average.
The investment sector makes up the second largest consumer of gold. It consists of predominantly
the bar and coin demand and demand for exchange-traded funds (ETFs) and similar products.
The investment sector rose by approximately 4.4% from 2013 to 2014. Similar to the demand for
jewellery, bar and coin demand fell by approximately 41.0% due to the phenomenal levels of
buying in 2013. The annual outflows from gold-back ETFs were reduced to approximately 184.2t
from approximately 916.3t in 2013. This was attributed to the continued improvement in the US
economy and strengthening of the US$.
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The technology sector makes up the third main consumer of gold. This sector comprises
electronics, dentistry and other industrial demand. Demand for gold from technology has been
declining over the years, with 2014 seeing a demand of only approximately 346.5t, the lowest level
since 2003. This decrease is attributed to the slow economy as well as the on-going substitution
away from gold.
Lastly, central banks and other institutions remain committed buyers of gold. Since 2011, central
banks and other institutions have steadfastly accumulated gold. Net purchases from this sector
continued their buying momentum year-on-year at approximately 119.4t, holding within the
relatively tight 100t to 175t range between 2011 and 2014. In the second quarter of 2015, gold
demand amounted to 137.4t (equivalent to 15.0% above the five-year average) while total demand
for the first half of 2015 totalled approximately 261t. Diversification motives continue to drive
demand in the sector, which was again concentrated among developing markets. Notably, in July
2015, the Peoples Bank of China (PBoC) announced that it had increased its gold reserves by
approximately 604t since 2009, reinforcing golds position as a key reserve assets in helping
central banks diversify away from the US$.
The strong demand for gold from Asia and developing economies around the world is expected to
support demand while global production of gold is expected to remain flat at best. (1)
According to the World Gold Council, it is estimated that Chinas middle class will mushroom from
approximately 300 million to 500 million over the course of the next five years, which suggests that
the development of gold market infrastructure in Asia will be put to good use at the same time that
China continues to urbanise. India also has a comparatively low level of per capita gold holdings.
Two factors hint toward the strengthening of demand for gold in India and the wider sub-continent:
the powerful combination of increasing urbanisation and the countrys strong cultural affinity for
gold. With its proximity to Singapore and China, India and its neighbours are also likely to
contribute to the growing importance of the region as a whole.
Gold Prices
Like most commodities, the price of gold is driven by supply and demand including demand for
speculation. However, unlike most other commodities, saving and disposal play a larger role in
affecting its price than its consumption. Most of the gold ever mined still exists in accessible form,
such as bullion and mass-produced jewellery. Given the huge quantity of gold stored aboveground compared to the annual production, the price of gold is mainly affected by changes in
sentiment, rather than changes in annual production.
Gold is considered a currency and a hedge against inflation. Though the year 2014 saw overall
low volatility, gold prices still remain dismal. The average gold price in 2014 was approximately
US$1,266.40/oz, a 10.3% decrease from 2013. (2)
Low gold prices can be attributed to recovery of the US$, which is driven by the improving health
of the American economy and US treasury policy with an expectation of increased interest rates
in the future. However, amidst the falling prices, gold will continue to be stored by central banks
as a backup to more common currencies. (3)
However, gold prices most notably rose in Russia in 2014. Decreasing oil revenues and
western-imposed sanctions led to a sharp depreciation of the rouble, which in turn, led to an
increase in gold prices. Europe also saw an increase of approximately 14.0% in their gold prices
due to the weakening of the Euro against the US$.
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Malaysian Gold Mining Industry
To spearhead the countrys mineral resource industry, the Malaysian government has formulated
the National Mineral Policy 2 (NMP2) a revised policy that is compatible with the changes in
Malaysias economy and mineral sector. This policy lays the foundation for the development of an
effective, efficient and competitive regulatory environment for the mineral sector. It strives to attain
an optimum utilisation of the mineral resources while ensuring that adequate protection is given
to the environment. (4)
Two key legislations have also been enacted to aid in the implementation of the NMP2: the Mineral
Development Act 1994 and the State Mineral Enactment.
Developments in Market Infrastructure
The importance of Asia to the global gold market is now well established and likely to be cemented
by recent developments in the market infrastructure for gold.
In September 2014, the Shanghai Gold Exchange (SGE) launched its International Board, the
Shanghai International Gold Exchange (SGEI). The International Board allows international
investors to use RMB to trade in precious metals as well as use physical gold services such as
storage, trusteeship, delivery, leasing and transit. On 10 July 2015, the SGE and the Chinese Gold
and Silver Exchange Society announced the official launch of the Shanghai-Hong Kong Gold
Connect (Gold Connect), a bilateral connection of the gold market between mainland China and
Hong Kong, which signifies an important move toward the opening up of Chinas gold market.
In October 2014, the SGX-ST launched the new exchange-traded Singapore Kilobar Gold
Contract, the first wholesale 25 kilobar gold contract to be offered globally. The Singapore Kilobar
Gold Contract caters to the continuing strong demand for physical gold in Asia, and underpins the
creation of a centralised kilobar gold market, and is characterised by real-time transparent price
discovery, daily expiration with physical delivery and robust verification of quality gold. The
Singapore Kilobar Gold Contract will assist global suppliers of gold to better access markets
across Asia and contribute to an increasingly efficient, transparent and trusted gold market. It will
also encourage a more developed gold market in South East Asia. (5)
In January 2015, CME Group, the worlds leading derivatives market place announced the launch
of physically delivered Gold Kilo Futures contracts, which will be listed on COMEX. It will be tied
directly to 9999 gold prices in Hong Kong and be physically-delivered in Hong Kong to provide
access to round-the-clock price discovery for the Asian gold market (6), thus boosting the
attractiveness of gold as a commodity.
The Stock Exchange of Thailand (SET) also announced its intention in January 2015 to launch
a physical gold exchange, subject to approval from the relevant authorities. Gold dealers will be
responsible for the physical delivery of metal while the SET will provide the platform as well as
handling clearing and settlement. (7)
Notes:
(1)
Information was extracted from the press release of Goldcorp Inc. dated 12 January 2015
(http://www.goldcorp.com/English/Investor-Resources/News/News-Details/2015/Goldcorp-2014-gold-production
-increases-11-as-costs-decrease-6-Forecast-production-growth-of-approximately-20-in-2015/default.aspx)
(2)
Information was extracted from the internet website of http://www.kitco.com/charts/historicalgold.html
141

(3)
Information was extracted from the Gold, Silver and Copper Price Report 2015 of PricewaterhouseCoopers Canada
(http://www.pwc.com/ca/en/industries/mining/publications/global-gold-price-survey-results.html)
(4)
Information was extracted from the internet website of MalaysianMinerals.com (http://malaysianminerals.com/)
(5)
Information
was
extracted
from
the
website
of
the
SGX-ST
(http://www.sgx.com/wps/wcm/
connect/sgx_en/home/higlights/news_releases/Singapore-Kilobar-Gold-Contract-To-Launch-in-October-2014).
(6)
Information was extracted from the website of CME Group (www.cmegroup.com/goldkilo)
(7)
Information was extracted from the internet website of http://www.bulliondesk.com/gold-news/exchange-newsthailand-to-launch-physical-gold-exchange-88939/
Each of the above organisations or corporations (as the case may be) whose websites or publications containing
information upon which certain statement(s) in this section entitled Industry Overview of this Offer Document are based
has not consented to the inclusion of the relevant information in this Offer Document for the purpose of Section 249 of the
SFA and is therefore not liable for the relevant information under Sections 253 and 254 of the SFA. While the Directors
have taken reasonable action to ensure that the information is extracted accurately and fairly, and has been included in
this Offer Document in its proper form and context, they have not independently verified the accuracy of the relevant
information.
Prospects
Our Directors believe that the prospects for the gold mining industry are good due to the following
factors:
Our Lubuk Mandi Mine is located on the Eastern gold belt of the Malaysian Peninsular
Malaysia. Being strategically located on a gold belt ensures a stable supply of gold-bearing
deposits.
Notwithstanding the slight decrease in gold demand in recent years, the demand for gold is
largely stable as there will always be a consistent demand for gold because it is a hedge
against inflation.
In fact, there is likely to be a strong demand for gold in Asia from the growing markets in
China and India especially. As we are based in South-East Asia, we have the advantage of
being in close proximity to many of our customers from China and India.
The recent developments in gold infrastructure in the Asian gold market, provides a
conducive environment for the growth of our Groups business.
Given the doubt over various reserve currencies, there could be a shift towards investing in
gold as it is a more stable currency.
Banks are also looking to diversify their foreign exchange reserves and starting to lower
currency reserves and increase gold reserves.
Save as discussed above and under the sections entitled Risk Factors and Managements
Discussion and Analysis of Financial Position and Results of Operations of this Offer Document,
and barring any unforeseen circumstances, our Directors are not aware of any significant recent
trends, uncertainties, demands, commitments or events that are reasonably likely to have a
material and adverse effect on our revenue, profitability, liquidity or capital resources, or may
cause financial information disclosed in this Offer Document to be not necessarily indicative of our
future operating results or financial condition. Please also refer to the section entitled Cautionary
Note Regarding Forward-Looking Statements of this Offer Document.
142

BUSINESS STRATEGIES AND FUTURE PLANS
Our business strategies and future plans for the growth and expansion of our business are further
described below. We intend to execute the business strategies and/or implement the following
future plans over the next 18 months.
1.
Further exploration at the Lubuk Mandi Mine and the Bukit Panji Property
Based on the results of our existing exploration activities at the Lubuk Mandi Mine, we intend
to commence further drilling and develop hard rock mining operations. We intend to conduct
further drilling at the North Pit in the Lubuk Mandi Mine, in order to determine the area and
scope of our mining operations, as well as to convert gold resources classified as Inferred
Mineral Resource to Measured and Indicated Mineral Resource, and increasing our total
Mineral Resource within specified areas permitted under our concession rights. Pursuant to
the Co-operation Agreement, exploration activities at the Lubuk Mandi Mine will be carried
out and funded by Sinomine. We had engaged AMC to conduct a Pre-Feasibility Study on the
in situ mineralisation (hard rock) at the Lubuk Mandi Mine in order to estimate a gold Ore
Reserve.
Please refer to the AMC IQPR set out in Appendix E entitled AMC Independent Qualified
Persons Report to this Offer Document for more information on the geology and exploration
potential of the Lubuk Mandi Mine.
Our Group plans to conduct further exploration and drilling activities at the Bukit Panji
Property, including but not limited to geological mapping, rock sampling, drilling activities,
excavating, collection and analysis of exploration data and exploring, locating and
developing new deposits within specified areas, and to obtain a resource estimate in respect
of the Bukit Panji Property. We may outsource such exploration activities to Sinomine or
another third party.
We expect to spend approximately S$[] million for this purpose by the end of FY2017. We
intend to fund the total estimated expenditure for the abovementioned activities with the net
proceeds of the issue of Placement Shares.
2.
Development of the Lubuk Mandi Mine and the Bukit Panji Property and investment in
We plan to further develop the Lubuk Mandi Mine and the Bukit Panji Property by investing
in mining-related infrastructure, such as our Tailings Dams at the Lubuk Mandi Mine and
waste water treatment facilities. Our Tailings Dams currently has a height of 5.0 metres, and
we intend to enhance our Tailings Dams to have a height of 13.5 metres to contain the
estimated volume of tailings to be processed over the next three to four years. Our present
processing facilities and requirements allow us to recycle the water to be reused, and no
water is discharged to the surrounding areas. We intend to enhance the existing waste water
treatment facility at the Lubuk Mandi Mine in the next two to three years, to accommodate
other processing designs and requirements, requiring treatment of waste water discharged,
if necessary. In the event we successfully identify new viable mining areas within the Lubuk
Mandi Mine and the Bukit Panji Property, we will require infrastructure such as access roads
and excavation and clearing of land for mining.
143

We intend to redevelop the existing open pits at the Lubuk Mandi Mine. Previous mining
activities at the Lubuk Mandi Mine were performed using open pit mining, and as the gold
mineralisation continues below the existing open pits, the most profitable method of
exploiting such gold mineralisation is to expand the pits using the open pit mining method.
We intend to hire third party contractors to provide excavators and trucks and related
equipment for installation in the Lubuk Mandi Mine and the Bukit Panji Property which we
may construct, and other related equipment to upgrade and improve our mining and
extraction processes as well as our processing facilities.
In addition to our waste water treatment facilities, we endeavour to continue to improve our
production safety and environmental protection by implementing the following measures:
improving our safety management standard and working environment; and
enhancing the employees ability to identify and control worksite danger through
accident simulation in safety training.
As part of the development plan for the Lubuk Mandi Mine and the Bukit Panji Property, we
also intend to procure and perform additional safety design, consultancy and modification
works in our existing mining properties. At the same time, we may expand our in-house
mining engineering staff to join our operations team.
The performance of the above additional works to our existing mining properties is currently
estimated to cost up to approximately S$[] million up to FY2017.
We intend to fund the total estimated expenditure for the above-mentioned activities with part
of the net proceeds from the issue of Placement Shares. We intend to fund further
expenditure relating to the above-mentioned activities (if any) from our internal funds, and we
may obtain external financing if we deem such financing arrangements necessary or
desirable.
3.

The current processing capacity of our processing facilities is 350,000 tonnes of hard rock
and/or tailings per annum as at the Latest Practicable Date. Our Group intends to increase
its gold processing capacity to 600,000 tonnes of hard rock and/or tailings per annum by
FY2017 by including additional or larger electrowinning and CIL tanks, as well as increase
the smelting capacity of our processing facilities. We intend to develop our hard rock
processing, which will include purchase and installation of equipment such as ball mill
crusher for our hard rock processing activities. Pursuant to the Co-operation Agreement,
Sinomine will build and develop such equipment required for hard rock processing activities,
of which up to S$2.60 million (approximately US$1.50 million) may be reimbursed by our
Group in accordance with the terms of the Co-operation Agreement.
We expect to spend up to approximately S$[] million for this purpose by the end of FY2016.
We intend to fund the total estimated expenditure for the abovementioned activities with part
of the net proceeds of the issue of Placement Shares.
4.

We are in the process of negotiating and applying for a new concession in the state of
Terengganu, Malaysia.
144

Our Group may expand our business through strategic alliances, joint ventures and potential
mergers and acquisitions as part of our long-term growth strategy. We may also enter into
acquisitions, joint ventures or strategic alliances with parties who create synergistic value
with our existing operations.
We expect to spend up to approximately S$[] million for this purpose by the end of FY2017.
AMC has reviewed the Groups plans and milestones to advance to the production stage with
capital expenditure for each milestone and considers these to be reasonable.
145
INTERESTED PERSON TRANSACTIONS

In general, transactions between our Group and any of our interested persons (namely, our
Directors, Controlling Shareholders or any of their associates (as defined in the Catalist Rules) of
such Directors or Controlling Shareholders) (Interested Persons and each, an Interested
Person) would constitute interested person transactions for the purposes of Chapter 9 of the
Catalist Rules. Save as set out in this section entitled Interested Person Transactions and in the
sections entitled Restructuring Exercise and General Information on Our Group History of
this Offer Document, none of our Directors, Controlling Shareholders or their respective
associates was or is interested in any material transaction undertaken by our Group during the
Relevant Period.
Interested Persons of the Group prior to the Placement include the following:
(a)
our Directors, comprising Dr Wilson Tay, Lim Chiau Woei, Chan Koon Mong, William Law,
Dato Amos Siew and Chng Li-Ling;
(b)
associates of our Directors, including, inter alia:

(i)
Bayaman Development Sdn. Bhd., GGT, GGT Premier Sdn. Bhd., GGT ID Sdn. Bhd.
and GGT Manufacturing Sdn. Bhd., being companies owned by Lim Chiau Woei;
(ii)
Wong Lee Chin, being the spouse of Chan Koon Mong; and
(iii) Messrs Siew Boon Yeong & Associates and SBY Taxation Sdn. Bhd., being a sole
proprietorship and a company, respectively, owned by Dato Amos Siew; and
(c)
our Controlling Shareholders, comprising Lim Chiau Woei, William Law, JHW and GBM.
PAST INTERESTED PERSON TRANSACTIONS

(a)
Payment made on behalf of our Group by GBM, a Controlling Shareholder of our

Company
Certain payment of service fees were made on behalf of AASB by GBM to third party service
providers in relation to, amongst others, (i) safety, occupational health and safety, and
geological consulting; (ii) tailings and hard rock assaying; (iii) tailings drilling; (iv) survey and
imaging; (v) metallurgical testwork; (vi) sampling; and (vii) designing of our processing
facilities. The aggregate amounts of such payments made by AASB during the Relevant
Period are set out below:
Aggregate amount paid by

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
1,406
1,325
Our Directors are of the opinion that the above transactions were not undertaken on normal
commercial terms nor on an arms length basis, as they were on cost recovery basis. The
above transactions were beneficial to our Group and therefore not prejudicial to the interests
of the Company. From 2015, GBM no longer made any payments on behalf of our Group and
146

we have no intention to continue such arrangement. As at the Latest Practicable Date, we
have repaid all such sums that were paid on our behalf and there are no outstanding amounts
owing to GBM.
(b)
Work carried out by GBM, a Controlling Shareholder of our Company

GBM has provided services to our Group for the Period Under Review pursuant to GBMs
appointment as principal consultant relating to the Lubuk Mandi Mine under the AJVA and
other ad hoc consulting services. The AJVA was terminated and GBM resigned as principal
consultant on 2 July 2015. Please refer to the section entitled General Information on our
Group History of this Offer Document for further particulars on the AJVA. Such services
include technical consulting, liaising with third party contractors and data collection. The
amounts owed by our Group to GBM were partially set off against the refund of deposit from
GBM to our Group referred to in paragraph (c) below. For the work carried out, we made
payments of the following amounts:

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
405
1,250
No competitive quotations were obtained for the work in connection with the above
transactions as services provided by GBM were pursuant to GBMs appointment as principal
consultant relating to the Lubuk Mandi Mine under the AJVA and other ad hoc consulting
services. The amounts paid by AASB to GBM were based on the invoices issued by GBM
mainly pertaining to the time cost of its personnel in provision of such services. As such, our
Directors are unable to determine whether such transactions were undertaken on normal
commercial terms, on an arms length basis or prejudicial to the interests of the Company. As
at the Latest Practicable Date, there are no outstanding amounts owing to GBM as we have
fully paid all such service fees to GBM and we have no intention to continue such
arrangement.
(c)
Deposit paid to GBM, a Controlling Shareholder of our Company

Pursuant to an offer letter between AASB and GBM dated 3 February 2015, our Group paid
a deposit in respect of a proposed acquisition of a mine in Queensland, Australia. The parties
subsequently agreed not to pursue the proposed acquisition and the deposit paid by AASB
was set off against the amount owed by our Group to GBM on 15 September 2015. The
proposed acquisition was not pursued as the Group decided to focus on its business
operations in Malaysia. Please refer to paragraph (b) above.

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
1,500
Our Directors are of the opinion that the above transactions were undertaken on normal
commercial terms and on an arms length basis. The above transactions were not prejudicial
to the interests of the Company.
147

(d)
Consultancy fees to Mr Lim Chiau Woei, our Managing Director and a Controlling
Shareholder of our Company
On 14 January 2013, Mr Lim Chiau Woei together with the other Founder Shareholders
(being, Mr William Law and Mr Henry Sim) entered into the Consultancy Agreement with
AASB to, amongst others, advise and assist AASB in negotiating and finalising the terms and
conditions of the Lubuk Mandi Concession Agreement. The consultancy agreement
contemplated a lump sum payment of consultancy fees of RM6.5 million, which were
satisfied through (i) the transfer of an aggregate of 57,779,118 ordinary shares in the capital
of GBM (GBM Shares) of a value of approximately RM2.94 million to the Founder
Shareholders in November 2013; and (ii) the issue of an aggregate of 808,163 new ordinary
shares in the capital of AASB to the Founder Shareholders in October 2014 at the issue price
of RM4.40 per share, of which 367,714 shares were issued to Mr Lim Chiau Woei. The RM6.5
million consultancy fee charged by the Founder Shareholders were commercially determined
and agreed amongst the Founder Shareholders as AASB was then wholly-owned by the
Founder Shareholders.
The partial payment of the consultancy fee with the GBM Shares was to preserve cash for
our Group in order to construct the processing facilities and develop the Lubuk Mandi Mine.
The initial value of the GBM Shares was approximately RM8.49 million, which was calculated
based on 57,779,118 GBM Shares at the market price of A$0.049 on 2 September 2013,
being the date of issue of the GBM Shares. The difference between the initial value of the
GBM Shares of RM8.49 million and the market value of RM2.94 million as at the date of
transfer of the GBM Shares to the Founder Shareholders resulted in a one-off loss of
approximately RM5.55 million to our Group, which was recorded as a non-cash and
non-operational item.
The Consultancy Agreement was terminated with effect from 9 October 2014. Please refer to
the section entitled General Information on Our Group History of this Offer Document for
more details on the Consultancy Agreement. The aggregate value of the consultancy fees
paid to Mr Lim Chiau Woei during the Relevant Period was determined based on his
shareholding proportion of JHW of 45.5%, and is set out below:

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
2,958
commercial terms nor on an arms length basis. The Company did not source for any
competing quotations or seek to employ any other individual as there would be no other
company or individual that would suit the Groups criteria. Mr Lim Chiau Woei is instrumental
to the management and further development of our Group. The above transactions were not
prejudicial to the interests of the Company.
148

(e)
Leasing of Equipment from GGT, an associate of Mr Lim Chiau Woei, our Managing
Director and a Controlling Shareholder of our Company, and Mr William Law, our
Non-Executive Director and a Controlling Shareholder of our Company
On 31 December 2013, AASB leased an excavator from GGT for use at the Lubuk Mandi
Mine. GGT is considered an associate of Mr Lim Chiau Woei as he is a shareholder and
director of the company, and Mr William Law, as he is a director of GGT. The Group no longer
leases any equipment from GGT and has no intention to do so in the future. The aggregate
value of the rental fees paid to GGT during the Relevant Period is set out below:

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
360
commercial terms and on an arms length basis. The Company utilised the market price for
similar transactions. The above transactions were not prejudicial to the interests of the
Company.
(f)
Advances made to our Group by Mr Lim Chiau Woei, our Managing Director
Mr Lim Chiau Woei had made loans to our Group as set out below. The loans were on an
interest free basis and were repayable on demand. As at the Latest Practicable Date, all such
loans have been fully repaid by way of capitalisation and no amounts remain outstanding.
Please refer to the section entitled Restructuring Exercise of this Offer Document.
Loan amount (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
347
commercial terms nor on an arms length basis, but were not prejudicial to the interests of the
Company, as the advances were made on an interest-free basis.
(g)
Consultancy fees to Mr William Law, our Non-Executive Director and a Controlling

Shareholder of our Company
On 14 January 2013, Mr William Law, together with the other Founder Shareholders (being,
Mr Lim Chiau Woei and Mr Henry Sim) entered into the Consultancy Agreement with AASB
to, amongst others, advise and assist AASB in negotiating and finalising the terms and
conditions of the Lubuk Mandi Concession Agreement. The consultancy agreement
contemplated a lump sum payment of consultancy fees of RM6.5 million, which were
satisfied through (i) the GBM Shares in FY2013; and (ii) the issue of an aggregate of 808,163
new ordinary shares in the capital of AASB to the Founder Shareholders in October 2014 at
an issue price of RM4.40 per share, of which 327,306 shares were issued to Mr William Law.
The RM6.5 million consultancy fee charged by the Founder Shareholders were commercially
determined and agreed amongst the Founder Shareholders as AASB was then wholly-owned
by the Founder Shareholders.
149

The partial payment of the consultancy fee with the GBM Shares was to preserve cash for
our Group in order to construct the processing facilities and develop the Lubuk Mandi Mine.
The initial value of the GBM Shares was approximately RM8.49 million, which was calculated
based on 57,779,118 GBM Shares at the market price of A$0.049 on 2 September 2013,
being the date of issue of the GBM Shares. The difference between the initial value of the
GBM Shares of RM8.49 million and the market value of RM2.94 million as at the date of
transfer of the GBM Shares to the Founder Shareholders resulted in a one-off loss of
approximately RM5.55 million to our Group, which was recorded as a non-cash and
non-operational item.
This Consultancy Agreement was terminated with effect from 9 October 2014. Please refer
to the section entitled General Information on Our Group History of this Offer Document
for more details on the Consultancy Agreement. The aggregate value of the consultancy fees
paid to Mr William Law during the Relevant Period was determined based on his
shareholding proportion of JHW of 40.5%, and is set out below:

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
2,633
commercial terms or on an arms length basis. The Company did not source for any
competing quotations or seek to employ any other individual as there would be no other
company or individual that would suit the Groups criteria. Mr William Law, together with the
other Founder Shareholders, were instrumental in securing the Lubuk Mandi Concession
Agreement. The above transactions were not prejudicial to the interests of the Company.
(h)
Travel allowance provided by our Group to Mr Chan Koon Mong, our Executive
Director
Our Group had provided Mr Chan Koon Mong with a travel allowance of an amount of
RM15,000 in August 2015. This allowance was paid to Mr Chan Koon Mong to compensate
him for the travel he had to conduct in connection with the assistance by him to the Group
in preparation for our eventual Listing. Please refer to the section entitled Directors,
Executive Officers and Employees Service Agreements.
Our Directors are of the opinion that the above transaction was not undertaken on normal
commercial terms nor on an arms length basis. The above transaction was not prejudicial to
the interests of the Company.
(i)
Other transactions
Mr Chan Koon Mong
Mr Chan Koon Mong was engaged as senior consultant of Linden Capital Holdings Ltd to
provide services for consultancy and project management in 2014 and 2015. Mr Chan Koon
Mong is not a director or shareholder of Linden Capital Holdings Ltd. Mr Chan Koon Mong
was remunerated on a project basis. Mr Chan Koon Mong received an aggregate
remuneration of S$27,000 and S$186,000 in FY2014 and FY2015, respectively, in respect of
150

such consultancy and project management services for various projects. Linden Capital
Holdings Ltd was previously engaged as an agent of Alvito, performing some of the corporate
consultancy services under the Alvito Agreement. Please refer to the sections entitled
Shareholders Moratorium Alvito and Directors, Executive Officers and Employees
Directors of this Offer Document for more information.
Dato Amos Siew
Dato Amos Siew is the sole proprietor of Messrs Siew Boon Yeong & Associates and the
director of SBY Taxation Sdn Bhd, which were AASBs auditor and tax agent, respectively,
during the period from February 2013 to June 2014. Messrs Siew Boon Yeong & Associates
provided audit services for the financial year ended 31 December 2012 where the fees billed
amounted to approximately RM2,000. SBY Taxation Sdn Bhd though appointed did not
provide any tax services and accordingly did not receive any compensation.
Although the nature of the transactions does not fall within the ambit of Interested Person
Transactions under the Catalist Rules, the above transactions have been disclosed for
completeness.
commercial terms and on an arms length basis. The above transactions were not prejudicial
to the interests of the Company.
PRESENT AND ON-GOING INTERESTED PERSON TRANSACTIONS
(a)
Leasing of Office Space from Mr Lim Chiau Woei, our Managing Director and a
Controlling Shareholder of our Company
On 1 November 2013, AASB entered into a lease agreement with Mr Lim Chiau Woei to lease
the office premises in Kuala Lumpur, Malaysia. The lease agreement is due to expire on 31
October 2016. The aggregate value of the rental fees paid to Mr Lim Chiau Woei during the
Relevant Period is set out below:

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
14
86
82
Our Directors are of the opinion that the above transactions are undertaken on normal
commercial terms, on an arms length basis and are not prejudicial to the interests of the
Company. The prices were based on the market rate for similar leases.
151

(b)
Leasing of Office Space from Mr William Law, our Non-Executive Director and a
Controlling Shareholder of our Company
On 1 August 2014, AASB entered into a lease agreement with Mr William Law to lease the
office premises in Kuala Lumpur, Malaysia. The term of lease was renewed in August 2015
and the lease agreement is due to expire on 31 July 2017. The aggregate value of the rental
fees paid to Mr William Law during the Relevant Period is set out below:

AASB (RM000)
FY2012
FY2013
FY2014
1 January 2015
to the Latest
Practicable Date
18
52
Our Directors are of the opinion that the above transactions are undertaken on normal
commercial terms, on an arms length basis and are not prejudicial to the interests of the
Company. The prices were based on the market rate for similar leases.
The rules under Chapter 9 of the Catalist Rules relating to interested person transactions shall
apply to any renewal of leases with Mr Lim Chiau Woei and/or Mr William Law referred to above.
GUIDELINES AND REVIEW PROCEDURES FOR ON-GOING AND FUTURE INTERESTED
PERSON TRANSACTIONS
Our Audit Committee will review and approve all interested person transactions to ensure that they
are on normal commercial terms and on arms length basis, that is, the transactions are transacted
in terms and prices not more favourable to the Interested Persons than if they were transacted
with a third party and are not prejudicial to the interests of our Group and our minority
Shareholders in any way.
To ensure that all future interested person transactions are carried out on normal commercial
terms and will not be prejudicial to the interests of our Group or our minority Shareholders, the
following procedures will be implemented by our Group:
(a)
when purchasing any products or engaging any services from an Interested Person, two
other quotations from non-Interested Persons will be obtained for comparison to ensure that
the interests of our Group and minority Shareholders are not disadvantaged. The purchase
price or fee for services shall not be higher than the most competitive price or fee of the two
other quotations from non-Interested Persons. In determining the most competitive price or
fee, all pertinent factors, including but not limited to quality, requirements, specifications,
delivery time and track record, will be taken into consideration;
(b)
when selling any products or supplying any services to an Interested Person, the price or fee
and terms of two other successful transactions of a similar nature with non-Interested
Persons will be used as comparison to ensure that the interests of our Group or minority
Shareholders are not disadvantaged. The price or fee for the supply of products or services
shall not be lower than the lowest price or fee of the two other successful transactions with
non-Interested Persons;
152

(c)
in the case of renting properties from or to an Interested Person, the Board shall take
appropriate steps to ensure that the rent is commensurate with the prevailing market rates,
including adopting measures such as making relevant inquiries with landlords of similar
properties and/or obtaining necessary reports or reviews published by property agents
(including an independent valuation report by a property valuer, where considered
appropriate). The amount payable shall be based on the most competitive market rental rate
of similar properties in terms of size, suitability for purpose and location, based on the results
of the relevant inquiries;
(d)
where it is not possible to compare against the terms of other transactions with unrelated
third parties and given that the products or services may be purchased only from an
Interested Person, the interested person transaction will be approved by either our Chief
Executive Officer, if he has no interest in the transaction, or failing which, the Audit
Committee, in accordance with our usual business practices and policies. In determining the
transaction price payable to the Interested Person for such products and/or service, factors
such as, but not limited to, quantity, requirements and specifications will be taken into
account; and
(e)
in addition, we shall monitor all interested person transactions entered into by us and
categorise these transactions as follows:
(i)
a Category 1 interested person transaction is one where the value thereof is equal or
in excess of 3.0% of the latest audited NTA of our Group; and
(ii)
a Category 2 interested person transaction is one where the value thereof is below 3.0%
of the latest audited NTA of our Group.
All Category 1 interested person transactions must be approved by our Audit Committee prior
to entry whereas Category 2 interested person transactions need not be approved by our
Audit Committee prior to entry but shall be reviewed on a quarterly basis by our Audit
Committee.
Our Audit Committee will review all interested person transactions, if any, on a quarterly
basis to ensure that they are carried out on an arms length basis and, in accordance with the
procedures outlined above, it will take into account all relevant non-quantitative factors. In
the event that a member of our Audit Committee is interested in any such transaction, he or
she will abstain from participating in review and approval process in relation to that particular
transaction.
We shall prepare all the relevant information to assist the Audit Committee in its review and
will keep a register recording all interested person transactions. The register shall also
record the basis for entry into the transactions, including the quotations and other evidence
obtained to support such basis.
In addition, the Audit Committee and the Board will also ensure that all disclosure, approval
and other requirements on interested person transactions, including those required by
prevailing legislation, the Catalist Rules (in particular, Chapter 9) and relevant accounting
standards, are complied with. The annual internal audit plan shall incorporate a review of all
interested person transactions entered into at least on an annual basis. Such transactions
will also be subject to the approval of our Shareholders if required by the Catalist Rules. We
will also endeavour to comply with the recommendations set out in the Code of Corporate
Governance.
153

These internal audit reports will be reviewed by the Audit Committee to ascertain whether the
guidelines and procedures established to monitor interested person transactions have been
complied with. The Audit Committee shall also review from time to time such guidelines and
procedures to determine if they are adequate and/or commercially practicable in ensuring
that interested person transactions are conducted on normal commercial terms, on an arms
length basis and do not prejudice our interests and the interests of our minority
Shareholders. Further, if during these periodic reviews by the Audit Committee, the Audit
Committee is of the opinion that the guidelines and procedures as stated above are not
sufficient to ensure that interested person transactions will be on normal commercial terms,
on an arms length basis and not prejudicial to our interests and the interests of our minority
Shareholders, the Audit Committee will adopt such new guidelines and review procedures for
future interested person transactions as may be appropriate.
Disclosure will be made in our annual report of the aggregate value of interested person
transactions during the relevant financial year under review.
POTENTIAL CONFLICTS OF INTEREST
GBM
GBM is a Controlling Shareholder of our Company. GBM is a gold mining company headquartered
in Australia operating with mining assets located in Australia. The AJVA between GBM and JHW
was terminated with effect from 15 September 2015, and GBM resigned as the principal
consultant in connection with the Lubuk Mandi Mine. Please refer to the section entitled General
Information on our Group History for more details on the AJVA and GBMs involvement in our
Group.
GBM has provided a non-competition undertaking in favour of our Company (GBM
Undertaking), pursuant to which GBM undertook not to, and shall procure that its subsidiaries
will not, Participate in the (i) exploration and mining of gold; (ii) processing of ore into gold for sale;
(iii) any such ancillary business activities, including but not limited to trading of gold; or (iv) such
other business activities that our Company may undertake from time to time (collectively,
Specified Business), in Singapore or Malaysia other than through our Group. For purposes of
this section, Participate includes in fact exercising control over or holding 15.0% or more equity
interest in an entity engaged in the Specified Business. Our Company has given a noncompetition undertaking in favour of GBM, pursuant to which our Group undertook not to
Participate in the Specified Business in respect of GBMs business in Australia. Both the
non-competition undertakings will cease upon GBMs shareholding in our Company becoming
less than 15.0%.
The Directors are of the view that the non-competition undertaking from our Company to GBM will
not have a material impact on the interest of our Group as we are focusing on our business in
Malaysia. In addition, the non-competition undertakings will cease upon GBMs shareholding in
our Company becoming less than 15.0%. Post-listing, it is estimated that GBMs shareholding in
our Company will be diluted from approximately []% to []%.
Previously, Mr Peter Wayne Andrew Thompson, the Executive Chairman of GBM, was a nominee
director appointed by GBM on the board of directors of AASB and Mr Lim Chiau Woei was a
director of GBM. Mr Peter Wayne Andrew Thompson had resigned from his directorship in AASB
with effect from 2 July 2015 and Mr Lim Chiau Woei had resigned from his directorship in GBM
with effect from 30 July 2015. Currently, there are no nominee directors of GBM on the board of
154

our Group and, similarly, we have no nominee directors on the board of GBM. With the termination
of the AJVA, there are no longer contractual rights for GBM to appoint any directors onto the Board
of our Company or our subsidiaries.
As at the Latest Practicable Date, Mr Lim Chiau Woei, our Managing Director and Controlling
Shareholder, holds approximately 4.32% of the shares in the share capital of GBM, comprising
24,077,285 shares. Please refer to the section entitled Directors, Executive Officers and
Employees Service Agreements of this Offer Document for information on Mr Lim Chiau Woeis
non-competition undertaking.
As at the Latest Practicable Date, Mr William Law, our Non-Executive Director and a Controlling
Shareholder, holds approximately 2.69% of the shares in the share capital of GBM, comprising
15,000,000 shares.
Mr Tan Seng @ Tan Hun Seng, a non-executive director of GBM, holds approximately []% of the
Shares in our Company. Mr Tan Seng @ Tan Hun Seng was a RCL Lender and invested in our
Company prior to his appointment as a non-executive director of GBM.
Save as disclosed above, none of our Directors, Controlling Shareholders of their respective
associates has any interest, direct or indirect, in GBM and/or any of its substantial shareholders.
JHW
JHW is a Controlling Shareholder of our Company and it is not engaged or involved in the same
business as our Group. JHW has provided a non-competition undertaking in favour of our
Company, pursuant to which JHW undertook not to, and shall procure that its associates will not,
Participate in the Specified Business. The non-competition undertaking will be in force for as long
as (i) the aggregate shareholding (including deemed and/or indirect interest) of JHW and its
associates in our Company is at least 15.0% or (ii) any associate of JHW is a director of a Group
company.
Mr Lim Chiau Woei
Mr Lim Chiau Woei is our Managing Director and a Controlling Shareholder of our Company and,
save as disclosed herein and in his capacity as an Executive Director of our Company, he is not
engaged or involved in the same business as our Group. In addition to the non-competition
provisions in his Service Agreement, Mr Lim Chiau Woei has provided a non-competition
undertaking in favour of our Company, pursuant to which he undertook not to, and shall procure
that his associates will not, Participate in the Specified Business. The non-competition
undertaking will be in force for as long as (i) the aggregate shareholding (including deemed and/or
indirect interest) of Mr Lim Chiau Woei and his associates in our Company is at least 15.0% or (ii)
Mr Lim Chiau Woei or any of his associates is a director of a Group company. Please refer to the
section entitled Directors, Executive Officers and Employees Service Agreements of this Offer
Document for more information on Mr Lim Chiau Woeis Service Agreement.
Mr William Law
Mr William Law is a Controlling Shareholder and Non-Executive Director of our Company and,
save as disclosed herein, he is not engaged or involved in the same business as our Group. Mr
William Law has provided a non-competition undertaking in favour of our Company, pursuant to
which he undertook not to, and shall procure that his associates will not, participate in the
Specified Business. The non-competition undertaking will be in force for as long as (i) the
155

aggregate shareholding (including deemed and/or indirect interest) of Mr William Law and his
associates in our Company is at least 15.0% or (ii) Mr William Law or any of his associates is a
director of a Group company.
Please refer to the section entitled Interested Person Transactions Present and On-going
Interested Person Transactions of this Offer Document for more information.
Save as disclosed above in this section entitled Interested Person Transactions and the sections
entitled Restructuring Exercise and General Information on our Group History of this Offer
Document, during the Relevant Period:
(a)
none of our Directors, Controlling Shareholders or any of their associates has any interest,
direct or indirect, in any material transactions to which our Company or any of our
subsidiaries was or is a party;
(b)
direct or indirect, in any entity carrying on the same business or dealing in similar products
and/or services which competes materially and directly with the existing business of our
Group; and
(c)
direct or indirect, in any enterprise or company that is our customer or supplier of goods
and/or services.
INTERESTS OF EXPERTS
No expert (i) is employed on a contingent basis by our Company or its subsidiaries; or (ii) has a
material interest, whether direct or indirect, in our Shares or the shares of our subsidiaries; or (iii)
has a material economic interest, whether direct or indirect, in our Company, including an interest
in the success of the Placement.
156
DIRECTORS, EXECUTIVE OFFICERS AND EMPLOYEES

MANAGEMENT REPORTING STRUCTURE
The following chart shows our management reporting structure as at the Latest Practicable Date.
Board of Directors
Dr Wilson Tay
(Non-Executive Chairman and Lead Independent Director)
Mr Lim Chiau Woei
(Managing Director)
Mr Chan Koon Mong
(Executive Director)
Mr William Law
(Non-Executive Director)
Dato Amos Siew
(Independent Director)
Ms Chng Li-Ling
(Independent Director)
Mr Lim Chiau Woei

(Managing Director)
Mr Chan Koon Mong

(Executive Director)
Ms Ooi Hooi Kiang
(Chief Financial Officer)
Mr Fan Ngee Shin

(General Manager Operations)
Mr Mohamad Radi Bin Jaafar

(Plant Manager)
157

DIRECTORS
Our Board of Directors is entrusted with the responsibility for the overall management of our
Group. Our Directors particulars are listed below:
Name
Age in
2015
Address
Position
Dr Wilson Tay
65
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Non-Executive Chairman and

Lead Independent Director
Lim Chiau Woei
43
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Managing Director
Chan Koon
Mong
55
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Executive Director
William Law
42
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Non-Executive Director
Dato Amos
Siew
57
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Independent Director
Chng Li-Ling
44
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Independent Director
158

Information on the business and working experience of our Directors are set out below:
Dr Wilson Tay is our Lead Independent Director and Non-Executive Chairman and was appointed
to our Board on 18 December 2015.
Dr Tay has a diverse and strong working experience of more than 40 years holding senior
management leadership roles in various sectors such as professional, educational, government,
mining, commercial companies and institutions in Australia-Asia and Malaysia. He has worked in
Australia for 26 years where he spent a total of more than 10 years in the mining industry as an
external auditor with Price Waterhouse & Co and later as Regional Manager with CRA Limited
(now Rio Tinto of Australia Limited) and Finance and Administration Manager with Dampier Salt
Limited.
He is currently the chief executive officer and principal consultant of Omni View Consulting (M)
Sdn. Bhd., a strategic human capital and talent management consulting company. Prior to that he
was a professor at and the dean of the Faculty of Business, Communications and Law at the INTI
International University, at Nilai, Negeri Sembilan, Malaysia from February 2012 to December
2013, where he was responsible for academic leadership, strengthening the faculty teaching
capability and rolling out numerous new undergraduate and postgraduate business degree
programmes. From January 2010 to February 2012, Dr Tay was the principal consultant of Omni
View Consultancy Sdn. Bhd., and from November 2005 to December 2009, he was the chief
executive officer and head of the professional development centre at the Malaysian Institute of
Management. Between January 2003 and October 2005, he was the vice president of Multimedia
Development Corporation Sdn. Bhd. and prior to that he had been the chief executive officer of
TEC Asia Centre from 1996. His last appointment prior to his return to Malaysia was the executive
director of the Art Gallery of Western Australia. Dr Tay began his career in 1972 as a management
accountant at the Western Australian Institute of Technology. He subsequently joined Price
Waterhouse & Co where he was the audit manager for several finance and mining ventures
operating in Western Australia. He later joined CRA Limited which subsequently became Rio Tinto
of Australia Limited as a regional audit manager and also as finance and administration manager
for Dampier Salt Limited. He has also served as the inaugural university auditor and part-time
lecturer at Murdoch University, Western Australia from June 1980 to December 1984.
Dr Tay graduated from the Western Australian Institute of Technology, Western Australia with a
Bachelor of Business (Accounting) in 1975 and obtained a Graduate Diploma in Business &
Administration and Master of Business from the Curtin University of Technology, Western Australia
in 1979 and 1985 respectively. He also obtained a Doctor of Management (with Distinction) from
IMC Southern Cross University, New South Wales, Australia in 2000. He is a fellow of the Institute
of Chartered Accountants in Australia and New Zealand, fellow of the Certified Practicing
Accountants of Australia, fellow of the Institute of Chartered Secretaries and Administrator of
Australia, member of the Malaysian Institute of Management and a certified professional trainer
and facilitator by the Malaysian Institute of Management (MIM).
Dr Tay is currently an independent director and non-executive chairman of Versalink Holdings
Limited, which is listed on the SGX-ST.
Mr Lim Chiau Woei is our Managing Director and one of the Founder Shareholders of our Group.
He was appointed to our Board on 12 August 2015.
Having identified potential in the Malaysian gold mining industry, he established our Group in
2011, and together with the other founders of our Group, procured, mobilised and organised
relevant experienced staff and resources for the setting up of our business and operations.
159

Since our Groups inception, Mr Lim has been instrumental in our Groups growth. Through his
efforts, our Group was able to secure the Lubuk Mandi Concession Agreement and the Bukit Panji
Concession Agreement. As Managing Director, Mr Lim oversees the overall strategic directions
and expansion plans for the growth and development of our Group, including sourcing for
investment opportunities to promote the growth of our Groups business. He is also responsible
for maintaining relationships with our customers and suppliers and overseeing our Groups
general operations. Mr Lim has been building up his knowledge and contacts in the gold mining
industry through, inter alia, (i) hands-on management of our Groups mining operations, (ii)
business dealings with industry players, (iii) participating in seminars and conferences, and (iv)
interactions with relevant government authorities.
After his graduation in 1997, Mr Lim has spent his career being involved in various businesses,
including property development, project management as well as manufacturing and trading of
construction material. Mr Lim has more than 8 years of experience in the mining industry. Since
December 2007, he has been a director of GGT, which is involved in mineral related products such
as marble and granite. He was involved in the establishment of GGT and formulated strategies
and marketing plans to expand the GGTs business globally. Currently he is the non-executive
director of GGT.
Mr Lim graduated from Oklahoma State University with a Bachelor of Science in Electrical
Engineering in 1997. He later obtained a Master of Business Administration (Finance) from the
University of Leicester in 2009.
Mr Chan Koon Mong was appointed to our Board on 12 August 2015. He became employed with
our Group with effect from 1 October 2015. The terms of his employment were subsequently
amended upon the Listing of our Group. Please refer to the section entitled Directors, Executive
Officers and Employees Service Agreement of this Offer Document.
Prior to that, Mr Chan worked as a senior consultant at Linden Capital Holdings Ltd (Linden)
from May 2014 to September 2015 where he was involved in consultancy and project
management, and also worked on initial public offerings and mergers and acquisitions. Linden
was one of the sub-agents of Alvito, which provided corporate consultancy services under the
Alvito Agreement. From September 2012 to April 2014, Mr Chan was the country manager for
Techsource Systems Pte Ltd, a company involved in software distribution in the ASEAN region,
where he was responsible for sales, technical and marketing operations for Singapore, Thailand
and the Philippines.
Mr Chan began his career in 1989 as a project engineer with the Singapore Electronics &
Engineering Pte. Ltd. In 1990, he joined Dynamar Pte Ltd, a distributor of industrial products
including electronic parts, broadband products and security systems, as a Sales Manager. In
1993, Mr Chan joined Thomson Multimedia Inc as a Market Development Manager where he was
responsible for maintaining the companys growth and strategic direction in respect of the
companys encryption range of products in the Asia Pacific region. Subsequently, Mr Chan worked
in UOB Kay Hian Private Limited as a trading representative from November 1999 to June 2006,
and Phillip Securities Pte Ltd from July 2006 to August 2012.
Mr Chan graduated from the National University of Singapore with a Bachelor of Engineering
(Honours) in Electrical Engineering in 1989 and subsequently obtained a Masters in International
Marketing from the University of Strathclyde, United Kingdom in 1998.
160

Mr William Law is a Non-Executive Director of our Company and one of the Founder
Shareholders of our Group. He was appointed to our Board on 18 December 2015 and is also a
non-executive director of AASB and AMSB.
Mr Law has business interests in various industries, such as property development, trading and
distribution, plastic manufacturing and mining.
Mr Law is currently a director of Star Maestro Development Sdn Bhd, which is involved in the
commodity trading business. He is also a non-executive director of GGT. Between 2002 and 2010,
he was a director of Willgate Distribution Sdn Bhd, a company in the business of distributing
building material.
Mr Law graduated from the University of Hertfordshire, United Kingdom in 1998 with a Bachelor
of Science with honours in Engineering (Mechanical and Manufacturing Engineering). He also
obtained a diploma from the Linton Institute of Technology in 1994.
Dato Amos Siew is our Independent Director and was appointed to our Board on 18 December
2015.
Dato Siew is the managing partner and director of the SBY Group, a group he founded in 1988.
The SBY Group is in the business of auditing and consulting, taxation, corporate secretarial and
corporate advisory. He has had over 30 years of experience in the accounting profession,
specialising in auditing, taxation and management consultancy services. Dato Siew is currently
sitting on the board of two companies listed in the Bursa Malaysia as independent director and
audit committee chairman.
Dato Siew began his career in auditing and professional training industry at Coopers & Lybrand
from 1978 to 1988. He is also a Certified Public Accountant of the Malaysian Institute of Certified
Public Accountants (MICPA), an associate member of the Chartered Tax Institute of Malaysia
(CTIM) and a Chartered Accountant of the Malaysian Institute of Accountants.
Ms Chng Li-Ling is our Independent Director and was appointed to our Board on 18 December
2015.
Ms Chng is currently a partner in the capital markets practice of RHTLaw Taylor Wessing LLP, a
Singapore law practice. Ms Chng started her legal career in civil and commercial litigation in 1998
before joining KhattarWong LLP in 2001, where she spent the next 10 years practising mainly
corporate and securities law. She was appointed adjunct assistant professor by the Faculty of Law
of the National University of Singapore, to teach a course on law and practice of corporate finance
in Singapore in academic years 2009/2010 and 2011/2012. Ms Chng obtained her Bachelor of
Arts (Honours) degree from the National University of Singapore in 1994, and obtained her
Bachelor of Laws (Honours) and Master of Laws (Merit) from the University of London in 1995 and
2011 respectively. She was admitted as a Barrister (Lincolns Inn) in 1996 and as an Advocate &
Solicitor of the Singapore Bar in 1997. In 2011, she obtained her Master of Laws (Merit) from the
University of London. She is a member of the Singapore Academy of Law, a legal practitioner of
New South Wales, Australia, and has also qualified as a solicitor of England and Wales. She is
currently an independent director of DeClout Limited and LHN Limited, which are listed on the
SGX-ST.
161

EXPERIENCE AND TRAINING OF OUR DIRECTORS
Our Directors have the appropriate expertise to act as directors of our Company, as evidenced by
their business and working experience set out above. All our Directors have been informed of their
obligations under the Catalist Rules as well as the relevant Singapore laws and regulations. Dr
Wilson Tay and Ms Chng Li-Ling each has prior experience as directors of public listed companies
in Singapore and is therefore familiar with the roles and responsibilities of a director of a public
listed company in Singapore. Dato Amos Siew has prior experience as a director of public listed
companies in Malaysia. Dato Amos Siew, Mr Lim Chiau Woei and Mr Chan Koon Mong have also
recently attended programmes conducted by the Singapore Institute of Directors and supported
by the SGX-ST and are aware of the roles and responsibilities of a director of a public listed
company in Singapore. Mr William Law will attend the programme conducted by the Singapore
Institute of Directors in January 2016.
The list of present and past directorships of each Director over the last five (5) years up to the
Latest Practicable Date, excluding that held in our Company, is set out below:
Name
Present directorships
Past directorships
Dr Wilson Tay
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
Harrison Assessments (Malaysia)

Sdn. Bhd.
Omni View Consulting (M) Sdn. Bhd.
Versalink Holdings Limited
Vistage Malaysia Sdn. Bhd.
MIM-IMS Education Sdn. Bhd.

Mind-Quest Consultancy
Sdn. Bhd. (1)
Group Companies
Group Companies
AASB
AMSB
Nil
Other Companies
Other Companies
Bayaman Development Sdn. Bhd.

GGT
GGT Premier Sdn. Bhd.
GGT ID Sdn. Bhd.
GGT Manufacturing Sdn. Bhd.
Liberty Lane Holding Sdn. Bhd.
Shamrock Unggul Sdn. Bhd.
Konsortium Gabungan Pembalakan
Tembat Sdn. Bhd.
Database Enterprise Sdn. Bhd.(1)

GBM
TVC Broadcasting Sdn. Bhd.(1)
Lim Chiau Woei
162

Name
Past directorships
Chan Koon Mong
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
Nil
Angka Alamjaya Holdings

Pte. Ltd.(1)
Angka Investments Pte. Ltd.(1)
Group Companies
Group Companies
AASB
AMSB
Nil
Other Companies
Other Companies
Bayaman Development Sdn. Bhd.

GGT
JHW
Majubina Land Sdn. Bhd.
Majubina Projects Sdn. Bhd.
SMD Biomass Sdn. Bhd.
Shamrock Unggul Sdn. Bhd.
Star Maestro Development Sdn. Bhd.
GGT Manufacturing Sdn. Bhd.

GGT Premier Sdn. Bhd.
GGT ID Sdn. Bhd.
JLP Venture Holdings Sdn. Bhd.
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
EcoFirst Consolidated Berhad

Governance Works Sdn. Bhd.
Preferred Taxation Sdn. Bhd.
SBY Bizpartner Sdn. Bhd.
SBY Consulting Sdn. Bhd.
SBY Taxation Sdn. Bhd.
SEG International Bhd.
Setia Tangkas Sdn. Bhd.
Perdana Petroleum Berhad

Perwaja Holdings Berhad
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
DeClout Limited
LHN Limited
UCB Media Singapore Limited (2)

KW Capital Pte. Ltd.
William Law
Dato Amos Siew
Chng Li-Ling
Notes:
(1)
In the process of being voluntarily struck off.
(2)
Voluntarily struck off as at 9 October 2013.
163

DIRECTORS OF OUR SUBSIDIARIES
The board of AASB consists of Lim Chiau Woei, William Law and Y.A.M. Tengku Sri Temenggung
Raja Tengku Baharuddin Ibni Almarhum Sultan Mahmud Almuktab. The board of AMSB consists
of Lim Chiau Woei and William Law. Each of William Law and Y.A.M. Tengku Sri Temenggung Raja
Tengku Baharuddin Ibni Almarhum Sultan Mahmud Almuktab hold non-executive positions on the
board of our subsidiaries.
None of our Independent Directors sits on the board of our subsidiaries.
INDEPENDENCE OF OUR INDEPENDENT DIRECTORS
The Code of Corporate Governance 2012 (Code) recommends that there should be a strong and
independent element on a board of directors which is able to exercise objective judgement on
corporate affairs independently, in particular, from the management of the company and 10.0%
shareholders.
Under the Code, an independent director is defined as one who has no relationship with the
company, its related corporations, its 10.0% shareholders or its officers that could interfere, or be
reasonably perceived to interfere, with the exercise of the directors independent business
judgement with a view to the best interests of the company. Examples of relationships, which are
deemed not to be independent, include:
(a)
a director being employed by the company or any of its related corporations for the current
or any of the past three financial years;
(b)
a director who has an immediate family member who is, or has been in any of the past three
financial years, employed by the company or any of its related corporations and whose
remuneration is determined by the remuneration committee;
(c)
a director, or an immediate family member, accepting any significant compensation from the
company or any of its related corporations for the provision of services, for the current or
immediate past financial year, other than compensation for board service;
(d)
a director:
(i)
who, in the current or immediate past financial year, is or was; or
(ii)
whose immediate family member, in the current or immediate past financial year, is or
was,
a 10.0% shareholder of, or a partner in (with 10.0% or more stake), or an executive officer
of, or a director of, any organisation to which the company or any of its subsidiaries made,
or from which the company or any of its subsidiaries received, significant payments or
material services, in the current or immediate past financial year. As a guide, payments
aggregated over any financial year in excess of S$200,000 should generally be deemed
significant;
164

(e)
a director who is a 10.0% shareholder or an immediate family member of a 10.0%

shareholder of the company; or
(f)
a director who is or has been directly associated with a 10.0% shareholder of the company
in the current or immediate past financial year.
Dato Amos Siew

Dato Amos Siew is the sole proprietor of Messrs Siew Boon Yeong & Associates and the director
of each of SBY Taxation Sdn Bhd and SBY Bizpartner Sdn Bhd, and these entities provided audit,
taxation and corporate services, respectively, to companies which are owned and controlled by Mr
Lim Chiau Woei, which include GGT, GGT Manufacturing Sdn. Bhd., GGT ID Sdn. Bhd., GGT
Premier Sdn. Bhd. and Bayaman Development Sdn. Bhd.
The Nominating Committee (save for Dato Amos Siew) has considered the relationship between
Dato Amos Siew and Mr Lim Chiau Woei and the related transactions, and has determined that
Dato Amos Siew is considered independent in character and judgement after taking into
consideration that the aggregate annual revenue between 2010 and 2015 generated by Messrs
Siew Boon Yeong & Associates, SBY Taxation Sdn Bhd and SBY Bizpartner Sdn Bhd from the
companies owned and controlled by Mr Lim Chiau Woei is less than RM50,000 and not deemed
significant under the guidelines of the Code. The abovementioned provision of services will
continue subsequent to the Placement, and the Nominating Committee will assess the
independence of Dato Amos Siew on an ongoing basis.
EXECUTIVE OFFICERS
The particulars of our Executive Officers are set out below:
Name
Age in
2015
Address
Position
Ooi Hooi Kiang
46
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
CFO
Fan Ngee Shin
57
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
General Manager
(Corporate)
165
Name
Mohamad Radi bin
Jaafar
Age in
2015
47
Address
Position
C-3A-9-10, 11 & 12, Block C

No. 2, Jalan Dua
55200 Kuala Lumpur
Wilayah Persekutuan
Malaysia
Plant Manager
Information on the business and working experience of our Executive Officers are set out below:
Ms Ooi Hooi Kiang is our CFO and joined our Group in May 2014.
Ms Ooi has over 20 years of working experience in financial management, operational
management, budgeting and business planning, fundraising, tax management and business
development, spanning across auditing, stock broking, property development, hotel operations
and manufacturing.
Prior to joining our Group in May 2014, Ms Ooi was the CFO of JWPK Sdn Bhd, a company
involved in manufacturing, airline catering and hotel operations. From April 2012 to June 2013,
she was the senior manager of group finance in Olympia Industries Berhad, an investment holding
company listed on Bursa Malaysia which was also involved in property investment and leasing of
properties and the organising, managing and selling of numbers and forecast pools and public
lotteries. From September 2008 to February 2011, she was the manager of planning and corporate
reporting of Tamouh Investment LLC, a company in Abu Dhabi, United Arab Emirates involved in
property development and property investment. During her tenure with Tamouh Investment LLC,
Ms Ooi was in charge of overall operations of the finance department including reporting, business
planning and feasibilities studies for various development projects and investment, implementing
project costing and cash flow management, implementing internal controls and integrated
accounting system.
From June 1999 to September 2008 and March 2011 to March 2012, Ms Ooi has served in several
stockbroking firms where she gained extensive experience in the operations of stockbroking which
include finance and accounting, credit controls, margin financing and back office operations. She
rose through the ranks and her last position in the industry was the head of operations of a
stockbroking firm with seven branches throughout Malaysia.
Ms Ooi is a Chartered Accountant of the Malaysia Institute of Accountants. She graduated from
the University of Florida, USA with a Masters in Accounting in 1994. She started her career in
auditing with Coopers & Lybrand LLP in 1995.
Mr Fan Ngee Shin is our General Manager (Corporate) and joined our Group in October 2013.
He worked as a purchasing executive at Genting Sanyen Industrial Paper Sdn. Bhd. from
September 1992 to 1993 and later was appointed general manager from January 2005 to 2012 in
the same company. As general manager of Genting Sanyen Industrial Paper Sdn. Bhd., Mr Fans
responsibilities included the procurement of all raw materials for paper making in Malaysia,
Singapore, Europe, Australia and the United States. From 1993 to 1996, Mr Fan was the assistant
procurement manager of Genting Sanyen (Independent Power Producer). From November 1999
to December 2004, he was the field manager of Genting Oil and Gas (China), a company in
166

Shandong Province, China, which was involved in the business of enhanced oil recovery. During
his time as field manager, he was overall in charge of oil field operation and bringing new
technology to amongst others, increase crude oil production and deepen wells.
Mr Fan began his career as a purchasing clerk in 1980 in Kee Huat Industries Sdn Bhd, and
subsequently as a purchasing officer in Associated Ceramic Works Sdn. Bhd. (a subsidiary of
Hong Leong Industries Sdn. Bhd.) in 1982 where he was responsible for setting up a purchasing
department and complete document flows for local purchases, overseas shipments and
procurement, a warehouse for finished goods as well as a spare parts store inventory system.
Mr Mohamad Radi Bin Jaafar is our Plant Manager and joined our Group in July 2015.
Mr Radi worked as the plant manager at Malaco Mining Sdn. Bhd. since he joined them in 2006
to 2015. He first gained experience in the gold mining industry as a metallurgical technical and
plant superintendent in Permint Mineral Sdn. Bhd. from 1993 to 1999, and then as a metallurgist
in Specific Resources Gold Mine Sdn Bhd in Pahang from 1999 to 2000. From 2003 to 2005, he
was a process superintendent at Selinsing Gold Mine Sdn. Bhd. in Pahang.
Mr Radi graduated from the University Kebangsaan, Malaysia with a degree in Geology (with
Honours) in 1991.
The list of present and past directorships of each Executive Officer over the last five (5) years up
to the Latest Practicable Date, excluding those held in our Company, is set out below:
Name
Past directorships
Ooi Hooi Kiang
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
IBS Development Corporation

Sdn. Bhd.
IPS Strategic Advisors Sdn. Bhd.
Nil
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
Seleksi Mestika Sdn. Bhd.

Megaria Sdn Bhd
Nine Cube Mining Sdn. Bhd.
Perunding RFA (M) Sdn. Bhd.
Ibai Industries & Resources (M)

Sdn. Bhd.
Group Companies
Group Companies
Nil
Nil
Other Companies
Other Companies
Nil
Nil
Fan Ngee Shin
Mohamad Radi bin

Jaafar
167

To the best of our knowledge and belief, there are no arrangements or understandings with any
Substantial Shareholders, customers, suppliers or others, pursuant to which any of our Directors
and Executive Officers was appointed.
REMUNERATION
The compensation (which includes benefits-in-kind, directors fees and bonuses) paid to our
Directors and our Executive Officers for services rendered to us and our subsidiaries on an
individual basis during FY2013 and FY2014 and expected to be paid for the current financial year
are set out in the following remuneration bands (1):
FY2013
FY2014
FY2015 (2)
(estimated)
Band A
Band A
Band A
Chan Koon Mong
Band A
William Law
Band A
Dr Wilson Tay
Band A
Dato Amos Siew
Band A
Chng Li-Ling
Band A
Ooi Hooi Kiang
Band A
Band A
Fan Ngee Shin
Band A
Band A
Band A
Mohamad Radi bin Jaafar
Band A
Band A
Band A
Names
Directors
Lim Chiau Woei
Executive Officers
Notes:
(1)
Remuneration band:
Band A refers to remuneration up to S$250,000.
(2)
In relation to our Executive Directors, the estimated remuneration to be payable for FY2015 pursuant to the Service
Agreements. In relation to our Executive Officers, the estimated remuneration to be payable for FY2015 does not
take into account any bonus that may be payable to them.
Save as described in the sections entitled Directors, Executive Officers and Employees Service
Agreements and Anchor Resources Performance Share Plan of this Offer Document, as at the
date of this Offer Document, we do not have in place any formal bonus or profit-sharing plan or
any other profit-linked agreement or arrangement with any of our employees and bonus is
expected to be paid on a discretionary basis.
Save for the Performance Share Plan and the Employee Shares, no remuneration was paid or is
to be paid in the form of share options or awards to any of our Directors, Executive Officers or
employees. Please refer to the section entitled Shareholders of this Offer Document.
As at the Latest Practicable Date, other than the amounts set aside or accrued as required for
compliance with the applicable laws of Malaysia, no amounts have been set aside or accrued by
our Group to provide for pension, retirement or similar benefits for any of our employees.
168

EMPLOYEES
As at the Latest Practicable Date, we have 56 full-time employees.
As at the Latest Practicable Date, none of our full-time employees of a managerial position and
above are related by blood or marriage to our Directors, Executive Officers, Substantial
Shareholders or their associates.
The relationship and cooperation between the management and staff have been good and are
expected to continue to remain so in the future. There has not been any incidence of work
stoppages or labour disputes which affected our operations.
A breakdown of our full-time employees, who are all based in Malaysia, is as follows:
Function
As at
As at
As at
31 December 31 December 31 December
2012
2013
2014
As at
30 June
2015
As at the Latest
Practicable Date
Management
Administration
13
Site Operations
35
30
37
Total
50
42
56
Notes:
(1)
As we had not commenced business operations in FY2012, our Group did not engage any employees in FY2012.
(2)
During FY2013, we engaged third party contractors to conduct exploration activities at the Lubuk Mandi Mine, whose
services were undertaken by their employees.
We do not experience any significant seasonal fluctuations in our number of employees. We do

not employ a significant number of temporary employees.
SERVICE AGREEMENTS
Our Company has entered into separate service agreements (the Service Agreements) with our
Executive Directors, namely, Mr Lim Chiau Woei and Mr Chan Koon Mong, for a period of three
years with effect from the listing of our Company on Catalist (Initial Term), and renewable for
a further three-year period (unless otherwise terminated by either party giving not less than six
months prior written notice to the other).
We may also terminate the Service Agreements of our Executive Directors, if he, inter alia, is
disqualified to act as Executive Director or Executive Officer under any applicable laws or
regulations, guilty of dishonesty, gross misconduct or wilful neglect of duty, commits any continued
material breach of the terms of their respective Service Agreements, is guilty of conduct likely to
bring himself or any member of our Group into disrepute, becomes bankrupt or is convicted of any
criminal offence.
Pursuant to the terms of their Service Agreements, each of Mr Lim Chiau Woei and Mr Chan Koon
Mong has undertaken with our Company that, inter alia, except with its prior written consent;
(a)
for so long as he is an employee of the Company and for the period of 12 months from the
date he ceases to be an employee of the Company (Cessation Date), he shall not
Participate in the Business, within (i) Singapore, and (ii) Malaysia and/or (iii) any other city
or municipality in any country in which the Group carries on the Business;
169

(b)
for so long as he is an employee of our Company and for the period of 12 months from the
Cessation Date, he will not be interested in:
(i)
any business or asset in which any member of our Group was during the Initial Term
considering to acquire, turn to account, develop or invest, unless our Group shall have
decided against such acquisition, turning to account, development or investment or
invited him or his associates in writing to participate in, or consented to in writing to him
or his associates acquisition, turning to account or development of or investment in,
such business or asset; or
(ii)
any asset of any member of our Group, unless such asset is offered by the relevant
member of our Group for sale to, turning to account or development by third parties.
For purposes of this section, Participate includes in fact exercising control over or holding
15.0% or more equity interest or voting rights in an entity engaged in the Business, and
Business refers to the exploration and mining of gold, and the processing of ore into gold for
sale.
None of these Executive Directors will be entitled to any benefits upon termination of their
respective Service Agreements. The Service Agreements cover the terms of employment,
specifically salaries and bonuses.
Pursuant to the terms of their Service Agreements, Mr Lim Chiau Woei is entitled to an aggregate
monthly salary of S$25,000 and RM15,000. Mr Chan Koon Mong is entitled to an aggregate
monthly salary and allowance of S$15,000 and S$5,000, respectively. In consideration of Mr Chan
Koon Mongs efforts in connection with the Placement and the listing of our Company on Catalist
and his employment with our Company as an Executive Director, he will also be entitled to new
Shares in the Company amounting to 1.25% of the enlarged share capital of our Company upon
completion of the Listing (Compensation Shares), of which (a) 50% of the Compensation
Shares will be issued 12 months after the date of Listing; and (b) the remaining 50% of the
Compensation Shares will be issued 18 months after the date of Listing. Such Compensation
Shares will not be subject to moratorium. In the event Mr Chan Koon Mongs employment with our
Company is terminated less than 12 months after the date of Listing, he shall not be entitled to any
Compensation Shares.
The abovementioned salary shall be subject to review by the Board and/or the Remuneration
Committee, and may be amended after such review by the Board and/or the Remuneration
Committee. If the Executive Director is a member of the Remuneration Committee, he shall not
participate in the deliberation or vote on any matter in which he is interested.
Directors fees do not form part of the terms of the Service Agreements as these require the
approval of Shareholders in our Companys annual general meeting.
Had the Service Agreements been in place with effect from 1 January 2014, the aggregate
remuneration paid to our Executive Directors for FY2014 would have been approximately RM1.75
million instead of approximately RM0.1 million and our loss before tax for FY2014 would have
increased from approximately RM6.81 million to approximately RM8.56 million.
Save as disclosed above, there are no existing or proposed service agreements between our
Company, our subsidiaries and any of our Directors. There are no existing or proposed service
agreements entered or to be entered into by our Directors with our Company or any of our
subsidiaries which provide for benefits upon termination of employment.
170
ANCHOR RESOURCES PERFORMANCE SHARE PLAN

On 22 September 2015, our Shareholders approved a share scheme known as the Anchor
Resources Performance Share Plan, the rules of which are set out in Appendix I to this Offer
Document. The PSP complies with the relevant rules as set out in Chapter 8 of the Listing Manual.
Capitalised terms used throughout this section, unless otherwise defined, shall bear the meanings
as defined in Appendix I entitled Rules of the Anchor Resources Performance Share Plan to this
Offer Document.
Objectives of the PSP
The objectives of the PSP are as follows:
(a)
foster an ownership culture within our Group which aligns the interests of our employees with
the interests of shareholders;
(b)
motivate participants of the PSP to achieve our key financial and operational goals; and
(c)
make total employee remuneration sufficiently competitive to recruit and retain staff having
skills that are commensurate with our ambition to become a world-class company.
Summary of PSP
A summary of the rules of the PSP is set out as follows:
(1)
Participants
Group Executives who have attained the age of 21 years and hold such rank as may be
designated by our Remuneration Committee from time to time shall be eligible to participate
in the PSP.
Controlling Shareholders of our Company or associates of such Controlling Shareholders
who meet the criteria above are also eligible to participate in the PSP if their participation and
awards are approved by independent Shareholders in separate resolutions for each such
person and for each such award.
The selection of a participant and the number of Shares which are the subject of each Award
to be granted to a participant in accordance with the PSP shall be determined at the absolute
discretion of our Remuneration Committee, which shall take into account criteria such as his
rank, job performance and potential for future development, his contribution to the success
and development of our Group and, if applicable, the extent of effort to achieve the
performance target(s) within the performance period.
(2)
Administration
The PSP shall be administered by the Remuneration Committee with such powers and duties
conferred to it by the Board. A member of the Remuneration Committee who is also a
participant of the PSP must not be involved in its deliberation in respect of the award granted
or to be granted to him.
171

(3)
Size of PSP
The aggregate number of Shares which may be issued or transferred pursuant to Awards
granted under the PSP, when aggregated with the aggregate number of Shares over which
options are granted under any other share option schemes of our Company, shall not exceed
15 per cent. of the total number issued Shares (excluding Shares held by our Company as
treasury shares) from time to time.
(4)
Maximum entitlements
Subject to the following, the aggregate number of Shares which may be issued or transferred
pursuant to awards granted under the PSP shall be determined by our Remuneration
Committee:
(5)
(a)
the aggregate number of Shares which may be issued or transferred pursuant to Awards
under the PSP to participants who are Controlling Shareholders and their associates
shall not exceed 25 per cent. of the Shares available under the PSP;
(b)
the number of Shares which may be issued or transferred pursuant to Awards under the
PSP to each participant who is a Controlling Shareholder or his associate shall not
exceed 10 per cent. of the Shares available under the PSP.
Awards
Awards represent the right of a participant to receive fully paid Shares free of charge,
provided that certain prescribed performance targets (if any) are met and upon expiry of the
prescribed performance period.
Shares which are allotted and issued or transferred to a participant pursuant to the release
of an Award shall not be transferred, charged, assigned, pledged or otherwise disposed of,
in whole or in part, during a specified period (as prescribed by our Remuneration Committee
in the award letter), except to the extent approved by our Remuneration Committee.
(6)
Details of Awards
Our Remuneration Committee shall decide, in relation to each Award to be granted to a
participant:
(a)
the date on which the Award is to be granted;
(b)
the number of Shares which are the subject of the Award;
(c)
the performance target(s) and the performance period during which such performance
target(s) are to be satisfied, if any;
(d)
the extent to which Shares, which are the subject of that Award, shall be released on
each prescribed performance target(s) being satisfied (whether fully or partially) or
exceeded or not being satisfied, as the case may be, at the end of the performance
period; and
(e)
any other condition which our Remuneration Committee may determine in relation to
that Award.
172

(7)
Timing of Awards
While our Remuneration Committee has the discretion to grant Awards at any time in the
year, it is currently anticipated that Awards would in general be made once a year. An Award
letter confirming the Award and specifying, inter alia, the number of Shares which are the
subject of the Award, the prescribed performance target(s), the performance period during
which the prescribed performance target(s) are to be attained or fulfilled and the schedule
setting out the extent to which Shares will be released on satisfaction of the prescribed
performance target(s), will be sent to each participant as soon as reasonably practicable
after the making of an Award.
(8)
Vesting of Awards
Subject to the applicable laws, our Company will deliver Shares to participants upon vesting
of their Awards by way of either (i) an issue of new Shares; or (ii) a transfer of Shares then
held by our Company in treasury.
In determining whether to issue new Shares to participants upon vesting of their Awards, our
Company will take into account factors such as (but not limited to) the number of Shares to
be delivered, the prevailing market price of the Shares and the cost to our Company of
issuing new Shares or delivering existing Shares.
The financial effects of the above methods are discussed below.
(9)
Termination of Awards
Special provisions in the rules of the PSP dealing with the lapse or earlier vesting of awards
apply in circumstances which include the termination of the participants employment, the
bankruptcy of the participant and the winding-up of our Company.
(10) Rights of Shares arising

New Shares allotted and issued and existing Shares procured by our Company for transfer
on the release of an Award shall be eligible for all entitlements, including dividends or other
distributions declared or recommended in respect of the then existing Shares, the record
date for which is on or after the relevant date of issue or, as the case may be, delivery, and
shall in all other respects rank pari passu with other existing Shares then in issue.
(11) Duration of the PSP
The PSP shall continue in force at the discretion of our Remuneration Committee, subject to
a maximum period of 10 years commencing on the date on which the PSP is adopted by our
Company in general meeting, provided always that the PSP may continue beyond the above
stipulated period with the approval of Shareholders in general meeting and of any relevant
authorities which may then be required.
Notwithstanding the expiry or termination of the PSP, any Awards made to participants prior
to such expiry or termination will continue to remain valid.
173

(12) Abstention from voting
Shareholders who are eligible to participate in the PSP are to abstain from voting on any
shareholders resolution relating to the PSP and should not accept nominations as proxy or
otherwise for voting unless specific instructions have been given in the proxy form on how
the vote is to be cast.
Adjustments and Alterations to the PSP
The following describes the adjustment events under, and provisions relating to alterations of, the
PSP.
1.
Adjustment Events
If a variation in the issued ordinary share capital of our Company (whether by way of a
capitalisation of profits or reserves or rights issue, reduction, subdivision, consolidation,
distribution or otherwise) shall take place, then:
(a)
the class and/or number of Shares which are the subject of an Award to the extent not
yet vested; and/or
(b)
the class and/or number of Shares in respect of which future Awards may be granted
under the PSP,
shall be adjusted by our Remuneration Committee to give such participant the same
proportion of the equity capital of our Company as that to which he was previously entitled,
in such manner as our Remuneration Committee may determine to be appropriate, provided
that no adjustment shall be made if as a result, the participant receives a benefit that a
Shareholder of our Company does not receive.
Unless our Remuneration Committee considers an adjustment to be appropriate, (a) the
issue of securities as consideration for an acquisition or a private placement of securities; (b)
the cancellation of issued Shares purchased or acquired by our Company by way of a market
purchase of such Shares undertaken by our Company on the SGX-ST during the period when
a share purchase mandate granted by our Shareholders (including any renewal of such
mandate) is in force; (c) the issue of Shares or other securities convertible into or with rights
to acquire or subscribe for Shares to its employees pursuant to any share option scheme or
share plan approved by Shareholders in general meeting, including the PSP; or (d) any issue
of Shares arising from the exercise of any warrants or the conversion of any convertible
securities issued by our Company, shall not normally be regarded as a circumstance
requiring adjustment.
2.
Modifications to the PSP

The PSP may be modified from time to time by a resolution of our Remuneration Committee
subject to the prior approval of the SGX-ST and such other regulatory authorities as may be
necessary.
174

However, no modification shall adversely affect the rights attached to any Award prior to such
modification or alteration except with the consent in writing of such number of participants
who, if their Awards were released to them upon the performance conditions for their Awards
being satisfied in full, would become entitled to not less than three-quarters in number of all
the Shares which would be issued or transferred in full of all outstanding Awards under the
PSP.
No alteration shall be made to particular rules of the PSP to the advantage of the holders of
the Awards except with the prior approval of Shareholders in general meeting.
Disclosures in Annual Reports
Details of, among other things, the number of Shares comprised in Awards and the number of
Shares comprised in Awards which have vested will be disclosed in our annual reports.
Financial Effects of the PSP
The PSP is considered a share-based payment that falls under FRS 102 where participants will
receive Shares and the Awards would be accounted for as equity-settled share-based
transactions, as described in the following paragraphs.
The fair value of employee services received in exchange for the grant of the Awards would be
recognised as a charge to the profit or loss over the period between the grant date and the vesting
date of an Award. The total amount of the charge over the vesting period is determined by
reference to the fair value of each Award granted at the grant date and the number of Shares
vested at the vesting date, with a corresponding credit to the reserve account. Before the end of
the vesting period, at each accounting year end, the estimate of the number of Awards that are
expected to vest by the vesting date is revised, and the impact of the revised estimate is
recognised in the profit or loss with a corresponding adjustment to the reserve account. After the
vesting date, no adjustment to the charge to the profit or loss is made.
The amount charged to the profit or loss would be the same whether our Company settles the
Awards by issuing new Shares or by purchasing existing Shares. The amount charged to the profit
or loss also depends on whether or not the performance target attached to an Award is measured
by reference to the market price of the Shares. This is known as a market condition. If the
performance target is a market condition, the probability of the performance target being met is
taken into account in estimating the fair value of the award granted at the grant date, and no
adjustments to the amounts charged to the income statement are made whether or not the market
condition is met. However, if the performance target is not a market condition, the fair value per
share of the awards granted at the grant date is used to compute the amount to be charged to the
income statement at each accounting date, based on an assessment by our CFO at that date of
whether the non-market conditions would be met to enable the Awards to vest. Thus, where the
vesting conditions do not include a market condition, there would be no cumulative charge to the
income statement if the Awards do not ultimately vest.
175

The following sets out the financial effects of the PSP.
(a)
Share capital
The PSP will result in an increase in our Companys issued share capital when new Shares
are issued to participants. The number of new Shares issued will depend on, inter alia, the
size of the Awards granted under the PSP. In any case, the PSP provides that the number
of Shares to be issued or transferred under the PSP, when aggregated with the aggregate
number of Shares over which options are granted under any other share option schemes of
our Company, will be subject to the maximum limit of 15 per cent. of our Companys total
number of issued Shares (excluding Shares held by our Company as treasury shares) from
time to time. If instead of issuing new Shares to participants, existing Shares are purchased
for delivery to participants, the PSP will have no impact on our Companys issued share
capital.
(b)
NTA
As described in paragraph (c) below on EPS, the PSP is likely to result in a charge to our
Companys income statement over the period from the grant date to the vesting date of the
awards. The amount of the charge will be computed in accordance with FRS 102. When new
Shares are issued under the PSP, there would be no effect on the NTA due to the offsetting
effect of expenses recognised and the increase in share capital. However, if instead of
issuing new Shares to participants, existing Shares are purchased for delivery to
participants, the NTA would be impacted by the cost of the Shares purchased. It should be
noted that the delivery of Shares to participants under the PSP will generally be contingent
upon the eligible participants meeting prescribed performance targets and conditions.
(c)
EPS
The PSP is likely to result in a charge to earnings over the period from the grant date to the
vesting date, computed in accordance with FRS 102.
It should again be noted that the delivery of Shares to participants of the PSP will generally
be contingent upon the participants meeting the prescribed performance targets and
conditions.
176
CORPORATE GOVERNANCE
Our Directors recognise the importance of corporate governance and the offering of high
standards of accountability to our Shareholders, and will use best efforts to implement the good
practices recommended in the Code of Corporate Governance 2012 (Code). Our Board of
Directors has established three committees, namely, the Audit Committee, the Nominating
Committee and the Remuneration Committee.
We have six Directors on our Board of Directors, of whom Dr Wilson Tay, Dato Amos Siew and
Ms Chng Li-Ling are Independent Directors. We have appointed Dr Wilson Tay as our Lead
Independent Director and Non-Executive Chairman. As Lead Independent Director and NonExecutive Chairman, he is the contact person for Shareholders in situations where there are
concerns or issues which communication with our Managing Director, Executive Directors and/or
CFO has failed to resolve or where such communication is inappropriate. Dr Wilson Tay will also
take the lead in ensuring compliance with the Code.
Board Practices
Our Directors are to be appointed by our Shareholders at a general meeting and an election of
Directors is held annually. One third (or the number nearest to one third) of our Directors are
required to retire from office at least once every three years. However, a retiring Director is eligible
for re-election at the meeting at which he retires. Further details on the appointment and
retirement of Directors can be found in Appendix D Summary of Selected Articles of Association
of our Company to this Offer Document.
Audit Committee
Our Audit Committee comprises our Independent Directors, Dato Amos Siew, Dr Wilson Tay and
Ms Chng Li-Ling. The Chairman of our Audit Committee is Dato Amos Siew.
After our listing on Catalist, our Executive Directors and Executive Officers will manage the
business and operations of our Group. The Audit Committee will assist our Board of Directors with
regards to discharging its responsibility to safeguard our Companys assets, maintain adequate
accounting records, and develop and maintain effective systems of internal controls with an
overall objective to ensure that our management has created and maintained an effective control
environment in our Group.
Our Directors recognise the importance of corporate governance and the offering of high
standards of accountability to the Shareholders. Our Audit Committee shall meet periodically to
perform the following functions, inter alia:
(a)
assist our Board in the discharge of its responsibilities on financial reporting matters;
(b)
review, with the internal and external auditors, the audit plans, scope of work, their evaluation
of the system of internal accounting controls, their management letter and our managements
response, and results of our audits compiled by our internal and external auditors;
(c)
review the half-yearly and annual financial statements and results announcements before
submission to our Board for approval, focusing in particular, on changes in accounting
policies and practices, major risk areas, significant adjustments resulting from the audit, the
going concern statement, compliance with financial reporting standards as well as
compliance with the Catalist Rules and any other statutory/regulatory requirements;
(d)
review the effectiveness and adequacy of our internal control and procedures, including
accounting and financial controls and procedures and ensure coordination between our
internal and external auditors, and our management, reviewing the assistance given by our
177
management to the auditors, and discuss problems and concern, if any, arising from the
interim and final audits, and any matters which the auditors may wish to discuss (in the
absence of our management where necessary);
(e)
review the scope and results of the external audit, and the independence and objectivity of
the external auditors;
(f)
review and discuss with the external auditors any suspected fraud or irregularity, or
suspected infringement of any relevant laws, rules or regulations, which has or is likely to
have a material impact on our Groups operating results or financial position, and our
managements response;
(g)
make recommendations to the Board on the proposals to the Shareholders on the

appointment, re-appointment and removal of the external auditors, and approving the
remuneration and terms of engagement of the external auditors;
(h)
review significant financial reporting issues and judgements with the CFO and the external
auditors so as to ensure the integrity of the financial statements of our Group and any formal
announcements relating to our Groups financial performance before their submission to our
Board of Directors;
(i)
to review and report to the Board at least annually the adequacy and effectiveness of our
Groups material internal controls with the CFO and the internal and external auditors,
including financial, operation, compliance and information technology controls via reviews
carried out by the internal auditors;
(j)
review and approve transactions falling within the scope of Chapter 9 and Chapter 10 of the
Catalist Rules (if any);
(k)
review any potential conflicts of interest;
(l)
review and approve all hedging policies and instruments (if any) to be implemented by our
Group;
(m) undertake such other reviews and projects as may be requested by our Board and report to
our Board its findings from time to time on matters arising and requiring the attention of our
Audit Committee;
(n)
review and establish procedures for receipt, retention and treatment of complaints received
by our Group, inter alia, criminal offences involving our Group or its employees, questionable
accounting, auditing, business, safety or other matters that impact negatively on our Group;
and
(o)
generally to undertake such other functions and duties as may be required by statue or the
Catalist Rules, and by such amendments made thereto from time to time.
Our Audit Committee will meet, at a minimum, once every six months. Apart from the duties listed
above, the Audit Committee shall commission an annual internal controls audit until such time that
it is satisfied that the internal controls of our Group are sufficiently robust and effective in
mitigating any key internal control weaknesses our Group may have. Prior to decommissioning
such annual internal controls audit, our Board shall report to the Sponsor and the SGX-ST on the
basis for deciding to decommission the annual internal controls audit, as well as the measures
taken to rectify key weaknesses in and/or strengthen the internal controls of our Group.
Thereafter, our Audit Committee shall commission such audits as and when it deems fit for the
178
purposes of satisfying itself that the internal controls of our Group have remained robust and
effective. Upon the completion of an internal control audit, our Board shall make the appropriate
disclosures via the SGXNET of any weaknesses in our Groups internal controls which may be
material or of a price-sensitive nature, as well as any follow-up actions to be taken by our Board.
Our Audit Committee shall also commission and review the findings of internal investigations into
matters where there is any suspected fraud or irregularity, or failure of internal controls or
infringement of any Singapore law, rules or regulations which has or is likely to have a material
impact on our Groups operating results and/or financial position. Each member of our Audit
Committee shall abstain from reviewing any particular transaction or voting on such resolution in
respect of which he is or may be interested in.
In preparation for our Groups listing, our Audit Committee has held discussions with our CFO, our
Independent Auditors and Reporting Accountants in relation to our Groups financial departments
structure, functions, financial reporting and internal controls.
Our Board of Directors has also noted that no material internal control weaknesses have been
raised by our Independent Auditors and Reporting Accountants in the course of their audit of the
financial statements of our Group for the past three financial years ended 31 December.
Following our Groups listing on Catalist, our Audit Committee will continually review the
effectiveness of the internal control procedures within our Group and, if necessary, outsource our
Groups internal audit function to ensure the adequacy and sufficiency of internal controls
procedures within our Group.
Based on the foregoing, our Board of Directors, after making all reasonable enquiries and to the
best of its knowledge and belief, with the concurrence of our Audit Committee, is of the opinion
that the internal controls of our Group are adequate to address the financial, operational and
compliance risks.
Our Audit Committee having (i) conducted an interview with Ms Ooi Hooi Kiang, our CFO; (ii)
considered the qualifications and past working experience of Ms Ooi Hooi Kiang (as described in
the section entitled Directors, Executive Officers and Employees Executive Officers of this
Offer Document); (iii) observed her abilities, familiarity and diligence in relation to the financial
matters and information of our Group; and (iv) noted the absence of negative feedback from BDO
LLP (our Independent Auditors and Reporting Accountants) and RMS Ethos Pte. Ltd. (our Internal
Control Auditors), is of the view that Ms Ooi Hooi Kiang is suitable for the position of CFO.
After making all reasonable enquiries, and to the best of the knowledge and belief of our Audit
Committee, nothing has come to the attention of the members of our Audit Committee to cause
them to believe that Ms Ooi Hooi Kiang does not have the competence, character, integrity
expected of a CFO (or its equivalent rank) of a listed issuer.
Nominating Committee
The Nominating Committee comprises Ms Chng Li-Ling, Dato Amos Siew and Dr Wilson Tay. The
Chairman of our Nominating Committee is Ms Chng Li-Ling. Our Nominating Committee will be
responsible for the following functions, inter alia:
(a)
reviewing and approving any new employment of related persons and proposed terms of
their employment;
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(b)
re-nomination of our directors for re-election of directors in accordance with our Articles of
Association at each annual general meeting and having regard to the directors contribution
and performance;
(c)
determining annually whether or not a director of our Company is independent;
(d)
deciding whether or not a director of our Company is able to and has been adequately
carrying out his duties as a director; and
(e)
deciding how the Boards performance may be evaluated and propose objective performance
criteria, as approved by the Board that allows comparison with its industry peers, and
address how the Board has enhanced long-term shareholders value.
The Nominating Committee will decide how our Boards performance is to be evaluated and
propose objective performance criteria, subject to the approval of our Board, which addresses
how our Board has enhanced long-term shareholders value. The performance evaluation will also
include consideration of our Share price performance over a five-year period vis--vis the
Singapore Straits Times Index and a benchmark index of our industry peers. Our Board will also
implement a process to be carried out by the Nominating Committee for assessing the
effectiveness of our Board as a whole and for assessing the contribution by each individual
Director to the effectiveness of our Board.
Each member of the Nominating Committee shall abstain from voting on any resolutions in respect
of the assessment of his performance or re-nomination as director of our Company. In the event
that any member of the Nominating Committee has an interest in a matter being deliberated upon
by the Nominating Committee, he will abstain from participating in the review and approval
process relating to that matter.
Please refer to the section entitled Directors, Executive Officers and Employees Independence
of our Independent Directors Dato Amos Siew of this Offer Document for information relating
to the transactions between the associates of each of Mr Lim Chiau Woei and Dato Amos Siew.
Remuneration Committee
Our Remuneration Committee comprises Dr Wilson Tay, Dato Amos Siew and Ms Chng Li-Ling.
The Chairman of our Remuneration Committee is Dr Wilson Tay. The role of our Remuneration
Committee shall be to recommend to our Board a framework of remuneration for the Directors and
Executive Officers, and specific remuneration packages for each Executive Director. The
remuneration of the non-executive directors of our subsidiaries will be reviewed and approved by
our Remuneration Committee. The quantum of the bonus of our Executive Directors and
Managing Director will be subject to the approval of our Remuneration Committee. The bonus for
our other Executive Officers will be determined solely by our Executive Directors and Managing
Director.
The Remuneration Committees recommendations shall then be submitted for endorsement by our
entire Board. The scope of responsibilities of our Remuneration Committee encompasses all
aspects of remuneration, including but not limited to, our Directors and CFOs fees, salaries,
allowances, bonuses, options and benefits in kind. Our Remuneration Committee shall also review
the remuneration of senior management and employees related to our Directors. Each member of
our Remuneration Committee shall abstain from voting on any resolutions in respect of his or her
remuneration package.
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EXCHANGE CONTROLS
Malaysia
Exchange control in Malaysia is implemented under the Malaysian Financial Services Act 2013
and the Malaysian Islamic Financial Services Act 2013 and the government authority is the
Foreign Exchange Administration Department (FEA) of Bank Negara Malaysia (BNM).
Payments or repatriation of moneys from our subsidiaries in Malaysia to our Company are
considered payments from residents to non-residents for the purposes of exchange control.
The Government of Malaysia had, on 1 September 1998, as part of its package of policy
responses to the 1997 economic crisis in South-East Asia, introduced selective exchange control
measures. Subsequently in 1999, the Government of Malaysia has liberalised these exchange
control measures to allow foreign investors to repatriate principal capital and profits, subject to an
exit levy based on a percentage of profits repatriated. On 2 May 2001, all such controls with
respect to the repatriation of foreign portfolio funds (largely consisting of proceeds from the sale
of stocks listed on Bursa Malaysia Securities Berhad) were lifted.
It cannot be confirmed, at this time, if the Government of Malaysia may re-impose these exchange
control measures in the future. In the event of such re-imposition or introduction of other exchange
control measures, investors may not be able to carry out the repatriation or payment between
residents and non-residents of Malaysia for a specified period of time, or may only do so after
paying tax or levy, or after obtaining consent from BNM.
Under Notice 4 of the current foreign exchange rules (FER) issued by the FEA, a resident is
allowed to make or receive payment in Ringgit Malaysia in Malaysia to or from a non-resident
under the following circumstances:
(a)
settlement of a Ringgit Malaysia asset including any income and profit due from the Ringgit
Malaysia asset;
(b)
settlement of trade in goods;
(c)
settlement of services, in any manner;
(d)
income earned or expense incurred in Malaysia;
(e)
settlement of a commodity Murabahah transaction between a resident and non-resident

participant undertaken through a resident commodity trading service provider;
(f)
settlement of reinsurance for domestic insurance business or Retakaful for domestic Takaful
business between a resident and a person licensed to undertake Labuan insurance or
Takaful business;
(g)
settlement of a non-financial guarantee denominated in ringgit issued by a person licensed

to undertake Labuan banking business in favour of a resident; or
(h)
for any purpose between immediate family members.
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EXCHANGE CONTROLS
With respect to foreign currencies, making and receiving payments may be made between a
resident and a non-resident for any purpose, other than for:
(a)
a derivative denominated in foreign currency offered by the resident save where is it has
been approved by BNM or allowed under the issuance, buying or selling of financial
instrument or Islamic financial instrument in Notice 5 of the FER issued by BNM;
(b)
a derivative denominated in foreign currency offered by the non-resident; or
(c)
a derivative denominated in or referenced to ringgit save where it has been approved by

BNM or allowed under the issuance, buying or selling of financial instrument or Islamic
financial instrument in Notice 5 of the FER issued by BNM.
Notwithstanding that making and receiving payments may not be made between a resident and a
non-resident under a derivative denominated in foreign currency offered by the non-resident,
payment in foreign currency is allowed for:
(a)
a derivative denominated in foreign currency, other than exchange rate derivative with
reference to ringgit, purchased by a licensed onshore bank for its own account;
(b)
an interest rate swap denominated in foreign currency between a resident and Labuan banks
to manage interest rate exposure arising from borrowing in foreign currency as set out in Part
A of Notice 2 of the FER issued by BNM on borrowing by resident; or
(c)
derivative denominated in foreign currency, other than exchange rate derivatives, offered on
a Specified Exchange stipulated under the Malaysian Capital Markets and Services Act 2007
undertaken through a resident futures broker by a resident with firm commitment.
For the purpose of payment arising from the settlement of services, a resident is allowed to
receive such payment in foreign currency from a non-resident in any manner.
If the payment between a resident and a non-resident is for purposes otherwise than allowed
above, the parties would be required to obtain the express written consent of BNM to proceed with
such payment.
Singapore
There are no exchange controls in Singapore.
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DESCRIPTION OF OUR SHARES

The statements below provide, among other things, a description of Shareholders voting rights,
restrictions on the transferability of shareholdings and Shareholders rights to share in any surplus
in the event of liquidation, and provides information about our share capital.
ORDINARY SHARES AND PREFERENCE SHARES
Our Articles of Association provide that we may issue shares of a different class with preferential,
deferred, qualified or other special rights, privileges or conditions as our Board of Directors may
determine and may issue preference shares which are, or at our option are, subject to redemption,
subject to certain limitations. As of the date of this Offer Document, the total issued and paid-up
share capital of our Company is S$16,968,739 comprising 17,350,579 Shares, all of which are
fully paid up. There are no preference shares in issue. All of our ordinary shares are in registered
form. We may, subject to the provisions of the Companies Act and the Catalist Rules purchase our
own Shares. However, we may not, except in circumstances permitted by the Companies Act,
grant any financial assistance for the acquisition or proposed acquisition of our own ordinary
shares.
NEW ORDINARY SHARES
New Shares may only be issued with prior approval from a general meeting of our Shareholders.
Our Shareholders may by ordinary resolution give our Directors authority to allot and issue shares
and/or convertible securities in our Company. The maximum number of Shares to be issued upon
conversion is determinable at the time of the issue of such convertible securities (whether by way
of rights, bonus or otherwise), and shares and/or convertible securities may be issued at any time
and from time to time thereafter to such persons and on such terms and conditions and for such
purposes as the Directors may in their absolute discretion deem fit provided always that the
aggregate number of Shares (including Shares to be issued pursuant to such convertible
securities) must not exceed 100.0% of the issued share capital of our Company, of which the
aggregate number of Shares (including Shares to be issued pursuant to such convertible
securities) other than on a pro rata basis to existing Shareholders shall not exceed 50.0% of the
issued share capital of our Company (the percentage of issued share capital being based on the
issued share capital at the time of passing of the resolution after adjusting for new Shares arising
from the conversion of any convertible securities or share options in issue at the time such
authority is given and for any subsequent consolidation or subdivision of Shares). Unless revoked
or varied by our Shareholders at a general meeting, such authority shall continue in force until the
conclusion of the next annual general meeting of our Company or the expiration of the period
within which the next annual general meeting of our Company is required by law to be held,
whichever is the earlier.
SHAREHOLDERS
Only persons who are registered in our register of Shareholders and, in cases in which the person
so registered is CDP, the persons named as the depositors (as defined in the Companies Act) in
the depository register maintained by CDP for our ordinary shares, are recognised as
shareholders.
For the purpose of determining the number of votes which a Shareholder who is an account-holder
directly with CDP or a depository agent, or his proxy, may cast at any general meeting on a poll,
the reference to shares held or represented shall, in relation to shares of that Shareholder, be the
number of shares entered against his name in the register maintained with CDP 48 hours before
the time of the relevant general meetings as certified by CDP to us.
183

We will not, except as required by law, recognise any equitable, contingent, future or partial
interest in any ordinary share or other rights for any ordinary share other than the absolute right
thereto of the registered holder of the ordinary share or of the person whose name is entered in
the depository register for that ordinary share.
We may close the register of Shareholders for any time or times if we provide the SGX-ST with
at least five clear Market Days notice. However, the register may not be closed for more than 30
days in aggregate in any calendar year. We would typically close the register to determine
Shareholders entitlement to receive dividends and other distributions.
TRANSFER OF ORDINARY SHARES
Our Board of Directors may decline to register any transfer of ordinary shares which are not fully
paid shares or ordinary shares on which we have a lien. Our Board of Directors may also decline
to register any instrument of transfer unless, among other things, it has been duly stamped and
is presented for registration together with the share certificate and such other evidence of title as
they may require. Ordinary shares may be transferred by a duly signed instrument of transfer in
any form approved by the Directors and the SGX-ST. There is no restriction on the transfer of fully
paid shares except where required by law or the Catalist Rules or by-laws of the SGX-ST. A
Shareholder may transfer any ordinary shares held through the SGX-ST book entry settlement
system by way of a book-entry transfer without the need for any instrument of transfer.
We will replace lost or destroyed certificates for Shares if we are properly notified and if the
applicant pays a fee which will not exceed S$2.00 and furnishes any evidence and indemnity that
our Board of Directors may require.
A Shareholder is entitled to attend, speak and vote at any general meeting, in person or by proxy.
Proxies need not be a Shareholder. A person who holds Shares through the SGX-ST book-entry
settlement system will only be entitled to vote at a general meeting as a Shareholder if his name
appears on the depository register maintained by CDP 48 hours before the general meeting.
VOTING RIGHTS
Except as otherwise provided in our Articles of Association, two or more Shareholders must be
present in person or by proxy to constitute a quorum at any general meeting. Under our Articles
of Association:
if required by the Catalist Rules, all resolutions at general meetings shall be voted by poll;
on a show of hands, every Shareholder present in person or by proxy or attorney shall have
one vote (provided that in the case of a Shareholder who is represented by two proxies, only
one of the two proxies as determined by that Shareholder or, failing such determination, by
the chairman of the meeting (or by a person authorised by the chairman) shall be entitled to
vote on a show of hands); and
on a poll, every Shareholder present in person or by proxy, attorney or representative shall

have one vote for each Share which he holds or represents.
184

In the event voting by poll is not required by the Catalist Rules, a poll may nevertheless be
demanded in certain circumstances, including:
by the chairman of the meeting;
by any two Shareholders present in person or by proxy and entitled to vote; or
by any Shareholder present in person or by proxy and representing not less than 10.0% of
the total voting rights of all Shareholders having the right to attend and vote at the meeting.
A poll on the election of a Chairman of a meeting or on a question of adjournment shall be taken

immediately. In the case of a tied vote, whether on a show of hands or a poll, the chairman of the
meeting shall be entitled to a casting vote.
GENERAL MEETINGS OF SHAREHOLDERS
We are required to hold an annual general meeting every year. Our Board of Directors may
convene an extraordinary general meeting whenever it thinks fit and must do so if Shareholders
representing not less than 10.0% of the total voting rights of all Shareholders request in writing
that such a meeting be held. In addition, two or more Shareholders holding not less than 10.0%
of our issued share capital may call a meeting. Unless otherwise required by law or by our Articles
of Association, voting at general meetings is by ordinary resolution, requiring an affirmative vote
of a simple majority of the votes cast at that meeting. An ordinary resolution suffices, for example,
for the appointment of directors. A special resolution, requiring the affirmative vote of at least
75.0% of the votes cast at the meeting, is necessary for certain matters under Singapore law, such
as the voluntary winding up of our Company, amendments to our Memorandum and Articles of
Association, a change of our Companys corporate name and a reduction in our share capital.
We must give at least 21 clear days notice in writing for every general meeting convened for the
purpose of passing a special resolution. Ordinary resolutions generally require at least 14 clear
days notice in writing. For so long as our Shares are listed on Catalist, at least 14 clear days
notice of any general meeting shall be given in writing to the SGX-ST and by advertisement in the
daily press. The notice must be given to every Shareholder holding shares conferring the right to
attend and vote at the meeting and must set forth the place, the day and the hour of the meeting
and, in the case of special business, the general nature of that business. All general meetings
shall be held in Singapore.
LIMITATIONS ON RIGHTS TO HOLD OR VOTE SHARES
Singapore law and our Articles of Association do not impose any limitations on the right of
non-resident or foreign Shareholders to hold or exercise voting rights attached to our Shares.
DIVIDENDS
We may, by ordinary resolution of our Shareholders, declare dividends at a general meeting, but
we may not pay dividends in excess of the amount recommended by our Board of Directors. Our
Board of Directors may also declare an interim dividend without the approval of our Shareholders.
We must pay all dividends out of our profits. All dividends we pay are pro rata in amount to our
Shareholders in proportion to the amount paid-up on each Shareholders Shares, unless the rights
attaching to an issue of any Share provide otherwise.
185

Unless otherwise directed, dividends are paid by cheque or warrant sent through the post to each
Shareholder at his registered address appearing in our register of members or (as the case may
be) the depository register. However, our payment to CDP of any dividend payable to a
Shareholder whose name is entered in the depository register shall, to the extent payment made
to CDP, discharge us from any liability to that Shareholder in respect of that payment.
BONUS AND RIGHTS ISSUE
Our Board of
capitalise any
distribution or
bonus Shares
Directors may, with the approval from our Shareholders at a general meeting,
amounts standing to the credit of our reserve funds or otherwise available for
accounts to the credit of the profit and loss account and distribute the same as
credited as paid-up to the Shareholders in proportion to their shareholdings.
Our Board of Directors may also issue bonus Shares to participants of any share incentive or
option scheme or plan implemented by our Company and approved by our Shareholders in such
manner and on such terms as our Board of Directors shall think fit.
Our Board of Directors may also issue rights to take up additional Shares to Shareholders in
proportion to their shareholdings. Such rights are subject to any conditions attached to such issue
and the regulations of any securities exchange upon which our Shares are listed.
TAKEOVERS
The Companies Act, the Securities and Futures Act and the Singapore Take-over Code regulate
the acquisition of ordinary shares of public companies and contain certain provisions that may
delay, deter or prevent a future takeover or change in control of the Company. Any person
acquiring an interest resulting in him, either on his own or together with parties acting in concert
with him, holding 30.0% or more of our voting shares, or, such person holds, either on his own or
together with parties acting in concert with him, between 30.0% and 50.0% (both inclusive) of our
voting shares and acquires (either on his own or together with parties acting in concert with him)
more than 1.0% of our voting Shares within any six-month period, must extend a takeover offer
for the remaining voting shares in accordance with the provisions of the Singapore Take-over
Code.
Parties acting in concert comprise individuals or companies who, pursuant to an arrangement
or understanding (whether formal or informal), co-operate, through the acquisition by any of them
of shares in a company, to obtain or consolidate effective control that company. Certain persons
are presumed (unless the presumption is rebutted) to be acting in concert with each other. They
are as follows:
a company and its related companies, the associated companies of any of the company and
its related companies and companies whose associated companies include any of these
companies;
any person who has provided financial assistance (other than a bank in the ordinary course
of business) to any of the entities set out immediately above for the purchase of voting rights;
a company and its directors (together with their close relatives, related trusts and companies
controlled by any of the directors, their close relatives and related trusts);
a company and its pension funds and share schemes;
186
a person and any investment company, unit trust or other fund whose investment such
person manages on a discretionary basis, but only in respect of the investment account
which such person manages;
a financial or other professional adviser including a stockbroker, with its clients in respect of
shares held by (i) the adviser and persons controlling, controlled by or under the same
control as the adviser and (ii) all the funds managed by the adviser on a discretionary basis,
where the shareholdings of the adviser and any of those funds in the client total 10.0% or
more of the clients equity share capital;
directors of a company (together with their close relatives, related trusts and companies
controlled by any of such directors, their close relatives and related trusts) which is subject
to an offer or where the directors have reason to believe a bona fide offer for the company
may be imminent;
partners;
an individual and his close relatives, related trusts, any person who is accustomed to act in
accordance with his instructions and companies controlled by the individual, his close
relatives, his related trusts or any person who is accustomed to act in accordance with his
instructions; and
any person who has provided financial assistance (other than a bank in the ordinary course
of business) to any of the persons set out immediately above for the purchase of voting
rights.
A mandatory offer for consideration other than cash must, subject to certain exceptions, be
accompanied by a cash alternative at not less than the highest price paid by the offeror or parties
acting in concert with the offeror within the six months preceding the acquisition of shares that
triggered the mandatory offer obligation.
Under the Singapore Take-over Code, where effective control of a public company incorporated
in Singapore is acquired or consolidated by a person, or persons acting in concert, a general offer
to all other shareholders is normally required. An offeror must treat all shareholders of the same
class in an offeree company equally. A fundamental requirement is that shareholders in the
company subject to the takeover offer must be given sufficient information, advice and time to
consider and decide on the offer.
LIQUIDATION OR OTHER RETURN OF CAPITAL
If the Company liquidates or in the event of any other return of capital, holders of the Shares will
be entitled to participate in any surplus assets in proportion to their shareholdings, subject to any
special rights attaching to any other class of shares then existing.
INDEMNITY
As permitted by Singapore law, our Articles of Association provide that, subject to the Companies
Act, we will indemnify our Board of Directors and officers against any liability incurred in defending
any proceedings, whether civil or criminal, which relates to anything done or omitted to have been
done as an officer, director or employee and in which judgment is given in his favour or if the
187

proceedings are otherwise disposed of without any finding or admission of any material breach of
duty on his part or in which he is acquitted or in connection with any application for relief which
is granted to him by the court.
We may not indemnify directors and officers against any liability which by law would otherwise
attach to them in respect of any negligence, wilful default, breach of duty or breach of trust of
which they may be guilty in relation to the Company.
SUBSTANTIAL SHAREHOLDINGS
Under the Securities and Futures Act, a person has a substantial shareholding in our Company if
he has an interest (or interests) in one or more voting shares (excluding treasury shares) in our
Company and the total votes attached to that share or those shares, is not less than 5.0% of the
aggregate of the total votes attached to all voting shares (excluding treasury shares) in our
Company.
The Securities and Futures Act requires our Substantial Shareholders, or if they cease to be our
Substantial Shareholders, to give notice in writing to us of particulars of the voting shares in our
Company in which they have or had an interest (or interests) and the nature and extent of that
interest or those interests, and of any change in the percentage level of their interest.
In addition, the deadline for a Substantial Shareholder to make disclosure to our Company under
the Securities and Futures Act is two business days after he becomes aware:
that he is or (if he had ceased to be one) had been a Substantial Shareholder;
of any change in the percentage level in his interest; or
that he had ceased to be a Substantial Shareholder,
there being a conclusive presumption of a person being aware of a fact or occurrence at the time
at which he would, if he had acted with reasonable diligence in the conduct of his affairs, have
been aware.
Following the above, we will in turn announce or otherwise disseminate the information stated in
the notice to the SGX-ST as soon as practicable and in any case, no later than the end of the
Singapore business day following the day on which we received the notice.
Percentage level, in relation to a Substantial Shareholder in our Company, means the
percentage figure ascertained by expressing the total votes attached to all the voting shares in our
Company in which the Substantial Shareholder has an interest (or interests) immediately before
or (as the case may be) immediately after the relevant time as a percentage of the total votes
attached to all the voting shares (excluding treasury shares) in our Company, and, if it is not a
whole number, rounding that figure down to the next whole number.
The Companies Act and the Securities and Futures Act provide that a person who has authority
(whether formal or informal, or express or implied) to dispose of, or to exercise control over the
disposal of, a voting share is regarded as having an interest in such share, even if such authority
is, or is capable of being made, subject to restraint or restriction in respect of the particular voting
shares.
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MINORITY RIGHTS
The rights of minority shareholders of Singapore incorporated companies are protected under
Section 216 of the Companies Act, which gives the Singapore courts a general power to make any
order, upon application by any Shareholder of the Company, as they think fit to remedy any of the
following situations:
our affairs are being conducted or the powers of our Board of Directors are being exercised
in a manner oppressive to, or in disregard of the interests of, one or more of our
Shareholders, including the applicant; or
we take an action, or threaten to take an action, or the Shareholders pass a resolution, or

threaten to pass a resolution, which unfairly discriminates against, or is otherwise prejudicial
to, one or more of our Shareholders, including the applicant.
Singapore courts have wide discretion as to the relief they may grant and that relief is in no way
limited to the relief listed in the Companies Act. Without prejudice to the foregoing, Singapore
courts may among other things:
direct or prohibit any act or cancel or vary any transaction or resolution;
regulate the conduct of our affairs in the future;
authorise civil proceedings to be brought in our name, or on our behalf, by a person or

persons and on such terms as the court may direct;
provide for the purchase of a minority Shareholders shares by our other Shareholders or by
the Company and, in the case of a purchase of shares by us, a corresponding reduction of
our share capital; or
provide that the Company be wound up.
189
TAXATION
The following is a general discussion of certain tax matters arising under the current tax laws in
Singapore and Malaysia and is not intended to be and does not constitute legal or tax advice.
While this discussion is considered to be a correct interpretation of existing laws in force as at the
date of this Offer Document, no assurance can be given that the courts or fiscal authorities
responsible for the administration of such laws will agree with this interpretation or that changes
in such law, which may be retrospective, will not occur. The discussion is limited to a general
description of certain tax consequences in Singapore and Malaysia with respect to ownership of
the Shares by Singapore investors, and does not purport to be a comprehensive or exhaustive
description of all of the tax considerations that may be relevant to a Shareholders decision with
regard to the ownership of the Shares.
Neither these statements nor any other statements in this Offer Document are intended or are to
be regarded as advice on the tax position of any holder of the Shares or of any person acquiring,
selling or otherwise dealing with the Shares or on any tax implications arising from the acquisition,
sale or other dealings in respect of the Shares. Prospective investors should consult their tax
advisers regarding Singapore and Malaysia tax and other tax consequences of owning and
disposing the Shares. It is emphasised that neither our Company, our Directors nor any other
persons involved in this Placement accepts responsibility for any tax effects or liabilities resulting
from the subscription, purchase, holding or disposal of our Shares.
SINGAPORE TAXATION
The following discussion describes the general Singapore income tax, stamp duty, goods and
services tax and estate duty consequences of the purchase, ownership and disposal of the
Shares:
Singapore Income Tax
Individual income tax
Individual taxpayers who are Singapore tax residents are subject to tax on income accrued in or
derived from Singapore, subject to certain exceptions. All foreign-sourced income (except for
income received through a partnership in Singapore) received or deemed received in Singapore
by tax resident individuals will be generally exempt from tax. Certain Singapore-sourced
investment income received or deemed received by tax resident individuals is also exempt from
tax; however, any gains or profits derived by an individual from a right or benefit to acquire shares
in a company granted by reason of a Singapore employment or office will be deemed to be income
chargeable to tax under Section 10(6) of the Singapore Income Tax Act (ITA). The taxable event
will be at the point/on the date of exercise, assignment, release or acquisition of the right or benefit
to the shares.
A Singapore tax resident individual is taxed at progressive rates up to a maximum rate of 20%
(22% effective from Year of Assessment 2017).
Non-resident individuals, subject to certain exceptions, are generally subject to tax on income
accrued in or derived from Singapore at a flat rate of 20% (22% effective from Year of Assessment
2017), except that Singapore employment income is taxed at a flat rate of 15% or at progressive
resident rates with reliefs, whichever yields a higher tax.
190
TAXATION
An individual is regarded as a tax resident in Singapore if in the calendar year preceding the year
of assessment, he was physically present in Singapore or exercised an employment in Singapore
(other than as a director of a company) for 183 days or more; or if he ordinarily resides in
Singapore.
Corporate income tax
A Singapore tax resident corporate taxpayer is subject to Singapore income tax on:
income accrued in or derived from Singapore; and
foreign-sourced income received or deemed received in Singapore, unless it is exempted

under the ITA.
Foreign-sourced income in the form of branch profits, dividends and service fee income
(collectively referred to as specified foreign income) received or deemed received in
Singapore by a Singapore tax resident corporate taxpayer on or after 1 June 2003 are exempted
from Singapore tax subject to meeting the following conditions:
(a)
At the time the income is received in Singapore, the highest rate of tax of a similar character
to income tax (by whatever name called) levied under the law of the territory from which the
income is received on any gains or profits from any trade or business carried on by any
company in that territory at that time is not less than 15%;
(b)
Such income is subject to tax of a similar character to income tax (by whatever name called)
under the law of the territory from which the income is received; and
(c)
The Comptroller of Income Tax (the Comptroller) is satisfied that the tax exemption would
be beneficial to the recipient of the foreign-sourced income.
A company is regarded as tax resident in Singapore when the control and management of the
company is exercised in Singapore.
The prevailing corporate income tax rate in Singapore is 17% after the partial tax exemption on
the first S$300,000 of a companys chargeable income as follows:
(a)
75% of the first S$10,000 of a companys chargeable income; and
(b)
50% of the next S$290,000 of a companys chargeable income.
A start-up tax exemption scheme (full tax exemption) is granted to newly incorporated
Singapore companies for the first three (3) consecutive Years of Assessment (YsA), subject to
meeting the qualifying conditions. Under full tax exemption, the first S$300,000 of the companys
normal chargeable income will be exempted as follows:
(a)
100% of the first S$100,000 of chargeable income; and
(b)
50% of the next S$200,000 of chargeable income.
The remaining chargeable income (after the tax exemptions as mentioned above) will be taxed at
the prevailing corporate tax rate of 17%.
191
TAXATION
Full tax exemption is not available to the following companies incorporated after 25 February
2013:
A company whose principal activity is that of investment holding; and
A company whose principal activity is that of developing properties (i.e. a company that buys
or leases land and arranges for a building to be built on the land in order to lease, manage
or sell the building).
For the YsA 2013 to 2015, companies will be granted a 30% corporate income tax rebate, capped
at S$30,000 for each YsA. However, for the YsA 2016 and 2017, companies will be granted a 30%
corporate income tax rebate, capped at S$20,000 for each YsA.
Dividend Distributions
Singapore adopts the One-Tier Corporate Tax System. Under such system, the tax paid by a
Singapore resident company is a final tax and the after-tax profits of the company can be
distributed to its shareholders as one-tier tax exempt dividends, regardless of their tax residence
status or whether the shareholders are individual or corporate.
Further, there is no Singapore withholding tax applicable on dividends paid to both Singapore
resident shareholders as well as non-Singapore resident shareholders.
Capital Gains Tax
Singapore does not impose tax on capital gains. However, there are no specific laws or
regulations which deal with the characterisation of capital gains, and hence, gains may be
construed to be of an income nature and therefore be subject to tax if they arise from activities
which the Comptroller regards as the carrying on of a trade or business in Singapore. Any gains
from the disposal of the Shares are generally not taxable in Singapore unless the seller is
regarded as having derived gains of an income nature in Singapore, in which case, the gains
would be taxable as income.
For any disposal of our Shares made during the period 1 June 2012 to 31 May 2017 (both dates
inclusive) by companies, there is certainty that any gains derived by the seller (a divesting
company) from its disposal of our Shares would not be taxable if immediately prior to the date of
share disposal, the divesting company has held at least 20% of our Shares for a continuous period
of at least 24 months.
In addition, shareholders who apply, or who are required to apply, the Singapore Financial
Reporting Standard 39 Financial Instruments Recognition and Measurement (FRS 39) for the
purposes of Singapore income tax may be required to recognise revenue gains or losses (i.e.
excluding capital gains or losses) in accordance with the provisions of FRS 39 (as modified by the
applicable provisions of Singapore income tax law) even though no sale or disposal of our Shares
have been made. The Comptroller has issued a circular entitled Income Tax Implications Arising
from the Adoption of FRS 39 Financial Instruments: Recognition and Measurement (the FRS
39 Circular). Legislative amendments to give effect to the FRS 39 Circular have been enacted in
Section 34A of the ITA. The FRS 39 Circular and Section 34A of the ITA generally apply, subject
to certain opt-out provisions, to taxpayers who are required to comply with FRS 39 for financial
reporting purposes.
192
TAXATION
Bonus Shares
Any bonus shares received by our Shareholders are not taxable.
Estate Duty
Singapore estate duty has been abolished with effect from 15 February 2008.
Stamp Duty
There is no stamp duty payable on the subscription for, allotment or holding of shares.
Where shares evidenced in certificated form are acquired in Singapore, stamp duty is payable on
the instrument of transfer of shares at the rate of 0.2% of the purchase price or market value of
the shares transferred, whichever is higher.
The purchaser is liable for stamp duty unless there is an agreement to the contrary. Stamp duty
is not applicable to electronic transfers of shares through the scripless trading system operated
by CDP.
As our Shares will be listed on Catalist and their transfers will be scripless transfers via CDP, no
stamp duty will be imposed on the transfer of our Shares via CDP.
Goods and Services Tax (GST)
The sale of the Shares by a GST-registered investor belonging in Singapore to another person
belonging in Singapore or through a SGX-ST member is an exempt supply for GST. Any GST
incurred by a GST registered investor in the making of this exempt supply is not recoverable from
the Comptroller of GST.
Where our Shares are sold by a GST-registered investor in the course of or furtherance of a
business carried on by such investor to a person belonging outside Singapore, and that person is
outside Singapore when the sale is executed, the sale is a taxable supply subject to GST at
zero-rate. Where the counter-party is not known, the location of the exchange will be used as a
proxy to determine the GST treatment. If the Shares are traded on the SGX-ST, the sale will be
an exempt supply. If the Shares are traded on an overseas exchange, the sale will be a zero-rated
supply. Any GST incurred by a GST-registered investor in the making of this supply in the course
of or furtherance of a business carried on by him is recoverable as an input tax credit from the
Comptroller of GST.
Services such as brokerage, handling and clearing services rendered by a GST-registered person
to an investor belonging in Singapore in connection with the investors purchase, sale or holding
of our Shares will be subject to GST at the standard rate of 7%. Similar services rendered to an
investor belonging outside Singapore is generally subject to GST at zero-rate, provided that the
investor is outside Singapore when the services are performed and the services provided do not
directly benefit any person who belongs in Singapore.
193
TAXATION
MALAYSIAN TAXATION
The following discussion describes the material Malaysian tax on dividend and tax on gains from
sale:
Dividend Distributions
Under Malaysian law, income tax is payable on income accruing or derived from Malaysia or
received in Malaysia. Dividends paid or credited by a company which is tax resident in Malaysia
(Malaysian resident company) would be deemed to be derived from Malaysia and are thus not
taxable in Malaysia under the Single Tier System.
Prior to 1 January 2011 (2008), Malaysia adopted the imputation system which required the
imposition of tax on the profit at corporate level and again at shareholders level. The principle
behind the imputation system is to overcome the double taxation of income. Under the imputation
system, companies resident in Malaysia are required to deduct tax at source at the prevailing
corporate tax rate on dividends paid to their shareholders. The same income would be taxed twice
if the credit is not imputed to the shareholders.
The single-tier tax system was introduced in Budget 2011(2008) to replace the imputation system
with effect from year of assessment 2011(2008). Under this system, corporate income is taxed at
corporate level and this is a final tax. Dividends distributed to the shareholders are tax-exempted
in their hands.
Withholding tax is not applicable to dividends paid by a Malaysian company to a non-resident
payee.
Subject to certain exceptions, the tax rate for year of assessment 2014 is 25%.
The income of any person, other than a Malaysian resident company carrying on the business of
banking, insurance or sea or air transport, for the basis year for a year of assessment derived from
sources outside Malaysia and received in Malaysia, is tax-exempt under the Malaysia Income Tax
Act.
Gains on Disposal of the Shares in a Malaysian company
There is no capital gains tax in Malaysia except for real property gains tax (RPGT) which is
charged upon gains arising from the disposal of real property in Malaysia or shares in a real
property company incorporated in Malaysia. Any gains from sales of shares in a Malaysian
company by a person who deals in shares may be regarded as income and is subject to income
tax under the Malaysia Income Tax Act.
194
CLEARANCE AND SETTLEMENT

Upon listing and quotation on Catalist, our Shares will be traded under the book-entry settlement
system of CDP, and all dealings in and transactions of our Shares through the SGX-ST will be
effected in accordance with the terms and conditions for the operation of Securities Accounts with
the CDP, as amended, modified or supplemented from time to time.
Our Shares will be registered in the name of CDP or its nominee and held by CDP for and on
behalf of persons who maintain, either directly or through Depository Agents, Securities Accounts
with CDP. Persons named as direct Securities Account holders and Depository Agents in the
Depository Register maintained by CDP, rather than CDP itself, will be treated, under our Articles
of Association and the Companies Act, as members of our Company in respect of the number of
Shares credited to their respective Securities Accounts.
Persons holding our Shares in Securities Accounts with CDP may withdraw the number of Shares
they own from the book-entry settlement system in the form of physical share certificates. Such
share certificates will, however, not be valid for delivery pursuant to trades transacted on the
SGX-ST, although they will be prima facie evidence of title and may be transferred in accordance
with our Articles of Association. A fee of S$10.00 for each withdrawal of 1,000 Shares or less and
a fee of S$25.00 for each withdrawal of more than 1,000 Shares is payable upon withdrawing our
Shares from the book entry settlement system and obtaining physical share certificates. In
addition, a fee of S$2.00 or such other amount as our Directors may decide, is payable to the
Share Registrar for each share certificate issued and a stamp duty of S$10.00 is also payable
where our Shares are withdrawn in the name of the person withdrawing our Shares or S$0.20 per
S$100.00 or part thereof of the last transacted price where it is withdrawn in the name of a third
party. Persons holding physical share certificates who wish to trade on Catalist must deposit with
CDP their share certificates together with the duly executed and stamped instruments of transfer
in favour of CDP, and have their respective Securities Accounts credited with the number of
Shares deposited before they can effect the desired trades. A fee of S$10.00 is payable upon the
deposit of each instrument of transfer with CDP. The above fees may be subject to such charges
as may be in accordance with CDPs prevailing policies or the current tax policies that may be in
force in Singapore from time to time.
Transactions in our Shares under the book-entry settlement system will be reflected by the sellers
Securities Account being debited with the number of Shares sold and the buyers Securities
Account being credited with the number of Shares acquired. No transfer of stamp duty is currently
payable for our Shares that are settled on a book-entry basis.
A Singapore clearing fee for trades in our Shares on Catalist is payable at the rate of 0.0325% of
the transaction value. The clearing fee, instrument of transfer deposit fee and share withdrawal
fee may be subject to GST at the prevailing rate of 7.0% (or such other rate prevailing from time
to time).
Dealing in our Shares will be carried out in Singapore dollars and will be effected for settlement
on CDP on a scripless basis. Settlement of trades on a normal ready basis on Catalist generally
takes place on the third Market Day following the transaction date, and payment for the securities
is generally settled on the following business day. CDP holds securities on behalf of investors in
Securities Accounts. An investor may open a direct account with CDP or a sub-account with a
Depository Agent. The Depository Agent may be a member company of the SGX-ST, bank,
merchant bank or trust company.
195
GENERAL AND STATUTORY INFORMATION

INFORMATION ON DIRECTORS AND EXECUTIVE OFFICERS
1.
None of our Directors, Executive Officers or Controlling Shareholders is or was involved in

any of the following events:
(a)
during the last 10 years, an application or a petition under any bankruptcy laws of any
jurisdiction filed against him or against a partnership of which he was a partner at the
time when he was a partner or at any time within two years from the date he ceased to
be a partner;
(b)
during the last 10 years, an application or a petition under any law of any jurisdiction
filed against an entity (not being a partnership) of which he was a director or an
equivalent person or a key executive, at the time when he was a director or an
equivalent person or a key executive of that entity or at any time within two years from
the date he ceased to be a director or an equivalent person or a key executive of that
entity, for the winding-up or dissolution of that entity or, where that entity is the trustee
of a business trust, that business trust, on the ground of insolvency;
(c)
any unsatisfied judgments against him;
(d)
a conviction of any offence, in Singapore or elsewhere, involving fraud or dishonesty

which is punishable with imprisonment, or has been the subject of any criminal
proceedings (including any pending criminal proceedings of which he is aware) for such
purpose;
(e)
a conviction of any offence, in Singapore or elsewhere, involving a breach of any law

or regulatory requirement that relates to the securities or futures industry in Singapore
or elsewhere, or has been the subject of any criminal proceedings (including any
pending criminal proceedings of which he is aware) for such breach;
(f)
during the last 10 years, judgment entered against him in any civil proceeding in
Singapore or elsewhere involving a breach of any law or regulatory requirement that
relates to the securities or futures industry in Singapore or elsewhere, or a finding of
fraud, misrepresentation or dishonesty on his part, or has been the subject of any civil
proceedings (including any pending civil proceedings of which he is aware) involving an
allegation of fraud, misrepresentation or dishonesty on his part;
(g)
a conviction in Singapore or elsewhere of any offence in connection with the formation

or management of any entity or business trust;
(h)
disqualification from acting as a director or an equivalent person of any entity (including

the trustee of a business trust), or from taking part directly or indirectly in the
management of any entity or business trust;
(i)
has ever been the subject of any order, judgment or ruling of any court, tribunal or
governmental body permanently or temporarily enjoining him from engaging in any type
of business practice or activity;
196

(j)
has ever, to his knowledge, been concerned with the management or conduct, in
Singapore or elsewhere, of affairs of:
(i)
any corporation which has been investigated for a breach of any law or regulatory
requirement governing corporations in Singapore or elsewhere;
(ii)
any entity (not being a corporation) which has been investigated for a breach of
any law or regulatory requirement governing such entities in Singapore or
elsewhere;
(iii) any business trust which has been investigated for breach of any law or regulatory
requirement governing business trusts in Singapore or elsewhere; or
(iv) any entity or business trust which has been investigated for a breach of any law
or regulatory requirement that relates to the securities or futures industry in
Singapore or elsewhere,
in connection with any matter occurring or arising during the period when he was so
concerned with the entity or business trust; and
(k)
has ever been the subject of any current or past investigation or disciplinary
proceedings, or has been reprimanded or issued any warning, by the Authority or any
other regulatory authority, exchange, professional body or government agency, whether
in Singapore or elsewhere.
2.
There is no shareholding qualification for Directors under our Articles of Association.
3.
Save as disclosed in the sections entitled Shareholders and Restructuring Exercise of this
Offer Document, no option to subscribe for shares in, or debentures of, our Company or any
of our subsidiaries has been granted to, or was exercised by, any Director or Executive
Officer within the last two years preceding the date of this Offer Document.
4.
Save as disclosed in the sections entitled Restructuring Exercise and Interested Person
Transactions of this Offer Document, no Director or expert is interested, directly or indirectly,
in the promotion of, or in any property or assets which have, within the two years preceding
the date of this Offer Document, been acquired or disposed of by or leased to us or any of
our subsidiaries, or are proposed to be acquired or disposed of by or leased to us or any of
our subsidiaries.
5.
Save as disclosed in the sections entitled Directors, Executive Officers and Employees and
Interested Person Transactions of this Offer Document, no sum or benefit has been paid or
is agreed to be paid to any Director or expert, or to any firm in which such Director or expert
is a partner or any corporation in which such Director or expert holds shares or debentures,
in cash or shares or otherwise, by any person to induce him to become, or to qualify him as,
a Director, or otherwise for services rendered by him or by such firm or corporation in
connection with the promotion or formation of our Company.
197

SHARE CAPITAL
6.
As at the Latest Practicable Date, there is only one class of shares in the capital of our
Company, being ordinary shares in the share capital of our Company. There is no founder,
management or deferred share. Our existing Shares do not carry voting rights which are
different from the Placement Shares. The rights and privileges attached to our Shares are
stated in our Articles.
7.
Save as disclosed below and in the sections entitled Share Capital and Restructuring
Exercise of this Offer Document, there are no changes in the share capital or the number
and classes of shares of our Company or our subsidiaries within the three years preceding
the date of this Offer Document.
Date of issue
Our
Company
Consideration
Purpose of
issue
1 October 2015
12,948,415
S$3,877,282.00 Shares issued as

consideration
pursuant to Share
Swap Agreement
S$3,877,284.00
1 October 2015
1,075,162
S$2,000,000.00 Allotment
pursuant to equity
investment
S$5,677,284.00
1 October 2015
3,293,311
[]
S$2.00 Allotment at
incorporation
Resultant issued
share capital
12 August 2015
30 November
2015
AASB(1)
Number of
ordinary
shares issued
S$10,775,616.00 Allotment
pursuant to
conversion of
RCL
33,689
S$115,839.33 Allotment
pursuant to
capitalisation of
amounts owing to
Mr Lim Chiau
Woei
[]
S$2.00
S$16,652,900.00
S$16,968,739.00
Nil Allotment of
Adjustment
Shares pursuant
to the AntiDilution
Undertaking
S$[]
[]
[]
Nil Allotment of
Adjustment
Shares pursuant
to the RCL
S$[]
[]
[]
Nil Sub-division of
Shares
S$[]
9 September
2011
RM2.00 Allotment on
incorporation
198
RM2.00
Date of issue
Consideration
Purpose of
issue
Resultant issued
share capital
8 February
2013
3,599,998
RM3,599,998.00 Allotment
pursuant to equity
investment
RM3,600,000.00
2 September
2013
2,938,775
RM8,493,060.00 Consideration
pursuant to AJVA
RM6,538,775.00
RM7,346,938.00
9 October 2014
808,163
RM3,561,225.00 Capitalisation of
fees pursuant to
Consultancy
Agreement
20 November
2014
808,163
(approximately pursuant to equity
S$2,200,000.00) investment
RM8,155,101.00
22 January
2015
110,204
RM801,900.00 Allotment
pursuant to equity
investment
RM8,265,305.00
2,571,428
26 March 2015
183,674
pursuant to equity
investment
RM11,020,407.00
1,075,162
pursuant to equity
investment
RM12,095,569.00
30 November
2015
30 May 2014
3 July 2014
3,252,789
RM11,571,426.00 Consideration
pursuant to
purchase of
shares in
AMSB
RM10,836,733.00
12 March 2015
27 June 2015
AMSB(1)
Number of
ordinary
shares issued
RM33,503,726.70 Capitalisation of
amount owing by
AASB
2
100,000
RM15,348,358.00
RM2.00 Allotment on
incorporation
RM100,000.00 Allotment
pursuant to equity
investment
RM2.00
RM100,002.00
Note:
(1)
The resultant issued share capital refers to the share capital based on the par value of the shares.
199

8.
Save as disclosed in the sections entitled Share Capital, Restructuring Exercise,

Directors, Executive Officers and Employees Service Agreement, General and Statutory
Information Share Capital and Anchor Resources Performance Share Plan of this Offer
Document, no shares in, or debentures of, our Company or any of our subsidiaries have been
issued, or are proposed to be issued, as fully or partly paid-up for cash, or for a consideration
other than cash, during the last three years preceding the date of this Offer Document.
9.
Save as disclosed under the section entitled Share Capital of this Offer Document, as at the
Latest Practicable Date, no person has been, or is entitled to be, given an option to subscribe
for any shares in or debentures of our Company or any of our subsidiaries.
MEMORANDUM AND ARTICLES OF ASSOCIATION

10. Our Company is registered in Singapore with the Accounting and Corporate Regulatory
Authority with a registration number 201531549N.
11.
A summary of our Articles of Association relating to, among others, Directors powers to vote
on contracts in which they are interested, Directors remuneration, Directors borrowing
powers, Directors retirement, Directors share qualification, rights pertaining to shares,
convening of general meetings and alteration of capital are set out in Appendix D
Summary of Selected Articles of Association of our Company to this Offer Document. Our
Articles of Association are available for inspection at our registered office in accordance with
paragraph 32 in the section entitled General and Statutory Information Documents
Available for Inspection of this Offer Document.
MATERIAL CONTRACTS
12. The following contracts, not being contracts entered into in the ordinary course of business,
have been entered into by us within the two years preceding the date of lodgement of this
Offer Document and are or may be material:
(a)
Share Swap Agreement dated 15 September 2015 in respect of the acquisition of AASB.
Please refer to the section entitled Restructuring Exercise of this Offer Document for
more information.
(b)
Alvito Agreement. Please refer to the section entitled Shareholders Moratorium

Alvito of this Offer Document for more information.
(c)
The following documents in respect of the RCL granted by the respective RCL Lender
to our Company or AASB, as the case may be. Please refer to the section entitled
Restructuring Exercise of this Offer Document for more information.
Tranche 1
(1)
term sheet dated 16 August 2013 in respect of RCL amounting to the principal
sum of S$0.20 million, extension letter to the term sheet dated 27 February 2015
and supplemental letter to the term sheet dated 30 September 2015, each
entered into between AASB and Tan Kam Lan;
200

(2)
entered into between AASB and Chan Soo Chee;
(3)
entered into between AASB and Chua Heng Lok;
(4)
entered into between AASB and Tan Thiam Chye;
(5)
entered into between AASB and Richard Yeo Kin Poh;
(6)
term sheets dated 21 August 2013 and 1 September 2013 in respect of RCL
amounting to the principal sums of S$0.10 million and S$0.04 million,
respectively, extension letters to the term sheets each dated 27 February 2015
and supplemental letter to the term sheets dated 30 September 2015, each
entered into between AASB and Tan Choon Huat;
(7)
entered into between AASB and Wong May Li;
(8)
sum of S$0.50 million, entered into between AASB and Albert Chin;
(9)
entered into between AASB and Sin Yew Seng (2004) Pte. Ltd.;
(10)
entered into between AASB and Fan Ngee Shin;
(11)
entered into between AASB and Tan Beng Kiat;
201

(12)
term sheet dated 1 September 2013 in respect of RCL amounting to the principal
entered into between AASB and Heng Sioh Lang;
(13)
term sheet dated 1 September 2013 in respect of RCL amounting to the principal
entered into between AASB and Universal Pte. Ltd.;
Tranche 2
(14)
term sheet dated 10 March 2014 in respect of RCL amounting to the principal
sum of S$0.05 million, and supplemental letter to the term sheet dated 30
September 2015, each entered into between AASB and Yee Zen Chuen @ Eu Ah
Nui @ Eu Ah Noi;
(15)
term sheets dated 10 March 2014 and 11 August 2014 in respect of RCL
respectively, and supplemental letter to the term sheets dated 30 September
2015, each entered into between AASB and Low Seow Boon;
(16)
sum of S$0.07 million, entered into between AASB and Liang Chee Yong;
(17)
sum of S$0.10 million, entered into between AASB and Lau Kim Hui;
(18)
term sheets dated 10 March 2014, 16 June 2014, 16 June 2014, 30 June 2014
and 11 August 2014, in respect of RCL amounting to the principal sums of S$0.20
million, S$0.20 million, S$0.20 million, S$0.15 million and S$0.05 million,
2015, each entered into between AASB and Koh Ah Luan;
(19)
sum of S$0.10 million, and supplemental letter to the term sheet dated 30
September 2015, each entered into between AASB and Violet Wong Ah Kim;
(20)
sum of S$0.05 million, entered into between AASB and Yeo Chin Hwee;
(21)
term sheet dated 14 May 2014 in respect of RCL amounting to the principal sum
of S$0.03 million and supplemental letter to the term sheet dated 30 September
2015, each entered into between AASB and Brandon Emmanuel Quah Chee
Keong (Brandon Emmanuel Ke Zhiqiang);
(22)
term sheet dated 16 June 2014 in respect of RCL amounting to the principal sum
2015, each entered into between AASB and Koh Ah Tin;
202

(23)
2015, each entered into between AASB and Koh Guan Hai;
(24)
term sheets dated 16 June 2014 and 11 August 2014 in respect of RCL
2015, each entered into between AASB and Koh Wan Tiong;
(25)
2015, each entered into between AASB and Liu Chao;
(26)
2015, each entered into between AASB and Neo Puay Keong;
(27)
2015, each entered into between AASB and Tan Lay Peng Karen;
(28)
term sheets dated 16 June 2014 and 30 June 2014, in respect of RCL amounting
to the principal sum of S$0.20 million and S$0.05 million, respectively, and
supplemental letter to the term sheets dated 30 September 2015, each entered
into between AASB and Tan Li Lian;
(29)
term sheets dated 16 June 2014, 30 June 2014, 11 August 2014 and 11 August
2014, in respect of RCL amounting to the principal sums of S$0.25 million,
S$0.15 million, S$0.15 million and S$0.06 million, respectively, each entered into
between AASB and Tan Seng @ Tan Hun Seng;
(30)
2015, each entered into between AASB and Vincent Gan;
(31)
2015, each entered into between AASB and Wu, Haipeng;
(32)
sum of S$0.10 million and supplemental letter to the term sheet dated 30
September 2015, each entered into between AASB and Gan Huai Shi;
(33)
September 2015, each entered into between AASB and Khor Jiana;
(34)
September 2015, each entered into between AASB and Lin Yong Han, Daniel;
203

(35)
September 2015, each entered into between AASB and Puah Kok Siong;
(36)
September 2015, each entered into between AASB and Tan Bee Kim;
(37)
September 2015, each entered into between AASB and Tan Lee Peng;
(38)
September 2015, each entered into between AASB and Tan Meng Seng;
(39)
September 2015, each entered into between AASB and Teh Kiu Cheong @ Teong
Cheng @ Cheng Chiu Chang;
(40)
sum of S$0.18 million entered into between AASB and Khoo Hang Choong;
(41)
term sheet dated 23 October 2014 in respect of RCL amounting to the principal
September 2015, each entered into between AASB and Teo Cher Ern;
Tranche 3
(42)
Escrow Agreement dated 10 April 2014, extension letter to the Escrow Agreement
dated 16 March 2015 and supplemental letter to the Escrow Agreement dated 9
September 2015, each entered into between the AASB and the Escrow Agent;
Tranche 4
(43)
term sheet dated 6 April 2015 in respect of RCL amounting to the principal sum
of S$0.50 million, and supplemental letter to the term sheet dated 30 September
2015, each entered into between AASB and Chin Tyng Lei;
(44)
2015, each entered into between AASB and Peck Constance Emily;
(45)
2015, each entered into between AASB and Kelly Ong Poh Ching;
(46)
2015, each entered into between AASB and Orchardz Capital Pte. Ltd.;
204

(47)
2015, each entered into between AASB and Peck Hong Hoon Alan;
(48)
term sheets each dated 2 July 2015 in respect of RCL amounting to the principal
sums of S$0.65 million and S$0.06 million, and supplemental letter to the term
sheets dated 30 September 2015, each entered into between AASB and Tan Lip
Zee;
Tranche 5
(49)
term sheet dated 23 September 2015 in respect of RCL amounting to the

principal sum of S$0.05 million, and supplemental letter to the term sheet dated
30 September 2015, each entered into between our Company and Lin Yong Han,
Daniel; and
(50)
term sheet dated 25 September 2015 in respect of RCL amounting to the

principal sum of S$0.15 million and supplemental letter to the term sheet dated
30 September 2015, each entered into between our Company and Koh Ah Luan.
LITIGATION
13. Save as disclosed in this paragraph, our Group was not engaged in any legal or arbitration
proceedings in the last 12 months before the date of the lodgement of this Offer Document,
as plaintiff or defendant in respect of any claims or amounts which are material in the context
of the Placement and our Directors have no knowledge of any proceedings pending or
threatened against our Company or any member of our Group or any facts likely to give rise
to any litigation, claims or proceedings which might materially affect the financial position or
profitability of our Group.
MISCELLANEOUS
14. There has been no previous issue of Shares by our Company or offer for sale of our Shares
to the public within the two years preceding the date of this Offer Document.
15. There has not been any public take-over offer by a third party in respect of our Shares, or by
our Company in respect of shares of another corporation or units of a business trust, which
has occurred between 1 January 2014 and the Latest Practicable Date.
16. Save as disclosed in the sections entitled Plan of Distribution Sponsorship, Underwriting
and Placement Arrangements, Shareholders Moratorium Alvito and Directors,
Executive Officers and Employees Service Agreements of this Offer Document, no
commission, discount or brokerage has been paid or other special terms granted within the
two years preceding the Latest Practicable Date or is payable to any Director, promoter,
expert, proposed director or any other person for subscribing for and/or purchasing or
agreeing to subscribe for and/or purchase or procuring or agreeing to procure subscription
for and/or purchase of any shares in or debentures of our Company or any of our
subsidiaries.
205

17. No expert employed on a contingent basis by our Company or any of our subsidiaries, has
a material interest, whether direct or indirect, in the shares of our Company or our
subsidiaries, or has a material economic interest, whether direct or indirect, in our Company,
including an interest in the success of the Placement.
18. Application monies received by our Company in respect of successful applications (including
successful applications which are subsequently rejected) will be placed in a separate
non-interest bearing account with the Receiving Banker. Any refund of all or part of the
application monies to unsuccessful or partially successful applicants will be made without
any interest or any share of revenue or any other benefit arising therefrom.
19. As at the Latest Practicable Date, there have been no material changes since the effective
date of the AMC IQPR. Please refer to Appendix E entitled AMC Independent Qualified
Persons Report to this Offer Document for more information.
20. As at the Latest Practicable Date, there have been no material changes since the effective
date of the AMC IVR. Please refer to Appendix F entitled AMC Independent Valuation
Report to this Offer Document for more information.
21. AMC Consultants Pty Ltd, the Independent Qualified Person and Independent Valuer, has
reviewed the information contained in this Offer Document, which relates to the AMC IQPR
and AMC IVR, has confirmed that the information presented is accurate, balanced, complete
and not inconsistent with the AMC IQPR and the AMC IVR.
confirmed that the AMC IQPR and the AMC IVR do not include blanket disclaimers or contain
indemnities for fraud and gross negligence.
23. Save as disclosed in this Offer Document, the financial condition and operations of our Group
are not likely to be affected by any of the following:
(a)
known trends or demands, commitments, events or uncertainties that will result in or are
reasonably likely to result in our Groups liquidity increasing or decreasing in any
material way;
(b)
material commitments for capital expenditure;
(c)
unusual or infrequent events or transactions or any significant economic changes that

may materially affect the amount of reported income from operations; and
(d)
known trends or uncertainties that have had or that we reasonably expect to have a
material favourable or unfavourable impact on revenues or operating income.
24. Save as disclosed in the section entitled Risk Factors this Offer Document, our Directors
are not aware of any event which has occurred between 30 June 2015 and the Latest
Practicable Date, which may have a material effect on the financial position and results of
operations of our Group or the financial information provided in this Offer Document.
25. We currently have no intention of changing the auditors of the companies in our Group after
the listing of our Company on Catalist.
206

CONSENTS
26. BDO LLP, the Independent Auditors and Reporting Accountants have given and have not
withdrawn their written consent to the issue of this Offer Document with the inclusion herein
of Appendix A Independent Auditors Report and Audited Combined Financial Statements
of Anchor Resources Limited and its Subsidiaries for the Financial Years ended 31 December
2012, 2013 and 2014; Appendix B Independent Auditors Report and Audited Interim
Condensed Financial Statement of Anchor Resources Limited and its Subsidiaries for the
Financial Period From 1 January 2015 to 30 June 2015; and Appendix C Independent
Auditors Assurance Report and Unaudited Pro Forma Combined Financial Information of
Anchor Resources Limited and its Subsidiaries for the Financial Year Ended 31 December
2014 and for the Financial Period from 1 January 2015 to 30 June 2015, in the form and
context in which they are respectively included and references to its name in the form and
context in which it appears in this Offer Document and to act in such capacity in relation to
given and has not withdrawn its written consent to the issue of this Offer Document with the
inclusion hereof of the AMC IQPR and AMC IVR set out in Appendix E AMC Independent
Qualified Persons Report and Appendix F AMC Independent Valuation Report,
respectively, in the form and context in which it appears in this Offer Document and all
references to its name in the form and context in which it appears in this Offer Document and
to act in such capacity in relation to this Offer Document.
28. Zaid Ibrahim & Co, the Legal Counsel to our Company as to Malaysia Law, has given and has
not withdrawn its written consent to the issue of this Offer Document with the inclusion hereof
of the legal opinion as set out in Appendix G Abridged Legal Opinion from Zaid Ibrahim &
Co in the form and context in which it appears in this Offer Document and all references to
its name in the form and context in which it appears in this Offer Document and to act in such
capacity in relation to this Offer Document.
29. The Sponsor, Issue Manager and Placement Agent, the Solicitors to the Placement and
Legal Adviser to our Company on Singapore Law, the Solicitors to the Sponsor, Issuer
Manager and Placement Agent, the Independent Expert Technical Adviser to the Sponsor,
Issue Manager and Placement Agent, the Share Registrar, the Receiving Banker and the
Principal Bankers have each given and have not withdrawn their written consents to the
issue of this Offer Document with the inclusion herein of their names and references thereto
in the form and context in which they respectively appear in this Offer Document and to act
in such respective capacities in relation to this Offer Document.
30. Each of the Solicitors to the Placement and Legal Adviser to our Company on Singapore Law,
the Solicitors to the Sponsor, Issue Manager and Placement Agent, the Independent Expert
Technical Adviser to the Sponsor, Issue Manager and Placement Agent, the Share Registrar,
the Receiving Banker and the Principal Bankers do not make, or purport to make, any
statement in this Offer Document or any statement upon which a statement in this Offer
Document is based and each of them makes no representation regarding any statement in
this Offer Document and, to the maximum extent permitted by law, expressly disclaim and
take no responsibility for any liability to any person which is based on, or arises out of, the
statements, information or opinions in, or omissions from, this Offer Document.
207

RESPONSIBILITY STATEMENT BY OUR DIRECTORS
31. This Offer Document has been read and approved by our Directors and they collectively and
individually accept full responsibility for the accuracy of the information given in this Offer
Document and confirm after making all reasonable enquiries, that to the best of their
knowledge and belief, this Offer Document constitutes full and true disclosure of all material
facts about the Placement and our Group, and our Directors are not aware of any facts the
omission of which would make any statement in this Offer Document misleading. Where
information in this Offer Document has been extracted from published or otherwise publicly
available sources or obtained from a named source, the sole responsibility of our Directors
has been to ensure that such information has been accurately and correctly extracted from
those sources and/or reproduced in this Offer Document in its proper form and context.
DOCUMENTS AVAILABLE FOR INSPECTION
32. The following documents or copies thereof may be inspected at our registered office at 9
Battery Road, #15-01 Straits Trading Building, Singapore 049910 during normal business
hours for a period of six months from the date of registration of this Offer Document by the
SGX-ST, acting as agent on behalf of the Authority:
(a)
the Memorandum and Articles of Association of our Company;
(b)
the Audited Combined Financial Statements set out in Appendix A to this Offer
Document;
(c)
the Audited Interim Condensed Financial Statements set out in Appendix B to this Offer
Document;
(d)
the Unaudited Pro Forma Combined Financial Information set out in Appendix C to this
Offer Document;
(e)
the AMC IQPR set out in Appendix E to this Offer Document;
(f)
the AMC IVR set out in Appendix F to this Offer Document;
(g)
the legal opinion from Zaid Ibrahim & Co set out in Appendix G to this Offer Document;
(h)
the material contracts referred to in the section entitled General and Statutory
Information Material Contracts of this Offer Document;
(i)
the letters of consent referred to in the section entitled General and Statutory
Information Consents of this Offer Document; and
(j)
the Service Agreements referred to in the section entitled Directors, Executive Officers
and Employees Service Agreements of this Offer Document.
208
APPENDIX A INDEPENDENT AUDITORS REPORT AND

AUDITED COMBINED FINANCIAL STATEMENTS OF
ANCHOR RESOURCES LIMITED AND ITS SUBSIDIARIES FOR
THE FINANCIAL YEARS ENDED 31 DECEMBER 2012, 2013 AND 2014

And Its Subsidiaries
Audited Combined Financial Statements
For the financial years ended 31 December 2012, 2013 and 2014
A-1
AUDITED COMBINED FINANCIAL STATEMENTS

FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2012, 2013 AND 2014
STATEMENT BY DIRECTORS
We, Lim Chiau Woei and Chan Koon Mong, being two of the directors of Anchor Resources
Limited (the Company), do hereby state that, in the opinion of the Board of Directors,
(i)
the accompanying combined financial statements together with notes thereto are properly
drawn up in accordance with Singapore Financial Reporting Standards so as to present fairly,
in all material respects, the financial position of the Company and its subsidiaries (the
Group) as at 31 December 2012, 2013 and 2014 and of the financial performance, changes
in equity and cash flows of the Group for the financial years ended on those dates, and
(ii)
at the date of this statement, there are reasonable grounds to believe that the Company will
be able to pay its debts as and when they fall due as referred to in Note 5 to the combined
financial statements.
On behalf of the Board of Directors
Lim Chiau Woei

Director
Chan Koon Mong

Director
Singapore
28 December 2015
A-2
INDEPENDENT AUDITORS REPORT ON AUDITED COMBINED FINANCIAL STATEMENTS

This Independent Auditors Report

included in the Preliminary Offer
Document dated 28 December 2015 is
subject to updating, changes and
completion
as
the
information
contained in the Preliminary Offer
Document is subject to updating,
changes and completion.
28 December 2015
The Board of Directors
6 Battery Road #10-01
Singapore 049909
Report on the financial statements

We have audited the accompanying combined financial statements of Anchor Resources Limited
(the Company) and its subsidiaries (the Group) comprising the combined statements of
financial position as at 31 December 2012, 2013 and 2014, the combined statements of
comprehensive income, combined statements of changes in equity and combined statements of
cash flows for each of the financial years ended 31 December 2012, 2013 and 2014 and a
summary of significant accounting policies and other explanatory notes as set out on pages A-5
to A-50.
Managements responsibility for the financial statements
The Companys management is responsible for the preparation and fair presentation of these
combined financial statements in accordance with Singapore Financial Reporting Standards, and
for devising and maintaining a system of internal accounting controls sufficient to provide a
reasonable assurance that assets are safeguarded against loss from unauthorised use or
disposition; and transactions are properly authorised and that they are recorded as necessary to
permit the preparation of true and fair financial statements and to maintain accountability of
assets.
Auditors responsibility
Our responsibility is to express an opinion on these combined financial statements based on our
audits. We conducted our audits in accordance with Singapore Standards on Auditing. Those
standards require that we comply with ethical requirements and plan and perform the audits to
obtain reasonable assurance about whether the combined financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the combined financial statements. The procedures selected depend on the
auditors judgement, including the assessment of the risks of material misstatement of the
combined financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers internal control relevant to the entitys preparation and fair presentation of
combined financial statements in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys
internal control. An audit also includes evaluating the appropriateness of accounting policies used
and the reasonableness of accounting estimates made by management, as well as evaluating the
overall presentation of the combined financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion.
A-3
INDEPENDENT AUDITORS REPORT ON AUDITED COMBINED FINANCIAL STATEMENTS

FOR THE FINANCIAL YEARS ENDED 31 DECEMBER 2012, 2013 AND 2014 (Continued)
Report on the financial statements (Continued)
Opinion
In our opinion, the accompanying combined financial statements of the Group present fairly, in all
material respects, the financial position of the Group as at 31 December 2012, 2013 and 2014 and
of its financial performance, changes in equity and cash flows for each of the financial years ended
31 December 2012, 2013 and 2014 in accordance with the Singapore Financial Reporting
Standards.
Restriction on distribution and use
This report is made solely to you as a body and for inclusion in the Preliminary Offer Document
to be issued in relation to the proposed initial public offering of ordinary shares of the Company
in connection with the Companys listing on Catalist, the sponsor-supervised listing platform of the
Singapore Exchange Securities Trading Limited.
BDO LLP
Public Accountants and
Chartered Accountants
Singapore
Leong Hon Mun Peter

Partner-in-charge
A-4

AND ITS SUBSIDIARIES
COMBINED STATEMENTS OF FINANCIAL POSITION
AS AT 31 DECEMBER 2012, 2013 AND 2014
Note
2012
RM000
2013
RM000
2014
RM000
ASSETS
Non-current assets
463
7,033
2,640
5,468
12,849
2,640
5,931
19,882
Current assets
Inventories
283
160
318
5,733
Prepayments
10
Total assets
460
5,079
2,165
162
5,397
8,641
2,802
11,328
28,523
12,093
20,850

Equity
Share capital
11
Accumulated losses
(12)
(14,442)
(21,254)
Total deficit
(12)
(2,349)
(404)
Current liabilities
12
2,814
5,996
6,154
13
7,681
22,773
Total liabilities
2,814
13,677
28,927
2,802
11,328
28,523
amount less than RM1,000
The accompanying notes form an integral part of these financial statements.

A-5

COMBINED STATEMENTS OF COMPREHENSIVE INCOME
Note
2012
RM000
2013
RM000
2014
RM000
9
Other income
14
37
(9)
(170)
15
(207)
(1,432)
16
(38)
(167)
(14,005)
(3,728)
(208)
(1,324)
(14,430)
(6,812)
Other expenses
(12)
Finance costs
17
18
(12)
Income tax expense
19
Loss for the financial year, representing

total comprehensive income for the
financial year
(12)
(14,430)
(6,812)
(12)
(14,430)
(6,812)
Total comprehensive income attributable

to owners of the parent
(12)
(14,430)
(6,812)
[]
[]
[]
Loss per share
20

A-6

COMBINED STATEMENTS OF CHANGES IN EQUITY
Note
Share
capital
RM000
Balance at 1 January 2012
Accumulated
losses
RM000
*
Total
equity
RM000
Loss for the financial year
(12)
(12)
Total comprehensive income for

the financial year
(12)
(12)
Balance at 31 December 2012
(12)
(12)
(12)
(12)
(14,430)
(14,430)

the financial year
(14,430)
(14,430)
Contributions by owners:
Issuance of new ordinary shares
11
12,093
12,093
Total transaction with owners
12,093
12,093
12,093
(14,442)
(2,349)
12,093
(14,442)
(2,349)
(6,812)
(6,812)

the financial year
(6,812)
(6,812)
11
Share issue expenses
9,329
(572)
8,757
20,850
(21,254)

A-7
9,329
(572)
8,757
(404)

COMBINED STATEMENTS OF CASH FLOWS
Note
Operating activities
Adjustments for:
Depreciation of property, plant and equipment
Interest expenses
Interest income
Unrealised foreign exchange loss on
redeemable convertible loans
2012
RM000
2013
RM000
2014
RM000
(12)
(14,430)
(6,812)
9
208
5,554
170
1,324
(9)
682
Operating cash flows before working capital

changes
Working capital changes:
Inventories
Prepayments
(12)
(8,659)
(4,645)
(160)
84
(158)
*
8,643
(283)
(5,415)
(460)
3,150
Cash absorbed by operations, representing

net cash used in operating activities
(88)
(174)
(7,653)
Investing activities
Additions to exploration and evaluation assets
Interest received
Purchase of property, plant and equipment
(2,640)
(2,828)
(472)
(7,274)
9
(6,847)
(2,640)
(3,300)
(14,112)
Financing activities
Increase in fixed deposits pledged
Interest paid
Proceeds from issuance of new ordinary
shares
Share issues expenses
Proceeds from redeemable convertible loans
Redemption of redeemable convertible loans
Share application money from a non-controlling
shareholder
Net cash from financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at beginning of
financial year
(200)
(755)
870
7,681
5,768
(572)
14,667
(257)
2,730
2,730
8,551
18,651
5,077
(3,114)
Cash and cash equivalents at end of financial

year
*
10

A-8
5,079
5,079
1,965

NOTES TO THE COMBINED FINANCIAL STATEMENTS
These notes form an integral part and should be read in conjunction with the combined financial
statements.
These combined financial statements have been prepared for inclusion in the Preliminary Offer
Document of Anchor Resources Limited (the Company) and its subsidiaries (the Group) and
were authorised for issue by the Directors of the Company on 28 December 2015.
1.
Corporate information
1.1
Domicile and activities

The Company was incorporated in Singapore on 12 August 2015 under the
Singapore Companies Act, Chapter 50 (the Act) as a private limited liability
company in the name of Anchor Resources Pte. Ltd. in connection with its
conversion into a public company limited by shares, the Company changed its name
to Anchor Resources Limited on 30 September 2015. The Companys registration
number is 201531549N.
The address of the Companys registered office and principal place of business are
9 Battery Road #15-01 Straits Trading Building Singapore 049910 and C-3A-9-10, 11
& 12, Block C, Pusat Komersial Southgate, No. 2, Jalan Dua, Off Jalan Chan Sow
Lin, 55200, Kuala Lumpur, Wilayah Persekutuan, Malaysia respectively.
The principal activity of the Company is that of an investment holding company.
The principal activities of the subsidiaries are set out in Note 1.3 to the combined
1.2
Restructuring exercise
Prior to the Placement, a restructuring exercise (the Restructuring Exercise) was
carried out which resulted the Company becoming the holding company of the
Group. The following steps were taken in the Restructuring Exercise:
(i)
Acquisition of Angka Mining Sdn. Bhd. (AMSB)

On 5 March 2015, Angka Alamjaya Sdn. Bhd. (AASB) entered into a share
sale agreement with Lim Chiau Woei and Law Phooi Wong to acquire all the
issued and paid-up share capital of AMSB for a consideration price of
RM11,571,426, which was satisfied by the issue of an aggregate of 2,571,428
ordinary shares in AASB of RM1 each. The purchase consideration was arrived
at on a willing-buyer-willing-seller basis. The acquisition was completed on 12
March 2015, and Lim Chiau Woei and Law Phooi Wong were issued 1,800,000
and 771,428 ordinary shares in AASB, respectively.
The above transaction was carried out on normal commercial terms and on an
arms length basis, and was not prejudicial to the interests of the Company. The
purchase consideration was determined based on a willing-buyer-willing-seller
basis between the Group and third party investors.
A-9

1.
Corporate information (Continued)

1.2
Restructuring exercise (Continued)

(ii)
Incorporation of the Company

The Company was incorporated in Singapore on 12 August 2015 under the Act
as a private limited company. The principal activity is that of an investment
holding company. At the date of incorporation, the Company had an issued and
paid-up share capital of S$2.00 comprising 2 ordinary shares held by Lim Chiau
Woei and Chan Koon Mong in equal proportions.
(iii) Acquisition of AASB

The Company entered into a sale and purchase agreement dated 15
September 2015 with the shareholders of AASB to acquire the entire issued
and paid-up share capital of AASB at the aggregate purchase consideration of
RM12,095,569 (approximately S$3,877,282). The purchase consideration was
based on the net tangible assets of AASB as at 30 June 2015. The transaction
was carried out on normal commercial terms and on an arms length basis, and
was not prejudicial to the interests of the Company.
Pursuant to the share swap agreement, the purchase considerations were
satisfied by the allotment and issuance of 12,948,415 ordinary shares by the
Company to the vendors.
(iv) Conversion and redemption of the Redeemable Convertible Loans (RCL)
As part of the Groups pre-Placement fundraising, AASB had between
September 2013 and July 2015 obtained the RCL for an aggregate principal
sum of S$10.27 million, from the RCL lenders as follows:
(a)
Between August and September 2013, AASB obtained the RCL for an
aggregate principal amount of S$2.85 million (Tranche 1).
(b)
Between March and October 2014, AASB obtained the RCL for an
aggregate principal amount of S$4.31 million (Tranche 2).
(c)
On 10 April 2014, AASB entered into an investment agreement Francis

Loh Kim Choon (Escrow Agent) acting as escrow agent for the said
investors (Escrow Agreement), pursuant to which AASB obtained the
RCL for an aggregate principal amount of S$1.40 million from the Escrow
Agent (Tranche 3).
(d)
Between April and July 2015, AASB obtained the RCL for an aggregate
(e)
In September 2015, the Company obtained the RCL for an aggregate

A-10

1.

1.2

(iv) Conversion and redemption of the Redeemable Convertible Loans (RCL)
(Continued)
In September 2015, in respect of Tranche 3, AASB and the Escrow Agent
entered into a supplemental letter in respect of the Escrow agreement,
pursuant to which the Escrow Agent (acting as agent on behalf of the investors
under the Escrow Agreement) as a RCL lender, was entitled to convert the RCL
granted by it into new ordinary shares in the Company. In addition, in respect
of Tranches 1, 2, 4 and 5, each of the remaining RCL lenders entered into
supplemental letters with AASB, pursuant to which each RCL lender was
entitled to convert their respective proportion of RCL into new ordinary shares
in the Company.
On 1 October 2015, all conversions in respect of the RCL amounting to an
aggregate principal amount of approximately $8.76 million were completed and
3,293,311 new ordinary shares in the Company were issued to such RCL
lenders at their respective conversion prices, pursuant to which, each of such
RCL lenders became shareholders of the Company. Redemptions of the
remaining RCL were completed on 7 October 2015, and none of the RCL
remains outstanding.
(v)
Issuance of ordinary shares in the Company

On 1 October 2015, the Company issued 537,581 ordinary shares to each of
Ms. Koh Ah Luan and Metal-Like Surface Treatment Sdn Bhd for an aggregate
consideration of S$2.00 million in equal proportions.
(vi) Capitalisation of amounts owing to Lim Chiau Woei

On 30 November 2015, the amount owing by the Group to Lim Chiau Woei of
RM346,997 (approximately $115,839) was capitalised into 33,689 ordinary
shares of the Company, the consideration price of RM10.30 (approximately
$3.44) per share, being the conversion price of the shares issued to the RCL
lenders.
(vii) Issuance of adjustment shares to RCL lenders pursuant to the RCL
As the placement price is lower than the conversion price used in the
conversion of the RCL to new ordinary shares (which was at a discount to an
indicative placement price), the Company had on [] issued an aggregate of []
fully paid-up new ordinary shares in the capital of the Company to the RCL
lenders as an adjustment.
A-11

1.

1.2

(viii) Issuance of adjustment shares to the anti-dilution shareholders pursuant to the
anti-dilution undertaking
Pursuant to the adjustment mechanisms under the anti-dilution undertaking and
due to the additional issue of ordinary shares between 15 September 2015 and
30 November 2015, the Company had on [] issued an aggregate of [] fully
paid-up new ordinary shares of the Company to the anti-dilution equity holders
as an adjustment.
(ix) Sub-Division of ordinary shares
On [], the [] ordinary shares in the Company was sub-divided into [] ordinary
shares.
Following the completion of the Restructuring Exercise, the Company has a total of []
ordinary shares in its share capital.
1.3
Details of subsidiaries
As at 31 December 2012, 2013 and 2014, the following companies constitute the
Group:
Name of
subsidiary
Country of
incorporation
Angka
Alamjaya
Sdn. Bhd.
Malaysia
Exploration of gold
and mineral
mining, and
consultant and
contractor of
natural resources
Angka Mining
Sdn. Bhd.
Malaysia
Exploration of
mining projects
Principal activities
A-12
Effective
equity interest
2012
2013
2014
%
%
%
100
100
100
100

2.
Basis of preparation of combined financial statements

These combined financial statements of the Group are a combination or aggregation of the
financial statements of the Company and its subsidiaries after the Restructuring Exercise.
The Restructuring Exercise involved companies which are under common control. The
combined financial statements of the Group for the financial years ended 31 December
2012, 2013 and 2014 have been prepared in a manner similar to the pooling-of-interest
method. Such manner of presentation reflects the economic substance of the combining
companies as a single economic enterprise, although the legal parent-subsidiary
relationship was not established until after the end of the reporting periods.
The combined financial statements of the Group for the financial years ended 31 December
2012, 2013 and 2014 have been prepared in accordance with Singapore Financial
Reporting Standards (FRS) and prepared under the historical cost convention, except as
disclosed in the accounting policies below and on a going concern basis as referred to in
Note 5 to the combined financial statements. The combined financial statements are
presented in Malaysian Ringgit and all values are recorded to the nearest thousand
(RM000) except where otherwise indicated.
The statutory audited financial statements of the companies within the Group for the
financial period/years ended 31 December 2012, 2013 and 2014 covered by this report
were audited by the following firms of Chartered Accountants who issued unqualified audit
opinions in their reports as follows:
Name of company
Auditors
Financial year
Angka Alamjaya Sdn.

Bhd.
Siew Boon Yeong

& Associates,
Malaysia
Financial period from 9 September

2011 (date of incorporation) to
31 December 2012
Deloitte, Malaysia
Financial year ended 31 December

2013
BDO, Malaysia
Financial year ended 31 December

2014
BDO, Malaysia
Financial period from 30 May 2014

(date
of
incorporation)
to
31 December 2014
For the purpose of inclusion in the combined financial statements, BDO had re-audited the
financial statements of the companies within the Group for financial period/year ended 31
December 2012 and 2013. In addition, where individual company had differing period of
financial year-ends, the financial statements were re-aligned to 12 months from 1 January
to 31 December.
A-13

2.
Basis of preparation of combined financial statements (Continued)

The preparation of combined financial statements in conformity with FRS requires the
management to exercise judgement in the process of applying the Groups accounting
policies and requires the use of accounting estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosures of contingent assets and
liabilities at the end of the reporting periods, and the reported amounts of revenue and
expenses throughout the financial years. Although these estimates are based on
managements best knowledge of historical experience and other factors, including
expectations of future events that are believed to be reasonable under the circumstances,
actual results may ultimately differ from those estimates. The estimates and underlying
assumptions are reviewed on an on-going basis. Revisions to accounting estimates are
recognised in the financial year in which the estimate is revised if the revision affects only
that financial year or in the financial year of the revision and future financial years if the
revision affects both current and future financial years.
Critical accounting judgements and key sources of estimation uncertainty used that are
significant to the combined financial statements are disclosed in Note 4 to the combined
3.
Summary of significant accounting policies

3.1
Changes in accounting policies

During the financial years ended 31 December 2012, 2013 and 2014, the Group
adopted the new or revised FRS and Interpretations of FRS (INT FRS) that are
relevant to its operations and effective for each annual period respectively. Changes
to the Groups accounting policies have been made as required, in accordance with
the relevant transitional provisions in the respective FRS and INT FRS. The adoption
of the new or revised FRS and INT FRS did not result in any substantial changes to
the Groups accounting policies and has no material effect on the amounts reported
for the respective financial years.
FRS issued but not yet effective
As at the date of the authorisation of these financial statements, the Group has not
adopted the following FRS that have been issued but not yet effective:
Effective date
(annual periods
beginning on
or after)
FRS 1
Amendments to FRS 1
Disclosure Initiative
1 January 2016
FRS 16 and FRS 38
Amendments to FRS 16 and

FRS 38 Clarification of
Acceptable Methods of
Depreciation and
Amortisation
1 January 2016
A-14

3.
Summary of significant accounting policies (Continued)

3.1
Changes in accounting policies (Continued)

FRS issued but not yet effective (Continued)
Effective date
(annual periods
beginning on
or after)
FRS 16 and FRS 41

FRS 41 Agriculture:
Bearer Plants
1 January 2016
FRS 19
Amendments to FRS 19
Defined Benefit Plans:
Employee Contributions
1 July 2014
FRS 27
Equity Method in Separate
Financial Statements
1 January 2016
FRS 109
Financial Instruments
1 January 2018
FRS 110 and FRS 28

FRS 28 Sale or
Contribution of Assets
between an Investor and its
Associate or Joint Venture
1 January 2016
FRS 110, FRS 112 and

FRS 28
Amendments to FRS 110,

FRS 112 and FRS 28
Investment Entities:
Applying the Consolidation
Exception
1 January 2016
FRS 111

Accounting for Acquisitions
of Interest in Joint
Operations
1 January 2016
FRS 114
Regulatory Deferral Accounts
1 January 2016
FRS 115
Revenue from Contracts with

Customers
1 January 2018
Improvements to FRSs (January 2014)
1 July 2014
Improvements to FRSs (February 2014)
1 July 2014
Improvements to FRSs (November 2014)
1 January 2016
A-15

3.

3.1

FRS issued but not yet effective (Continued)
Consequential amendments were also made to various standards as a result of
these new or revised standards.
The Group and the Company expect that the adoption of the above FRS, if
applicable, will have no material impact on the financial statements in the period of
initial adoption except as discussed below.
FRS 109 Financial Instruments
FRS 109 supersedes FRS 39 Financial Instruments: Recognition and Measurement
with new requirements for the classification and measurement of financial assets
and liabilities, impairment of financial assets and hedge accounting.
Under FRS 109, financial assets are classified into financial assets measured at fair
value or at amortised cost depending on the Groups business model for managing
the financial assets and the contractual cash flow characteristics of the financial
assets. Fair value gains or losses will be recognised in profit or loss except for
certain equity investments, for which the Group will have a choice to recognise the
gains and losses in other comprehensive income. A third measurement category has
been added for debt instruments fair value through other comprehensive income.
This measurement category applies to debt instruments that meet the Solely
Payments of Principal and Interest contractual cash flow characteristics test and
where the Group is holding the debt instrument to both collect the contractual cash
flows and to sell the financial assets.
FRS 109 carries forward the recognition, classification and measurement
requirements for financial liabilities from FRS 39, except for financial liabilities that
are designated at fair value through profit or loss, where the amount of change in fair
value attributable to change in credit risk of that liability is recognised in other
comprehensive income unless that would create or enlarge an accounting mismatch.
In addition, FRS 109 retains the requirements in FRS 39 for de-recognition of
financial assets and financial liabilities.
FRS 109 introduces a new forward-looking impairment model based on expected
credit losses to replace the incurred loss model in FRS 39. This determines the
recognition of impairment provisions as well as interest revenue. For financial assets
at amortised cost or fair value through other comprehensive income, the Group will
now always recognise (at a minimum) 12 months of expected losses in profit or loss.
Lifetime expected losses will be recognised on these assets when there is a
significant increase in credit risk after initial recognition.
FRS 109 also introduces a new hedge accounting model designed to allow entities
to better reflect their risk management activities in their financial statements.
A-16

3.

3.1

FRS 109 Financial Instruments (Continued)
The Group plans to adopt FRS 109 in the financial year beginning on 1 January 2018
with retrospective effect in accordance with the transitional provisions. There may be
a potentially significant impact on the accounting for financial instruments on initial
adoption. The Group is in the process of carrying out a detailed assessment of the
impact of this standard and is required to reassess the classification and
measurement of financial assets, and the new impairment requirements are
expected to result in changes for impairment provisions on trade receivables and
other financial assets not measured at fair value through profit or loss.
FRS 115 Revenue from Contracts with Customers
FRS 115 introduces a comprehensive model that applies to revenue from contracts
with customers and supersedes all existing revenue recognition requirements under
FRS. The model features a five-step analysis to determine whether, how much and
when revenue is recognised, and two approaches for recognising revenue: at a point
in time or over time. The core principle is that an entity recognises revenue when
control over promised goods or services is transferred to customers in an amount
that reflects the consideration to which the entity expects to be entitled in exchange
for those goods or services. FRS 115 also introduces extensive qualitative and
quantitative disclosure requirements which aim to enable users of the financial
statements to understand the nature, amount, timing and uncertainty of revenue and
cash flows arising from contracts with customers.
On initial adoption of this standard there may be a potentially significant impact on
the timing and profile of revenue recognition of the Group. The Group has not yet
made a detailed assessment of the impact of this standard. The Group plans to adopt
the standard in the financial year beginning on 1 January 2018 with either full or
modified retrospective effect in accordance with the transitional provisions, and will
include the required additional disclosures in its financial statements for that
financial year.
3.2
Basis of combination
The combined financial statements comprise the financial statements of the
Company and its subsidiaries made up to the end of the financial years ended 31
December 2012, 2013 and 2014. The financial statements of the subsidiaries are
prepared for the same reporting date as that of the parent company.
Accounting policies of the subsidiaries have been changed where necessary to align
them with the policies adopted by the Group to ensure consistency.
A-17

3.

3.2
Basis of combination (Continued)

In preparing the combined financial statements, inter-company transactions,
balances and unrealised gains on transactions between group companies are
eliminated. Unrealised losses are also eliminated unless the transaction provides
evidence of an impairment loss of the asset transferred.
Acquisition under common control
Business combination arising from transfers of interest in entities that are under
common control are accounted for as if the acquisition had occurred at the beginning
of the earliest comparative period presented or, if later, at the date that common
control was established. For this purposes, comparatives are restated. The assets
and liabilities acquired are recognised at the carrying amounts recognised previously
and no adjustments are made to reflect the fair values or recognised any new assets
or liabilities, including no goodwill is recognised as a result of the combination. The
components of equity of the acquired entities are added to the same components
within the Groups equity. Any difference between the cash paid for the acquisition
and share capital of acquire is recognised directly to equity as merger reserve.
3.3
Subsidiaries
Subsidiaries are entities over which the Group has control. The Group controls an
investee if the Group has power over the investee, exposure to variable returns from
the investee, and the ability 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.
3.4

Property, plant and equipment are initially recorded at cost. Subsequent to initial
recognition, property, plant and equipment are stated at cost less accumulated
depreciation and impairment losses, if any.
The cost of property, plant and equipment includes expenditure that is directly
attributable to the acquisition of the items. Dismantlement, removal or restoration
costs are included as part of the cost of property, plant and equipment if the
obligation for dismantlement, removal or restoration is incurred as a consequence of
acquiring or using the property, plant and equipment.
Subsequent expenditure relating to the property, plant and equipment that has
already been recognised is added to the carrying amount of the asset when it is
probable that the future economic benefits, in excess of the standard of performance
of the asset before the expenditure was made, will flow to the Group, and the cost
can be reliably measured. Other subsequent expenditure is recognised as an
expense during the financial years in which it is incurred.
A-18

3.

3.4
Property, plant and equipment (Continued)

An item of property, plant and equipment is derecognised upon disposal or when no
future economic benefits are expected from its use or disposal. Any gain or loss
arising on derecognition of the asset is included in profit or loss in the financial years
the asset is derecognised.
Depreciation is calculated using the straight-line method to allocate the depreciable
amounts of the property, plant and equipment over their estimated useful lives as
follows:
Years
Buildings
20
Furniture and fittings
Office equipment
Motor vehicles
Renovation
Plant and machinery
10
20
Construction-in-progress represents items of property, plant and equipment under

construction, which is stated at cost less accumulated impairment losses, if any, and
is not depreciated. Cost comprises the direct costs of construction during the period
of construction. Construction-in-progress is reclassified to the appropriate category
of property, plant and equipment when it is completed and ready for use.
The residual values, estimated useful lives and depreciation method are reviewed at
each financial year-end to ensure that the residual values, period of depreciation and
depreciation method are consistent with previous estimates and expected pattern of
consumption of the future economic benefits embodied in the items of property, plant
and equipment.
3.5
Exploration, evaluation and development (E,E&D) assets

Exploration and evaluation activity involves the search for mineral resources, the
determination of technical feasibility and the assessment of the commercial viability
of an identified resource. Costs incurred before the Group has obtained the legal
rights to explore an area are recognised in profit or loss. Exploration and evaluation
costs are capitalised in respect of each area of interest for which the rights to tenure
are current and where:
(i)
the exploration and evaluation costs are expected to be recouped through

successful development and exploitation of the area of interest; or alternatively,
by its sale; or
A-19

3.

3.5
Exploration, evaluation and development (E,E&D) assets (Continued)

(ii)
exploration and evaluation activities in the area of interest have not reached a
stage which permits a reasonable assessment of the existence or otherwise of
economically recoverable reserves, and active and significant operations in, or
in relation to, the areas of interest are continuing.
Exploration and evaluation assets are stated at cost less accumulated impairment
losses, if any. Exploration and evaluation costs include the cost of acquiring
exploration rights, researching and analysing existing exploration data, gathering
exploration data through topographical, geochemical and geophysical studies,
exploratory drilling, trenching and sampling, determining and examining the volume
and grade of the resource, examining and testing extraction and treatment methods,
surveying transportation and infrastructure requirements, compiling pre-feasibility
and feasibility studies, gaining access to areas of interest including occupancy and
relocation compensation and/or amortisation and depreciation charges in respect of
assets consumed during the exploration and evaluation activities.
General and administrative costs are allocated to, and included in, the cost of
exploration and evaluation asset only to the extent that those costs can be related
directly to operational activities in the area of interest to which the exploration and
evaluation asset relates. In all other cases, these costs are expensed as incurred.
Exploration and evaluation assets are tested for impairment and transferred to
development expenditures, a component of E,E&D assets, when the technical
feasibility and commercial viability of extracting the resource are demonstrable and
sanctioned by management.
Exploration and evaluation assets are assessed for impairment when facts and
circumstances suggest that the carrying amount of an exploration and evaluation
assets may exceed its recoverable amount. Where a potential impairment is
indicated, assessment is performed for each area of interest in conjunction with the
group of operating assets (representing a cash-generating unit) to which the
exploration and evaluation is attributable. To the extent that capitalised exploration
and evaluation is not expected to be recovered, it is charged to profit or loss.
Development assets
Development expenditures are incurred within an area of interest as a component of
a commercial development phase only upon its commitment to a commercial
development.
Expenditures on the construction, installation or completion of infrastructure facilities
are capitalised within E,E&D assets.
A-20

3.

3.5
Exploration, evaluation and development (E,E&D) assets (Continued)

Amortisation is not charged on costs carried in respect of areas of interest in the
development phase until production commences. When production commences,
carried forward development assets are transferred to mine properties and the
accumulated costs for the relevant area of interest will then be amortised over the life
of the area according to the rate of depletion which are amortised on a unit-ofproduction basis over the economically recoverable reserves of the mine concerned,
except in the case of assets whose useful life is shorter than the life of the mine, in
which case the straight-line method is applied. The unit of account for run of mines
costs are recoverable ounces of gold. The unit-of-production rate for the
amortisation of mine properties takes into account expenditure incurred to date,
together with sanctioned future development expenditure.
Development assets are tested for impairment annually or more frequently if the
events or changes in circumstances indicate that the carrying amount may be
impaired either individual or at the cash-generating unit level.
3.6
Impairment of non-financial assets except for E,E&D assets

The carrying amounts of non-financial assets except for E,E&D assets are reviewed
at the end of each reporting period to determine whether there is any indication of
impairment loss and whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable. If any such indication exists, or when
annual impairment testing for an asset is required, the assets recoverable amount
is estimated.
An impairment loss is recognised whenever the carrying amount of an asset or its
cash-generating unit exceeds its recoverable amount. A cash-generating unit is the
smallest identifiable asset group that generates cash flows that largely are
independent from other assets and groups of assets. Impairment loss is recognised
in profit or loss unless it reverses a previous revaluation credited to other
comprehensive income, in which case it is charged to other comprehensive income
up to the amount of any previous revaluation.
The recoverable amount of an asset or cash-generating unit is the higher of its fair
value less costs to sell and its value in use. Recoverable amount is determined for
individual asset, unless the asset does not generate cash inflows that are largely
independent of those from other assets or groups of assets. If this is the case, the
recoverable amount is determined for the cash-generating unit to which the assets
belong. The fair value less costs to sell is the amount obtainable from the sale of an
asset or cash-generating unit in an arms length transaction between knowledgeable
willing parties less costs of disposal. Value in use is the present value of estimated
future cash flows expected to be derived from the continuing use of an asset and
from its disposal at the end of its useful life, discounted at pre-tax rate that reflects
current market assessment of the time value of money and the risks specific to the
asset or cash-generating unit for which the future cash flow estimates have not been
adjusted.
A-21

3.

3.6
Impairment of non-financial assets except for E,E&D assets (Continued)

An assessment is made at the end of each reporting period as to whether there is
any indication that an impairment loss recognised in prior periods for an asset may
no longer exist or may have decreased. If such indication exists, the recoverable
amount is estimated. An impairment loss recognised in prior periods is reversed only
if there has been a change in the estimates used to determine the recoverable
amount since the last impairment loss was recognised. If that is the case, the
carrying amount of the asset is increased to its recoverable amount. An impairment
loss is reversed only to the extent that the assets carrying amount does not exceed
the carrying amount that would have been determined, net of depreciation or
amortisation, if no impairment loss had been recognised. Reversals of impairment
loss are recognised in profit or loss unless the asset is carried at revalued amount,
in which case the reversal in excess of impairment losses recognised in profit or loss
in prior periods is treated as a revaluation increase. After such a reversal, the
depreciation or amortisation is adjusted in future periods to allocate the assets
revised carrying amount, less any residual value, on a systematic basis over its
remaining useful life.
3.7
Inventories
Inventories are stated at the lower of cost and net realisable value.
Cost is determined on a weighted average basis and includes all costs of purchase,
cost of conversion and other costs incurred in bringing the inventories to their
present location and condition.
Net realisable value is the estimated selling price at which inventories can be
realised in the ordinary course of business, less estimated costs incurred in
marketing and distribution. Where necessary, allowance is made for obsolete,
slow-moving and defective inventories to adjust the carrying value of those
inventories to the lower of cost and net realisable value.
3.8
Financial assets
The Group classifies its financial assets as loans and receivables. The classification
depends on the purpose of which the assets were acquired. The management
determines the classification of the financial assets at initial recognition and
re-evaluates this designation at the end of the reporting period, where allowed and
appropriate.
(i)
Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or
determinable payments that are not quoted in an active market. Loans and
receivables are classified within non-trade receivables and cash and cash
equivalents on the combined statements of financial position.
A-22

3.

3.8
Financial assets (Continued)

Recognition and derecognition
Financial assets are recognised on the combined statements of financial position
when, and only when, the Group becomes a party to contractual provisions of the
financial instruments.
Regular way purchases and sales of financial assets are recognised on trade-date,
the date on which the Group commits to purchase or sell the asset.
Financial assets are derecognised when the rights to receive cash flows from the
financial assets have expired or have been transferred and the Group has
transferred substantially all risks and rewards of ownership.
On derecognition of a financial asset, the difference between the carrying amount
and the net sale proceeds is recognised in profit or loss.
Initial and subsequent measurement
Financial assets are initially recognised at fair value plus in the case of financial
assets not at fair value through profit or loss, directly attributable transaction costs.
After initial recognition, loans and receivables are carried at amortised cost using the
effective interest method, less impairment loss, if any.
The effective interest method is a method of calculating the amortised cost of a
financial instrument and of allocating interest income or expense over the relevant
period. The effective interest rate is the rate that exactly discounts estimated future
cash receipts or payments (including all fees on points paid or received that form an
integral part of the effective interest rate, transaction cost and other premiums or
discounts) through the expected life of the financial instrument, or where
appropriate, a shorter period, to the net carrying amount of the financial instrument.
Income and expense are recognised on an effective interest basis for debt
instruments.
Impairment
The Group assesses at the end of each reporting period whether there is objective
evidence that a financial asset or a group of financial assets is impaired.
A-23

3.

3.8
Financial assets (Continued)

Impairment (Continued)
(i)

An allowance for impairment loss of loans and receivables is recognised when
there is objective evidence that the Group will not be able to collect all amounts
due according to the original terms of the receivables. The amount of allowance
is the difference between the assets carrying amount and the present value of
estimated future cash flows, discounted at the original effective interest rate.
The carrying amount of the asset is reduced through the use of an allowance
account. The amount of the loss is recognised in profit or loss.
If, in a subsequent period, the amount of the impairment loss decreases and the
decrease can be related objectively to an event occurring after the impairment
loss was recognised, the previously recognised impairment loss is reversed
either directly or by adjusting an allowance account. Any subsequent reversal
of an impairment loss is recognised in profit or loss, to the extent that the
carrying amount of the asset does not exceed its amortised cost at the reversal
date.
3.9

Cash and cash equivalents comprise cash on hand, cash and deposits with banks.
Cash and cash equivalents are short-term, highly liquid investments that are readily
convertible to known amounts of cash and which are subject to an insignificant risk
of change in value. For the purpose of the combined statement of cash flows, cash
and cash equivalents comprise cash and bank balances and fixed deposits net of
fixed deposits pledged.
3.10
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets
of an entity after deducting all of its liabilities.
Ordinary shares are classified as equity and recognised at the fair value of the
consideration received. Incremental costs directly attributable to the issuance of new
equity instruments are shown in equity as a deduction from the proceeds.
3.11
Financial liabilities
Financial liabilities are classified as either financial liabilities at fair value through
profit or loss or other financial liabilities.
A-24

3.

3.11
Financial liabilities (Continued)

Financial liabilities are classified as at fair value through profit or loss if the financial
liability is either held for trading or it is designated as such upon initial recognition.
The Group has not designated any financial liabilities as fair value through profit or
loss upon initial recognition.
The accounting policies adopted for other financial liabilities are set out below:
(i)

Trade and other payables are recognised initially at cost which represents the
fair value of the consideration to be paid in the future, less transaction cost, for
goods received or services rendered, whether or not billed to the Group, and
are subsequently measured at amortised cost using the effective interest
method.
(ii)
Redeemable convertible loans (RCL)

RCL is classified as a liability if these are redeemable on a specific date or at
the option of the RCL lenders. RCL is recognised at its fair value and is
subsequently carried at amortised cost until the liability is extinguished on
conversion or redemption of the RCL. Interest expense thereon are recognised
on a time-proportion basis using the effective interest method.
Recognition and derecognition

Financial liabilities are recognised on the combined statements of financial position
when, and only when, the Group becomes a party to the contractual provisions of the
Financial liabilities are derecognised when the contractual obligation has been
discharged or cancelled or expired. On derecognition of a financial liability, the
difference between the carrying amount and the consideration paid is recognised in
profit or loss.
When an existing liability is replaced by another form from the same lender on
substantially different terms, or the terms of an existing liability are substantially
modified, such exchange or modification is treated as derecognition of the original
liability and the recognition of a new liability, and the difference in the respective
carrying amounts is recognised in profit or loss.
A-25

3.

3.12

Derivative financial instruments held by the Group are recognised as assets or
liabilities on the combined statements of financial position and classified as financial
assets or financial liabilities at fair value through profit or loss.
The Group classified the conversion option of RCL as derivative financial
instruments. Such derivative financial instruments are initially recognised at fair
value on the date on which a derivative contract is entered into and are subsequently
re-measured at fair value. Derivative financial instruments are carried as assets
when the fair value is positive and as liabilities when the fair value is negative.
Any gains or losses arising from changes in fair value on derivative financial
instruments that do not qualify for hedge accounting are taken to profit or loss for the
financial years, where appropriate, the risks specific to the liability. When
discounting is used, the increase in the provision due to the passage of time is
recognised as a finance cost.
When the conversion option is exercised, the carrying amounts of the liability and
embedded derivative components are transferred to the share capital. When the
conversion option lapses, its carrying amount is transferred to accumulated losses.
3.13
Revenue recognition
Revenue is measured at fair value of the consideration received or receivable for the
sale of goods and services rendered in the ordinary course of business. Revenue is
recognised to the extent that it is probable that the economic benefits will flow to the
entity and the revenue can be reliably measured. Revenue is presented, net of
rebates, discounts and sales related taxes.
Interest income is recognised on a time-proportion basis using the effective interest
method.
3.14
Employee benefits
Defined contribution plans
Contributions to defined contribution plans are recognised as expenses in profit or
loss in the same financial year as the employment that gives rise to the contributions.
Employee leave entitlement
Employee entitlements to annual leave are recognised when they accrue to
employees. An accrual is made for estimated liability for unutilised annual leave as
a result of services rendered by employees up to the end of the reporting period.
A-26

3.

3.15
Leases
When the Group is the lessee of operating leases
Leases of assets in which a significant portion of the risks and rewards of ownership
are retained by the lessor are classified as operating leases. Payments made under
operating leases (net of any incentives received from the lessor) are recognised in
profit or loss on a straight-line basis over the period of the lease.
When an operating lease is terminated before the lease period has expired, any
payment required to be made to the lessor by way of penalty is recognised as an
expense in the financial year in which termination takes place.
Contingent rents are recognised as an expense in profit or loss in the financial year
in which they are incurred.
3.16
Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of
qualifying assets, which are assets that necessarily take a substantial period of time
to get ready for their intended use or sale, are added to the cost of those assets, until
such time as the assets are substantially ready for their intended use or sale. All
other borrowing costs are recognised as an expense in profit or loss in the financial
year in which they are incurred and on a time proportion basis in profit or loss using
the effective interest method.
3.17
Income tax
Income tax expense comprises current and deferred taxes. Income tax expense is
recognised in profit or loss except to the extent that it relates to a business
combination or items recognised directly in equity, or in other comprehensive
income.
Current income tax expense is the expected tax payable on the taxable income for
the three financial years, using tax rates enacted or substantively enacted by the end
of the reporting period, and any adjustment to income tax payable in respect of
previous financial years. Taxable income differs from profit reported as profit or loss
because it excluded items of income or expenses that are taxable or deductible in
other years and it further excludes items of income or expenses that are not taxable
or tax deductible.
Deferred tax is provided, using the balance sheet liability method, for temporary
differences at the end of the reporting period between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes. Deferred tax is
measured using the tax rates expected to be applied to the temporary differences
when they are realised or settled, based on tax rates enacted or substantively
enacted by the end of the reporting period.
A-27

3.

3.17
Income tax (Continued)

Deferred tax assets are recognised only to the extent that it is probable that future
taxable profits will be available against which the temporary differences can be
utilised. Deferred tax assets are reviewed at the end of each reporting period and
reduced to the extent that it is no longer probable that the related tax benefit will be
realised.
Unrecognised deferred tax assets are reassessed at the end of each reporting
period and are recognised to the extent that it has become probable that future
taxable profits will be available against which the temporary differences can be
utilised.
Deferred tax relating to items recognised outside profit or loss is recognised outside
profit or loss. Deferred tax items are recognised in correlation to the underlying
transaction either in other comprehensive income or directly in equity and deferred
tax arising from a business combination is adjusted against goodwill on acquisition.
Deferred tax assets and liabilities are offset if a legally enforceable right exists to set
off current tax assets against current tax liabilities and the deferred taxes relate to
the same tax authority and where there is intention to settle the current tax assets
and liabilities on a net basis.
Deferred tax liabilities are recognised for all taxable temporary differences
associated with investments in subsidiaries, except where the timing of the reversal
of the temporary difference can be controlled by the Group and it is probable that the
temporary difference will not reverse in the foreseeable future.
3.18
Foreign currencies
Items included in the individual financial statements of each entity in the Group are
measured using the currency of the primary economic environment in which the
entity operates (functional currency).
The combined financial statements are presented in Ringgit Malaysia, which is the
functional currency of the Company and the presentation currency for the combined
In preparing the financial statements, transactions in currencies other than the
entitys functional currency (foreign currencies) are recorded at the rates of
exchange prevailing on the date of the transactions. At the end of each reporting
period, monetary items denominated in foreign currencies are re-translated at the
rates prevailing at the end of the reporting period. Non-monetary items carried at fair
value that are denominated in foreign currencies are re-translated at the rates
prevailing on the date when the fair value was determined. Non-monetary items that
are measured in terms of historical cost in a foreign currency are not re-translated.
A-28

3.

3.18
Foreign currencies (Continued)

Exchange differences arising on the settlement of monetary items and on retranslating of monetary items are recognised in profit or loss for the financial year.
Exchange differences arising on the re-translation of non-monetary items carried at
fair value are recognised in profit or loss for the financial year except for differences
arising on the re-translation of non-monetary items in respect of which gains and
losses are recognised in other comprehensive income. For such non-monetary
items, any exchange component of that gain or loss is also recognised in other
comprehensive income.
For the purposes of presenting combined financial statements, the results and
financial positions of the Groups entities that have a functional currency different
from the presentation currency are translated into the presentation currency as
follows:
(i)
assets and liabilities are translated at the closing exchange rate at the end of
the reporting period;
(ii)
income and expenses are translated at average exchange rate for the financial
year (unless this average is not a reasonable approximation of the cumulative
effect of the rates prevailing on the transaction dates, in which case income and
expenses are translated using the exchange rates at the dates of the
transactions); and
(iii) all resulting foreign currency exchange differences are recognised in other
comprehensive income and presented in the foreign currency translation
account in equity. Such translation differences are recognised in profit or loss
in the period in which the foreign operation is disposed of.
3.19
Segment reporting
An operating segment is a component of the Group that engages in business
activities from which it may earn revenues and incur expenses (including revenues
and expenses relating to transactions with other components of the Group) and
whose operating results are regularly reviewed by the Groups chief operating
decision maker to make decisions about resources to be allocated to the segment
and assess its performance.
A-29

4.
Critical accounting judgements and key sources of estimation uncertainty

4.1
Critical judgements made in applying the accounting policies

In the process of applying the Groups accounting policies, the management is of the
opinion that there are no critical judgements involved that have a significant effect on
the amounts recognised in the combined financial statements except as discussed
below.
(i)
Capitalisation and impairment of exploration and evaluation assets

Exploration and evaluation costs are capitalised in the statements of financial
position, in respect of areas of interest for which the rights of tenure are current
and where such costs are expected to be recouped or exploration and/or
evaluation activities in the area have not yet reached a stage which permits a
reasonable assessment of the existence of economically recoverable reserves.
The carrying value of assets within each area of interest are reviewed regularly
taking into consideration the available facts and circumstances, and to the
extent to which capitalised value exceeds its recoverable value, the excess is
provided for or written off in the financial year in which this is determined.
(ii)
Impairment of financial assets

The Group follows the guidance of FRS 39 on determining whether a financial
asset is impaired. This determination requires significant judgement. The
Group evaluates, among other factors, the duration and extent to which the fair
value of a financial asset is less than its cost and the financial health of the
near-term business outlook for a financial asset, including factors such as
industry and sector performance, changes in technology and operational and
financing cash flows.
4.2
Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation
uncertainty at the end of the reporting period that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities and the
reported amounts of revenue and expenses within the next financial year are
discussed below.
(i)
Depreciation of property plant and equipment

Property, plant and equipment are depreciated on a straight-line method over
their estimated useful lives. The management estimates the useful lives of
property, plant and equipment to be within 5 to 20 years. Changes in the
expected level of usage and technological developments could impact the
economic useful lives and the residual values of these assets, therefore future
depreciation could be revised. The carrying amounts of property, plant and
equipment as at 31 December 2012, 2013 and 2014 were approximately RMNil,
RM463,000 and RM7,033,000 respectively.
A-30

5.
Going concern
As at 31 December 2012, 2013 and 2014, the Groups current liabilities exceeded its
current assets by approximately RM2,652,000, RM8,280,000 and RM20,286,000
respectively and its capital deficiency of approximately RM12,000, RM2,349,000 and
RM404,000 respectively. In addition, the Group incurred net loss of approximately
RM12,000, RM14,430,000 and RM6,812,000 respectively and had negative cash flows
from operating activities of approximately RM88,000, RM174,000 and RM7,653,000
respectively for the financial years ended 31 December 2012, 2013 and 2014.
Notwithstanding the above, the Directors of the Company are of the opinion that it is
appropriate for the combined financial statements to be prepared on a going concern basis
and the Group is able to meet its obligations as and when they fall due having regard to the
following:
(i)
the Directors of the Company have carried out a detailed review of the cash flow
forecast of the Group for the financial year ending 31 December 2015. Based on such
forecast, the Directors of the Company have estimated that adequate liquidity exists
to finance the working capital requirements of the Group for the next twelve months.
In preparing the cash flow forecasts, the Directors of the Company have considered
the operating cash requirements of the Group as well as other key factors, including
the ability of the Group to obtain additional funding to satisfy the Groups future
working capital requirements, which may impact the operations of the Group during
the next twelve months. The Directors of the Company are of the opinion that the
assumptions which are included in the cash flow forecast are reasonable;
(ii)
as disclosed in the Note 25 to the combined financial statements, the Group increased
its issued and paid-up share capital by way of new capital injection and conversion of
redeemable convertible loans to new ordinary shares as future working capital to
enable the Group to continue as a going concern and operate in the next twelve
months; and
(iii) the Group has received an undertaking from a shareholder of the Company to continue
to provide the Group with financial support as and when necessary to enable the
Group to continue as a going concern and support its operating and investing activities
for the next twelve months.
The combined financial statements of the Group do not include any adjustments relating to
the recoverability of reported asset amount or the amounts and classifications of liabilities
that might result if the going concern basis was found to be inappropriate.
A-31

6.
2012
Furniture
and
fittings
Office
equipment
RM000
RM000
Motor
Constructionvehicles Renovation in-progress
RM000
RM000
RM000
Total
RM000
2013
Cost
Additions
19
131
10
306
472
19
131
10
306
472
Depreciation for the financial

year
124
306
463
Accumulated depreciation
Carrying amount
18

Furniture
and
Office
fittings equipment
RM000
RM000
Motor
vehicles Renovation
RM000
RM000
Plant and
machinery
Constructionin-progress
Total
RM000
RM000
RM000
2014
Cost
Balance at
1 January 2014
19
131
10
306
472
Additions
29
220
162
256
90
6,090
6,847
48
226
293
266
90
6,289
7,212
Transferred to
exploration and
evaluation assets
Balance at
31 December 2014
(107)
(107)
Accumulated
depreciation
Balance at
1 January 2014
Depreciation for the

financial year
28
49
56
30
170
Balance at
31 December 2014
29
49
63
31
179
19
177
230
235
83
6,289
7,033
Carrying amount
Balance at
31 December 2014
A-32

7.

Balance at beginning of the financial year
Additions
Transferred from property, plant and
equipment
Balance at end of the financial year
2012
RM000
2013
RM000
2014
RM000
2,640
2,640
2,828
5,468
7,274
107
2,640
5,468
12,849
Included in exploration and evaluation assets is a concession asset representing

concession rights to mine for the financial years ended 31 December 2012, 2013 and 2014
with carrying amounts of RM1,480,000, RM1,480,000 and RM1,480,000 respectively.
Ultimate recoupment of exploration and evaluation expenditure carried forward is
dependent on successful development and commercial exploitation or alternatively, sale of
the respective areas.
8.
Inventories
2012
RM000
2013
RM000
2014
RM000
243
40
283
2012
2013
2014
RM000
RM000
RM000
third parties
530
related parties
53
583
160
318
370
third parties
3,800
a non-controlling shareholder
980
4,780
160
318
5,733
Raw materials
Consumables
9.
Deposits
Advances to suppliers
A-33

9.
Non-trade receivables (Continued)

Deposits mainly relate to the refundable rental deposits for office spaces, warehouse,
equipment and concession rights.
Advances to suppliers represent advance payments for the purchase of property, plant and
equipment.
The currency profile of non-trade receivables as at the end of the respective reporting
periods is Ringgit Malaysia.
10.

2012
RM000
2013
RM000
2014
RM000
Fixed deposits with a bank
1,550
5,079
615
Cash and cash equivalents as per

combined statements of financial position
5,079
2,165
Fixed deposits pledged
Cash and cash equivalents as per

combined statements of cash flows
5,079
(200)
1,965
Fixed deposits bear effective interest rates of 2.5% to 3.8% per annum during the financial
year and with maturity from 1 to 6 months from the end of the financial year ended 31
December 2014.
As at 31 December 2014, fixed deposits of the Group amounting to RM200,000 were
pledged to a bank to secure bankers guarantee facility amounting to RM200,000.
As at the end of the respective reporting periods, the Group has banking facilities as
follows:
2012
RM000
2013
RM000
2014
RM000
Banking facilities granted
5,000
Banking facilities utilised
200
A-34

10.
Cash and cash equivalents (Continued)

The currency profiles of cash and cash equivalents included in the combined statements of
financial position as at the end of the respective reporting periods are as follows:
11.
2012
RM000
2013
RM000
2014
RM000
Ringgit Malaysia
4,315
1,905
Singapore dollar
764
260
5,079
2,165
Share capital
As the Company was incorporated only on 12 August 2015, for the purpose of these
combined financial statements, the share capital as at 31 December 2012, 2013 and 2014
represents the aggregation of the Groups share in the paid-up capital of Angka Alamjaya
Sdn. Bhd. (AASB) and Angka Mining Sdn. Bhd. (AMSB).
On 8 February 2013, AASB increased its issued and paid-up share capital by way of
allotment and issuance of 3,599,998 new ordinary shares at RM1 per ordinary share for
cash consideration of approximately RM3,600,000.
On 2 September 2013, AASB increased its issued and paid-up share capital by way of
allotment and issuance of 2,938,775 new ordinary shares at RM2.89 per ordinary share as
share swap for 57,799,188 units of GBM Resources Limiteds share, with a market value of
approximately RM8,493,000.
On 30 May 2014, AMSB issued 2 subscribers shares at RM1 per ordinary share for cash
consideration of RM2. On 3 July 2014, AMSB increased its issued and paid-up share capital
by way of allotment and issuance of 100,000 new ordinary shares at RM1 per ordinary
share for cash consideration of RM100,000.
On 9 October 2014, AASB increased its issued and paid-up share capital by way of
allotment and issuance of 808,163 new ordinary shares at RM4.40 per ordinary share as
settlement for consultancy fees payable to certain directors of the Company of
approximately RM3,561,000.
On 20 November 2014, AASB increased its issued and paid-up share capital by way of
allotment and issuance of 808,163 new ordinary shares at RM7.02 per ordinary share for
The holders of ordinary shares are entitled to receive dividends as and when declared by
the Company or its subsidiaries. All ordinary shares carry one vote per share without
restriction.
A-35

12.

2012
RM000
2013
RM000
2014
RM000
third parties
134
1,229
1,480
2,578
1,614
3,807
10
594
1,240
30
directors of the Company
72
13,085
a director of a subsidiary
488
82
4,167
1,270
2,730
215
1,077
2,814
5,996
6,154
Trade payables
Non-trade payables
third parties
a related party
Share application money

Accrued expenses
Trade payables are unsecured, non-interest bearing and are normally settled between 30
to 60 days terms.
The non-trade amounts due to a related party, directors of the Company and a director of
the subsidiary are unsecured, non-interest bearing and repayable on demand.
Share application money represents money received from a non-controlling shareholder for
subscription of 1,735,795 and 994,153 new ordinary shares of AASB for cash consideration
of approximately RM1,736,000 and RM994,000 respectively. The shares issuance were not
completed as at 31 December 2012. On 8 February 2013, the shares were issued and the
non-trade amount of approximately RM2,730,000 was reclassified to share capital as
disclosed in the Note 11 to the combined financial statements.
The currency profiles of trade and others payables as at the end of the respective reporting
periods are as follows:
2012
RM000
2013
RM000
2014
RM000
Ringgit Malaysia
2,814
3,763
1,235
Australian dollar
1,480
2,578
Singapore dollar
753
1,112
United States dollar
1,229
2,814
5,996
6,154
A-36

13.
Redeemable convertible loans (RCL)

2012
RM000
2013
RM000
2014
RM000
Balance at beginning of financial year
7,681
Additions
7,681
14,667
Redemption
(257)
Currency re-alignment
682
Balance at end of financial year
7,681
22,773
(a)
The currency profile of RCL as at the end of the respective reporting periods is
Singapore dollar (SGD).
(b)
The salient features of the RCL are as follows:

(i)
(ii)
the RCL are redeemable at the option of RCL lenders on:

(a)
issue date plus 12 months (the First Issue Date) with the option to extend
to First Issue Date plus 6 months in the event the initial public offering
(IPO) or reverse take-over (RTO) is delayed due to regulatory approval
(the Final Maturity Date); or
(b)
the IPO or RTO date of the issuers entire issued and paid up capital on the
Catalist Market Singapore Stock Exchange (SGX) or such other
internationally recognised stock exchange.
the RCL constitute a unsecured, direct, unconditional and subordinated

obligations of the issuer and will rank pari passu and without preference or
priority among themselves but will rank above all shareholders and intercompany
loan in the issuer in terms of prepayment or repayment of principal, payment of
interest and/or other unpaid expenses;
(iii) no interest shall be paid on the RCL if the IPO or RTO is completed before the
final maturity date;
(iv) in the event that the IPO or RTO is not completed, interest shall be payable upon
final maturity date or on the occurrence of events of defaults at the rate of 10%
per annum, calculated on the basis of the actual number of days elapsed and a
365-day year and commencing from the date of payment is received;
(v)
the RCL lenders shall have the rights to convert RCL at the conversion price into
new issuers shares issued as fully paid up at the conversion price no later than
10 days from the date of listing and quotation notice in respect of the IPO or RTO
issued by SGX;
(vi) the conversion price shall be set at 40% to 70% discount to the estimated IPO or
RTO price;
A-37

13.
Redeemable convertible loans (RCL) (Continued)

(b)
The salient features of the RCL are as follows: (Continued)

(vii) the RCL shall unless converted into fully paid up shares of the issuer be
redeemed in cash denominated in SGD to the investors on the final maturity date;
(viii) certain events including non-payment, breach of other obligations, breach of
material contract, change of control and shareholding, enforcement proceedings,
security enforced, winding-up or disposal and expropriation will permit
acceleration of principal of the RCL; and
(ix) all payments to be free and clear of any present and future taxes, withholdings
or other deductions.
Subsequent to 31 December 2014, additional issues and conversions of RCL are
disclosed in Note 1.2(iv) to the combined financial statements.
14.
15.
Other income
2012
RM000
2013
RM000
2014
RM000
Foreign exchange gain, net
37
Interest income
37
2012
RM000
2013
RM000
2014
RM000
Salaries, wages, bonuses and other

benefits
189
1,287
Contributions to defined contribution plans
18
145
207
1,432
Included in the employee benefits expense were the remuneration of Directors of the
Company and key management personnel of the Group as set out in Note 21 to the
combined financial statements.
A-38

16.
17.
Operating lease expense

2012
RM000
2013
RM000
2014
RM000
Rental of office and warehouse
28
149
Rental of equipment
10
18
38
167
2012
RM000
2013
RM000
2014
RM000
208
1,324
Finance costs
Interest expense
18.

In addition to the charges and credits disclosed elsewhere in the notes to the combined
financial statements, the above includes the following charges:
2012
RM000
2013
RM000
2014
RM000
777
1,448
6,500
1,031
Loss arising from transfer of financial

asset (1)
5,554
Professional fees
799
140
32
105
Security charges
91
148
112
246
Utilities
25
Withholding tax
203
Other expenses
Commission fee
Consultancy fees
(1)
(1)
On 2 September 2013, AASB issued 2,938,775 new ordinary shares of RM1 per ordinary share as share
swap for 57,779,188 units of GBM Resources Limiteds shares, with a market value of approximately
RM8,493,000 (Note 11). As part of the settlement agreement for the consultancy fees owing to the directors
of AASB amounting to RM6,500,000, AASB agreed to settle approximately RM2,939,000 of the consultancy
fees via transfer of the 57,779,188 units of GBM Resources Limiteds shares to the said directors of AASB.
This resulted in a loss of approximately RM5,554,000.
A-39

19.
Income tax expense

There is no income tax expense as the Group does not have any taxable profits.
Reconciliation of effective income tax rate
2012
RM000
Income tax calculated at Singapores
statutory income tax rate (2012: 17%,
2013: 17%, 2014: 17%)
Effect of different tax rate in other country
Tax effect of non-deductible expenses for
income tax purposes
20.
2013
RM000
2014
RM000
(12)
(14,430)
(6,812)
(2)
(1)
(2,453)
(1,154)
(1,158)
(545)
3,607
1,703
Loss per share

The basic earnings per share is calculated based on the loss attributable to owners of the
parent for each of the financial year and pre-placement share capital of [] shares.
Diluted loss per share is the same as the basic loss per share because the potential
ordinary shares to be converted are anti-dilutive as the effect of the shares conversion
would be to decrease the loss per share.
21.
Significant related party transactions

For the purpose of these combined financial statements, parties are considered to be
related to the Group if the Group has the ability, directly or indirectly, to control the party or
exercise significant influence over the party in making financial and operating decisions, or
vice versa, or where the Group and the party are subject to common control or common
significant influence. Related parties may be individuals or other entities.
A-40

21.
Significant related party transactions (Continued)

In addition to the related party information disclosed elsewhere in the combined financial
statements, the following were significant related party transactions at rates and terms
agreed between the Group with its related parties during the financial years ended 31
December 2012, 2013 and 2014:
2012
RM000
2013
RM000
2014
RM000
Consultancy fees
5,591
Rental expenses
14
104
909
Payment on behalf from
1,406
1,325
Project management, tailings, drilling and

405
1,250
360
With directors of the Company
With a director of a subsidiary

Consultancy fees
With a non-controlling shareholder
With a related party

Rental expenses
Compensation of key management personnel

Key management personnel are directors of the Company and subsidiaries and those
persons having authority and responsibility for planning, directing and controlling the
activities of the Group, directly, or indirectly.
A-41

21.
Significant related party transactions (Continued)

Compensation of key management personnel (Continued)
The remuneration of directors of the Company and subsidiaries and key management
personnel of the Group during the financial years ended 31 December 2012, 2013 and 2014
were as follows:
2012
RM000
2013
RM000
2014
RM000
short-term employee benefits
39
156
post-employment benefits
19
directors fees
120
44
295
15
120
18
280
34
20
314
Directors of the Company
Directors of a subsidiary
directors fees
Key management personnel
22.
Operating lease commitments

The Group as lessee
The Group lease office spaces, warehouse and equipment under non-cancellable operating
leases. The operating lease commitments are based on existing rental rates. The leases
have lease term range from 1 to 5 years and rentals are fixed during the lease term.
A-42

22.
Operating lease commitments (Continued)

The Group as lessee (Continued)
As at the end of the respective reporting periods, the future minimum lease payable under
non-cancellable operating leases contracted for but not recognised as liabilities were as
follows:
23.
2012
RM000
2013
RM000
2014
RM000
121
161
After one financial year but within five

financial years
12
178
133
339
Segment information
Business segment
The Group primarily operates in one business segment, which is the mining segment.
Accordingly, no segmental information is prepared based on business segment as it is not
meaningful.
Geographical information
During the financial years ended 31 December 2012, 2013 and 2014, the Group operated
mainly in Malaysia and all non-current assets were located in Malaysia. Accordingly, an
analysis of assets and profits of the Group by geographical distribution has not been
presented.
Major customers
The Group has no major customer at the end of the respective reporting periods as the
mining project is at exploration and evaluation phase and no revenue was generated during
the financial years ended 31 December 2012, 2013 and 2014.
A-43

24.
Financial instruments, financial risks and capital management

The Groups activities expose it to credit risks, market risks (including foreign currency
risks) and liquidity risks arising in the ordinary course of business. The Groups overall risk
management strategy seeks to minimise adverse effects from the volatility of financial
markets on the Groups financial performance.
The Board of Directors is responsible for setting the objectives and underlying principles of
financial risk management for the Group. The management then establishes the detailed
policies such as risk identification and measurement, exposure limits and hedging
strategies, in accordance with the objectives and underlying principles approved by the
Board of Directors.
The Group does not hold or issue derivative financial instruments for trading purposes or
to hedge against fluctuations, if any, in interest rates and foreign exchange rates.
24.1
Credit risks
There has been no change to the Groups exposure to these financial risks or the
manner in which it manages and measures the risk. If necessary, market risk
exposures are measured using sensitivity analysis indicated below.
Credit risks refer to the risk that counterparty will default on its contractual
obligations resulting in a loss to the Group. The Group has adopted a policy of only
dealing with creditworthy counterparties as a means of mitigating the risk of financial
loss from defaults. The Group performs ongoing credit evaluation of its
counterparties financial condition and generally does not require collaterals.
The Group does not have any significant credit exposure to any single counterparty
or any group of counterparties having similar characteristics.
The carrying amounts of financial assets recorded in the combined financial
statements, grossed up for any allowances for impairment losses, represents the
Groups maximum exposure to credit risks.
The Groups major classes of financial assets are non-trade receivables and cash
and cash equivalents.
Bank deposits are mainly deposits with a reputable bank with minimum risk of
default.
A-44

24.
Financial instruments, financial risks and capital management (Continued)

24.2
Market risks
Foreign currency risks
The Group incurs foreign currency risk on transactions and balances that are
denominated in currencies other than the functional currency of entities within the
Group. The Group transacts business in various foreign currencies and therefore is
exposed to foreign exchange risk mainly from Australian dollar, Singapore dollar and
United States dollar transactions.
As at the end of the respective reporting periods, the carrying amounts of monetary
assets and monetary liabilities denominated in currencies other than the respective
entities functional currency are as follows:
2012
RM000
2013
RM000
2014
RM000
764
260
Australian dollar
1,480
2,578
Singapore dollar
8,434
23,885
1,229
Assets
Singapore dollar
Liabilities
The Group has investments in foreign subsidiaries, whose net assets are exposed to
currency translation risk. The Group does not currently designate its foreign currency
denominated debt as a hedging instrument for the purpose of hedging the translation
of its foreign operations.
Exposure to foreign currency risk is monitored on an ongoing basis in accordance
with the Groups risk management policies to ensure that the net exposure is at an
acceptable level.
A-45

24.

24.2
Market risks (Continued)

Foreign currency sensitivity analysis
The following table details the sensitivity to a 9% change in Australian dollar and a
3% change in Singapore dollar for the financial year ended 31 December 2013 and
a 2% change in Australian dollar, a 2% change in Singapore dollar and a 6% change
in United States dollar for the financial year ended 31 December 2014 respectively
against the functional currency of entities within the Group. The above sensitivity
rates are used when reporting foreign currency risk internally to key management
personnel and represents the managements assessment of the possible change in
foreign exchange rates.
The sensitivity analysis includes only outstanding foreign currency denominated
monetary items and adjusts their translation at the end of the respective reporting
periods for 9% and 3% for the financial year ended 31 December 2013 and 2%, 2%
and 6% for the financial year ended 31 December 2014 respectively, change in
foreign currency rates.
The sensitivity analysis assumes an instantaneous change in the foreign currency
exchange rates from the end of the respective reporting periods, with all other
variables held constant. The results of the model are also constrained by the fact that
only monetary items, which is denominated in Australian dollar, Singapore dollar and
United States dollar are included in the analysis. Consequentially, reported changes
in the values of some of the financial instruments impacting the results of the
sensitivity analysis are not matched with the offsetting changes in the values of
certain excluded items that those instruments are designed to finance or hedge.
2012
RM000
Profit or loss
2013
RM000
Australian dollar
Strengthens against Malaysian Ringgit
Weakens against Malaysian Ringgit
(128)
128
(51)
51
Singapore dollar
(256)
256
(514)
(514)

A-46
2014
RM000
(78)
78

24.

24.3
Liquidity risks
Liquidity risks refer to the risks in which the Group encounters difficulties in meeting
its short-term obligations. Liquidity risks are managed by matching the payment and
receipt cycle.
The Group actively manages its operating cash flows so as to ensure that all
payment needs are met. As part of its overall prudent liquidity management, the
Group minimises liquidity risk by ensuring the availability of funding through equity
and maintain sufficient levels of cash to meet its working capital requirements.
Contractual maturity analysis
The following tables detail the Groups remaining contractual maturity for its financial
instruments. The tables have been drawn up based on undiscounted cash flows of
financial instruments based on the earlier of the contractual date or when the Group
is expected to receive or pay.
2012
2013
2014
RM000
RM000
RM000
Financial assets
Total undiscounted financial assets
160
318
953
5,079
2,165
162
5,397
3,118
84
5,996
6,154
8,449
25,050
84
14,445
31,204
Total undiscounted financial
liabilities
24.4
Capital management policies and objectives

The Group manages capital to ensure that the Group is able to continue as a going
concern and maintain an optimal capital structure so as to maximise shareholders
value.
A-47

24.

24.4
Capital management policies and objectives (Continued)

The Company is not subject to any externally imposed capital requirements for the
financial years ended 31 December 2012, 2013 and 2014.
The management reviews the capital structure to ensure that the Group is able to
service any debt obligations (including principal repayment and interest) based on its
operating cash flows. Upon review, the Group will balance its overall capital structure
through new share issues and the issue of new debt or the redemption of existing
debt, if necessary. The Groups overall strategy remains unchanged during the
financial years ended 31 December 2012, 2013 and 2014.
The Group monitors capital based on a gearing ratio, which is net debt divided by
total equity plus net debt. The Group includes within net debt, trade and other
payables and redeemable convertible loans less cash and cash equivalents. Total
equity comprises of share capital plus reserves.

Less: Cash and cash equivalents
Net debt
2013
RM000
2014
RM000
2,814
5,996
6,154
7,681
22,773
(2)
(5,079)
(2,165)
8,598
26,762
2,812
Total equity
(12)
Total capital
Gearing ratio
24.5
2012
RM000
(2,349)
(404)
2,800
6,249
26,358
100.43%
137.59%
101.53%
Fair values of financial assets and financial liabilities

The fair values of financial assets and liabilities are determined as follows:
the fair values of financial assets and financial liabilities with standard terms
and conditions and traded on active liquid markets are determined with
reference to quoted market prices; and
the fair values of other financial assets and financial liabilities (excluding
derivative instruments) are determined in accordance with generally accepted
pricing models based on discounted cash flow analysis.
A-48

24.

24.5
Fair values of financial assets and financial liabilities (Continued)

Fair value hierarchy
The Group classifies fair value measurements using a fair value hierarchy that
reflects the significance of the inputs used in making the measurements. The fair
value hierarchy has the following levels:
Level 1 quoted prices (unadjusted) in active markets for identical assets or

liabilities;
Level 2 inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (i.e. as prices) or indirectly
(i.e. derived from prices); and
Level 3 inputs for the asset or liability that are not based on observable
market data (unobservable inputs).
Fair values of financial instruments that are not carried at fair value
The carrying amounts of the current financial assets and current financial liabilities
that are not carried at fair value approximate their respective fair values as at the end
of the respective reporting periods due to the relatively short-term maturity of these
24.6
Categories of financial instruments

The following table sets out the financial instruments as at the end of the respective
reporting periods:
2012
2013
2014
RM000
RM000
RM000
162
5,397
3,118
84
13,677
28,927
Financial assets
Other financial liabilities, at
amortised cost
A-49

25. Events after the reporting period
Subsequent to 31 December 2014, the following events have taken place:
(i)
On 22 January 2015, 26 March 2015 and 27 May 2015, one of the subsidiaries, Angka
Alamjaya Sdn. Bhd. (AASB) increased its issued and paid-up share capital by way of
allotment and issuance of 110,204, 183,674 and 1,075,162 new ordinary shares
respectively at RM7.27, RM7.20 and RM4.95 per ordinary share respectively for cash
consideration of approximately RM802,000, RM1,322,000 and RM5,322,000
respectively;
(ii)
AASB issued additional RCL amounting to approximately RM6,227,000; and
(iii) The Restructuring Exercise as set out in Note 1.2 to the audited combined financial
statements.
A-50
APPENDIX B INDEPENDENT AUDITORS REPORT AND

AUDITED INTERIM CONDENSED COMBINED FINANCIAL STATEMENTS OF
ANCHOR RESOURCES LIMITED AND ITS SUBSIDIARIES FOR
THE FINANCIAL PERIOD FROM 1 JANUARY 2015 TO 30 JUNE 2015

Audited Interim Condensed Combined Financial Statements
For the financial period from 1 January 2015 to 30 June 2015
B-1
AUDITED INTERIM CONDENSED COMBINED FINANCIAL STATEMENTS

FOR THE FINANCIAL PERIOD FROM 1 JANUARY 2015 TO 30 JUNE 2015
STATEMENT BY DIRECTORS
We, Lim Chiau Woei and Chan Koon Mong, being two of the directors of Anchor Resources
Limited (the Company), do hereby state that, in the opinion of the Board of Directors,
(i)
the accompanying interim condensed combined financial statements together with notes
thereto are properly drawn up in accordance with Singapore Financial Reporting Standards
34, Interim Financial Reporting (FRS 34) so as to present fairly, in all material respects, the
financial position of the Company and its subsidiaries (the Group) as at 30 June 2015 and
of the financial performance, changes in equity and cash flows of the Group for the financial
period from 1 January 2015 to 30 June 2015, and
(ii)
at the date of this statement, there are reasonable grounds to believe that the Company will
be able to pay its debts as and when they fall due as referred to in Note 5 to the combined
On behalf of the Board of Directors
Lim Chiau Woei

Director
Chan Koon Mong

Director
Singapore
28 December 2015
B-2
INDEPENDENT AUDITORS REPORT ON AUDITED INTERIM

CONDENSED COMBINED FINANCIAL STATEMENTS
28 December 2015
This Independent Auditors Report

included in the Preliminary Offer
Document dated 28 December 2015 is
subject to updating, changes and
completion
as
the
information

Singapore 049909
Report on the financial statements

We have audited the accompanying interim condensed combined financial statements of Anchor
Resources Limited (the Company) and its subsidiaries (the Group) comprising the interim
condensed combined statement of financial position as at 30 June 2015, the interim condensed
combined statement of comprehensive income, interim condensed combined statement of
changes in equity and interim condensed combined statement of cash flows for the financial
period from 1 January 2015 to 30 June 2015 and a summary of significant accounting policies and
other explanatory notes as set out on pages B-5 to B-35.
Managements responsibility for the financial statements
The Companys management is responsible for the preparation and fair presentation of these
interim condensed combined financial statements in accordance with Singapore Financial
Reporting Standards 34, Interim Financial Reporting (FRS 34), and for devising and maintaining
a system of internal accounting controls sufficient to provide a reasonable assurance that assets
are safeguarded against loss from unauthorised use or disposition; and transactions are properly
authorised and that they are recorded as necessary to permit the preparation of true and fair
financial statements and to maintain accountability of assets.
Auditors responsibility
Our responsibility is to express an opinion on these interim condensed combined financial
statements based on our audits. We conducted our audits in accordance with Singapore
Standards on Auditing. Those standards require that we comply with ethical requirements and
plan and perform the audits to obtain reasonable assurance about whether the interim condensed
combined financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the interim condensed combined financial statements. The procedures selected
depend on the auditors judgement, including the assessment of the risks of material
misstatement of the interim condensed combined financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers internal control relevant to the
entitys preparation and fair presentation of interim condensed combined financial statements in
order to design audit procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the entitys internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting
estimates made by management, as well as evaluating the overall presentation of the interim
condensed combined financial statements.
B-3
INDEPENDENT AUDITORS REPORT ON AUDITED INTERIM

CONDENSED COMBINED FINANCIAL STATEMENTS
FOR THE FINANCIAL PERIOD FROM 1 JANUARY 2015 TO 30 JUNE 2015 (Continued)
Report on the financial statements (Continued)
Auditors responsibility (Continued)
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion.
Opinion
In our opinion, the accompanying interim condensed combined financial statements of the Group
present fairly, in all material respects, the financial position of the Group as at 30 June 2015 and
of its financial performance, changes in equity and cash flows for the financial period from 1
January 2015 to 30 June 2015 in accordance with FRS 34.
Other matter
The interim condensed combined statement of comprehensive income, interim condensed
combined statement of changes in equity and interim condensed combined statement of cash
flows of the Group for the financial period from 1 January 2014 to 30 June 2014 were not audited
and our opinion does not relate to the interim condensed combined financial statements for that
period.
of the Company in connection with the initial public offering of ordinary shares of the Company on
Catalist, the sponsor-supervised listing platform of the Singapore Exchange Securities Trading
Limited.
BDO LLP
Singapore
Leong Hon Mun Peter

Partner-in-charge
B-4

INTERIM CONDENSED COMBINED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2015
Note
30 June 2015
(Audited)
RM000
31 December 2014
(Audited)
RM000
ASSETS
Non-current assets
13,145
7,033
12,849
Development assets
13,211
26,356
19,882
Current assets
Inventories
474
283
10
2,034
5,733
1,205
460
4,075
2,165
7,788
8,641
34,144
28,523
39,211
20,850
(33,908)
(21,254)
Prepayments
11
Total assets
Equity
Share capital
12
Accumulated losses
Merger reserve
13
Total deficit
(11,472)
(6,169)
(404)
Current liabilities
14
9,018
6,154
15
24,893
22,773
16
6,402
Total liabilities
40,313
28,927
34,144
28,523

B-5

INTERIM CONDENSED COMBINED STATEMENT OF COMPREHENSIVE INCOME
Note
Other income
17
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
(270)
Contractor expenses
(107)
(488)
(36)
18
(1,231)
(695)
19
(96)
(77)
(2,932)
(1,002)
(1,135)
(462)
Other expenses
Finance costs
20

instruments
(6,402)
21
Income tax expense
22
(12,654)
(2,272)

representing total comprehensive
income for the financial period
(12,654)
(2,272)
Loss attributable to owners of

the parent
(12,654)
(2,272)
Total comprehensive income

attributable to owners of the parent
(12,654)
(2,272)
[]
[]
Loss per share
23

B-6

INTERIM CONDENSED COMBINED STATEMENT OF CHANGES IN EQUITY
Note
Share
capital
RM000
Accumulated
losses
RM000
Merger
reserve
RM000
Total
equity
RM000
(Audited)
20,850
(21,254)
(404)
Loss for the financial period
(12,654)
(12,654)

for the financial period
(12,654)
(12,654)
19,018
12
19,018
(557)
(557)
Difference between consideration

and share capital acquired of
(100)
(11,472)
(11,572)
(11,472)
6,889
(11,472)
(6,169)
Total transactions with owners
18,361
Balance at 30 June 2015
39,211
(33,908)
12,093
(14,442)
(2,349)
Loss for the financial period
(2,272)
(2,272)

for the financial period
(2,272)
(2,272)
(Unaudited)
12

*
12,093
(4,621)
(16,714)

B-7

INTERIM CONDENSED COMBINED STATEMENT OF CASH FLOWS
Note
Adjustments for:
Interest expenses
Interest income
Unrealised foreign exchange loss on redeemable
convertible loans
1 January 2015 to
30 June 2015
(Audited)
RM000
(12,654)
488
6,402
1,135
(7)
1,444

changes
Inventories
Prepayments
1 January 2014 to
30 June 2014
(Unaudited)
RM000
(2,272)
36
462
(3,192)
(1,774)
(191)
3,699
(745)
2,098
(296)
(1,444)
322
1,669
(3,192)
Additions to development assets
Interest received
(282)
(80)
7
(6,600)
(3,659)
(756)
(6,955)
(4,415)
Cash generated from/(absorbed by) operations,

representing net cash from/(used in) operating
activities
Decrease in fixed deposit pledged
Interest paid
Proceeds from issuance of new ordinary shares
Proceeds from issuance of redeemable convertible
loans
140
(369)
7,446
(557)
2,164
(1,488)
7,446
7,336
7,446

Cash and cash equivalents at beginning of
financial period
2,050
Cash and cash equivalents at end of financial

period
*
11
(161)
1,965
5,079
4,015
4,918

B-8

NOTES TO THE INTERIM CONDENSED COMBINED FINANCIAL STATEMENTS
These notes form an integral part and should be read in conjunction with the interim condensed
combined financial statements.
These interim condensed combined financial statements have been prepared for inclusion in the
Preliminary Offer Document of Anchor Resources Limited (the Company) and its subsidiaries
(the Group) and were authorised for issue by the Directors of the Company on 28 December
2015.
1.
1.1
Domicile and activities

The Company was incorporated in Singapore on 12 August 2015 under the Singapore
Companies Act, Chapter 50 (the Act) as a private limited liability company in the
name of Anchor Resources Pte. Ltd. In connection with its conversion into a public
company limited by shares, the Company changed its name to Anchor Resources
Limited on 30 September 2015. The Companys registration number is 201531549N.
The address of the Companys registered office and principal place of business are 9
Battery Road #15-01 Straits Trading Building Singapore 049910 and C-3A-9-10, 11 &
12, Block C, Pusat Komersial Southgate, No. 2, Jalan Dua, Off Jalan Chan Sow Lin,
55200, Kuala Lumpur, Wilayah Persekutuan, Malaysia respectively.
The principal activity of the Company is that of an investment holding company.
The principal activities of the subsidiaries are set out in Note 1.2 to the audited
combined financial statements for the financial years ended 31 December 2012, 2013
and 2014.
These interim condensed combined financial statements have been prepared solely in
connection with the proposed listing of the Company on Catalist, the sponsorsupervised board of the Singapore Exchange Securities Trading Limited (SGX-ST).
2.
Basis of preparation of interim condensed combined financial statements

The interim condensed combined financial statements have been prepared for the period
ended 30 June 2015 in accordance with Singapore Financial Reporting Standard 34, Interim
Financial Reporting (FRS 34). The interim condensed combined financial statements are
presented in Malaysian Ringgit and all values are recorded to the nearest thousand (RM000)
except where otherwise indicated.
The interim condensed combined financial statements do not include the full disclosures
normally included in a complete set of financial statements and should be read in conjunction
with the audited combined financial statements for the financial years ended 31 December
2012, 2013 and 2014.
B-9

3.
Significant accounting policies

The interim condensed combined financial statements have been prepared on the historical
basis except as disclosed in the accounting policies in the audited combined financial
statements for the financial years ended 31 December 2012, 2013 and 2014.
The accounting policies and methods of computation used in the interim condensed
combined financial statements are consistent with those applied in the audited combined
financial statements for the financial years ended 31 December 2012, 2013 and 2014. These
accounting policies are set out in the audited combined financial statements for the financial
years ended 31 December 2012, 2013 and 2014.
4.
Critical accounting judgements and key sources of estimation uncertainty

The critical judgements and key sources of estimation uncertainty made by the management
remain unchanged from the last audited financial year except as discussed below.
4.1
Critical judgements made in applying the accounting policies

(i)
Recoverability of development assets

The Group assesses each asset or cash-generating unit at each reporting period
to determine whether any indication of impairment exists. Where an indicator of
impairment exists, a formal estimate of the recoverable amount is made, which
is considered to be the higher of fair value less costs to sell and value in use.
These assessments require the use of estimates and assumptions (considering
current and historical prices, price trends and related factors), discount rates,
operating costs, future capital requirements, decommissioning costs, exploration
potential, reserves and operating performance (which includes production and
sales volumes). These estimates and assumptions are subject to risk and
uncertainty. Therefore, there is a possibility that changes in circumstances will
impact these projections, which may impact the recoverable amount of assets
and/or cash-generating units.
B-10

5.
Going concern
As at 30 June 2015, the Groups current liabilities exceeded its current assets by
approximately RM32,525,000 (31 December 2014: RM20,286,000) and its capital deficiency
of approximately RM6,169,000 (31 December 2014: RM404,000). In addition, the Group
incurred net loss of approximately RM12,654,000 (period from 1 January 2014 to 30 June
2014: RM2,272,000) for the financial period from 1 January 2015 to 30 June 2015.
Notwithstanding the above, the Directors of the Company are of the opinion that it is
appropriate for the combined financial statements to be prepared on a going concern basis
and the Group is able to meet its obligations as and when they fall due having regard to the
following:
(i)
the Directors of the Company have carried out a detailed review of the cash flow
forecast of the Group for the financial period ending 30 June 2016. Based on such
forecast, the Directors of the Company have estimated that adequate liquidity exists to
finance the working capital requirements of the Group for the next twelve months. In
preparing the cash flow forecasts, the Directors of the Company have considered the
operating cash requirements of the Group as well as other key factors, including the
ability of the Group to obtain additional funding to satisfy the Groups future working
capital requirements, which may impact the operations of the Group during the next
twelve months. The Directors of the Company are of the opinion that the assumptions
which are included in the cash flow forecast are reasonable;
(ii)
as disclosed in the Note 28 to the interim condensed combined financial statements, the
Group increased its issued and paid-up share capital by way of new capital injection
and conversion of redeemable convertible loans to new ordinary shares as future
working capital to enable the Group to continue as a going concern and operate in the
next twelve months; and
(iii) the Group has received an undertaking from a shareholder of the Company to continue
to provide the Group with financial support as and when necessary to enable the Group
to continue as a going concern and support its operating and investing activities for the
next twelve months.
The interim condensed combined financial statements of the Group do not include any
adjustments relating to the recoverability of reported asset amount or the amounts and
classifications of liabilities that might result if the going concern basis was found to be
inappropriate.
B-11
B-12
6.
5,280
112
Carrying amount
112
Depreciation for the financial period
5,392
4,515
877
Buildings
RM000
Reclassification
Additions
Cost
2015
(Audited)
17
31
29
48
48
Furniture
and
fittings
RM000
270
82
33
49
352
126
226
Office
equipment
RM000
211
93
30
63
304
11
293
Motor
vehicles
RM000
213
57
26
31
270
266
6,417
276
269
6,693
1,241
5,362
90
737
16
16
753
753
(6,509)
220
6,289
Plant and
Road and
ConstructionRenovation machinery infrastructure in-progress
RM000
RM000
RM000
RM000


13,145
667
488
179
13,812
6,600
7,212
Total
RM000
B-13
6.
19
29
Carrying amount
28
Depreciation for the financial year
48
29
Additions
Transferred to exploration and

evaluation assets
19
Cost
2014
(Audited)
Furniture and
fittings
RM000
Property, plant and equipment (Continued)
177
49
49
226
220
Office
equipment
RM000
230
63
56
293
162
131
Motor
vehicles
RM000


235
31
30
266
256
10
Renovation
RM000
83
90
90
6,289
6,289
(107)
6,090
306
Plant and Constructionmachinery

in-progress
RM000
RM000
7,033
179
170
7,212
(107)
6,847
472
Total
RM000

7.
Balance at beginning of the financial period/year

Additions
Transferred from property, plant and equipment
Transferred to development assets
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
12,849
5,468
282
7,274
107
(13,131)
Balance at end of the financial period/year
12,849
Included in exploration and evaluation assets is concession asset representing concession

rights to mine for the financial period ended 30 June 2015 with carrying amount of RMNil
(31 December 2014: RM1,480,000).
Ultimate recoupment of exploration and evaluation expenditure carried forward is dependent
on successful development and commercial exploitation or alternatively, sale of the
respective areas.
8.
Development assets
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
80
Transferred from exploration and evaluation assets
13,131
13,211

Additions
In March 2015, the Group reclassified the exploration and evaluation assets to development
assets upon completion of plant commissioning on its mine, when the technical feasibility
and commercial viability of extracting the resource are demonstrable and sanctioned by
management.
B-14

9.
Inventories
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
Raw materials
361
243
Consumables
61
40
Work-in-progress
52
474
283
The cost of inventories recognised as an expense and included in raw materials and
consumables used line item in the Groups profit or loss for the financial period from 1
January 2015 to 30 June 2015 amounting to approximately RM270,000 (period from 1
January 2014 to 30 June 2014: RMNil).
10. Non-trade receivables

30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
213
530
53
213
583
1,817
370
third parties
3,800
980
4,780
2,034
5,733
third parties
related parties
Deposits
Goods and services tax receivables
Advances to suppliers
As at 30 June 2015, deposits mainly relate to the refundable rental deposits of office spaces,
warehouse, equipment, concession rights and refundable deposit for a contemplated asset
acquisition amounting to approximately RM1,451,000 (31 December 2014: RMNil).
Advances to suppliers represent advance payments for the purchase of property, plant and
equipment.
B-15

10. Non-trade receivables (Continued)
The currency profiles of non-trade receivables as at the end of the reporting period are as
follows:
11.
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
Ringgit Malaysia
583
5,733
Australian dollar
1,451
2,034
5,733
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
60
1,550
4,015
615
Cash and cash equivalents as per combined

statements of financial position
4,075
2,165
Fixed deposits with a bank
Fixed deposit pledged
(60)
Cash and cash equivalents as per combined

statements of cash flows
4,015
(200)
1,965
Fixed deposit bear effective interest rate of 3.15% (31 December 2014: 2.5% to 3.8%) per
annum during the financial period from 1 January 2015 to 30 June 2015 and with maturity of
1 (31 December 2014: 1 to 6) month from the end of the financial period ended 30 June 2015.
As at 30 June 2015, fixed deposit of the Group amounting to RM60,000 (31 December 2014:
RM200,000) was pledged to a bank to secure bankers guarantee facility amounting to
RM60,000 (31 December 2014: RM200,000).
B-16

11.
Cash and cash equivalents (Continued)

As at the end of the reporting period, the Group has banking facilities as follows:
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
Banking facilities granted
5,000
5,000
Banking facilities utilised
60
200
The currency profiles of cash and cash equivalents included in the combined statements of
financial position as at the end of the reporting period are as follows:
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
Ringgit Malaysia
75
1,905
Singapore dollar
4,000
260
4,075
2,165
12. Share capital

As the Company was incorporated only on 12 August 2015, for the purpose of these
combined financial statements, the share capital as at 30 June 2015 and 31 December 2014
represents the aggregation of the Groups share in the paid-up capital of Angka Alamjaya
Sdn. Bhd. (AASB) and Angka Mining Sdn. Bhd. (AMSB).
On 30 May 2014, AMSB issued 2 subscribers shares at RM1 per ordinary share for cash
consideration of RM2. On 3 July 2014, AMSB increased its issued and paid-up share capital
by way of allotment and issuance of 100,000 new ordinary shares at RM1 per ordinary share
for cash consideration of RM100,000.
On 9 October 2014, AASB increased its issued and paid-up share capital by way of allotment
and issuance of 808,163 new ordinary shares at RM4.40 per ordinary share as settlement of
consultancy fees payable to certain directors of the Company of approximately
RM3,561,000.
On 20 November 2014, AASB increased its issued and paid-up share capital by way of
B-17

12. Share capital (Continued)
On 22 January 2015, AASB increased its issued and paid-up share capital by way of
cash consideration of approximately RM802,000.
On 12 March 2015, AASB increased its issued and paid-up share capital by way of allotment
and issuance of 2,571,428 new ordinary shares at RM4.50 per ordinary shares as share
swap with the shareholders of AMSB for 100,002 units of AMSBs share, for a consideration
of approximately RM11,572,000.
On 26 March 2015, AASB increased its issued and paid-up share capital by way of allotment
and issuance of 183,674 new ordinary shares at RM7.20 per ordinary share for cash
consideration of approximately RM1,322,000.
On 27 May 2015, AASB increased its issued and paid-up share capital by way of allotment
and issuance of 1,075,162 new ordinary shares at RM4.95 per ordinary share for cash
consideration of approximately RM5,322,000.
The holders of ordinary shares are entitled to receive dividends as and when declared by the
Company or its subsidiaries. All ordinary shares carry one vote per share without restriction.
13. Merger reserve

Merger reserve represent the differences between the consideration paid and the share
capital of subsidiary acquired.
14. Trade and other payables
Trade payables
third parties
Non-trade payables
third parties
a related party
a director of the Company
Accrued expenses
B-18
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
1,277
1,598
2,875
1,229
2,578
3,807
1,323
23
217
1,563
4,580
1,240
30
1,270
1,077
9,018
6,154

14. Trade and other payables (Continued)
Trade payables are unsecured, non-interest bearing and are normally settled between 30 to
60 days (31 December 2014: 30 to 60 days) terms.
The non-trade amounts due to a related party and a director of the Company are unsecured,
non-interest bearing and repayable on demand.
The currency profiles of trade and others payables as at the end of the reporting period are
as follows:
Ringgit Malaysia
Australian dollar
Singapore dollar
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
4,660
1,598
1,429
1,331
1,235
2,578
1,112
1,229
9,018
6,154
15. Redeemable convertible loans (RCL)

Additions
Redemption
Currency re-alignment
B-19
30 June
2015
(Audited)
RM000
22,773
2,164
(1,488)
1,444
24,893
31 December
2014
(Audited)
RM000
7,681
14,667
(257)
682
22,773

15. Redeemable convertible loans (RCL) (Continued)
(a)
The currency profile of RCL as at the end of the reporting period is Singapore dollar
(SGD).
(b)
The salient features of the RCL are as follows:

(i)
(ii)
the RCL are redeemable at the option of RCL lenders on:

(a)
issue date plus 12 months (the First Issue Date) with the option to extend
to First Issue Date plus 6 months in the event the initial public offering (IPO)
or reverse take-over (RTO) is delayed due to regulatory approval (the Final
Maturity Date); or
(b)
the IPO or RTO date of the issuers entire issued and paid up capital on the
Catalist Market Singapore Stock Exchange (SGX) or such other
internationally recognised stock exchange.
the RCL constitute a unsecured, direct, unconditional and subordinated

obligations of the issuer and will rank pari passu and without preference or priority
among themselves but will rank above all shareholders and intercompany loan in
the issuer in terms of prepayment or repayment of principal, payment of interest
and/or other unpaid expenses;
(iii) no interest shall be paid on the RCL if the IPO or RTO is completed before the final
maturity date;
(iv) in the event that the IPO or RTO is not completed, interest shall be payable upon
final maturity date or on the occurrence of events of defaults at the rate of 10% per
annum, calculated on the basis of the actual number of days elapsed and a
365-day year and commencing from the date of payment is received;
(v)
the RCL lenders shall have the rights to convert RCL at the conversion price into
new issuers shares issued as fully paid up at the conversion price no later than 10
days from the date of listing and quotation notice in respect of the IPO or RTO
issued by SGX;
(vi) the conversion price shall be set at 40% to 50% (31 December 2014: 40% to 70%)
discount to the estimated IPO or RTO price;
(vii) the RCL shall unless converted into fully paid up shares of the issuer be redeemed
in cash denominated in SGD to the investors on the final maturity date;
(viii) certain events including non-payment, breach of other obligations, breach of
material contract, change of control and shareholding, enforcement proceedings,
security enforced, winding-up or disposal and expropriation will permit
acceleration of principal of the RCL; and
(ix) all payments to be free and clear of any present and future taxes, withholdings or
other deductions.
Subsequent to 30 June 2015, additional issues and conversions of RCL are disclosed in Note
1.2(iv) to the audited combined financial statements for the financial years ended 31
December 2012, 2013 and 2014.
B-20

16. Derivative financial instruments
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
Fair value loss charged to profit or loss
6,402
6,402
Derivative financial instruments arise from the fair value change on conversion option of RCL
as at end of the reporting period. Details of valuation techniques and inputs used were
disclosed in Note 27.5 to the interim condensed combined financial statements.
17. Other income
Interest income
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
1,101
634
130
61
1,231
695
18. Employee benefits expense
Salaries, wages, bonuses and other benefits

Contributions to defined contribution plans
Included in the employee benefits expense were the remuneration of Directors of the
Company and key management personnel of the Group as set out in Note 24 to the interim
condensed combined financial statements.
B-21

19. Operating lease expenses
1 January 2015 to
30 June 2015
1 January 2014 to
30 June 2014
(Audited)
(Unaudited)
RM000
RM000
Rental of office and warehouse
81
68
Rental of equipment
15
96
77
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
1,135
462
20. Finance costs
Interest expense
21. Loss before income tax

In addition to the charges and credits disclosed elsewhere in the notes to the interim
condensed combined financial statements, the above includes the following charges:
Other expenses
Commission fee
Professional fees
Security charges
Utilities
Withholding tax
B-22
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
79
1,255
745
87
97
140
222
53
385
87
108
77
58
116
11

22. Income tax expense
There is no income tax expense as the Group does not have any taxable profits.
Reconciliation of effective income tax rate
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
(12,654)
(2,272)
Income tax calculated at Singapores statutory

tax rate 17% (period ended 30 June 2014:
17%)
(2,151)
(386)
Effect of different tax rate in other countries
(1,013)
(182)
3,164
568
Tax effect of non-deductible expenses for

income tax purposes
23. Loss per share

The basic earnings per share is calculated based on the profit attributable to owners of the
parent for the financial period and pre-placement share capital of [] shares.
Diluted loss per share is the same as the basic loss per share because the potential ordinary
shares to be converted are anti-dilutive as the effect of the shares conversion would be to
decrease the loss per share.
24. Significant related party transactions

For the purpose of these interim condensed combined financial statements, parties are
considered to be related to the Group if the Group has the ability, directly or indirectly, to
control the party or exercise significant influence over the party in making financial and
operating decisions, or vice versa, or where the Group and the party are subject to common
control or common significant influence. Related parties may be individuals or other entities.
B-23

24. Significant related party transactions (Continued)
In addition to the related party information disclosed elsewhere in the interim condensed
combined financial statements, the following were significant related party transactions at
rates and terms agreed between the Group with its related parties:
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
217
70
43
1,500
Payment on behalf from
741
Project management, tailings, drilling and

579
180
With directors of the Company

Advances from
Rental expenses
With a non-controlling shareholder
Deposit paid to
With a related party

Rental expenses
Compensation of key management personnel

Key management personnel are directors of the Company and subsidiaries and those
persons having authority and responsibility for planning, directing and controlling the
activities of the Group, directly, or indirectly.
B-24

24. Significant related party transactions (Continued)
Compensation of key management personnel (Continued)
The remuneration of directors of the Company and subsidiaries and key management
personnel of the Group were as follows:
1 January 2015 to
30 June 2015
(Audited)
RM000
1 January 2014 to
30 June 2014
(Unaudited)
RM000
78
78
10
60
88
140
30
60
187
78
22
209
87
Directors of the Company
directors fees
Directors of a subsidiary
directors fees
Key management personnel
25. Operating lease commitments

The Group as lessee
The Group lease office spaces, warehouse and equipment under non-cancellable operating
leases. The operating lease commitments are based on existing rental rates. The leases
have lease term range from 1 to 5 years (31 December 2014: 1 to 5 years) and rentals are
fixed during the lease term.
As at the end of the reporting period, the future minimum lease payable under noncancellable operating leases contracted for but not recognised as liabilities were as follows:

After one financial year but within five financial years
B-25
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
161
98
161
178
259
339

26. Segment information
Business segment
The Group primarily operates in one business segment, which is the mining segment.
Accordingly, no segmental information is prepared based on business segment as it is not
meaningful.
Geographical information
The Group operates mainly in Malaysia and all non-current assets were located in Malaysia.
Accordingly, an analysis of assets and profits of the Group by geographical distribution has
not been presented.
Major customers
The Group has no major customer as the mining project is at exploration and evaluation
phase and no revenue was generated as at end of the reporting period.
27. Financial instruments, financial risks and capital management

The Groups activities expose it to credit risks, market risks (including foreign currency risks)
and liquidity risks arising in the ordinary course of business. The Groups overall risk
management strategy seeks to minimise adverse effects from the volatility of financial
markets on the Groups financial performance.
The Board of Directors is responsible for setting the objectives and underlying principles of
financial risk management for the Group. The management then establishes the detailed
policies such as risk identification and measurement, exposure limits and hedging strategies,
in accordance with the objectives and underlying principles approved by the Board of
Directors.
The Group does not hold or issue derivative financial instruments for trading purposes or to
hedge against fluctuations, if any, in interest rates and foreign exchange rates.
There has been no change to the Groups exposure to these financial risks or the manner in
which it manages and measures the risk. If necessary, market risk exposures are measured
using sensitivity analysis indicated below.
27.1 Credit risks
Credit risks refer to the risk that counterparty will default on its contractual obligations
resulting in a loss to the Group. The Group has adopted a policy of only dealing with
creditworthy counterparties as a means of mitigating the risk of financial loss from
defaults. The Group performs ongoing credit evaluation of its counterparties financial
condition and generally does not require collaterals.
B-26

27. Financial instruments, financial risks and capital management (Continued)
27.1 Credit risks (Continued)
The Group does not have any significant credit exposure to any single counterparty or
any group of counterparties having similar characteristics.
The carrying amounts of financial assets recorded in the combined financial
statements, grossed up for any allowances for impairment losses, represents the
Groups maximum exposure to credit risks.
The Groups major classes of financial assets are non-trade receivables and cash and
cash equivalents.
Bank deposits are mainly deposits with a reputable bank with minimum risk of default.
27.2 Market risks
Foreign currency risks
The Group incurs foreign currency risk on transactions and balances that are
denominated in currencies other than the functional currency of entities within the
Group. The Group transacts business in various foreign currencies and therefore is
exposed to foreign exchange risk mainly from Australian dollar, Singapore dollar and
United States dollar transactions.
As at the end of the respective reporting periods, the carrying amounts of monetary
assets and monetary liabilities denominated in currencies other than the respective
entities functional currency are as follows:
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
Australian dollar
1,451
Singapore dollar
4,000
260
Australian dollar
1,598
2,578
Singapore dollar
26,322
23,885
1,331
1,229
Assets
Liabilities
B-27

27.2 Market risks (Continued)
Foreign currency risks (Continued)
The Group has investments in foreign subsidiaries, whose net assets are exposed to
currency translation risk. The Group does not currently designate its foreign currency
denominated debt as a hedging instrument for the purpose of hedging the translation
of its foreign operations.
Exposure to foreign currency risk is monitored on an ongoing basis in accordance with
the Groups risk management policies to ensure that the net exposure is at an
acceptable level.
Foreign currency sensitivity analysis
The following table details the sensitivity to a 1% (31 December 2014: 2%) change in
Australian dollar, a 6% (31 December 2014: 2%) change in Singapore dollar and a 7%
(31 December 2014: 6%) change in United States dollar respectively against the
functional currency of entities within the Group. The sensitivity rates of 1%, 6% and 7%
(31 December 2014: 2%, 2% and 6%) respectively are used when reporting foreign
currency risk internally to key management personnel and represents the
managements assessment of the possible change in foreign exchange rates.
The sensitivity analysis includes only outstanding foreign currency denominated
monetary items and adjusts their translation at the end of the respective reporting
periods for 1%, 6% and 7% (31 December 2014: 2%, 2% and 6%) respectively change
in foreign currency rates.
The sensitivity analysis assumes an instantaneous change in the foreign currency
exchange rates from the end of the respective reporting periods, with all other
variables held constant. The results of the model are also constrained by the fact that
only monetary items, which is denominated in Australian dollar, Singapore dollar and
United States dollar are included in the analysis. Consequentially, reported changes in
the values of some of the financial instruments impacting the results of the sensitivity
analysis are not matched with the offsetting changes in the values of certain excluded
items that those instruments are designed to finance or hedge.
B-28

27.2 Market risks (Continued)
Foreign currency sensitivity analysis (Continued)
30 June
2015
31 December
2014
(Audited)
(Audited)
RM000
RM000
Australian dollar
(2)
((51)
51
Singapore dollar
(1,243)
(514)
1,243
514

(98)
(78)
98
78
27.3 Liquidity risks

Liquidity risks refer to the risks in which the Group encounters difficulties in meeting
its short-term obligations. Liquidity risks are managed by matching the payment and
receipt cycle.
The Group actively manages its operating cash flows so as to ensure that all payment
needs are met. As part of its overall prudent liquidity management, the Group
minimises liquidity risk by ensuring the availability of funding through equity and
maintain sufficient levels of cash to meet its working capital requirements.
Contractual maturity analysis
The following tables detail the Groups remaining contractual maturity for its financial
instruments. The tables have been drawn up based on undiscounted cash flows of
financial instruments based on the earlier of the contractual date or when the Group
is expected to receive or pay.
B-29

27.3 Liquidity risks (Continued)
Contractual maturity analysis (Continued)
30 June
2015
31 December
2014
(Audited)
(Audited)
RM000
RM000
2,034
953
4,075
2,165
Total undiscounted financial assets
6,109
3,118
9,018
6,154
27,382
25,050
6,402
42,802
31,204
Financial assets
Total undiscounted financial liabilities
27.4 Capital management policies and objectives

The Group manages capital to ensure that the Group is able to continue as a going
concern and maintain an optimal capital structure so as to maximise shareholders
value.
The Company is not subject to any externally imposed capital requirements for the
financial period from 1 January 2015 to 30 June 2015.
The management reviews the capital structure to ensure that the Group is able to
service any debt obligations (including principal repayment and interest) based on its
operating cash flows. Upon review, the Group will balance its overall capital structure
through new share issues and the issue of new debt or the redemption of existing debt,
if necessary. The Groups overall strategy remains unchanged during the financial
period from 1 January 2015 to 30 June 2015.
The Group monitors capital based on a gearing ratio, which is net debt divided by total
equity plus net debt. The Group includes within net debt, trade and other payables and
redeemable convertible loans less cash and cash equivalents. Total equity comprises
of share capital plus reserves.
B-30

27.4 Capital management policies and objectives (Continued)
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
9,018
6,154
24,893
22,773
6,402
Less: Cash and cash equivalents
(4,075)
(2,165)
Net debt
36,238
26,762
Total equity
(6,169)
Total capital
30,069
26,358
120.52%
101.53%
Gearing ratio
(404)
27.5 Fair values of financial assets and financial liabilities

The fair values of financial assets and liabilities are determined as follows:
the fair values of financial assets and financial liabilities with standard terms and
conditions and traded on active liquid markets are determined with reference to
quoted market prices; and
the fair values of other financial assets and financial liabilities (excluding
derivative instruments) are determined in accordance with generally accepted
pricing models based on discounted cash flow analysis.
Fair value hierarchy

The Group classifies fair value measurements using a fair value hierarchy that reflects
the significance of the inputs used in making the measurements. The fair value
hierarchy has the following levels:
Level 1 quoted prices (unadjusted) in active markets for identical assets or

liabilities;
Level 2 inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices); and
Level 3 inputs for the asset or liability that are not based on observable market
data (unobservable inputs).
B-31

27.5 Fair values of financial assets and financial liabilities (Continued)
Fair values of financial instruments that are not carried at fair value
The carrying amounts of the current financial assets and current financial liabilities
that are not carried at fair value approximate their respective fair values as at the end
of the respective reporting periods due to the relatively short-term maturity of these
Fair value of financial instruments carried at fair value
The table below classified financial instruments carried at fair value by level of fair
value hierarchy as at the end of the reporting period:
Fair value measurements using
Level 1
Level 2
Level 3
Total
RM000
RM000
RM000
RM000
30 June 2015
(Audited)
Derivative financial
instruments
6,402
6,402
31 December 2014
(Audited)
Derivative financial
instruments
There were no transfer between levels during the period and no changes in the
valuation techniques of the various classes of assets and financial liabilities during the
financial period.
B-32

Fair value of financial instruments carried at fair value (Continued)
Level 3 fair value measurements on derivative financial instruments
Description
Derivative
financial
instruments
Valuation
technique
Significant
unobservable inputs
The fair value of the

redeemable
convertible loans is
based on the
probability-weighted
average present
value of the
expected future net
cash flows to the
lenders with
reference to
valuation report
performed by an
independent valuer
as at 30 June 2015.
Scenario probabilities
Probability for IPO
success scenarios is
expected to be 40%.
Conversion value
Conversion value is
estimated at 40% to
50% discount of the
selling price of the
ordinary shares of
listing vehicle.
Held-to-maturity value
Value of loans for
holding it till maturity is
derived by discounting
the estimated cash
flows over the
remaining contractual
terms of the loans at
simple interest rate of
10% per annum.
Inter-relationship
between key
unobservable
inputs and fair
value
The estimated fair
value varies
consistently with
the scenario
probabilities.
The estimated fair

value varies
consistently with
the conversion
value.
The estimated fair

value varies
consistently with
the held-to-maturity
value.
Time to maturity
1.5 years from issuance
date.
Discount rates
2.42% derived from risk
free rates of which
based on the
government bond yield
of Singapore.
B-33
The estimated fair

value varies
inversely against
the time to maturity.
The estimated fair

value varies
inversely against
the discount rates.

The following table represents the reconciliation for all assets and liabilities measured
at fair value based on significant unobservable inputs (Level 3):
Derivative
financial
instruments
RM000
Group
30 June 2015
(Audited)
Balance at beginning of financial period
Included in profit or loss

fair value adjustments on conversion option of redeemable
convertible loans
6,402
Balance at end of financial period
6,402
31 December 2014
(Audited)
Balance at beginning and end of financial year
Valuation policies and procedures

The Groups Chief Financial Officer (CFO) oversees the Groups financial reporting
valuation process and is responsible for setting and documenting the Groups
valuation policies and procedures. In this regard, the CFO office reports to the Groups
Board of Directors.
For all significant financial reporting valuations using valuation model and significant
unobservable inputs, it is the Groups policy to engage external valuation experts to
perform the valuation. The CFO office is responsible for selecting and engaging
valuation experts that possess the relevant credentials and knowledge on the subject
of valuation, valuation methodologies, and FRS 113 fair value measurement guidance.
For valuations performed by external valuation experts, the CFO office reviews the
appropriateness of the valuation methodologies and assumptions adopted. The CFO
office also evaluates the appropriateness and reliability of the inputs (including those
developed internally by the Group) used in the valuations.
B-34

Valuation policies and procedures (Continued)
In selecting the appropriate valuation models and inputs to be adopted for each
valuation that uses significant unobservable inputs, external valuation experts are
requested to calibrate the valuation models and inputs to actual market transactions
(which may include transactions entered into by the Group with third parties as
appropriate) that are relevant to the valuation if such information are reasonably
available.
27.6 Categories of financial instruments
The following table sets out the financial instruments as at the end of the respective
reporting periods:
30 June
2015
(Audited)
RM000
31 December
2014
(Audited)
RM000
6,109
3,118
Financial liabilities designated at fair value

through profit or loss
6,402
Other financial liabilities, at amortised cost
33,911
28,927
40,313
28,927
Financial assets
28. Events after the reporting period

Subsequent to 30 June 2015, the following events have taken place:
(i)
Angka Alamjaya Sdn. Bhd. issued additional RCL amounting to approximately

RM2,619,000; and
(ii)
The Restructuring Exercise as set out in Note 1.2 to the audited combined financial
statements for the financial years ended 31 December 2012, 2013 and 2014.
B-35
This page has been intentionally left blank.
APPENDIX C INDEPENDENT AUDITORS ASSURANCE REPORT AND

UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION OF
ANCHOR RESOURCES LIMITED AND ITS SUBSIDIARIES
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 AND

Unaudited Pro Forma Combined Financial Information
For the financial year ended 31 December 2014 and
for the financial period from 1 January 2015 to 30 June 2015
C-1
INDEPENDENT AUDITORS ASSURANCE REPORT ON THE COMPILATION OF

UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION
28 December 2015
This Independent Auditors Assurance

Report included in the Preliminary
Offer Document dated 28 December
2015 is subject to updating, changes
and completion as the information

Singapore 049909
Report on the compilation of pro forma financial information

We have completed our assurance engagement to report on the compilation of pro forma financial
information of Anchor Resources Limited (the Company) and its subsidiaries (the Group). The
pro forma financial information consists of the pro forma combined statement of financial position
as at 31 December 2014 and 30 June 2015 respectively, the pro forma combined statement of
comprehensive income and pro forma combined statement of cash flows for the financial year
ended 31 December 2014 and for the financial period from 1 January 2015 to 30 June 2015
respectively, and related notes as set out on pages C-5 to C-20 of the Preliminary Offer Document
issued by the Company. The applicable criteria on the basis of which the management has
compiled the pro forma financial information are described in Note 3.
The pro forma financial information has been compiled by the management to illustrate the impact
of the significant events (the Significant Events) set out in Note 2 on:
(i)
the financial position of the Group as at 31 December 2014 and 30 June 2015 respectively
as if the Significant Events had taken place on those dates; and
(ii)
the financial performance and cash flows of the Group for the financial year ended 31
December 2014 and for the financial period from 1 January 2015 to 30 June 2015
respectively as if the Significant Events had taken place on 1 January 2014.
As part of this process, information about the Groups financial position, financial performance and
cash flows has been extracted by the management from the audited combined financial
statements for the financial year ended 31 December 2014 and for the financial period from 1
January 2015 to 30 June 2015, on which audit reports have been published.
Managements responsibility for the pro forma financial information
Management is responsible for compiling the pro forma financial information on the basis of the
applicable criteria.
Our independence and quality control
We have complied with the independence and other ethical requirement of the Accounting and
Corporate Regulatory Authority Code of Professional Conduct and Ethics for Public Accountants
and Accounting Entities, which is founded on fundamental principles of integrity, objectivity,
professional competence and due care, confidentiality and professional behavior.
C-2

Report on the compilation of pro forma financial information (Continued)
Our independence and quality control (Continued)
The firm applies Singapore Standard on Quality Control 1 and accordingly maintains a
comprehensive system of quality control including documented policies and procedures regarding
compliance with ethical requirements, professional standards and applicable legal and regulatory
requirements.
Reporting accountants responsibilities
Our responsibility is to express an opinion about whether the pro forma financial information has
been compiled, in all material respects, by the management on the basis of the applicable criteria.
We conducted our engagement in accordance with Singapore Standard on Assurance
Engagements (SSAE) 3420, Assurance Engagements to Report on the Compilation of Pro
Forma Financial Information Included in a Prospectus, issued by the Institute of Singapore
Chartered Accountants. This standard requires that the reporting accountant comply with ethical
requirements and plan and perform procedures to obtain reasonable assurance about whether the
management has compiled, in all material respects, the pro forma financial information on the
basis of the applicable criteria.
For purposes of this engagement, we are not responsible for updating or reissuing any reports or
opinions on any historical financial information used in compiling the pro forma financial
information, nor have we, in the course of this engagement, performed an audit or review of the
financial information used in compiling the pro forma financial information.
The purpose of pro forma financial information included in the Preliminary Offer Document is
solely to illustrate the impact of the Significant Events on unadjusted financial information of the
Group as if the event had occurred or the transaction had been undertaken at an earlier date
selected for purposes of the illustration. Accordingly, we do not provide any assurance that the
actual outcome of the event or transaction at 31 December 2014 and 30 June 2015 would have
been as presented.
A reasonable assurance engagement to report on whether the pro forma financial information has
been compiled, in all material respects, on the basis of the applicable criteria involves performing
procedures to assess whether the applicable criteria used by the management in the compilation
of the pro forma financial information provide a reasonable basis for presenting the significant
effects directly attributable to the event or transaction, and to obtain sufficient appropriate
evidence about whether:
The related pro forma adjustments give appropriate effect to those criteria; and
The pro forma financial information reflects the proper application of those adjustments to the
unadjusted financial information.
The procedures selected depend on the reporting accountants judgement, having regard to the
reporting accountants understanding of the nature of the Company, the event or transaction in
respect of which the pro forma financial information has been compiled, and other relevant
engagement circumstances.
C-3

Report on the compilation of pro forma financial information (Continued)
Reporting accountants responsibilities (Continued)
The engagement also involves evaluating the overall presentation of the pro forma financial
information.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Opinion
In our opinion:
(a)
(b)
The pro forma financial information has been compiled:

(i)
in a manner consistent with the accounting policies adopted by the Group in its latest
audited financial statements, which are in accordance with Singapore Financial
Reporting Standards;
(ii)
on the basis of the applicable criteria stated in Note 3 of the pro forma financial
information; and
each material adjustment made to the information used in the preparation of the pro forma
financial information is appropriate for the purpose of preparing such unaudited combined
financial information.

to be issued in connection with the proposed initial public offering of ordinary shares of the
Company on Catalist, the sponsor-supervised listing platform of the Singapore Exchange
Securities Trading Limited.
BDO LLP
Singapore
Leong Hon Mun Peter

Partner-in-charge
C-4

UNAUDITED PRO FORMA COMBINED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2014 AND 30 JUNE 2015
31 December 2014
RM000
30 June 2015
RM000
13,633
13,145
Development assets
13,211
13,211
26,844
26,356
283
474
5,733
2,034
460
1,205
7,503
7,735
13,979
11,448
40,823
37,804
76,576
76,576
(56,739)
(61,856)
Merger reserve
15,644
15,644
Total equity
35,481
30,364
5,342
7,440
Total liabilities
5,342
7,440
40,823
37,804
ASSETS
Non-current assets
Current assets
Inventories
Prepayments
Total assets
Equity
Share capital
Accumulated losses
Current liabilities

C-5

UNAUDITED PRO FORMA COMBINED STATEMENT OF COMPREHENSIVE INCOME
1 January 2014 to
31 December 2014
RM000
1 January 2015 to
30 June 2015
RM000
Other income
(270)
Contractor expenses
(107)
(170)
(488)
(1,432)
(1,231)
(167)
(96)
Other expenses
(6,961)
(2,932)
Finance costs
(3,573)

instruments
(30,003)
(42,297)

Income tax expense
(5,117)
Loss for the financial year/period,

representing total comprehensive income
for the financial year/period
(42,297)
(5,117)
(42,297)
(5,117)
Total comprehensive income attributable to

owners of the parent
(42,297)
(5,117)
[]
[]
Loss per share (1)

Note:
(1)
The calculations of pro forma basic and diluted loss per share for the financial year/period is based on the loss
attributable to owners of the parent for the financial year ended 31 December 2014 and financial period ended 30
June 2015 respectively were based on pre-placement share capital of [] during the financial year/period. Diluted
loss per share is the same as the basic loss per share because the potential ordinary shares to be converted are
anti-dilutive as the effect of the shares conversion would be to decrease the loss per share.

C-6

UNAUDITED PRO FORMA COMBINED STATEMENT OF CASH FLOWS
1 January 2014 to
31 December 2014
1 January 2015 to
30 June 2015
RM000
RM000
(42,297)
(5,117)
Adjustments for:
Interest expenses
170
488
30,003
3,573
Interest income
(9)
Unrealised foreign exchange loss on redeemable convertible

loans
Operating cash flows before working capital changes
3,460
(7)
(5,100)
(4,636)
(283)
(191)

Inventories
(5,415)
Prepayments
(460)
3,150
Cash (absorbed by)/generating from operations, representing

net cash (used in)/from operating activities
3,699
(745)
2,098
(8,108)
225
(7,274)
(362)
Interest received
(13,447)
Net cash (used in)/from investing activities
(21,074)
(Increased)/decreased in fixed deposits pledged
(200)
140
Interest paid
(2,280)
19,452
(1,753)
Proceeds from redeemable convertible loans
20,894
(4,707)
31,406
140
2,224
372
Cash and cash equivalents at beginning of financial year/period
5,079
7,303
Cash and cash equivalents at end of financial year/period
7,303
7,675

C-7

STATEMENT OF ADJUSTMENTS FOR THE UNAUDITED PRO FORMA COMBINED
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2014
As at 31 December 2014
ASSETS
Non-current assets
Exploration and evaluation
assets
Development assets
Current assets
Inventories
Prepayments
Unaudited pro
forma combined
statement of
financial position
RM000
Audited combined
statement of
financial position
RM000
Pro forma
adjustments
Note 4
RM000
7,033
6,600
(ix)
13,633
12,849
(12,849)
13,211
(ix)
(ix)
13,211
19,882
26,844
283
5,733
460
2,165
283
5,733
460
7,503
5,338
(i), (iv), (ix),

(x), (xi), (xii)
8,641
13,979
Total assets
28,523
40,823

Equity
Share capital
20,850
Accumulated losses
Merger reserve
Total equity
(21,254)
55,726
(i), (ii), (iv),

(v), (vi), (vii),
(viii)
(35,485) (iii), (vi), (vii),
(viii), (xi), (xii)
15,644
(ii), (v)
(404)
76,576
(56,739)
15,644
35,481
Current liabilities
6,154
22,773
Total liabilities
28,927
5,342
28,523
40,823
(812) (vi), (vii), (xi)

(22,773) (vi), (x), (xii)

C-8
5,342

STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2015
Audited combined
statement of
financial position
RM000
As at 30 June 2015
ASSETS
Non-current assets
Development assets
Current assets
Inventories
Prepayments
Pro forma
adjustments
Note 4
RM000
Unaudited pro
forma combined
statement of
financial position
RM000
13,145
13,211
13,145
13,211
26,356
26,356
474
2,034
1,205
4,075
474
2,034
1,205
7,735
3,660 (iv), (x), (xi),

(xii)
7,788
11,448
Total assets
34,144
37,804

Equity
Share capital
39,211
Accumulated losses
(33,908)
Merger reserve
(11,472)
37,365
(iv), (v), (vi),

(vii), (viii)
(27,948) (vi), (vii), (viii)
(xi), (xii)
27,116
(v)
76,576
(61,856)
15,644
Total equity
(6,169)
30,364
Current liabilities
9,018
24,893
6,402
Total liabilities
40,313
7,440
34,144
37,804
(1,578) (vi), (vii), (xi)

(24,893) (vi), (x), (xii)
(6,402)
(vi), (xii)

C-9
7,440

STATEMENT OF COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014
Unaudited pro
forma combined
statement of
comprehensive
income
Audited combined
Pro forma
statement of
comprehensive adjustments
Note 4
income
RM000
RM000
RM000
1 January 2014 to 31 December 2014

Other income
(170)
(170)
(1,432)
(1,432)
(167)
(167)
Other expenses
(3,728)
(3,233)
(vi),
(6,961)
(xii)
Finance costs
(1,324)
(2,249)
(vii),
(3,573)
(xi)
instruments
(30,003)
(iii),
(30,003)
(viii),
(xii)
(6,812)
(42,297)
Loss for the financial year,

representing total
comprehensive income
for the financial year
(6,812)
(42,297)
Loss attributable to owners

of the parent
(6,812)
(42,297)

attributable to owners of
the parent
(6,812)
(42,297)
[]
[]
Income tax expense
Loss per share


C-10

STATEMENT OF COMPREHENSIVE INCOME
Audited combined
statement of
comprehensive
income
RM000
Unaudited pro
forma combined
statement of
comprehensive
income
RM000
Pro forma
adjustments
Note 4
RM000
1 January 2015 to 30 June 2015

Other income
Raw materials and consumables

used
(270)
(270)
Contractor expenses
(107)
(107)
(488)
(488)
(1,231)
(1,231)
(96)
(96)
Other expenses
(2,932)
(2,932)
Finance costs
(1,135)
1,135
(xi)
Fair value loss on derivative

financial instruments
(6,402)
6,402
(iii)

(12,654)
(5,117)

representing total
comprehensive income
for the financial year
(12,654)
(5,117)
Loss attributable to owners

of the parent
(12,654)
(5,117)

attributable to owners of
the parent
(12,654)
(5,117)
[]
[]
Income tax expense
Loss per share


C-11

STATEMENT OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014
Audited combined
statement of
cash flows
Pro forma
adjustments
Note 4
Unaudited pro
forma combined
statement of
cash flows
RM000
RM000
RM000
1 January 2014 to 31 December 2014

(6,812)
(35,485)
(iii), (vi),
(42,297)
(vii), (viii),
(xi), (xii)
Adjustments for:
170
170
30,003
(iii), (viii),
1,324
2,249
(viii), (xi)
30,003
(xii)
Interest expenses
Interest income
(9)

convertible loans
682
Operating cash flows before working capital changes
3,573
(9)
2,778
(vi)
(4,645)
3,460
(5,100)

Inventories
Prepayments
(283)
(283)
(5,415)
(5,415)
(460)

Cash absorbed by operations, representing net
cash used in operating activities
(460)
3,150
3,150
(7,653)
(8,108)
(7,274)
Interest received
(6,847)
(7,274)
(362)
(ix)
(362)
(6,600)
(ix)
(13,447)
(14,112)
(21,074)
Increased in fixed deposits pledged
(200)
Interest paid
(755)
5,768
(572)
Proceeds from redeemable convertible

loans
14,667
(257)
(200)
(1,525)
(xi)
(2,280)
13,684
(i), (iv)
19,452
(1,181)
(i), (iv)
(1,753)
6,227
(x)
20,894
(4,450)
(xii)
(4,707)
18,651
(3,114)
2,224
Cash and cash equivalents at beginning

of financial year
5,079
5,079
Cash and cash equivalents at end of financial year
1,965
7,303

C-12
31,406

STATEMENT OF CASH FLOWS
Audited combined
statement of
cash flows
Pro forma
adjustments
Note 4
Unaudited pro
forma combined
statement of
cash flows
RM000
RM000
RM000
1 January 2015 to 30 June 2015

(12,654)
7,537
(iii), (xi)
(5,117)
Adjustments for:
488
488
6,402
(6,402)
(iii)
Interest expenses
1,135
(1,135)
(xi)
Interest income
(7)

convertible loans
1,444

changes
(7)
(1,444)
(x)
(3,192)
(4,636)

Inventories
(191)
(191)
3,699
Prepayments
3,699
(745)
(745)
2,098
2,098
Cash generated from operations, representing net

cash from operating activities
1,669
225
Interest received
(282)
282
(ix)
(80)
80
(ix)
(6,600)
Net cash (used in)/from investing activities
(6,955)
6,600
(ix)
Decreased in fixed deposits pledged
140
Interest paid
(369)
7,446
(557)
Proceeds from redeemable convertible

loans
140
369
(7,446)
557
(xi)
(i)
(i)
2,164
(2,164)
(x)
(1,488)
1,488
(xii)
7,336
140
2,050
372
Cash and cash equivalents at beginning

of financial period
1,965
7,303
Cash and cash equivalents at end of financial period
4,015
7,675

C-13

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION
1.
The Company was incorporated in Singapore on 12 August 2015 under the Singapore
Companies Act, Chapter 50 (the Act) as a private limited liability company in the name of
Anchor Resources Pte. Ltd. In connection with its conversion into a public company limited
by shares, the Company changed its name to Anchor Resources Limited on 30 September
2015. The Companys registration number is 201531549N.
The address of the Companys registered office and principal place of business are 9 Battery
Road #15-01 Straits Trading Building Singapore 049910 and C-3A-9-10, 11 & 12, Block C,
Pusat Komersial Southgate, No. 2, Jalan Dua, Off Jalan Chan Sow Lin, 55200, Kuala
Lumpur, Wilayah Persekutuan, Malaysia respectively.
2.
Significant events
Save for the following significant events relating to the acquisition and disposal of assets (the
Significant Events), the Directors of the Company, as at the date of this report, are not
aware of any significant acquisitions or disposals of assets which have occurred since 1
January 2015 and any significant changes made to the capital structure of the Company
subsequent to 31 December 2014:
(i)
On 22 January 2015, 26 March 2015 and 27 May 2015, Angka Alamjaya Sdn. Bhd.
(AASB) increased its issued and paid-up share capital by way of allotment and
issuance of 110,204, 183,674 and 1,075,162 new ordinary shares respectively at
RM7.27, RM7.20 and RM4.95 per ordinary share respectively for cash consideration of
approximately RM802,000, RM1,322,000 and RM5,322,000 respectively and incurred
share issue expenses of approximately RM557,000.
(ii)
On 12 March 2015, AASB increased its issued and paid-up share capital by way of
allotment and issuance of 2,571,428 new ordinary shares at RM4.50 per ordinary
shares as share swap with the shareholders of Angka Mining Sdn. Bhd. (AMSB) for
100,002 units of AMSBs share, for a consideration of approximately RM11,572,000.
(iii) On 30 June 2015, the Group recognised a fair value loss on derivative financial
instruments of approximately RM6,402,000 arisen from the fair value change on the
conversion option of Redeemable Convertible Loans (RCL).
(iv) On 7 September 2015, the Company increased its issued and paid-up share capital by
way of allotment and issuance of 1,075,162 new ordinary shares at RM5.80 per ordinary
share for cash consideration of approximately RM6,238,000 and incurred share issue
expenses of approximately RM624,000.
C-14

2.
Significant events (Continued)

subsequent to 31 December 2014 (Continued):
(v)
On 1 October 2015, the Company increased its issued and paid-up share capital by way
of allotment and issuance of 12,948,415 new ordinary shares at RM1.00 per ordinary
shares as share swap with the shareholders of AASB for 12,095,569 units of AASBs
share, for a consideration of approximately RM12,095,000.
(vi) On 1 October 2015, the Company converted part of the RCL to the Companys ordinary
share capital amounting to approximately RM33,796,000.
(vii) On 30 November 2015, the Company increased its issued and paid-up share capital by
way of allotment and issuance of 33,689 new ordinary shares at RM10.30 per ordinary
share by capitalisation of amount owing by a subsidiary to a director of the Company of
approximately RM347,000.
(viii) On [], the Company issued new ordinary shares capital amounting to approximately
RM[] and RM[] respectively for its RCL lenders being compensation of the placement
price lower than the conversion price used in the conversion of the RCL to new shares
(which was at a discount to an indicative placement price) and for its anti-dilution equity
holders being compensation of the anti-dilution undertaking by the Company,
respectively as adjustment shares.
(ix) During the financial period from 1 January 2015 to 30 June 2015, the Group acquired
additional property, plant and equipment and developments costs of approximately
RM6,600,000 and RM362,000 respectively, and exploration and evaluation assets were
transferred to development assets upon completion of plant commissioning on its mine.
(x)
During the financial period from 1 January 2015 to 30 June 2015 and subsequent to 30
June 2015 up to the date of this report, the Group obtained additional RCL amounting
to approximately RM3,608,000 and RM2,619,000 respectively.
C-15

2.
Significant events (Continued)

subsequent to 31 December 2014 (Continued):
(xi) During the financial period from 1 January 2015 to 30 June 2015 and subsequent to 30
June 2015 up to the date of this report, AASB accrued RCL interests amounting to
approximately RM1,135,000 and RM721,000 respectively and made partial cash
repayment of RCL interests amounting to approximately RM369,000 and RM1,156,000
respectively.
(xii) During the financial period from 1 January 2015 to 30 June 2015 and subsequent to 30
June 2015 up to the date of this report, the Group settled the redemption of RCL
amounting to approximately RM1,488,000 and RM2,962,000 respectively, all
conversion option were lapsed upon redemption.
3.
Basis of preparation of the unaudited pro forma combined financial information

The Group in this unaudited pro forma combined financial information relates to the
companies referred to in the entities within Anchor Resources Limited and its subsidiaries
(the Group) subsequent to the Restructuring Exercised as referred to the offer document.
The unaudited pro forma combined financial information, which are presented in Malaysia
Ringgit and all values are recorded to the nearest thousand (RM000) except where
otherwise indicated.
The unaudited pro forma combined financial information have been prepared based on
audited combined financial statements of the Group for the financial year ended 31
respectively, prepared in accordance with Singapore Financial Reporting Standards by the
Directors of the Company. The audited combined financial statements for the financial year
ended 31 December 2014 and for the financial period from 1 January 2015 to 30 June 2015
respectively were audited by BDO LLP in accordance with Singapore Standards on Auditing.
The auditors reports on these financial statements were not qualified.
C-16

3.
Basis of preparation of the unaudited pro forma combined financial information

(Continued)
The unaudited pro forma combined financial information is prepared using the same
accounting policies as the audited combined financial statements of the Group.
The unaudited pro forma combined financial
December 2014 and for the financial period
prepared for illustrative purposes only. These
and after making certain adjustments to show
information for the financial year ended 31

from 1 January 2015 to 30 June 2015 are
are prepared based on certain assumptions
what:
the financial position of the Group as at 31 December 2014 and 30 June 2015
respectively would have been if the Significant Events had taken place on that date; and
the financial results and cash flows of the Group for the financial year ended 31
respectively would have been if the Significant Events discussed in Note 2 had taken
place on 1 January 2014.
Based on the assumptions discussed above, the material adjustments as set out in Note 4
have been made to the audited combined financial statements of the Group in arriving at the
unaudited pro forma combined financial information.
The unaudited pro forma combined financial information, because of their nature, is not
necessarily indicative of the results of the operations, cash flows or the related effects on the
financial position that would have been attained had the Significant Events actually occurred
earlier. Save as disclosed in the explanatory notes, the Directors of the Company, for the
purposes of preparing this set of unaudited pro forma combined financial information, have
not considered the effects of the other events.
4.
Pro forma adjustments

The following pro forma adjustments were made assuming the transactions taken place on
1 January 2014 and 1 January 2015 respectively:
(i)
Inclusion in pro forma financial information for the financial year ended 31 December
2014, where share capital of AASB and cash and cash equivalents increased by an
aggregate amount of approximately RM6,889,000 by way of allotment and issuance of
1,369,040 new ordinary shares;
(ii)
2014, where AASB entered into share swap agreement with shareholders of AMSB to
acquire the entire issued and paid up ordinary share capital of AMSB, which resulted an
increase in aggregated share capital of the Company of approximately RM11,472,000
and a decrease in merger reserve of approximately RM11,472,000;
C-17

4.
Pro forma adjustments (Continued)

1 January 2014 and 1 January 2015 respectively (Continued):
(iii) Inclusion in pro forma financial information for the financial year ended 31 December
2014, where derivative financial instruments were increased by approximately
RM6,402,000 due to the fair value change on the conversion option of RCL on 30 June
2015;
(iv) Inclusion in pro forma financial information for the financial year ended 31 December
2014 and for the financial period from 1 January 2015 to 30 June 2015, where share
capital of the Company and cash and cash equivalents increased by amount of
approximately RM5,614,000 by way of allotment and issuance of 1,075,162 new
ordinary shares;
(v)
2014 and for the financial period from 1 January 2015 to 30 June 2015, where the
Company entered into sale and purchase agreement with shareholders of AASB, which
resulted a decrease in aggregated share capital of the Company of approximately
RM27,116,000 and an increase in merger reserve of approximately RM27,116,000;
(vi) Inclusion in pro forma financial information for the financial year ended 31 December
2014 and for the financial period from 1 January 2015 to 30 June 2015, where certain
RCL lenders have exercised the conversion option of RCL with carrying amount,
accrued interests and derivative financial instruments of approximately RM24,550,000,
RM796,000 and RM5,672,000 respectively to the Companys ordinary share capital of
approximately RM33,796,000 and recorded a foreign exchange loss of approximately
RM2,778,000;
(vii) Inclusion in pro forma financial information for the financial year ended 31 December
capital of the Company increased by approximately RM347,000 and trade and other
payables decreased by approximately RM347,000 by way of capitalisation of amount
owing by a subsidiary to a director of the Company;
C-18

4.

(viii) inclusion in pro forma financial information for the financial year ended 31 December
capital of the Company, finance costs and fair value loss on derivative financial
instruments increased by approximately RM[24,331,000], RM[393,000] and
RM[24,331,000] respectively being the adjustments shares issued for its RCL lenders
and anti-dilution equity holders;
(ix) Inclusion in pro forma financial information for the financial year ended 31 December
2014, where property, plant and equipment and development assets were increased by
approximately RM6,600,000 and RM362,000 respectively, cash and cash equivalents
decreased by approximately RM6,962,000 and exploration and evaluation assets of
approximately RM12,849,000 were transferred to development assets;
(x)
2014 and for the financial period from 1 January 2015 to 30 June 2015, where RCL and
cash and cash equivalents were increased by approximately RM6,227,000 for the
financial year ended 31 December 2014 and RM2,619,000 for the financial period from
1 January 2015 to 30 June 2015 by way of proceeds from new RCL;
(xi) Inclusion in pro forma financial information for the financial year ended 31 December
2014 and for the financial period from 1 January 2015 to 30 June 2015, where the Group
accrued RCL interests and made partial cash repayment of RCL interests, which
resulted increase in finance costs and accrued interest by approximately RM1,856,000
and RM331,000 respectively and a decrease in cash and cash equivalents by
approximately RM1,525,000 for the financial year ended 31 December 2014, and an
increase in finance costs by approximately RM721,000, decrease in accrued interests
and cash and cash equivalents by approximately RM435,000 and RM1,156,000
respectively for the financial period from 1 January 2015 to 30 June 2015; and
C-19

4.

(xii) Inclusion in pro forma financial information for the financial year ended 31 December
2014 and for the financial period from 1 January 2015 to 30 June 2015, where certain
RCL lenders redeemed their RCL, which resulted decrease in RCL, derivative financial
instruments and cash and cash equivalents by approximately RM4,450,000,
RM730,000 and RM4,905,000 respectively, recorded a fair value gain on derivative
financial instruments of approximately RM730,000 and foreign exchange loss of
approximately RM455,000 for the financial year ended 31 December 2014, and
decrease in RCL, derivative financial instruments and cash and cash equivalents by
approximately RM2,962,000, RM730,000 and RM3,417,000 respectively, increase in
accumulated losses by approximately RM455,000, recorded a fair value gain on
derivative financial instrument of approximately RM730,000 for the financial period from
1 January 2015 to 30 June 2015.
C-20
APPENDIX D SUMMARY OF SELECTED ARTICLES OF

ASSOCIATION OF OUR COMPANY
The following statements are brief summaries of the more important rights and privileges of
Shareholders conferred by the laws of Singapore and our Articles of Association. These
statements summarise the material provisions of our Articles of Association, but are qualified in
its entirety by reference to our Articles of Association and the laws of Singapore. Where portions
of our Articles are reproduced below, defined terms bear the meanings ascribed to them in our
Articles.
The following summarises certain provisions of our Articles of Association relating to:
(i)
the power of a Director to vote on a proposal, arrangement or contract in which he is

interested:
Article 109(2)
Every Director shall observe the provisions of Section 156 of the Act relating to the
disclosure of the interests of the Directors in contracts or proposed contracts with the
Company or of any office or property held by a Director which might create duties or
interests in conflict with his duties or interests as a Director. Notwithstanding such
disclosure, a Director shall not vote in regard to any contract or proposed contract or
arrangement in which he has directly or indirectly a personal material interest although he
shall be taken into account in ascertaining whether a quorum is present.
(ii)
the remuneration of our Directors:

Article 106
(1)
The fees of the Directors shall be determined from time to time by an Ordinary
Resolution of the Company and such fees shall (unless such resolution otherwise
provides) not be increased except pursuant to an Ordinary Resolution passed at a
general meeting where notice of the proposed increase shall have been given in the
notice convening the meeting. Such fees shall (unless such resolution otherwise
provides) be divided among the Directors in such proportions and manner as they may
agree and in default of agreement equally, except that in the latter event any Director
who shall hold office for part only of the period in respect of which such fee is payable
shall be entitled only to rank in such division for the proportion of fee related to the
period during which he has held office.
(2)
Any Director who is appointed to any executive office or serves on any committee or
who otherwise performs or renders services, which in the opinion of the Directors are
outside the scope of his ordinary duties as a Director, may be paid such extra
remuneration as the Directors may determine, subject however as is hereinafter
provided in this Article.
(3)
The remuneration (including any remuneration under Article 106(2) above) in the case
of a Director other than an Executive Director shall comprise: (i) fees which shall be
a fixed sum and/or (ii) such fixed number of shares in the capital of the Company, and
shall not at any time be by commission on, or percentage of, the profits or turnover,
and no Director whether an Executive Director or otherwise shall be remunerated by
a commission on, or percentage of turnover.
D-1

(iii)
the borrowing powers exercisable by our Directors:

Article 125
Subject to the Statutes and the provisions of these Articles, the Directors may at their
discretion exercise all powers of the Company to borrow or otherwise raise money, to
mortgage, charge or hypothecate all or any of the property or business of the Company
including any uncalled or called but unpaid capital and to issue debentures and other
securities, whether outright or as collateral security for any debt, liability or obligation of the
Company or of any third party.
(iv)
the retirement or non-retirement of a Director under an age limit requirement:

There are no specific provisions in our Articles of Association relating to the retirement or
non-retirement of a Director under an age limit requirement.
(v)
the shareholding qualification of a Director:

Article 105
A Director need not be a Member and shall not be required to hold any shares of the
Company by way of qualification. A Director who is not a Member shall nevertheless be
entitled to receive notice of, attend and speak at all general meetings of the Company.
(vi)
any change in capital:

Article 6
Subject to the Act, no shares may be issued by the Directors without the prior approval of
the Company in general meeting but subject thereto and to Article 67, and to any special
rights attached to any shares for the time being issued, the Directors may issue, allot or
grant options over or otherwise deal with or dispose of the same to such persons on such
terms and conditions and at such time and subject or not to the payment of any part of the
amount thereof in cash as the Directors may think fit. Any such shares may be issued with
such preferential, deferred, qualified or special rights, privileges or conditions as the
Directors may think fit. Preference shares may be issued which are or at the option of the
Company are liable to be redeemed, the terms and manner of redemption being determined
by the Directors Provided always that the rights attaching to shares of a class other than
ordinary shares shall be expressed in the resolution creating the same.
D-2

(vii)
any change in the respective rights of the various classes of shares including the action
necessary to change the rights, indicating where the conditions are different from those
required by the applicable law:
Article 10
If at any time the share capital is divided into different classes, the rights attached to any
class (unless otherwise provided by the terms of issue of the shares of that class) may,
subject to the provisions of the Act, whether or not the Company is being wound up, be
varied or abrogated either with the consent in writing of the holders of three-quarters of the
issued shares of the class or with the sanction of a Special Resolution passed at a separate
general meeting of the holders of shares of the class and to every such Special Resolution
the provisions of Section 184 of the Act shall with such adaptations as are necessary apply.
To every such separate general meeting, the provisions of these Articles relating to general
meetings shall mutatis mutandis apply.
Provided always that:
(viii)
(a)
the necessary quorum shall be two persons at least holding or representing by proxy
or by attorney one-third of the issued shares of the class and that any holder of shares
of the class present in person or by proxy or by attorney may demand a poll, but where
the necessary majority for such a Special Resolution is not obtained at the meeting,
consent in writing if obtained from the holders of three-fourths of the issued shares of
the class concerned within two months of the meeting shall be as valid and effectual
as a Special Resolution carried at the meeting; and
(b)
where all the issued shares of the class are held by one person, the necessary quorum
shall be one person and such holder of shares of the class present in person or by
proxy or by attorney may demand a poll.
any time limit after which a dividend entitlement will lapse and an indication of the party in
whose favour this entitlement then operates:
Article 170
The payment by the Directors of any unclaimed dividends or other moneys payable on or
in respect of a share into a separate account shall not constitute the Company a trustee in
respect thereof. All dividends unclaimed after being declared may be invested or otherwise
made use of by the Directors for the benefit of the Company and any dividend unclaimed
after a period of six years from the date of declaration of such dividend may be forfeited and
if so shall revert to the Company. If the Depository returns any such dividend or moneys to
the Company, the relevant Depositor shall not have any right or claim in respect of such
dividend or moneys against the Company if a period of six years has elapsed from the date
of the declaration of such dividend or the date on which such other moneys are first
payable. For the avoidance of doubt no Member shall be entitled to any interest, share of
revenue or other benefit arising from any unclaimed dividends, howsoever and whatsoever.
D-3
APPENDIX E AMC INDEPENDENT QUALIFIED PERSONS REPORT

ABN 58 008 129 164

BRISBANE QLD 4000
AUSTRALIA
T
F
E
W
+61 7 3230 9000

+61 7 3230 9090
amcbrisbane@amcconsultants.com
amcconsultants.com
Report
Independent Qualified Person's Report on the Lubuk
Mandi Gold Project, Malaysia
Angka Alamjaya Sdn Bhd
Malaysia
AMC Project 315029
Effective date 30 September 2015
Report date 3 December 2015
Prepared in accordance with the requirements of Singapore Exchange Securities Trading Limited Catalist
Rules Practice Note 4C
AMC Director responsible for report
A Hall MAusIMM CP(Min)
AMC qualified person:
M Berry (Mineral Resources) MAIG
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IQPR on the Lubuk Mandi Gold Project, Malaysia
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Contents
1
Executive summary .................................................................................................................................. 1

1.1 Report scope and basis ................................................................................................................. 1
1.2 Project description .......................................................................................................................... 1
1.3 Geology and mineralisation ............................................................................................................ 2
1.4 Mine production .............................................................................................................................. 2
1.5 Mineral Resources and Ore Reserves ...........................................................................................2
1.6 Project plan .................................................................................................................................... 3
1.7 Economic evaluation ...................................................................................................................... 3
1.8 Risk assessment ............................................................................................................................ 4
1.9 Interpretation and conclusions ....................................................................................................... 4
1.10 Recommendations ......................................................................................................................... 5
Introduction ............................................................................................................................................... 6
2.1 Aim and scope of this IQPR ........................................................................................................... 6
2.2 Use of report................................................................................................................................... 6
2.3 Reporting standard ......................................................................................................................... 6
2.4 Report authors................................................................................................................................ 6
2.5 Statement of independence ........................................................................................................... 7
2.6 Basis of this IQPR .......................................................................................................................... 7
Project description .................................................................................................................................... 9

3.1 Project overview ............................................................................................................................. 9
3.2 Company structure ......................................................................................................................... 9
3.3 Tenure: legislative requirements ..................................................................................................10
3.3.1
Mineral Development Act 1994 and State Mineral Enactments ..............................11
3.3.2
State regulations ......................................................................................................11
3.3.3
Operational mining scheme .....................................................................................12
3.3.4
Rehabilitation costs .................................................................................................12
3.3.5
(Land) reserve .........................................................................................................12
3.3.6
Environmental Quality Act 1974 ..............................................................................13
3.3.6.1 Control of scheduled waste ......................................................................13
3.3.6.2 Restrictions on pollution of the atmosphere .............................................13
Factories and Machinery Act 1967 ..........................................................................14
3.3.7
3.3.8
Occupational Safety and Health Act 1994 ...............................................................14
3.4 Tenement status and agreements ...............................................................................................15
3.4.1
Concession Agreement ...........................................................................................17
3.4.2
Co-operation Agreement .........................................................................................17
3.4.3
Operational mining scheme .....................................................................................17
3.5 Royalties and rent ........................................................................................................................18
3.6 Project access ..............................................................................................................................18
3.7 Climate .........................................................................................................................................18
3.8 Topography ..................................................................................................................................18
3.9 Vegetation and soils .....................................................................................................................18
History ....................................................................................................................................................19
4.1 History of gold exploration and mining in Malaysia ......................................................................19
4.2 Project production statistics .........................................................................................................19
Geological setting ...................................................................................................................................22

5.1 Regional geological setting and mineralisation styles .................................................................22
5.2 Project description ........................................................................................................................24
5.2.1
Geology ...................................................................................................................25
5.2.2
Mineralisation ...........................................................................................................26
5.2.3
Structure ..................................................................................................................28
5.2.3.1 Western shear zone .................................................................................28
5.2.3.2 Eastern shear zone ..................................................................................29
5.2.3.3 Faulting .....................................................................................................29
5.2.4
Alteration ..................................................................................................................29
Exploration activities ...............................................................................................................................30

6.1 Exploration overview ....................................................................................................................30
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6.2
6.3
6.4
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Exploration methods: In situ mineralisation .................................................................................30

6.2.1
Geological mapping .................................................................................................30
6.2.2
Surface geophysics .................................................................................................31
6.2.3
Trenching .................................................................................................................31
6.2.4
Drilling ......................................................................................................................31
6.2.4.1 Campaign 1: DD series drillholes .............................................................34
6.2.4.2 Campaign 2: Blasthole drilling..................................................................34
6.2.4.3 Campaign 3: DDP series drillholes ..........................................................34
6.2.4.4 Campaigns 4 and 5: UG series drillholes .................................................34
6.2.4.5 Campaign 6: BM series drillholes.............................................................34
6.2.4.6 Campaign 8: MP and MPG series drillholes ............................................35
6.2.4.7 Campaigns 10 and 11: LMD series drillholes ..........................................35
6.2.5
Sample preparation .................................................................................................36
6.2.6
Chemical analysis ....................................................................................................36
6.2.6.1 Campaign 1: DD series drillholes .............................................................36
6.2.6.2 Campaign 2: Blasthole drilling..................................................................37
6.2.6.3 Campaigns 3, 4, and 5: DDP and UG series drillholes ............................37
6.2.6.4 Campaign 6: BM series drillholes.............................................................37
6.2.6.5 Campaign 8: MP and MPG series drillholes ............................................37
6.2.6.6 Campaigns 10 and 11: LMD series drillholes ..........................................37
Bulk density determination ......................................................................................40
6.2.7
6.2.8
QA/QC results..........................................................................................................41
6.2.8.1 Blanks.......................................................................................................41
6.2.8.2 Duplicates .................................................................................................42
6.2.8.3 Certified reference materials ....................................................................43
6.2.8.4 Laboratory repeats ...................................................................................45
6.2.8.5 Umpire laboratory checks ........................................................................46
Exploration methods: Tailings ......................................................................................................47
6.3.1
Geological mapping .................................................................................................47
6.3.2
Surface geophysics .................................................................................................47
6.3.3
Trenching .................................................................................................................47
6.3.4
Drilling ......................................................................................................................47
6.3.5
Sample preparation .................................................................................................48
6.3.6
Chemical analysis ....................................................................................................48
6.3.7
Bulk density determination ......................................................................................48
6.3.8
QA/QC results..........................................................................................................49
6.3.8.1 Blanks.......................................................................................................49
6.3.8.2 Duplicates .................................................................................................50
6.3.8.3 Certified reference material ......................................................................51
6.3.8.4 Check analyses ........................................................................................51
AMC data validation .....................................................................................................................52
Mineral processing and metallurgical testing .........................................................................................53

7.1 Overview ......................................................................................................................................53
7.2 Metallurgical testwork to support initial mine development ..........................................................53
7.3 Metallurgical testwork to support re-treatment of tailings ............................................................53
7.3.1
Stage 1 ....................................................................................................................53
7.3.2
Stage 2 ....................................................................................................................54
7.3.3
Stage 3 ....................................................................................................................54
7.4 Metallurgical testwork to support redevelopment of open-pit mining ...........................................57
Mineral Resources: In situ mineralisation ..............................................................................................58

8.1 Summary of Mineral Resources ...................................................................................................58
8.2 General description of Mineral Resource estimation process .....................................................58
8.3 Mineral Resource estimate ..........................................................................................................59
8.3.1
Mineral Resource input data ....................................................................................59
8.3.2
Geological interpretation ..........................................................................................62
8.3.3
Data analysis and geostatistics ...............................................................................63
8.3.3.1 Compositing .............................................................................................65
8.3.3.2 Grade capping ..........................................................................................66
8.3.3.3 Variography ..............................................................................................67
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8.3.4
8.4
8.5
8.6
Estimation ................................................................................................................69
8.3.4.1 Block size .................................................................................................69
8.3.4.2 Estimation parameters .............................................................................69
8.3.4.3 Bulk density ..............................................................................................69
Validation .................................................................................................................70
8.3.5
8.3.5.1 Statistical comparison ..............................................................................70
8.3.5.2 Comparison to ID2 model ........................................................................70
8.3.5.3 Visual checks ...........................................................................................71
8.3.5.4 Swath plots ...............................................................................................72
Classification ............................................................................................................74
8.3.6
8.3.7
Reported Mineral Resources ...................................................................................74
Comparison with previous estimates ...........................................................................................75
Production reconciliation ..............................................................................................................75
Potential for additional mineral resources ....................................................................................76
Mineral Resources: Tailings ...................................................................................................................78

9.1 Summary of Mineral Resources ...................................................................................................78
9.2 General description of Mineral Resource estimation process .....................................................78
9.3 Mineral Resource estimate ..........................................................................................................79
9.3.1
Mineral Resource input data ....................................................................................79
9.3.2
Geological interpretation ..........................................................................................81
9.3.3
Data analysis and geostatistics ...............................................................................82
9.3.3.1 Drillhole sampling analysis and statistics .................................................82
9.3.3.2 Compositing .............................................................................................83
9.3.3.3 Variography ..............................................................................................84
Estimation ................................................................................................................85
9.3.4
9.3.4.1 Block size .................................................................................................85
9.3.4.2 Estimation parameters .............................................................................86
9.3.4.3 Bulk density ..............................................................................................86
Validation .................................................................................................................87
9.3.5
9.3.6
Classification ............................................................................................................88
9.3.7
Reported Mineral Resources ...................................................................................88
9.4 Comparison to previous estimate.................................................................................................90
9.5 Comparison of tailings resource estimate with open-pit mining records .....................................90
9.6 Production reconciliation ..............................................................................................................91
9.7 Potential for additional mineral resources ....................................................................................91
10
Ore Reserves .........................................................................................................................................92

10.1 Ore Reserves ...............................................................................................................................92
10.2 Assessment of in situ mineral resources .....................................................................................92
10.3 Assessment of tailings mineral resources ....................................................................................92
11
Mining .....................................................................................................................................................93
11.1 Previous open-pit mining operations ............................................................................................93
11.2 Tailings mining operations ...........................................................................................................93
11.3 Proposed new in situ mining operations ......................................................................................96
12
Processing ..............................................................................................................................................99
12.1 Previous open-pit processing operations .....................................................................................99
12.2 Tailings re-treatment operations ................................................................................................100
12.2.1 Plant design and commissioning ...........................................................................100
12.2.2 Forecast production schedule ...............................................................................102
12.3 Proposed processing of in situ mineralisation ............................................................................102
13
Infrastructure ........................................................................................................................................103
13.1 Mine infrastructure .....................................................................................................................103
13.2 Power .........................................................................................................................................103
13.3 Water ..........................................................................................................................................103
13.4 Transport ....................................................................................................................................103
13.5 Staffing .......................................................................................................................................103
14
Market studies and contracts ...............................................................................................................104

14.1 Market overview .........................................................................................................................104
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14.2 Proposed sales agreements ......................................................................................................105

15
Social, environmental, heritage, and health and safety management .................................................106

15.1 Social management ...................................................................................................................106
15.2 Environmental management ......................................................................................................106
15.3 Heritage management ................................................................................................................107
15.4 Health and safety management .................................................................................................107
16
Economic analysis ................................................................................................................................108

16.1 Historical economic analysis of open-pit mining ........................................................................108
16.2 Tailings re-treatment ..................................................................................................................108
16.2.1 Capital costs ..........................................................................................................108
16.3 Forecast operating costs ............................................................................................................108
16.4 Forecast cash flow analysis .......................................................................................................108
16.5 Redevelopment of open-pit mining ............................................................................................109
17
Risk assessment ..................................................................................................................................110

17.1 Risk-rating definitions .................................................................................................................110
17.2 Risk assessment ........................................................................................................................110
18
Interpretation and conclusions .............................................................................................................113
19
Recommendations................................................................................................................................114
19.1 Open-pit redevelopment .............................................................................................................114
19.2 Tailings re-treatment ..................................................................................................................114
20
References ...........................................................................................................................................115
21
Date and signature pages ....................................................................................................................118

21.1 AMC Director: Mr Andrew Hall ...................................................................................................118
21.2 AMC Competent Person for Mineral Resources: Mr Mark Berry ...............................................119
22
Abbreviations/terms ..............................................................................................................................120
Tables
Table 1.1
Table 1.2
Table 2.1
Table 3.1
Table 4.1
Table 5.1
Table 6.1
Table 6.2
Table 6.3
Table 6.4
Table 6.5
Table 6.6
Table 6.7
Table 6.8
Table 7.1
Table 8.1
Table 8.2
Table 8.3
Table 8.4
Table 8.5
Table 8.6
Table 8.7
Mineral Resources summary for in situ mineralisation, as at 30 September 2015 .................. 2

Mineral Resources summary for tailings, as at 30 September 2015 ........................................ 3
AMC staff who contributed to this IQPR ................................................................................... 7
Tenement details.....................................................................................................................15
Lubuk Mandi annual mine production statistics ......................................................................20
Lubuk Mandi vein styles and timing ........................................................................................26
Exploration activities ...............................................................................................................30
Lubuk Mandi in situ drilling campaign summary .....................................................................32
Summary of sample analysis laboratories and methods ........................................................38
Chemical analysis specifications for ALS Brisbane and Townsville .......................................39
Database priority for chemical analysis methods ...................................................................40
GBM QA/QC sample insertion intervals .................................................................................41
CRM expected versus actual mean assays ............................................................................44
Density measurements for drillhole LTD025 ...........................................................................49
Stage 3 metallurgical testwork, flotation results ......................................................................56
Mineral Resource summary for Lubuk Mandi in situ mineralisation, as at 30 September
2015 ........................................................................................................................................58
In situ drilling summary for resource estimation .....................................................................59
In situ drilling sample assay descriptive statistics ...................................................................65
In situ drilling descriptive statistics for gold and arsenic composites ......................................66
Descriptive statistics for capped and uncapped gold composites ..........................................67
MZL modelled variography .....................................................................................................67
In situ mineralisation block model limits (Gemcom scheme) ..................................................69
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Table 8.8
Table 8.9
Table 8.10
Table 8.11
Table 8.12
Table 8.13
Table 8.14
Table 8.15
Table 9.1
Table 9.2
Table 9.3
Table 9.4
Table 9.5
Table 9.6
Table 9.7
Table 9.8
Table 9.9
Table 9.10
Table 9.11
Table 9.12
Table 12.1
Table 14.1
Table 16.1
Table 16.2
Table 17.1
Table 17.2
Table 17.3
Table 17.4
Table 17.5
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In situ mineralisation estimation parameters ..........................................................................69

In situ mineralisation bulk density by lithology ........................................................................70
In situ mineralisation comparison of average gold grades of composites vs blocks ..............70
Comparison of OK and ID2 contained tonnes and grade above 0.3 g/t Au cut-off ................ 70
In situ grade-tonnage at various cut-offs ................................................................................74
Previous in situ mineral resource estimates ...........................................................................75
Open-pit production statistics 19931996 ..............................................................................76
Open-pit monthly production statistics for part of 1995 ..........................................................76
Mineral Resource summary for Lubuk Mandi tailings, as at 30 September 2015 ..................78
Tailings drilling summary ........................................................................................................79
Descriptive statistics for gold: flagged tailings samples ..........................................................82
Descriptive statistics other elements: flagged tailings 5 m composite samples .....................83
Tailings block model limits (Gemcom scheme) ......................................................................85
Tailings estimation parameters ...............................................................................................86
Lubuk Mandi tailings density statistics ....................................................................................86
Statistical comparison of composites vs tailings block estimates ...........................................87
Tailings grade-tonnage at various cut-offs ..............................................................................89
Tailings Mineral Resources by domain ...................................................................................89
Comparison to previous resource estimate for Lubuk Mandi tailings .....................................90
Comparison of open-pit production records with tailings resource estimate ..........................91
Tailings re-treatment: forecast production schedule .............................................................102
Gold demand statistics from January 2013 to June 2015 ....................................................104
Tailings re-treatment: forecast operating cost schedule .......................................................108
In situ mineralisation conceptual open-pit mining scenario parameters ...............................109
Categories and definitions used to assess likelihood ...........................................................110
Categories and definitions used to assess consequence .....................................................110
Risk rating .............................................................................................................................110
Open-pit redevelopment risk assessment ............................................................................111
Tailings re-treatment risk assessment ..................................................................................112
Figures
Figure 3.1
Figure 3.2
Figure 3.3
Figure 4.1
Figure 4.2
Figure 5.1
Figure 5.2
Figure 5.3
Figure 5.4
Figure 5.5
Figure 5.6
Figure 6.1
Figure 6.2
Figure 6.3
Figure 6.4
Figure 6.5
Figure 6.6
Lubuk Mandi Project location .................................................................................................... 9

Structure of the proposed listed company ..............................................................................10
Tenement location and site layout ..........................................................................................16
Malaysian gold production from 1972 (thousand kg) ..............................................................19
General mine site view looking north, with main pit in the foreground ...................................20
Regional geological setting .....................................................................................................22
Gold deposits of Malaysia, including Lubuk Mandi .................................................................24
Main lithologies identified at Lubuk Mandi ..............................................................................25
Lubuk Mandi structural model .................................................................................................26
Main lode zone mineralised quartz vein (left) and coarse gold (right) ....................................27
Alternative mineralisation focus models postulated for Lubuk Mandi .....................................28
Observed and interpreted folding in the open pit ....................................................................30
GBM trench locations ..............................................................................................................31
Lubuk Mandi surveyed drillhole locations ...............................................................................33
HQ drill core from LMD010 .....................................................................................................35
Bulk density measurement apparatus ....................................................................................40
QA/QC blanks GBM drilling ....................................................................................................42
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Figure 6.7
Figure 6.8
Figure 6.9
Figure 6.10
Figure 6.11
Figure 6.12
Figure 6.13
Figure 6.14
Figure 6.15
Figure 7.1
Figure 7.2
Figure 7.3
Figure 8.1
Figure 8.2
Figure 8.3
Figure 8.4
Figure 8.5
Figure 8.6
Figure 8.7
Figure 8.8
Figure 8.9
Figure 8.10
Figure 8.11
Figure 8.12
Figure 9.1
Figure 9.2
Figure 9.3
Figure 9.4
Figure 9.5
Figure 9.6
Figure 9.7
Figure 9.8
Figure 9.9
Figure 9.10
Figure 11.1
Figure 11.2
Figure 11.3
Figure 11.4
Figure 11.5
Figure 11.6
Figure 11.7
Figure 11.8
Figure 12.1
Figure 12.2
Figure 12.3
Figure 12.4
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QA/QC field duplicates GBM drilling .......................................................................................42

QA/QC standard OREAS204 ..................................................................................................43
QA/QC laboratory repeats for UG series drilling .....................................................................45
QA/QC laboratory repeats for LMD series drilling ..................................................................46
ALS vs SGS umpire laboratory checks for LMD series drilling ............................................... 47
QA/QC blanks for GBM drilling of tailings ...............................................................................50
QA/QC field duplicates for GBM drilling of tailings ................................................................. 50
QA/QC CRMs GBM Drilling: Lubuk Mandi tailings .................................................................51
QA/QC laboratory repeats GBM drilling: Lubuk Mandi tailings ...............................................52
Location of the samples collected for Stage 1 tailings testwork .............................................54
Location of the blended variability samples of tailings for Stage 3 testwork ..........................55
Stage 3 metallurgical testwork overview .................................................................................56
Drillhole location plan: in situ mineralisation ...........................................................................60
Cross-section at 578,210 m N showing grade control and diamond drilling with interpreted
position of the MLZ and current pit limit ..................................................................................61
Longitudinal section (southnorth) showing grade control and diamond drilling, and current
pit limit .....................................................................................................................................62
MLZ wireframe (LODE=101) ...................................................................................................63
In situ mineralisation histogram of sample length ...................................................................64
Capped and uncapped gold composite distributions ..............................................................66
MZL gold variography .............................................................................................................68
Grade-tonnage comparison for OK and ID2 gold models .....................................................71
Cross-section through drillhole composite and block estimate grades ...................................72
Swath plots for MLZ ................................................................................................................73
Grade-tonnage curve for in situ mineralisation by mineral resource classification .................75
Lubuk Mandi structural model and potential exploration targets ...........................................77
Drillhole location plan: tailings .................................................................................................80
Cross-section 296,585 m E showing drilling and domains for tailings (looking west) ............ 81
RockType domains for tailings (oblique to south-west) ..........................................................82
Gold distribution with depth of drilling in tailings from diamond drilling ..................................83
Comparison of gold distribution in tailings by RockType ........................................................84
Variography for gold in tailings RockType 101 .......................................................................85
Tailings block model coded with volume proportions .............................................................86
Southnorth cross-section of tailings model gold estimates ...................................................87
Swath plot for the tailings gold estimate by RockType ...........................................................88
Tailings grade-tonnage curve of gold estimates .....................................................................90
View of main pit looking north-west, July 2014 .......................................................................93
Tailings dam showing recently mined area, August 2015 ......................................................94
Hydraulic excavators and trucks at the tailings dam, August 2015 ........................................94
Truck dumping tailings into feed hopper, August 2015...........................................................95
Trommel and screens removing vegetation and contaminants from tailings, August 2015 ...95
Site layout showing current and proposed operations ............................................................96
North pit looking north, August 2015 ......................................................................................97
Proposed new waste rock dump site ......................................................................................98
Process design flowsheet recommended for Lubuk Mandi, 1991 .........................................99
Simplified tailings re-treatment flowsheet .............................................................................100
Tailings process plant, December 2014 ...............................................................................101
View of the flotation cells at the tailings re-treatment plant ..................................................102
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Figure 13.1
Figure 14.1
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Old waste dumps, site access road and power lines, August 2015 .....................................103
Five-year gold price history; October 2010 to September 2015 ...........................................105
Appendices
Appendix A
Checklist of assessment and reporting criteria, based on Table 1 of the 2012 JORC Code
Distribution list
1 e-copy to Angka Alamjaya Sdn Bhd
1 e-copy to AMC Brisbane office
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Executive summary
1.1
Report scope and basis
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AMC Consultants Pty Ltd (AMC) was engaged by Angka Alamjaya Sdn Bhd (AASB or the Company) to
prepare an independent qualified persons report (IQPR) for the Lubuk Mandi gold project (Lubuk Mandi or
the Project) in Malaysia. This IQPR is to be included in the offer document of Anchor Resources Limited
(ARL), the parent company of AASB, in support of its initial public offering and the listing of its shares on the
Singapore Exchange Securities Trading Limited (SGX) Catalist platform. This IQPR has been prepared in
1
accordance with Practice Note 4C (Disclosure Requirements for Mineral, Oil and Gas Companies) of the
2
Catalist Rules , has an effective date of 30 September 2015, and will be included in the formal offer
document.
For a new listing of a company where the business of that company may be considered to be principally in
exploration for or extraction of mineral assets, the SGX Catalist Rules require that an IQPR be prepared in
accordance with one of three allowable international public reporting standards. For this IQPR, AMC has
3
adopted the JORC Code as the reporting standard. The JORC Code requires that a public report
concerning a companys exploration targets, exploration results, mineral resources, and ore reserves must
be based on, and fairly reflect, the information and supporting documentation prepared by a Competent
Person. SGX Catalist rules use the term qualified person. In this IQPR, whenever reference is made to a
Competent Person as per the JORC Code, it is equivalent to a qualified person as per SGX Catalist rules.
Mr Andrew Hall is the AMC Director who has supervised the production of this IQPR. Mr Mark Berry is the
Competent Person responsible for estimation and reporting of the exploration targets, exploration results, and
mineral resources for the Project. There are no ore reserves for the Project.
All AMC contributors to this IQPR are independent of ARL (the listing applicant) and its subsidiaries, and
each of their directors and substantial shareholders. In addition, no AMC authors of this IQPR have any
interest, direct or indirect, in ARL, its subsidiaries, or associated companies, and will not receive benefits
other than by way of remuneration paid to AMC in connection with the preparation of this IQPR.
Remuneration paid to AMC is not dependent on the findings of this IQPR.
All years stated in this report refer to calendar years (January to December), and all currency in this report is
expressed in terms of third quarter 2015 real values. Unless specified otherwise, currencies are United
States dollar (US$), Malaysian ringgit (RM), or Singapore dollar (SGD).
1.2
Project description
The Project is located in Peninsular Malaysia in the state of Terengganu, approximately 17 kilometres (km)
south of Kuala Terengganu in the district of Marang. The mineral assets to be included in the SGX-listed
Company comprise gold-bearing tailings mineral resources produced from previous open-pit mining and
processing in the 1990s and 2000s, together with in situ gold mineral resources lying below the existing open
pit.
The Project has been held by a number of parties since 1991. AASB has leased the Project from the State
Economic Development Corporation of Terengganu (Perbadanan Memajukan Iktisad Negeri Terengganu)
(PMINT) in 2013 and has constructed and is commissioning a plant to re-treat the tailings. AASB is also
assessing options to redevelop mining and processing of in situ gold mineralisation by deepening the
existing open pit and processing this material through the plant built for re-treatment of tailings, once
crushing and grinding infrastructure is added.
Singapore Exchange Securities Trading Limited, Catalist Rules Practice Note 4C Disclosure Requirements for Mineral, Oil and Gas
Companies, revised 27 September 2013, available < http://rulebook.sgx.com/en/display/display_main.html?rbid=3271&element_id=5722>,
viewed 27 October 2014.
Singapore Exchange Securities Trading Limited, Catalist Rules, available <http://rulebook.sgx.com/en/display/display_main.html?rbid=
3271&element_id=3176>, viewed 27 October 2014.
Australasian Joint Ore Reserves Committee (JORC), Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves (the JORC Code), 2012 edition, effective December 2012, 44 pp., available <http://www.jorc.org/docs/JORC_code_2012.pdf>,
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1.3
314002
Geology and mineralisation
The geological setting of Peninsular Malaysia results from a number of tectonic, subductive, granite-intrusive,
volcanic, and metallogenic events occurring at the margin of India and Australia. The Peninsula is subdivided
into three belts: Western Belt, Central Belt, and Eastern Belt.
Lubuk Mandi is located in the Eastern Belt, which is comprised of poly-deformed Carboniferous to Triassic
marine sedimentary and metamorphic basement rocks, intruded by Permian to Triassic gabbros, granites,
and granodiorites. The lithologies at the Project are dominated by grey laminated phyllite and shale units with
occasional siltstone and sandstone beds. Individual beds range in thickness from a few millimetres (mm) to
around 15 centimetres (cm). Rare, thicker sandstone units up to 1.5 m are present.
Gold mineralisation is primarily associated with sheared/brecciated massive quartz veins surrounded by
sulphide-rich metasediments that contain up to 5% pyrite, traces of arsenopyrite, galena, and occasional
sphalerite. Silicification is well-developed surrounding highly deformed and brecciated wall rock. Significant
hangingwall-related deformation and stockwork veining is associated with thrusting, whereas the footwall to
mineralisation is mostly undeformed.
Historical reports suggest mineralised quartz zones are up to 8 m wide, however, veins are known to
significantly pinch and swell on all observed scales. Coarse gold grains up to 2 mm in size are most often
observed in association with the margins of wall rock clasts and quartz veins.
1.4
Mine production
Mine production records are incomplete. The most significant mining and processing took place from 1993 to
1999 and company records from that period document that mining produced 1.15 million tonnes (Mt) of ore
at an average grade of 3.6 g/t Au. The records document gold production from the processing plant of
3.3 tonnes or 108,000 troy ounces (oz) of gold, with an average gold recovery of 81%.
AASB is commissioning the tailings re-treatment plant. From late July to the 30 September 2015, AASB has
processed approximately 20,000 tonnes of tailings, with an estimated head grade of 0.64 g/t Au. To date,
1.7 kilograms of gold dor with a purity of approximately 87% gold has been produced for sale. In addition,
AASB estimates gold in circuit of approximately 1.3 kilograms as at 30 September 2015.
1.5
Mineral Resources and Ore Reserves
Mineral resources have been estimated and reported for in situ mineralisation sitting below the previously
mined open pit as at 30 September 2015, and are summarised in Table 1.1. Mineral resources have also
been estimated for the tailings material produced as a result of mining and processing of ore from the original
open-pit operations. These mineral resources are also reported as at 30 September 2015, and are
summarised in Table 1.2.
Table 1.1
Mineral Resources summary for in situ mineralisation, as at 30 September 2015

Gross attributable to
licence
Net attributable to issuer
Category
Mineral
type
Measured Resources
Gold
Indicated Resources
Gold
1.5
1.46
1.5
1.46
Inferred Resources
Gold
0.3
1.01
0.3
1.01
1.8
1.39
1.8
1.39
Gold
Probable Ore Reserves Gold
Total Ore Reserves
Total Resources
Proved Ore Reserves
Tonnes
(millions)
Gold grade
(g/t)
Tonnes
(millions)
Remarks
Change from
Gold grade
previous update
(g/t)
(%)
Mineral resources
reported using a lower
cut-off of 0.3 g/t Au
As defined by the JORC Code.
Mineral resources tonnes and grade figures have been rounded to reflect the accuracy of the estimate.
Rounding might cause some computational discrepancies in totals.
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Table 1.2
314002
Mineral Resources summary for tailings, as at 30 September 2015

licence
CategoryA
Mineral
type
Measured Resources
Gold
Indicated Resources
Gold
1.3
0.73
1.3
0.73
Inferred Resources
Gold
0.1
0.83
0.1
0.83
1.4
0.74
1.4
0.74
Gold
Probable Ore Reserves Gold
Total Ore Reserves
Total Resources
Proved Ore Reserves
Tonnes
(millions)
Gold grade
(g/t)
Tonnes
(millions)
Remarks
Change from
Gold grade
previous update
(g/t)
(%)
Mineral resources
Mineral resources have been publicly reported previously for both the in situ mineralisation and tailings by
GBM Resources Ltd (GBM), a publicly listed company on the Australian Securities Exchange (ASX). The
estimate of in situ mineral resources reported in this IQPR differs from the estimate reported by GBM in
January 2015 because the bulk density used by AMC to convert volume estimates to tonnes is lower than
the bulk density used by GBM. The estimate of tailings mineral resources reported in this IQPR is similar to
that reported by GBM in October 2013.
There are currently no ore reserves estimated for the in situ or tailings material.
1.6
Project plan
AASB has commissioned AMC to complete technical and economic studies to the level equivalent to a
pre-feasibility study (PFS) to support the estimation and reporting of in situ ore reserves during the first half
of 2016, based on the mineral resources defined as at 30 September 2015. This PFS has recently
commenced for the proposed redevelopment of the open pit. This might lead to an estimate of Probable Ore
Reserves, based on the Indicated Mineral Resource of 1.5 million tonnes at 1.46 g/t Au (above a cut-off of
0.3 g/t Au).
AASB has completed significant technical and economic studies to assess the viability of re-treating the
tailings, however, the Company has not formalised these studies to the level of at least a PFS to allow formal
estimation and reporting of ore reserves for this material. AASB has elected to construct and operate a
tailings mining and re-treatment operation at site. AMC has reviewed the Companys technical and economic
assessment to support the development of the tailings re-treatment operation, and considers it to be
reasonable.
1.7
Economic evaluation
No ore reserves have yet been estimated for the Project and, therefore, an accurate financial analysis for the
current tailings re-treatment operation and the proposed redevelopment of open-pit mining and processing is
not possible as at 30 September 2015.
Given the inherent volatility in commodity markets, the current levels of commodity prices relative to historical
long-run prices, and the widely varying views of industry analysts, assumptions regarding future gold prices
are inherently subject to considerable uncertainty. It should be noted that the value of the mineral assets
could vary materially based on changes in commodity price expectations.
Despite the absence of a formal ore reserve estimate, in 2015, AASB commissioned a new treatment plant
for the processing of the tailings mineral resource, and has provided AMC with an expended capital cost of
approximately RM13.0 million. AMC anticipates minimal sustaining capital will be required for the remainder
of the re-treatment operation. AMCs estimate of operating costs for the tailings re-treatment operation is
based on cost estimates provided by AASB. AMC has reviewed these costs and believes that they are based
on reasonable assumptions. For the most part, the costs have been estimated in US$. AMC believes that
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314002
this is a reasonable approach as a significant portion of the inputs to the mining and processing operation
(fuel, reagents, and other consumables) are likely to be closely related to US$ prices. AMC notes that there
is a healthy margin between assumed gold prices and estimated operating costs for tailings re-treatment.
No ore reserves have been estimated for the in situ mineral resources, and AASB has engaged AMC to
complete a PFS that might form the basis for estimation and reporting of an ore reserve for this
mineralisation. As part of the PFS, AMC has prepared a number of preliminary scenarios to assess the
potential for deepening the existing open-pit mine. This work has used the in situ mineral resources as at
30 September 2015, pit slope angles based on a preliminary geotechnical review, indicative mining costs,
dewatering the pit and re-establishing open-pit mining operations, and indicative processing costs.
A number of concepts currently exist for processing the in situ mineralisation. These include a) processing
through the tailings reprocessing plant in parallel with the tailings, b) processing after tailings re-treatment is
completed, or c) by suspending tailings re-treatment while the in situ material is processed. If the material is
treated in parallel, additional flotation and concentrate-handling capacity is expected to be required in
addition to the crushing and milling circuit. As no meaningful mineral processing testwork has yet been
carried out on the in situ material, there is significant uncertainty regarding gold recovery. Based on this
preliminary assessment, AMC considers that there could be a healthy margin between assumed gold prices
and estimated operating costs using these input assumptions.
1.8
Risk assessment
Project risks have been assessed on the basis of likelihood of occurrence and on the consequence of an
event occurring, resulting in a risk matrix that is used to define the level of management responsibility. The
categories used to assess the technical and economic risks for the project reflect the material technical and
economic parameters defined in the JORC Code to assess mineral resources and ore reserves.
The open-pit redevelopment and tailings re-treatment have been risk assessed independently. Three
high-risk issues have been identified that are summarised below:
x
1.9
For the open-pit redevelopment, there are a significant number of mining-related uncertainties relating
to dewatering of the existing pits, the amount of mud/sludge sitting in the bottom of the pits to be
removed after dewatering, geotechnical inputs to open-pit design, and detailed operating cost
estimates. These issues will be considered in the PFS, but this work will not be completed until 2016;
therefore, AMC considers this is a high risk.
For the open-pit redevelopment, the economic viability is dependent on operating costs being less
than revenue. Whilst the Company can control many of its cost inputs, both costs and revenues will be
impacted by currency exchange rates (particularly RM to US$) and the gold price. AMC considers that
uncertainties in exchange rates and gold price result in a high risk, but this also provides an
opportunity for additional revenue should the gold price increase.
The tailings re-treatment plant has been built and is being commissioned. The plant has not reached
steady-state operation, designed production levels, or gold recovery targets. AMC considers there is a
high risk that plant performance will not reach design targets, which will impact operating costs and
revenues.
Interpretation and conclusions
Lubuk Mandi hosts two mineral assets; in situ gold mineralisation below the existing open pit that was mined
in the 1990s and 2000s, and tailings produced from the processing of the mineralisation mined previously.
AMC has estimated mineral resources for both the in situ and tailings mineralisation. Most of the mineral
resource has been categorised as Indicated Mineral Resource. No Measured Mineral Resource has been
determined, primarily because of the uncertainties associated with some of the pre-2013 historical drilling,
survey control, database integrity, and a lack of quality assurance/quality control (QA/QC) records
associated with the pre-2013 drilling. As at 30 September 2015, no ore reserves have been estimated.
AASB has constructed a tailings re-treatment plant at site and is currently mining tailings and commissioning
the re-treatment plant. AASB has completed significant technical and economic analysis to support its
investment decision. Whilst no formal ore reserves have been estimated for this material, AMC has reviewed
the Companys economic assessment to support the development of the tailings re-treatment operation, and
considers it to be a reasonable basis for operation.
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AASBs plans for the redevelopment of open-pit mining and processing are dependent on the conversion of
mineral resources to ore reserves, and this will be dependent on the completion of a PFS. At the effective
date of this report, AMC considers that uncertainty associated with the estimation of in situ ore reserves is
the biggest technical risk associated with the Project.
1.10 Recommendations
AMC recommends that the following work should be undertaken to progress the redevelopment of the
open-pit mining and processing operation:
x
Further drilling should be completed to:

Define extensions to the existing mineral resources and upgrade Inferred Mineral Resources to
an Indicated/Measured status for possible conversion to ore reserves.
Define the extents and geometry of individual lodes of in situ mineralisation. Diamond drilling to
obtain orientated core is considered the best option to help define this structurally controlled
gold deposit.
Define the boundary between oxide and fresh mineralisation to assist in assessing metallurgical
characteristics and processing plant performance.
The PFS should be completed as soon as possible to determine appropriate mining, processing,
infrastructure, and economic parameters to support estimation and reporting of ore reserves. This
work includes additional metallurgical testwork to assess processing options, performance, and gold
recovery.

AMC recommends that the following work should be undertaken as part of the tailings re-treatment
operation:
x
x
x
x
x
Further drilling to define the thickness of tailings materials, the geometry of the dam at the margins of
the tailings, and to improve understanding of the local gold grade distribution laterally and vertically.
Routine surveying of the as-mined tailings material e.g. quarterly, to facilitate reconciliation of the
resource model to processing plant production.
Establish tightly controlled processing plant sampling procedures to monitor daily plant performance
and to facilitate accurate reconciliation with the resource model.
Establish tightly controlled cost reporting systems to facilitate prudent cost control management.
Investigate the other deposits of tailings at site to assess opportunities to re-treat tailings that are not
currently in the mineral resource inventory.
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Introduction
2.1
Aim and scope of this IQPR
314002
AMC was engaged by AASB to prepare this IQPR describing the mineral assets of Lubuk Mandi for inclusion
in the offer document of ARL in connection with its initial public offering and the listing of its shares on the
SGX Catalist.
The mineral assets to be included in the SGX-listed Company comprise a gold tailings re-treatment operation
at the Project, together with in situ gold mineral resources lying below the open pit that was operated at the
Project from 1993 to 1999.
The effective date of the exploration targets, exploration results, and mineral resource estimates presented in
this IQPR is 30 September 2015.
2.2
Use of report
ARL plans to list the Project on the SGX Catalist. The SGX Catalist rules specify that a listing applicant must
substantiate the existence of adequate mineral resources through the publication of an IQPR that complies
with the listing rules and Practice Note 4C, which set out the disclosure requirements for Catalist mineral, oil,
and gas companies. This IQPR has been prepared to meet the SGX Catalist rules for new listings and fulfil
the requirements specified in Practice Note 4C.
2.3
Reporting standard
The SGX Catalist rules for new company listings require that an IQPR be prepared in accordance with one of
three allowable international public reporting standards. For this report, AMC has adopted the JORC Code
as the reporting standard.
The JORC Code requires that a public report concerning a companys exploration targets, exploration
results, mineral resources, or ore reserves must be based on, and fairly reflect, the information and
supporting documentation prepared by a Competent Person, as defined by the JORC Code. SGX Catalist
rules use the term qualified person, and provide a definition that is effectively equivalent to a Competent
Person. In this IQPR, whenever reference is made to a Competent Person as per the JORC Code, it is
equivalent to a qualified person as per the SGX Catalist rules.
2.4
Report authors
SGX Catalist Rule 442 sets out the requirements of an independent qualified person, and Rule 442 (b) notes
that if the qualified person producing the report is not a partner or director of his firm, the production of the
report must be directly supervised by a partner or director on behalf of the firm.
Table 2.1 lists the AMC staff who contributed to the estimation of mineral resources and the preparation of
the IQPR. In particular, Mr Andrew Hall is the AMC Director who has supervised the production of this IQPR, and
Mr Mark Berry is the Competent Person responsible for the estimation and reporting of exploration targets,
exploration results, and mineral resources. Competent Person statements for Mr Hall and Mr Berry are provided
in Section 21 of this IQPR.
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Table 2.1
314002
AMC staff who contributed to this IQPR
Name
Position
Employer
Independent
of ARL
Date of
Professional
site visit designation
Role
Andrew Hall
Director and
Principal Consultant
AMC
Yes
MAusIMM CP(Min)
Overall supervision and peer

review
Mark Berry
Principal Geologist
AMC
Yes
July
2014
MAIG
Project manager and

Competent Person for
exploration targets, exploration
results, and mineral resources
Alex Virisheff
Principal Geologist
AMC
Yes
FAusIMM
Technical review of tailings

mineral resources
Maree Angus
Senior Geologist
AMC
Yes
MAusIMM
Technical review of in situ

mineral resources
Malcolm Dorricott
Principal Mining
Engineer
AMC
Yes
Aug
2015
FAusIMM CP(Min)
Technical assessment of in situ

open-pit development options
Chris Oldroyd
Principal
Geotechnical
Engineer
AMC
Yes
Aug
2015
MAusIMM
CP(Geotech)
Geotechnical inputs to in situ

open-pit development options
Mike Thomas
Principal Mining
Consultant
AMC
Yes
Technical and economic

MAusIMM CP(Min) analysis of in situ and tailings
development plans
Rob Chesher
General Manager
(Brisbane) and
Principal Consultant
AMC
Yes
Aug
2015
MAusIMM
Tailings processing plant

review and assessment of
in situ processing requirements
Peter Allen
Principal
Environmental
Engineer
AMC
Yes
MEIANZ
Permitting, social,
environmental, heritage, and
health and safety review
2.5
Statement of independence
All AMC contributors to this IQPR are independent of ARL (the listing applicant) and its subsidiaries, and
each of their directors and substantial shareholders. In addition, no AMC report authors have any interest,
direct or indirect, in the listing applicant, its subsidiaries, or associated companies, and will not receive
benefits other than remuneration paid to AMC in connection with this IQPR. Remuneration paid to AMC is
not dependent on the findings of this IQPR.
2.6
Basis of this IQPR
The Project has been held by a number of parties since 1991. AASB has leased the Project from PMINT in
2013 and has constructed and is commissioning a plant to re-treat the tailings. AASB is also assessing
options to redevelop mining and processing of in situ gold mineralisation by deepening the existing open pit
and processing this material through the plant built for re-treatment of tailings, once crushing and grinding
infrastructure is added.
All of the data used by AMC has been provided by AASB and its joint venture partner GBM. Mining at the
Project took place from 1993 to 1999, and AMC has been provided with mining and production information,
together with survey data of the open-pit mining areas. There has been some exploration undertaken at the
Project since 1999, and this was directed at exploration for extensions to the previously mined orebody.
Since 2014, AMC has maintained an active overview and monitoring role of the technical work completed by
AASB/GBM and its technical consultants, providing high-level guidance and advice, as well as review of
results. AMC has taken into account all data and information supplied by AASB in preparing this report. AMC
has exercised due care in reviewing the supplied information and believes that the inputs into, and estimates
of the mineral resources and ore reserves are reasonable. Nevertheless, AMC is reliant on AASB for
significant information.
Mr Mark Berry visited the Project in mid-2014 during an infill-drilling programme testing gold mineralisation
continuity below the existing open pit. Mr Rob Chesher visited the Project in early August 2015 to review the
operation of the tailings re-treatment plant being commissioned at site. Mr Malcolm Dorricott and
Mr Chris Oldroyd also visited the Project in August 2015 as part of the assessment of options to
recommence open-pit mining and processing.
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314002
This IQPR is not a legal audit and as such, AMC has not independently verified the legal status of the
tenements described in this IQPR, but has relied on representations provided by AASB regarding the legal
status of the tenements. AMC understands that the due diligence review of the status of the tenements has
been undertaken by the independent legal firm, Zaid Ibrahim & Co (ZICo). However, as this is an
independent report by AMC, ZICo assumes no responsibility for any part of this IQPR.
Whilst AMC has independently analysed the data provided by others, the accuracy of the conclusions of this
IQPR largely relies on the accuracy of the supplied data. AMC has made reasonable enquiries and exercised
its judgement on the reasonable use of such data and information, and has no reason to doubt the accuracy
or reliability of the information provided, but does not accept responsibility for any errors or omissions in the
information supplied, and does not accept any consequential liability arising from investment or other
financial decisions or actions by others.
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Project description
3.1
Project overview
314002
The Project is located in Peninsular Malaysia in the state of Terengganu, approximately 17 km south of
Kuala Terengganu in the district of Marang (Figure 3.1). The mineral assets to be included in the SGX-listed
Company comprise gold-bearing tailings mineral resources produced from previous open-pit mining and
processing in the 1990s and 2000s, together with in situ gold mineral resources lying below the existing
open pit.
Figure 3.1
3.2
Lubuk Mandi Project location
Company structure
The Company structure to be established for the SGX listing is shown in Figure 3.2.
In April 2012, new mining concessions over the Project were granted to PMINT, which subsequently leased
the concessions to AASB. In early 2013, GBM, a publicly owned Australian company, entered into an
acquisition and joint venture agreement with AASB to explore and operate the leases. Following the
completion of drilling and metallurgical testwork, GBM issued a tailings Mineral Resources estimate in
October 2013, and an in situ Mineral Resource estimate in January 2015. The joint venture was terminated
in July 2015.
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Figure 3.2
3.3
314002
Structure of the proposed listed company
Tenure: legislative requirements
In Malaysia, mineral resources are vested in the state. The administration and regulation of mineral
exploration and mining is governed by the Mineral Development Act 1994 (MDA) and the various State
Mineral Enactments (SMEs). The MDA defines the powers of federal government agencies for inspection
and regulation of mineral exploration and mining and other related aspects. The SMEs provide the Malaysian
states with the powers and rights to issue prospecting, exploration, and mining licences, and to stipulate land
premiums, rental fees, royalties, and additional law such as environment and rehabilitation requirements.
Each Malaysian state is responsible for the approval and issue of prospecting and exploration licences, and
mining rights as governed by the applicable SMEs. This generally also follows consultation with federal
agencies such as the Department of Minerals and Geoscience (DMG) and the Department of Environment
(DE). The DMG is the implementing authority under the Ministry of Natural Resources and Environment
(MNRE). A prospecting licence (PL) may not exceed 400 hectares (ha) whereas an exploration licence (EL)
may be granted from 400 to 20,000 hectares. A PL may be issued for a validity period of up to two years,
while an EL may be issued for a term up to 10 years.
The mining lease (ML) holder may not commence any development work or mining on the land that has
been granted until it has obtained approval of a mine feasibility study, a plan for rehabilitation (if required),
and an environmental impact assessment (EIA) if so required under the Environmental Quality Act 1974
(EQA).
The term of a ML in Malaysia is granted based on the maximum economic life of the mine or mining
operations, assessed on a case-by-case basis, but may not exceed an initial term of 21 years. A ML can be
renewed, in whole or in part for a term based on the economic life of the mine or mining operations, but such
renewal shall not exceed 21 years. A ML may be transferable. There is generally no set prescribed limit to
the area of a ML as the granted area is determined based on a size reasonably required for the mine as the
state authority may determine.
Specific laws and regulations relevant to AASBs tenure of mineral assets are presented below.
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3.3.1
314002
Mineral Development Act 1994 and State Mineral Enactments
The MDA governs the fossicking, panning, prospecting, exploring, mining, and processing of minerals and
mineral ores and to mines, minerals, and mineral ores generally. It applies throughout Malaysia unless the
minister charged with the responsibility for mining and minerals by order suspends the operation of the whole
or any of the provisions of the MDA in any state.
The state of Terengganu has its own SMEthe Mineral (Terengganu) Enactment 2002and regulations to
grant MLs and mineral PLs and ELs, and to govern mining activities within its jurisdiction.
The SME provides for mineral tenements and for purposes connected therewith in the state of Terengganu.
Unless specifically disposed of by the state authority in accordance with the provisions of the SME or any
other written law, all minerals within or upon any land in the state shall be vested solely in the state authority.
A mineral tenement may be granted or transferred to a) a natural person; b) a company incorporated under
the relevant law relating to companies and authorised by its constitution to hold mining land; c) a body
expressly empowered to hold mining land under any other written law; or d) a foreign company as defined in
the relevant law relating to companies and registered as such under the said law and authorised by its
constitution to hold mining land.
The state authority may grant a ML over any land belonging to the respective state in accordance with the
provisions of the SME. The holder of the ML shall have the rights to exclusively mine the land in respect of
which the lease has been granted and to extract, process, and sell any mineral obtained from the said land
pursuant to the ML in accordance with the PFS submitted to the state authority when making the application
for ML.
An application for a ML shall be made to the state authority in the prescribed form, and shall include a PFS
that shall include a) a general description of the proposed mining scheme; b) the expected commencement
date of mineral production; c) a schedule of estimated annual raw ore production for the term of the ML;
d) such information as may be prescribed; and e) such other information as may be prescribed and as the
state authority may reasonably require for the discharge of its function in relation to the application.
At the time of an application of a ML, a holder of a valid PL or EL covering the area of land to which the
application relates may be authorised to conduct small-scale mining operations on the land that the
application for the ML is made.
If the application for a ML is granted, the Director of Lands and Mines of the state shall upon payment by the
applicant of the prescribed fees, first years rent, survey fee (if applicable), and fee for ML plan, issue to the
applicant a ML subject to such terms or conditions as may be specified therein or as may be prescribed. A
ML granted by the state authority shall specify whether the holder of a ML is authorised to conduct a
small-scale mining operation or a large-scale mining operation.
The granting of a ML shall take effect upon the registration of the ML. Every ML duly registered shall, subject
to the provisions of the respective state enactment, be conclusive evidence that the lease of the land
described therein is vested in the person or body for the time being registered as the holder of a ML, and
shall confer on the person a lease of the land that shall be indefeasible.
AASB has advised AMC that its mining operations are within small-scale operations.
The state authority may forfeit the mining land if the holder of a ML has breached any the terms or conditions
specified in the ML or has contravened any of the provisions of the SME. AASB has advised AMC that it has
not had any material breaches of these provisions.
3.3.2
State regulations
In addition to the SME, the state regulations (Terengganu Mineral Regulations 2005) provide the procedures,
the forms, and the regulations in respect of mineral tenements.
The state regulations prescribe the royalty payable to the respective state authority in respect of minerals
won and sold from mining activities. The holder of a mineral tenement is required to pay royalty on the
mineral produced based on the market value of the mineral, which shall be determined by the respective
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314002
state authority. In determining the market value of a mineral, the regulations prescribe that the state authority
shall consider the sales revenue realised by the holders of the mineral tenement, reference to a monthly
price for the mineral determined by the DMG, or reference to a published price series for the mineral that is
widely recognised and used by the international mining community as a reference price.
The state regulations further provide that contravention of certain provisions is an offence and may be
compoundable under the state regulations. The state regulations allow the authorised officers to serve on the
offender a notice to inform the intention of compounding any offence. When an offer to compound is made
and accepted, payment shall be made to the Director of Lands and Mines of the respective state. Where the
compound is not paid within the specific time, the offender may be prosecuted with the written consent of the
public prosecutor.
AASB has advised AMC that it has not had any material breaches of these provisions.
3.3.3
Operational mining scheme
By virtue of the MDA, the holder of a proprietary ML is required to submit for approval by the Director of
Mines an operational mining scheme (OMS) for development work and mining on the land, which is the
subject of such mineral tenement before the commencement of any development work or mining within the
mineral tenement area.
The OMS shall include the expected date of commencement of production, plans of the workings of the
mine, a schedule of estimated annual raw ore production for the term of the mineral tenement, and such
information as may be prescribed or required in writing by the Director of Mines.
The holder of a proprietary ML shall comply with the approved OMS and carry out development work and
mining in accordance with such approved OMS. Failure to work in accordance with an approved OMS may
result in suspension of development work or mining until the necessary measures are taken to comply with the
approved OMS. In the event modifications to the approved OMS are necessary, the holder of a proprietary ML
shall not commence any development work or mining that does not comply with the approved OMS until the
modified OMS has been approved by the Director of Mines.
In the event of any failure by the holder of the ML in submitting an OMS or complying with the approved
OMS, the holder shall be liable to a fine not exceeding RM100,000 or to imprisonment for a term not
exceeding five years or to both.
3.3.4
Rehabilitation costs
The SME requires a common rehabilitation fund (CRF) to be established and administered by the State
Mineral Resources Committee for the purpose of rehabilitation of mining lands that are subject to MLs
authorising small-scale operations.
The SME provides that the holder of a ML shall pay into the CRF, including:
a)
b)
c)
Such sum as may be annually appropriated by the Legislative Assembly of Terengganu;

Any loan or grant given to the state authority by the federal government for the purposes of the CRF
The rehabilitation fee payable by the company, which is:
i.
An annual fee at the rate of one percent of the gross sales value of all minerals won during a
calendar year from the mining land that is subject to the lease; or
ii.
A prescribed annual fee, whichever is greater before issuance of a ML and on or before each
anniversary date of an issued ML.
AASB has advised AMC that a CRF has been established.

3.3.5
(Land) reserve
For the purpose of (land) reserves, the SME provides that the state authority may by notification in the
gazette a) declare any land not subject to reservation under any written law as a mineral reserve; and
b) specify the types of activities that are not allowed for the purpose of reserving such land for mineral
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tenements. The state authority may also at any time, by notification in the gazette, vary or revoke a mineral
reserve in whole or in part.
3.3.6
Environmental Quality Act 1974
The EQA governs the prevention, abatement, control of pollution, and enhancement of the environment. The
EQA and its regulations set out acceptable conditions for the emission, discharge, or deposit of
environmentally hazardous substances, pollutants, or wastes, or the emission of noise into any area,
segment, or element of the environment. The EQA may set aside any area, segment, or element of the
environment within which the emission, discharge, or deposit is prohibited or restricted.
3.3.6.1
Control of scheduled waste
The EQA provides that no person shall without any prior written approval of the Director General of
Environmental Quality (Director General):
a)
b)
c)
Place, deposit, or dispose of, or cause or permit to place, deposit, or dispose of, except at prescribed
premises only, any scheduled wastes on land or into Malaysian waters.
Receive or send, or cause or permit to be received or sent any scheduled wastes in or out of Malaysia.
Transit or cause or permit the transit of scheduled wastes.
Any person who contravenes this section shall be guilty of an offence and shall be liable to a fine not
exceeding RM100,000 or to imprisonment for a period not exceeding two years or to both.
In addition, the Environmental Quality (Scheduled Wastes) Regulations 2005 imposes regulations as follows:
a)
b)
c)
d)
e)
f)
g)
h)
i)
Every waste generator shall notify the Director General of the new categories and quantities of
scheduled wastes that are generated within 30 days from the date of generation.
Scheduled wastes shall be disposed of at prescribed premises only.
Scheduled wastes shall be treated at prescribed premises or at on-site treatment facilities only.
That the recovery of material or product from scheduled wastes shall be done at prescribed premises
or at on-site recovery facilities.
Every waste generator shall ensure that scheduled wastes generated are properly stored, treated
on-site, recovered on-site for material or product from such scheduled wastes, or delivered to and
received at prescribed premises for treatment, disposal, or recovery of material or product from
scheduled wastes.
Scheduled wastes shall be stored in containers that are compatible with the scheduled wastes to be
stored, durable, and which are able to prevent spillage or leakage of the scheduled wastes into the
environment.
The date when the scheduled wastes are first generated, name, address, and telephone number of
the waste generator shall be clearly labelled on the containers that are used to store the scheduled
wastes.
That in the event of any spill or accidental discharge of any scheduled wastes, the contractor
responsible for the waste shall immediately inform the Director General of the occurrence.
That every waste generator shall ensure that all his employees involved in the identification, handling,
labelling, transportation, storage, and spillage or discharge response of scheduled wastes attend
training programmes.
Every offence that consists of any non-compliance with these regulations shall be liable to a fine of not
exceeding RM2,000.
AASB has advised AMC that there is no waste that falls within the meaning of scheduled wastes pursuant to
these regulations being produced during the mining operations.
3.3.6.2
Restrictions on pollution of the atmosphere
Under the EQA, no person shall, unless licensed, emit or discharge any environmentally hazardous
substances, pollutants, or wastes into the atmosphere in contravention of the specified acceptable conditions
set out in the Environmental Quality (Clean Air) Regulations 2014. Any person who contravenes this shall be
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guilty of an offence and shall be liable to a fine not exceeding RM100,000 or to imprisonment for a period not
exceeding five years or both.
Any fuel-burning equipment that is rated to consume pulverised fuel or any solid fuel at 30 kilograms or more
per hour or any liquid or gaseous matter at 15 kilograms or more per hour shall comply with the limit values
and technical standards as specified in these regulations.
3.3.7
Factories and Machinery Act 1967
The Factories and Machinery Act 1967 (FMA) provides for the control of factories with respect to matters
relating to the safety, health, and welfare of person therein, the registration and inspection of the machinery,
and for matters connected therewith. It regulates factories and machinery by way of registration and
examination of such machinery to ensure the maintenance of safety, health, and the welfare of all persons.
The FMA requires all machinery to be of sound construction and sound material, free from defect and
suitable for the purpose, and shall be properly maintained. No person shall operate or cause or permit to be
operated any machinery in respect of which a certificate of fitness is prescribed (such as steam boiler,
unfired pressure vessel, and hoisting machine), unless there is in force in relation to the operation of the
machinery a valid certificate of fitness issued. No person shall operate any machinery in respect of which a
certificate of fitness is prescribed unless a valid certificate of fitness issued under the FMA is in force. A
person who contravenes that FMA shall, on conviction, be liable to a fine not exceeding RM150,000 or to
imprisonment for a term not exceeding three years or to both.
AASB Directors have advised AMC that the Company has obtained the necessary permit to install all
machineries currently being operated on the mining site from the authorities. The Directors are of the view
that AASB will, unless unforeseen circumstances occur, be able to comply with the terms and conditions
imposed by the Department of Occupational Safety and Health and the statutory conditions set out in the
FMA and the rules made under.
3.3.8
Occupational Safety and Health Act 1994
In addition to the FMA, the Occupational Safety and Health Act 1994 (OSHA) makes provisions for securing
the safety, health, and welfare of persons at work, for protecting others against risks to safety or health in
connection with the activities of persons at work, and to promote an occupational environment for persons at
work that is adapted to their physiological and psychological needs. The OSHA applies throughout Malaysia
in specific industries including the mining industry.
It shall be the duty of every employer to conduct its undertaking in such a manner as to ensure, so far as is
practicable, that it and other persons, not being its employees, who may be affected thereby are not thereby
exposed to risks to their safety or health. This includes that the provision and maintenance of plant and
systems of work that are, so far as is practicable, safe and without risks to health.
It shall be the duty of every employer to prepare a general policy with respect to the safety and health at
work of his employees and the organisation and arrangements, for the time being in force, for carrying out
that policy. Such safety and health policy shall be revised as often as it may be appropriate, and shall be
brought to the notice of all employees.
Contravention of these provisions shall, upon conviction, result in the employer being liable to a fine not
exceeding RM50,000 or to imprisonment for a term not exceeding two years or to both.
The OSHA also requires a company to notify the nearest occupational safety and health office of any
accident, dangerous occurrence, occupational poisoning, or occupational disease that has occurred or is
likely to occur at the place of work.
AASB Directors advised AMC that the Companys operations are in compliance with the provisions of the
OSHA.
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3.4
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Tenement status and agreements
The present status of tenements is based on information provided by AASB. Tenement details are
summarised in Table 3.1 and shown in Figure 3.3. The mine and associated infrastructure are enclosed
within two mining tenements (ML 1/2007 and ML 2/2007) with a combined area of 221.53 hectares.
Table 3.1
Tenement details
Tenement
number
Tenement type
Issuer's
interest
Tenement expiry
date
Tenement
area (ha)
ML 1/2007
Mining certificate
100%
5 March 2017
95.03
Lease renewable every five years onwards
ML 2/2007
Mining certificate
100%
5 March 2017
126.50
Remarks
Issuers interest in tenements is deemed to be 100% due to the subleasing agreement with PMINT.
The owner of the two leases is PMINT, and each ML is a five-year lease, currently valid until 5 March 2017
and renewable every five years. AASB has been granted a mining right concession by PMINT, based on a
concession contract work agreement (Concession Agreement) dated 15 February 2013, which shall continue
for so long as the mining leases are granted to PMINT. The mining certificates ML 1/2007 and ML 2/2007 are
subleased by PMINT to AASB.
Beyond the 5 March 2017, the Concession Agreement depends on the renewal of the MLs issued to PMINT.
As long as the MLs are continuously renewed, the right given to AASB by PMINT will remain provided that
AASB is in compliance with the terms and conditions of the Concession Agreement.
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Figure 3.3
314002
Tenement location and site layout
Source: AASB.
Technical review by AMC confirms that while these tenements cover most of the mine and associated
infrastructure, the current ML 2/2007 boundary runs down the western side of the north pit, effectively
sterilising this side of the pit for future mining unless the lease boundary can be modified. Also, AMC notes
that the mine lease area is relatively constrained because the southern end of the main pit is in very close
proximity to the ML boundary, restricting any potential to significantly deepen the southern end of the main
pit.
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3.4.1
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Concession Agreement
As noted in Section 3.4, PMINT has entered into a Concession Agreement dated 15 February 2013 with
AASB that permits AASB to engage in mining and processing of gold on ML 1/2007 and ML 2/2007 to the
terms and conditions of the Concession Agreement, during the period from 5 March 2013 to 5 March 2017.
Renewal of the Concession Agreement is subject to renewal of the MLs, which the parties have agreed must
be made one year before the leases expire i.e. 5 March 2016. AASB shall appoint a qualified mining
engineer for the purpose of preparing a proposed ML renewal report to be submitted to PMINT for
registration. PMINT will manage all procedures for renewal application subject to the approval of the state
authority.
The Concession Agreement provides for a scaled tribute payment to be paid to PMINT from the sale of all
gold by AASB, commencing from 1 May 2016. The tribute rate varies from 5% where the prevailing gold
price is less than US$1,400 per oz, to a maximum of 15% where the prevailing gold price is more than
US$1,668 per oz.
The Concession Agreement also stipulates that PMINT is responsible for rehabilitation of the site at the
completion of mining and processing activities.
3.4.2
AASB and Sinomine Resource Exploration Co. Ltd (Sinomine) have entered into an agreement
(Co-operation Agreement) dated 14 August 2015 whereby Sinomine will, on a non-exclusive basis,
undertake exploration to increase the mineral resources estimated for the in situ mineralisation, convert
these to ore reserves, and to undertake mining, processing, and smelting of this material. AMC has been
advised by AASB that the Co-Operation Agreement may also cover the reprocessing of tailings once
Sinomine has constructed the crushing and grinding facilities required for redevelopment of the open-pit
mine, assuming that the open-pit ore will then be processed through the plant built for tailings re-treatment.
The Co-operation Agreement became effective on 15 August 2015 and has an initial duration of two years,
with an option for a two-year extension.
The Co-operation Agreement requires that Sinomine undertakes and funds all exploration and operations,
including provision of new processing plant capital expenditure (to a limit of US$1.5 million). In return,
Sinomine retains 60% of the revenue from gold sales.
3.4.3
Operational mining scheme
As noted in Section 3.3.3, an OMS is required to be approved by the DMG for each state. Typically, the OMS
is generated annually and describes the following:
x
x
x
x
x
x
x
x
x
x
x
x
x
Owner/ML holder and operator details

Tenement details
Site topography
Land use details
Mineral resources and ore reserves estimates (if available)
Mine life
Mining methods
On-site processing
Waste management
Environmental management
Staffing
Infrastructure
Rehabilitation
The legal due diligence report prepared by ZICo states that the DMG issued a letter of approval for the
Project OMS on 27 July 2015. The approval is valid until 27 July 2016.
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3.5
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Royalties and rent
On major mineral commodities, apart from paying corporate tax to the federal government, mine and quarry
operators also pay value-based royalties to the state where the operation is located. Royalty rates are a
nominal 5% but might vary depending on the mineral commodity and as assessed by each of the individual
states. AASB has advised AMC that the Company will pay a 5% royalty to the state for the mineral won and
removed from the land. In addition AASB has negotiated to pay PMINT a tribute of 5% as part of the
Concession Agreement (Section 3.4.1).
According to the SME, the holder of a PL or EL is required to pay a holding fee in respect of the land subject
to the licence, and the holder of a ML must pay rent subject to the land covered by the mining lease. Rents
and holding fees are payable annually to the state, and in any year are calculated by multiplying the area of
land subject to the licence with the respective rate prescribed as of the date such holding fee or rent is
payable, which may be subject to revision by the state authority.
3.6
Project access
The Project is located approximately 17 km by road from the major town of Terengganu. Access from
Terengganu is via the main Terengganu Kuantan sealed highway that parallels the coast, then a further
2 km inland via sealed road, and finally access via a well-serviced 1 km dirt road from the small village of
Kampung Rhu.
3.7
Climate
Terengganu is located at latitude 5 north and has a tropical wet climate with maximum daily temperature
ranging between 28 C and 32 C, and minimum daily temperature ranging between 22 C and 23 C. The
area has a very high associated humidity (annual mean relative humidity is 85.5 percent).
Two climatic processes influence weather conditions at Terengganu; the north-east monsoon between
November and March, and the south-west monsoon between May and September. The south-west monsoon
usually does not impact operations at site. Average rainfall is 2,600 mm with November and December the
wettest months, averaging over 400 mm per month. Annual evaporation is approximately 1,420 mm per year
and typically, evaporation slightly exceeds rainfall between May and July, and February and April.
3.8
Topography
The Project site consists of a single valley floor surrounded by steep hilly landforms rising to maximum
heights of 100 m above mean sea level. The project area is composed of sloping terrain with weakly incised
drainage lines, with minimal areas of naturally flat land. Areas of the project site have been levelled as part of
previous operations. The topography at the mine is undulating to moderately steep hills to approximately
50 m.
The mine site was originally dissected by a stream (the Sungai Anak Ring) running west to east, which
appears to have been diverted around the open pit. Another natural stream (the Sungai Lubuk Mandi) flows
west to east immediately adjacent to the northern boundaries of the projects lease areas.
3.9
Vegetation and soils
The natural soils of the Project area can be divided into three main groups associated with the natural
landforms of the area:
x
x
x
Weathered upland soils

Medium- to fine-textured mid-slope soils
Alluvial and colluvial deposited soils
The Project area has been subject to extensive previous mining activity, but some areas are covered by thick
secondary forest and bush. The tenement is surrounded by private agricultural land plots with an average
size of 4 acres per lot.
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History
4.1
History of gold exploration and mining in Malaysia
Peninsular Malaysia hosts a variety of mineral occurrences including tin, iron ore, ferromanganese, gold, and
base metals. Most of the gold produced to date in Malaysia is sourced from the Central Gold Province that
trends northsouth, extending from Kelantan state in the north, south through Pahang, Terengganu, Negeri
Sembilan, and Johor states.
Gold mineralisation is associated with mesothermal and hydrothermal quartz vein systems, skarn, and
volcanogenic massive sulphides. Figure 4.1 shows the annual production of gold from Malaysia from 1972
onwards, with reported production trending at approximately 4,000 kilograms or 130,000 oz per year.
Figure 4.1
Malaysian gold production from 1972 (thousand kg)
Source: 24HGold 2012.
4.2
Project production statistics
Mining at the Project has a relatively short history compared with other gold and tin mining areas in Malaysia.
Gold was first discovered at the Project in 1989 leading to a gold rush by local miners. Following a number of
collapses of small mining excavations, which claimed several lives, the area was closed to mining by the
state authorities in 1990.
Technical and economic assessment of the project, plus an environmental impact assessment was
conducted between March and May 1991 in respect of a proposed open-pit mining and gold-processing
operation. In 1992, PMINT, through its subsidiary Permint Minerals Sdn Bhd (PERMINT), commissioned the
Lubuk Mandi gold mine. The mining operation included excavation of two open pits (north pit and main pit),
and the construction and operation of a mill and gold recovery plant.
At the end of its operation in 1999, the Lubuk Mandi gold mine had produced a total of 3,351 kilograms
(107,754 oz Au) of gold (Table 4.1).
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Table 4.1
314002
Lubuk Mandi annual mine production statistics
Year
Gold production (kilograms)
Silver production (kilograms)
1993
31
1994
522
0
0
1995
732
48
1996
772
100
1997
694
107
1998
552
89
1999
48
Total
3,351
352
Source: Source: PERMINT Minerals Sdn Bhd, 1999.
In 2001, state authorities reopened the area to small-scale miners and on the first day, some 62 permits
were issued of a maximum planned of 200 for the 4 hectare site. A more substantial mining and processing
operation was undertaken in 2008 and 2009. AMC has not been provided with production records for activity
subsequent to the closure of the main operation in 1999.
Figure 4.2 shows a view of the current open pit and associated mine infrastructure.
Figure 4.2
General mine site view looking north, with main pit in the foreground
Since closure of the main open-pit operations, some drilling and other work has been carried out by various
parties. This included some diamond drilling, and drilling of the southern-most tailings storage area.
In April 2012, new mining concessions were granted to PMINT, which subsequently leased the concessions
to AASB. In July 2013, AASB and GBM entered into an acquisition and joint venture agreement to explore
and operate the leases, with GBM appointed as principal consultant, which involved managing, directing,
and controlling the exploration and mining operations. Following completion of a drilling and metallurgical
testwork programme, GBM issued a Mineral Resource statement for the tailings mineral resource in October
2013.
In late 2014, AASB commenced construction of a tailings processing plant with the capacity to process up to
350,000 tonnes per annum of tailings. Commissioning of the processing plant commenced in 2015, and
AASB anticipates that planned production levels will be achieved during the fourth quarter of 2015.
In January 2015, GBM issued a Mineral Resource statement for the in situ mineralisation that has been the
target of previous open-pit mining operation.
In June 2015, AASB engaged AMC to prepare an IQPR for the Project, which entailed the detailed review
and assessment of the Mineral Resource estimates prepared by GBM and assuming qualified person
responsibility for these estimates. At the same time, AASB engaged AMC to complete an independent
valuation.
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In July 2015, the acquisition and joint venture agreement between AASB and GBM was terminated and GBM
resigned as principal consultant. In July, AASB commissioned AMC to prepare a PFS on re-establishing
open-pit mining operations on the Project.
In August 2015, AASB and Sinomine entered into a Co-operation Agreement whereby Sinomine will, on a
non-exclusive basis, undertake exploration, mining, processing, and smelting of in situ gold mineralisation,
and potentially also take over operation of the tailings re-treatment operation.
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Geological setting
5.1
Regional geological setting and mineralisation styles
The geological setting of Peninsular Malaysia results from a number of tectonic, subductive, granite-intrusive,
volcanic, and metallogenic events occurring at the margin of India and Australia. The Peninsula is subdivided
into three belts: Western Belt (Sibumasu Terrane), Central Belt, and Eastern Belt (East Malaya Terrane),
primarily based on stratigraphy (Figure 5.1). The Bentong-Raub Suture Zone separates the Western and
Central Belts.
Figure 5.1
Regional geological setting
Modified after Cobbing, E. J., et al. 1986.
The Western Belt contains early to late-Palaeozoic sedimentary and metamorphic basement rock (phyllite,
schist, slate, limestone, and marble) intruded by widespread late-Triassic granites. Tin mineralisation is
associated with the granites that occur from central Thailand through Malaysia into Indonesia.
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The Central Belt contains mainly Upper Carboniferous to Permian to Triassic shallow marine
volcano-sedimentary successions that are characterised by thick basal limestone formations overlain by
intercalated shale, mudstone, sandstones, and pyroclastic volcanic rocks (mainly tuffs). There are
late-Triassic granitoid to intermediate intrusives, but fewer when compared to the adjacent Western and
Eastern Belts. Overlying this sequence unconformably is Jurassic to Cretaceous continental margin
sediments (thick, cross-bedded sandstone with lesser conglomerate, shale-mudstone, and volcanic rocks).
The Eastern Belt is comprised of poly-deformed Carboniferous to Triassic marine sedimentary and
metamorphic basement rocks (phyllite, slate, shale, and limestone with lesser acid to intermediate volcanic
rocks) intruded by Permian to Triassic gabbros, granites, and granodiorites.
Along the eastern margin of the Central Belt and into the Eastern Belt, Upper JurassicLower Cretaceous
continental sediments (sandstones, conglomerates, shales, minor coal seams, and volcanic rocks) overlie
the older rocks. The unconformable sequence was derived from a basin-fill molasse system of fluvial,
lacustrine, and deltaic deposition.
Peninsular Malaysia hosts a variety of mineral occurrences including tin, iron ore, ferromanganese, gold, and
base metals. Broadly, it is subdivided into three dominant mineral regionsthe Western Tin Province,
Central Gold Province, and Eastern Tin Provincelargely coinciding with the defined geological belts.
x
The Western Tin Province is well-known for its tin ore production from the mid-1900s until the 1980s,
during which time it produced almost two-thirds of the worlds tin from both alluvial placer and
hard-rock deposits. The tin originates from tin-wolframite-bearing veins bordering greisens (altered
granites) associated with Triassic granite batholiths and large plutons.
The Eastern Tin Province is characterised by tin occurring in chlorite-bordered quartz vein swarms in
metasediments, and magnetite-pyrrhotite-cassiterite skarns associated with late Carboniferous to
Triassic granitoid intrusions. Historical tin production is less than that for the Western Tin Province.
The Central Gold Province hosts gold, iron ore, and base metal mineralisation concentrated within the
Permian to Triassic volcano-sedimentary dominated Central Belt that trends northsouth, extending
from Kelantan state in the north, south through Pahang, Terengganu, Negeri Sembilan, and Johor
states. Gold mineralisation is associated with mesothermal and hydrothermal quartz vein systems,
skarn, and volcanogenic massive sulphides.
Whilst most of the larger Malaysian gold deposits discovered to date are located in the Central Gold
Province e.g. Penjom, workers have recognised four specific gold belts, each of them oriented in a
north-north-westsouth-south-east alignment (Figure 5.2). The Project is located in Gold Belt 4, which
parallels the east coast of Peninsular Malaysia in the Eastern Belt.
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Figure 5.2
314002
Gold deposits of Malaysia, including Lubuk Mandi
Source: GBM Resources Ltd 2013a.
5.2
Project description
In late 1980s, the discovery of gold in the Lubuk Mandi area led to one the biggest gold rushes in Malaysia. It
lasted for several years until the government intervened after some miners perished due to unsafe mining
conditions and methods. During this period, it was reported that local miners were working on a 2 m wide
quartz vein with grades ranging from 5 to 7 g/t Au within a 2 km long zone.
In the early 1990s, the state government, through the subsidiary PERMINT, developed the site into an
open-pit mine and production lasted from 1993 and 1999. Ore was processed using both carbon-in-pulp
(CIP) and carbon-in-leach (CIL) plants. Total reported production was 107,754 oz of gold and 11,308 oz of
silver.
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5.2.1
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Geology
The text in this section is adapted from Skandus Pty Ltd (2014) and GBM Resources Ltd (2014c).
The lithologies at Lubuk Mandi are dominated by grey laminated phyllite and shale units with occasional
siltstone and sandstone beds. Individual beds range in thickness from a few millimetres to around 15 cm.
Rare thicker sandstone units up to 1.5 m are present. Previous investigations identified the country rock as
generally low-grade, chlorite-altered metasediments of Carbonaceous age. Figure 5.3 illustrates and
describes the dominant lithologies at Lubuk Mandi.
Figure 5.3
Lithology code
Main lithologies identified at Lubuk Mandi

Core image
sd
Description
Sandstone
More competent sandy unit. Sandstone units are not often greater
than 1 m.
sil
Siltstone
Thinly banded siltstone.
qtvn
Quartz vein
Massive quartz vein larger than 10 cm. Mineralisation is primarily
associated with larger quartz veins and the interaction between
quartz and wall rock.
fltbx
Fault breccia
Zone of fault breccia. Often with quartz breccia fragments.
gpshl
Graphitic shale
Black to dark grey graphitic carbon-rich shale.
Source: GBM Resources Ltd 2014a.
Due to intense tectonic deformation, continuous successions of beds can be difcult to trace beyond outcrop
scale. Primary carbonaceous layers were identified during mapping (as opposed to shear-related graphite)
and mapping identified a relatively common sulphide-rich pelite bed with a yellow-green weathered surface.
This layer maps out the trace of a number of distinct folds and is crucial in understanding the scale,
wavelength, and amplitude of mineralised folding at Lubuk Mandi. (GBM Resources Ltd 2014d).
More than 800 detailed structural observations were made throughout the Lubuk Mandi mine area in attempt
to understand the trend and extent of mineralised features. At least four distinct deformation events were
characterised and mapped. Deformation events are phases of tectonic activity that result in significant
changes in the structure, orientation, or form of local and regional rocks through processes of collision or
extension. These regional events result in localised representations of folding, mineralisation, or shearing. A
summary of the structural observation and evidence for deformation events at Lubuk Mandi is summarised in
Figure 5.4. At least five distinct vein types have been identified from mapping and are described in Table 5.1.
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Figure 5.4
314002
Lubuk Mandi structural model
Source: GBM Resources Ltd 2014d. Note: Timing of mineralisation is late D2 and mid D3.
Table 5.1
Lubuk Mandi vein styles and timing
Vein style
Timing
Description
Planar veins
Post S1
Concordant quartz-(carbonate) veins parallel to bedding /S1. Up to 11 mm thick with occasional red
tinge. Thin veins appear to be bedding and S1 parallel. Likely mineralised although not confirmed. No
preference in dip direction as seen with thrusts. Likely related to or post S1.
Laminated
veins
Post S2,
thrust-related
Mineralised white quartz laminated thrust quartz veins/boudins. Hangingwall-related deformation

associated with thrusting often defined by stockwork quartz and deformation. Quartz is often laminated
with small anhedral clasts of grey pelite wall rock (i.e. not typical laminations). Gold is commonly found
at the redox/geochemical interface between the mineralised quartz vein and the internal wall rock
lamination clasts parallel to vein walls. More or less concordant with F2 thrusting surface. Thrusting
and emplacement of mineralised quartz veins occurs before D4 (northsouth).
Quartzcarbonate
veins
Post S2,
thrust-related
Thin quartz-carbonate veins appear to have some relationship with gold emplacement. At times, gold
is hosted along quartz-carbonate stringer veins.
Massive veins
Post S2,
thrust-related
Unlaminated massive thrust-related quartz vein. More or less concordant with F2 thrusting surface.
Thrusting and emplacement of mineralised quartz veins occurs before D4 (northsouth). Same as
laminated vein without laminated wall rock.
Stockwork
veins
Post S2,
shear-related
Quartz stockwork veining, although not common, can be seen in small 12 m zones at the base of the
thrusted hangingwall. Mineralised quartz veins appear to have a low sulphide content. Appears to be
related to shearing and are abundant in the eastern shear zone (ESZ).
Tension gash
Late S3
extension
Eastwest-trending thin 1 mm to 12 mm crystalline white quartz veins with comb texture. This vein
type is parallel to S4 and postdates mineralisation.
En echelon
vein set
Late S3
extension
Unmineralised en echelon veins and eastwest veining associated with S4.
Modified after Skandus Pty Ltd 2014d.
5.2.2
Mineralisation
Gold mineralisation at Lubuk Mandi is primarily associated with sheared/brecciated massive quartz veins
surrounded by sulphide-rich metasediments that contain up to 5% pyrite, traces of arsenopyrite, galena, and
occasional sphalerite (Figure 5.5, left image). Silicification is well-developed surrounding highly deformed
and brecciated wall rock. Significant hangingwall related deformation and stockwork veining is associated
with thrusting, whereas the footwall to mineralisation is mostly undeformed.
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Historical reports suggest mineralised quartz zones are up to 8 m wide; however, veins are known to
significantly pinch and swell on all observed scales (GBM Resources Ltd 2014d). Coarse gold grains up to
2 mm in size are most often observed in association with the margins of wall rock clasts and quartz veins.
Previous studies have identified irregular dendritic gold growths as fracture infill within quartz veins. Gold is
also observed in small quartz carbonate stringers (Figure 5.5, right image).
Figure 5.5
Main lode zone mineralised quartz vein (left) and coarse gold (right)
Source: GBM Resources Ltd 2014d.
Statistically, any visible gold can be characterised as coarse gold. Coarse goldbearing deposits, such as
Lubuk Mandi, are generally characterised by the presence of localised and erratic high grades with broad
zones of lower-grade mineralisation. Broad zones of up to 10 m containing greater than 0.1 g/t Au are
commonly intersected in all phases of Lubuk Mandi drilling and have been taken as an indication of the gold
mineralisation.
Shearing along steeply dipping asymmetrical limbs of overturned folds is the primary focus of mineralisation.
This structural zone is defined by elevated gold, arsenic, silver, lead, and zinc as well as tectonic brecciation,
stockwork, and massive quartz veining. This zone can be traced from the pre-mining surface to the
maximum depth of current drilling and along strike for the entire 1 km length of the north and main pits.
The mineralisation style, structural setting, and sedimentary packages are all conducive to repetition at depth
and along strike. AASB/GBM have proposed two models to describe the propagation of shearing up and
down dip along the asymmetrical folds limbs, which have an amplitude of between 35 m and 60 m and a
wavelength of around 10 m.
1
The shear propagates upwards, within an envelope constrained to a zone defined by a single axial
plane, alternating between the eastern antiform limb (east-dipping) and the western antiform limb
(vertical to steep westdipping). As the shear propagates upwards, it only crosses the axial plane of
the fold package that the shear is contained within (Figure 5.6). This model results in alternating
mineralised zones with either a vertical to steep west dip or a steep east dip. This model is favourable
based on a distinct change in dip of mineralisation from steeply westdipping in pit grade control data
compared to the eastdipping trend observed at depth beneath the pit in drillholes.
In the alternate model, the main shear breaks across the axial plane of the fold from the eastern limb
of the antiform to the eastern limb of the next antiform, continuously crossing a new fold axial plane as
the shear propagates upwards (Figure 5.6).
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Figure 5.6
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Alternative mineralisation focus models postulated for Lubuk Mandi
Source: GBM Resources Ltd 2014d.
Both models are feasible and might not be mutually exclusive. In both models, tectonic brecciation and
high-grade mineralisation is focused at the break-out hinge zones between successive folds where the shear
crosses the fold axial plane and bedding. High-grade mineralisation also occurs along the limbs proximal to
the hinge zone; however, grade lessens from the hinge apex down each limb of the fold.
Mineralised quartz-filled pinch and swell structures parallel to bedding are observed on limbs of folds east
and west of the main shear package and are replicated on all scales throughout the mine site (GBM
Resources Ltd 2014i).
5.2.3
5.2.3.1
Structure
Western shear zone
GBM drilling and mapping has highlighted a thin (12 m) semicontinuous zone of low-grade (less than
1 g/t Au) mineralisation along the western flank of the main pit, which appears to have a similar
thrust-related mineralisation style to the main mineralised zone. GBM drilling has intersected this western
shear zone (WSZ) on six occasions with significant gold grades (greater than 0.5 g/t Au) observed at depth
in all. Visible gold was also observed at 150.5 m in LMD0004. The WSZ is also defined by surface rock chips
with significant gold concentrations (e.g. 6.05 g/t Au and 4.35 g/t Au).
Deformation within the WSZ is confined to discrete hangingwall zones surrounding thin mineralised thrusts.
The WSZ has a steeper dip (dipping to the east between 80 and 85) and contains distinctively lower
graphitic carbon content than the eastern shear zone (ESZ).
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5.2.3.2
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Eastern shear zone
The ESZ is an intensely sheared graphitic and brecciated zone up to 60 m wide on the east margin of the
main pit. This structure had never been drilled but a small, shallow embayment in the pit is a result of late
(uneconomic) mining of this zone. The ESZ can easily be traced on ground adjacent to this mined eastern
embayment, however, to the north and south of this, the structure and orientation of the shear zone becomes
more difficult to follow. Drilling has confirmed the extension of the ESZ to a depth of at least 130 m, however,
no significant gold mineralisation was identified.
The general dip of the ESZ and the associated breccia zones is around 70 to the east, as interpreted from
downhole structural measurements and cross-section interpretation. The structure appears distinct from the
main zone and the WSZ. Shearing of the ESZ appears to postdate thrusting and mineralisation seen
elsewhere around the pit.
5.2.3.3
Faulting
Faulting is apparent throughout a number of zones within the open pit. Most fault structures appear to
represent multiple events of deformation, which in places can be characterised by an opposite sense of
movement. Late-stage faulting is mostly represented by brittle deformation in zones within the ESZ and
WSZ.
Interpreted conjugate faulting with a general strike of north-westsouth-east and north-eastsouth-west
appears to result in minor post mineralisation displacements of up to 10 m. Dextral displacement commonly
occurs on north-eastsouth-west faults, whereas the north-westsouth-east faults exhibit sinistral
displacement.
5.2.4
Alteration
The most common types of alteration observed are carbonisation, silicification, and pyritisation. These
alteration assemblages occur in larger packages and are not directly associated with vein-related gold
mineralisation. Carbonisation is associated with larger packages of sheared rocks, primarily in the ESZ.
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Exploration activities
6.1
Exploration overview
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Several entities have completed exploration work at Lubuk Mandi. Table 6.1 summarises the chronology of
exploration at the Project.
Table 6.1
Exploration activities
Year
Company
Trenches
19891990
PERMINT
19921999
PERMINT
2004
Bidalan Mayang Sdn Bhd
2008
20132014
6.2
6.2.1
AASB/GBM
Mapping
Rock
sampling
Drilling
In situ
Tailings
Grade control
9
9
9
9
Exploration methods: In situ mineralisation

Geological mapping
Whilst several metasediment units are recognised at Lubuk Mandi, the intensely deformed nature of the host
rocks, and the general association of the mineralisation with quartz veining, has resulted in an emphasis on
structural rather than lithological mapping in the pit area.
Geological mapping was completed prior to 1997 by PERMINT, but AASB/GBM has not been able to source
the results of this work.
Structural mapping of the exposed portions of the pit walls was completed by GBM during 2013/2014 and is
the only pit mapping available to date. Observations were recorded in field notebooks and their locations
determined using a handheld global positioning system (GPS). Stereonets were compiled from the structural
observations and used to support the structural model that underpins the geological interpretation. Figure 6.1
shows an example of the interpreted fold pattern developed from the mapping.
Figure 6.1
Observed and interpreted folding in the open pit
Source: GBM Resources Ltd 2014d. Note: Fold wavelength generally less than 10 m.
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6.2.2
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Surface geophysics
No surface geophysics is known to have been completed over the Project.

6.2.3
Trenching
PERMINT completed 26 trenches (unknown total length) prior to 1994. The assays from these trenches were
used in mineral resource estimates prepared by PERMINT. AASB/GBM has been unable to establish the
exact location of these trenches, as they have since been mined. No mapping, survey, or assay data is
available for these trenches.
In 2013, GBM completed a series of surface trenches to improve understanding of the surface expression of
the mineralisation in the pit area. The locations and gold assay results for these trenches are shown in
Figure 6.2. The surface trenching data was not directly used in the resource estimation.
Figure 6.2
6.2.4
GBM trench locations
Drilling
Numerous phases of drilling have been completed at Lubuk Mandi. Early phases of drilling were planned on
the results of geological mapping and surface trenching. Table 6.2 summarises the drilling and Figure 6.3
shows a location plan of the drilling.
Halim (personal communication in GBM Resources Ltd 2014e) confirmed the use of triple-tube drilling for
exploration at Lubuk Mandi prior to GBM drilling. Core recovery for the UG and DD series holes was
generally good; however, drillers did have minor difficulties with recovery within the sheared mineralised
zones. Halim is aware of drilling to the south of the main pit, but no logs or assays are available.
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E-40
1995
1996
1997
2004

(Maleco Mining)
2014
11
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2013/2014
GBM
GBM
21
26
Tailings drilling campaign
2008
10

(Maleco Mining)
11
2,119
108
Holes
PERMINT
PERMINT
PERMINT
PERMINT
SEDC
Tailings drilling campaign
19921998
19901994
Company
4,020.96
2,209.46
238.73
> 911.32
1,693.7
1,898.23
317
10,595
11,525.8
Metres
Lubuk Mandi in situ drilling campaign summary
Year
Campaign
Table 6.2
LMD
LMD
MP and MPG
BM
UG
UG
DDP
DD
Drillhole prefix
32
Phase II of infill and validation of historical drilling. Holes were diamond drilled and surveyed by Drill
Corp Malaysia. These holes were used in the current mineral resource estimate.
Phase I of infill and validation of historical drilling. Holes were diamond drilled and surveyed by Drill
Corp Malaysia. These holes were used in the current mineral resource estimate.
Grade control holes, which are assumed to have been RC holes drilled in the pit. Only partial records
and drill sections are available. These holes are not used in the current mineral resource estimate, but
used to guide the wireframe interpretation and for reconciliation.
Exploration diamond holes drilled along strike and below known mineralisation in the area of the mined
pit. Two drillholes targeted the ESZ. No collar locations, assays, or drill logs are available for these
drillholes. These drillholes are not used in the current mineral resource estimate.
As per Campaign 4.
Combined reverse circulation (RC) with diamond tail drilling to target deeper mineral resources beneath
the pit. There is no drill core available, collars are not marked, and there are no paper logs or paper lab
results available. However, there is a report with electronic log printouts for drillholes and assays and
gold repeats from a Microlynx database, as well as a printout from a mineral resource estimate report
(Ibrahim et al 1997). These holes are used in the current mineral resource estimate.
In-pit drilling targeting the area approximately 60 m below the pit floor. There is no drill core available,
collars are not marked, and there are no paper logs or paper laboratory results available. There is a
report with electronic log printouts for drillholes and assays and gold repeats from a Microlynx
database, as well as a printout from a mineral resource estimate report (Ibrahim et al 1997). These
holes are used in the current mineral resource estimate.
Blasthole sampling on a 2.5 m 2.5 m grid pattern. There is an almost full set of bench plans available
with the collar location and the weighted average gold grade for the entire blasthole, and a 0.2 g/t Au
polygon, which is assumed to be the mining cut-off. These holes were not used in the mineral resource
estimate, but used to guide the wireframe interpretation and for reconciliation.
Diamond drillholes in the upper part of the mineral resource, most of which has been mined. There is
no drill core available, collars are not marked, and there are no paper logs or paper laboratory results
available. It appears that some of the drillholes have had downhole surveys. Drill spacing is
approximately 30 m northsouth and 15 m eastwest (DD holes in the database). These holes are
used in the current mineral resource estimate.
Comments
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Figure 6.3
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Lubuk Mandi surveyed drillhole locations
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6.2.4.1
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Campaign 1: DD series drillholes
The DD series of drillholes is described in Asia Mining Sdn Bhd (1994) and was completed prior to 1994. The
drillholes covered an area of approximately 1 km 50 m on eastwest section lines, with an average spacing
of
30 m
northsouth and 15 m eastwest. Drilling was supervised by Normet Pty Ltd and Eupene Exploration
Enterprise and was completed using HQ core drilling.
The data was stored in a Microlynx database. No original logs, surveys, or assays are available. The
drillholes were geologically logged and some data for percentage quartz veining also exists in the database.
The drilling utilised the original mine grid (West Malaysian Cadastral system based on the Casini Mercator
datum). Original paper sections have been viewed in the mine office by Scott McManus of Skandus Pty Ltd
(Skandus), who also viewed 25 m Surpac cross-sections made in 2003 (presented by the then operator,
Sia Hok Kiang of Sumber Lubuk Sdn Bhd).
6.2.4.2
Campaign 2: Blasthole drilling
Locations and assay results for 2,119 blastholes completed between 1992 and 1998 have been used to
guide the interpretation of the mineralisation.
6.2.4.3
Campaign 3: DDP series drillholes
This drilling campaign is described in Ibrahim et al. (1997). The report is written in Bahasa Malaysian and
has been passed through Google Translate in an effort to extract relevant information. The DDP series of
drillholes are documented as in-pit drillholes completed in 1995. Four drillholes were completed for a total of
317 m of triple-tube diamond drilling. The target for the drilling was the mineralisation directly under the pit
floor at that time.
6.2.4.4
Campaigns 4 and 5: UG series drillholes
This drilling campaign is also described in Ibrahim et al. (1997). Two phases of drilling were completed by
PERMINT targeting underground potential in 1996 and 1997. Most holes had an RC pre-collar to 100 m
followed by a triple-tube diamond tail through the mineralisation (UG1A, UG7A, and UG18 were diamond
drilled from surface and ground conditions in UG1, UG2, UG8, and UG9 lead to the RC pre-collar not
reaching 100 m). The drilling was carried out by Sekata Drilling Sdn Bhd (Sekata Drilling).
The phase 1 UG series holes (UG1 to UG11) were completed in 1996 and targeted the mineralisation below
the main pit between 81,100 m N and 81,500 m N. The phase 2 UG series holes (UG12 tp UG18) were
completed in 1997 and targeted deeper mineralisation north of 81,300 m N.
All holes were drilled at 60 to the west using HQ triple tube. All samples were logged and photographs were
taken of the drill core. Half diamond core was sampled and RC samples were split from 22 kilogram to
2 kilogram samples before despatch to one of two assay laboratories:
x
x
PMINT laboratory at Chendering for ICP analysis.

PMINT laboratory on-site for atomic absorption spectroscopy (AAS) analysis.
The remaining drill core and RC chips were retained for later reference. However, there is currently no half
core or chip samples available for reference. In addition, none of the core photography is available. Limited
QA/QC data are available. The UG series drillholes have been used in the current mineral resource estimate.
6.2.4.5
Campaign 6: BM series drillholes
The BM series of drillholes is described in the Exploration Progress Report (Aycel Global Holdings Sdn Bhd,
2004) for the Project (dated 8 October 2004). There is no indication in the report as to whether it covers all of
the planned drillholes. Halim (personal communication in GBM Resources Ltd 2014e) suggests that eight BM
series holes were drilled; two in the north pit and six in the main pit.
At least seven diamond drillholes (911.32 m to end of September 2004) were completed by Sekata Drilling
under the supervision of Aycel Global Holdings Sdn Bhd (AGH). Geological logging was carried out on-site
by AGH staff.
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Targets for this drilling campaign included extensions to the north of the main pit as well as the ESZ. The
only significant intersection reported is in BM02 (2 m at 1.59 g/t Au from 7 m depth); however, assays had
not been received for holes BM04 to BM07 at the time the Exploration Progress Report was written.
The surveyed locations, logs, and assays for these holes are not available and thus, these drillholes have
not been used in the current mineral resource estimate.
6.2.4.6
Campaign 8: MP and MPG series drillholes
AGH completed 26 grade control drillholes on behalf of Bidalan Mayang Sdn Bhd (BMSB) in 2008. The
majority of the drillholes were collared at 32 m reduced level (RL). The average length was 9.2 m. No
documentation, other than hand-drawn plans showing locations and assays, is available for these drill holes,
and they have not been used in the current resource estimate.
6.2.4.7
Campaigns 10 and 11: LMD series drillholes
GBM completed 29 drillholes (5,444.11 m) in 2013 and 2014. PQ and HQ triple-tube drilling was used for all
of the drillholes. The drilling was carried out on varying Universal Transverse Mercator (UTM) northing
sections, and all resource work and checking of interpretations has been done on regular 10 m northing
sections between 578,000 m N and 578,950 m N.
Collar positions were recorded using a hand-held GPS and downhole surveys were completed at 30 m
intervals using a single-shot camera. The holes were drilled using skid-based Chinese electric drill rigs.
The GBM logging procedure is well-documented. Geologists logged the drill core for lithology, structure,
alteration, mineralisation, and vein type directly into Logchief logging software. The Logchief files were
imported to DataShed by GBM and validated before use in the mineral resource estimation.
The percentage core recovery and rock quality designation (RQD) were recorded. Where possible drill core
was orientated in situ using a Coretell device and vein orientations were converted to true dips and azimuths.
Core trays were photographed (wet and dry), and sawn half core sampled prior to despatch to ALS
Laboratories (ALS) in Brisbane for analysis. Where the core was too broken to cut with the saw, the core was
separated in half with a wide spatula. The preferred sampling interval was 1 m; however, samples between
0.3 m and 1.3 m, to geological boundaries and faults, were collected. Field duplicates of quarter core were
taken to ensure representative sampling. All sampling was carried out in accordance with GBM standard
operating procedures (SOPs). Figure 6.4 shows an example of the core photography from LMD010 through
a typical mineralised intersection.
Figure 6.4
HQ drill core from LMD010
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Note: Core interval 164.1 m to 172.1 m: extensive quartz veining and shearing, and gold grades for the high-grade section of this
intersection.
6.2.5
Sample preparation
Sample preparation details are unknown for much of the historical data. The sampling procedure used for the
campaign 4 and 5 drillholes is partially documented. The RC pre-collar samples were split from
approximately 22 kilograms to 2 kilograms before despatch to the laboratory. Diamond core samples for this
drilling were sawn half core.
The sampling procedure for campaigns 10 and 11 (LMD series) is well-documented. Sampling was carried
out by Antap Georesources Sdn Bhd (Malaysian geological contractors) operating to GBM SOPs, under
GBM supervision.
Half HQ triple tube core samples of 0.3 m to 1.3 m length were placed in pre-labelled calico bags with a
waterproof sample ticket. The weight of each bag was recorded, then the calico bags were packaged for
shipment to ALS Brisbane by air. The samples were prepared at ALS using the following steps:
1
2
3
4
5
Weigh sample.
If the sample weighs less than 3.2 kilograms, jaw crush and pulverise the entire sample to 85%
passing 75 microns.
If the sample weighs greater than 3.2 kilograms, jaw crush to 70% passing 6 millimetes then riffle
split sample to a maximum 3 kilograms and pulverise split to 85% passing 75 microns.
Retain and bag unpulverised split.
Split pulverised sample for analysis in Brisbane and Townsville.
Samples were tracked throughout preparation, analysis, and transportation. The ALS Brisbane preparation
procedure is consistent with general industry practice. This sample preparation method is appropriate for the
nature of the samples.
6.2.6
Chemical analysis
The analysis procedures utilised for individual drilling campaigns are summarised in Table 6.3.
6.2.6.1
Campaign 1: DD series drillholes
Anecdotal evidence suggests the DD series drill samples were submitted to the State Economic
Development Corporation (SEDC) laboratories, or later to the mine site laboratory (also run by SEDC). The
analysis method for the samples is unknown as the only record of the assaying is held in a database by
GBM. The detection limit for the gold assays appears to be 0.02 parts per million (ppm) gold. No assays for
other elements are stored in the database.
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6.2.6.2
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Campaign 2: Blasthole drilling
No information is available regarding the sample and assay quality of blasthole samples, but this data set
has not been used in the current mineral resource estimate.
6.2.6.3
Campaigns 3, 4, and 5: DDP and UG series drillholes
All samples from the DDP and UG series drillholes were sent to the Chendering PMSB and Makmal PMSB
Plant (Makmal) laboratories. Gold was analysed by AAS on-site at the Makmal laboratory, while iron,
arsenic, zinc, lead, and silver were analysed by ICP at the Chendering PMSB laboratory.
The exact analysis method for the samples is unknown as the only record of the assaying is held in a
database by GBM. The detection limit for the gold assays is 0.02 ppm gold. No assays for other elements
are stored in the database.
6.2.6.4
Campaign 6: BM series drillholes
Sample preparation for this campaign was completed on-site using the existing PERMINT facilities and a
temporary drying, sieving, and packing unit. Samples were analysed by fire assay at the Intertek Caleb Brett
laboratory in Jakarta. The first drillhole was also sent for multi-element analysis at Batu Caves laboratory in
Kuala Lumpur.
6.2.6.5
Campaign 8: MP and MPG series drillholes
Sample preparation for this campaign was completed on-site using the existing PERMINT facilities. No
information is available regarding the assay method and quality of these samples, but this data set has not
been used in the current mineral resource estimate.
6.2.6.6
Campaigns 10 and 11: LMD series drillholes
Samples were analysed at ALS Brisbane (multi-element) and Townsville (gold). Total carbon and sulphur
were also analysed for selected samples. All data from the laboratory is digital and loaded directly into the
GBM database.
Several different analytical methods were used for the samples. Gold was generally analysed using 30 gram
fire assay with an AAS finish. Thirty-seven high-grade pulps were rerun using bulk cyanide leach (BCL). The
multi-element analysis of the drilling samples were analysed using ME-ICP61 and ME-ICP41.
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19921998
1995
1996
1997
2004
2008
2013/2014
2014
10
11
MDP

(Maleco Mining)
GBM
E-46
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LMD
LMD
BM
GBM
UG

(Maleco Mining)
UG
DDP
DD
Drillhole prefix
PERMINT
PERMINT
PERMINT
PERMINT
PERMINT
Company
Note: Campaigns 7 and 9 completed on tailings dam area.
19901994
Year
ALS Brisbane
PMINT on site
Chendering PMSB
Unknown
SEDC
Preparation
laboratory
Summary of sample analysis laboratories and methods
Campaign
Table 6.3
ALS Brisbane/
Townsville
Intertek Caleb Brett

and Batu Caves
(Kuala Lumpur)
Chendering PMSB
and Makmal
Unknown
SEDC
Assay laboratory
38
Townsville: 30 gram fire assay with AAS finish (Au-AA25); range

0.01100 ppm Au.
Brisbane: 35 additional elements by aqua regia and inductively coupled plasma
atomic emission spectroscopy (ICP-AES) finish
(ME-ICP41); Leco carbon and sulphur analyses and screen fire gold analyses
were completed on selected samples.
Unknown.
Makmal: AAS gold analysis; detection limit 0.02 ppm gold.

Chendering: ICP analysis for iron, arsenic, zinc, lead, and silver for selected
samples (no results in database).
Unknown.
Unknown; detection limit 0.02 ppm gold.
Analysis method
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Five samples were sent to ALS Townville for screen fire assay. This procedure involves screening a large
pulverised sample (commonly 1 kilogram) at 75 microns. The entire oversize (including the disposable
screen) is fire-assayed as this contains the coarse gold and a duplicate determination is made on the
75 micron fraction. A calculation is then made to determine the total weight of gold in the sample. This
procedure is considered equivalent to assaying a large sample to extinction and averaging the results. These
results were given a lower priority than the 30 gram fire assay analyses where they exist. Table 6.4
summarises the analytical methods used by GBM.
Table 6.4
Chemical analysis specifications for ALS Brisbane and Townsville

Detection limit
Analyte
ALS analysis code
Analysis method
Au
Au-AA25
30 gram fire assay
0.01
100
ppm
Au
Au-AA14
12 hour cyanide leach
0.01
200
ppm
Au
Au-SCR22AA
1 kg screen fire assay
0.05
1000
ppm
C-IR07
LECO carbon
0.01
50
S-IR07
LECO sulphur
0.01
50
Ag
0.2
100
Al
0.01
25
As
10,000
ppm
10
10,000
ppm
Ba
10
10,000
ppm
Be
0.5
1,000
ppm
10,000
ppm
Ca
0.01
25
Cd
0.5
1,000
ppm
Cr
10,000
ppm
Co
10,000
ppm
Cu
10,000
ppm
Fe
0.01
50
Ga
10
10,000
ppm
Hg
10,000
ppm
0.01
10
ppm
10
10,000
ppm
0.01
10
50,000
ppm
Mo
10,000
ppm
Na
0.01
10
Ni
10,000
ppm
10
10,000
ppm
Pb
10,000
ppm
0.01
10
Sb
10,000
ppm
Sc
10,000
ppm
Sr
10,000
ppm
Th
20
10,000
ppm
Ti
0.01
10
Tl
10
10,000
ppm
10
10,000
ppm
10,000
ppm
10
10,000
ppm
Zn
10,000
ppm
Lower (BLD)
Bi
K
La
Mg
ME-ICP41
Mn
Aqua regia and

ICP-AES
Upper (ULD)
Analysis units
ppm
%
Note: Multi-element analysis for initial batches of drill samples was completed using method ME-ICP61 (four-acid digest with ICP-AES
finish).
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These methods were ranked by the most reliable analysis method to obtain the preferred value for each
element. Table 6.5 outlines the priorities of the analytical methods used.
Table 6.5
Database priority for chemical analysis methods
Element group
Generic method
Au
Screen fire
Au
Fire assay
Au
Cyanide leach with AAS finish
Multi-element
Four-acid digest ICP finish
Multi-element
Aqua regia digest ICP finish
6.2.7
Priority
Bulk density determination
GBM used a well-documented SOP for bulk density determination of drill core samples. Density
measurements were obtained using the defined procedure based on the water immersion technique that
follows the Archimedes principle. The apparatus used is shown in Figure 6.5.
Figure 6.5
Bulk density measurement apparatus
Source: GBM Resources Ltd 2014c.
GBM routinely checked the bulk density of a reference sample (every 10 samples) for consistency of
measurement protocols. The procedure used is summarised below:
1
2
3
4
5
6
7
Dry and wet weigh the reference sample every 10 measurements, or at the start and end of the
sampling interval.
If the reference sample does not match the expected standard weight (+/ 2 grams), investigate
issues before proceeding. If reference sample at the end of the sampling interval does not match,
investigate before reweighing the batch.
Select 1015 centimetre intervals of competent pieces of half core.
Clean and dry core and scale before zeroing the instrument.
Ensure water is room temperature (2023 C).
Obtain dry weight of core interval (dry weight).
Weigh the same piece of core fully submerged in water (submerged weight). Care needs to be taken
with this measurement, especially if the sample is highly permeable or contains large surface pores.
As soon as the sample is placed into the liquid, water will start moving into the pores, causing a
change in the suspended weight. The following equation was used to calculate bulk density:
bulk density = dry weight / (dry weight-submerged weight)
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6.2.8
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QA/QC results
QA/QC procedures are implemented to ensure chemical analysis results are robust and can be used for
mineral resource estimation.
No QA/QC data are available for the DD, DDP, and BM series drillholes.
It is unknown if any QA/QC was conducted on DD series samples, but based on other sampling done at a
similar time it is surmised that only pulp repeats and internal laboratory control QA/QC might have been
carried out.
Samples from the UG series drillholes were submitted to the mine site laboratory for gold analysis. ICP and
third and fourth gold assay repeats were carried out at the off-site SEDC (Chendering) laboratory. Laboratory
repeats, umpire laboratory check samples, and internal laboratory control QA/QC was carried out.
Since May 2011, GBM has maintained the DataShed commercial database package with a structured query
language (SQL) server for all drilling data. Drilling data has been captured using the LogChief commercial
data-logging package in the field and emailed to a central logging data email address where it is then loaded
directly into the database. Both packages have error checking on import/data entry, it checks for overlapping
intervals, missing intervals, duplicate intervals, and intervals past the specified maximum depth in the collar
table. All code data is checked against libraries and will not enter the database if the codes do not exist
within the libraries.
Data prior to May 2011 was captured digitally using Microsoft Excel in the field and loaded into Microsoft
Access. This data has been validated and loaded into DataShed through the DataShed loading process,
therefore utilising the error checking on import. All laboratory data prior to May 2011 was re-sent from the
laboratory in the correct format for loading directly into the DataShed database, including laboratory QA/QC
data.
GBM has well-documented QA/QC procedures to ensure that chemical analysis results are robust and can
be used for mineral resource estimation. Their programme has included the use of blanks, certified reference
material (CRM), duplicate samples, laboratory repeats, and umpire checks, as summarised in Table 6.6.
In addition to QA/QC samples submitted by GBM, ALS routinely run internal quality control (QC) samples,
which are reported with client results and have been loaded directly into the GBM database. An ALS fire
assay run, for example, comprises 84 samples, 6 of which are ALS internal quality control samples; 1 blank
sample, 2 standards, and 3 duplicates. There is a blank and a standard at the start of each run, and the
other is randomly positioned. The three duplicates are evenly distributed throughout the run and rerun at the
end the tray.
Table 6.6
GBM QA/QC sample insertion intervals
Interval
Sample number
6.2.8.1
OREAS standards
Blank samples
Quarter-core field duplicates
Every 50 samples
Every 25 samples
Every 25 samples
LM00##00 LM00##50
LM00##25
LM00##49
LM00##75
LM00##99
LM00##24 duplicates LM00##23

Blanks
Blank samples are introduced to test for contamination during sample preparation at the laboratory.
For LMD series drilling, coarse-grained, poorly sorted, quartz-rich sand collected from a local supplier was
bagged and inserted into the sample batches and used as the blank sample by GBM. In total, 424 blanks
(1 sample in 25) were included into sample batches sent to ALS Brisbane for sample preparation. No
consistent trends were evident in the analysis results (Figure 6.6). Where contamination was suspected, ALS
was requested to re-analyse the whole tray (84 samples per tray) containing the questionable blank sample.
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Figure 6.6
6.2.8.2
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QA/QC blanks GBM drilling
Duplicates
Duplicate samples are submitted to test the precision of the entire sampling and assaying process.
For LMD series drilling, quarter core samples were taken at regular intervals at a rate of 1 in 25 during drilling
operations and submitted for analysis.
In total, 232 duplicate samples (1 sample in 25) were obtained from quarter core intersections and submitted
for chemical analysis. The duplicate assays were compared to the original results. The comparison showed a
reasonable level of repeatability for gold except where the analysis was at very low levels; for example,
below 0.1 g/t Au. The variability seen in Figure 6.7 might be a reflection of short-range variability within the
mineralised zone. Overall, the results confirm the sampling and assaying as appropriate and that sample
assays can be used in grade estimation.
Figure 6.7
QA/QC field duplicates GBM drilling
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6.2.8.3
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Certified reference materials
CRM is inserted to test the accuracy of assaying. CRMs are chosen based on their certified analyte grades
and similarities in rock matrix to the project samples.
For LMD series drilling, four CRMs of varying chemical characteristics were obtained from independent
supplier Ore Research and Exploration Pty Ltd (OREAS), Victoria, and inserted into sample batches
(OREAS 12a, 61e, 201, and 204). No sample preparation of this material was required by ALS Brisbane. In
total, 480 CRMs (1 sample in 50) were included into sample batches sent to ALS Brisbane for analysis
(Table 6.7) and, in addition, ALS used a number of CRMs as part of their internal checks.
There is generally a good match between the average grades of the submitted CRMs and their respective
expected values. The average CRM grades fall within 5% of the expected value and within two standard
deviations of the expected assay value. No trends or biases were observed. Overall, the results support the
accuracy of the sample assays and their use in grade estimation.
An example of the graphical analysis completed for each CRM is shown in Figure 6.8, where all results for
OREAS204 lie within two standard deviations of the expected value of 1.043 ppm gold.
Figure 6.8
QA/QC standard OREAS204
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12.51
2.2%
0.129
+2 standard deviations
%difference to expected mean
95% confidence interval
0.061
1.7%
4.88
3.98
0.23
4.43
0.13
4.51
18
0.027
2.5%
0.57
0.46
0.03
0.51
0.08
0.53
37
0.185
5.1%
1.16
0.93
0.06
1.04
0.58
1.10
38
0.021
0.9%
4.15
3.31
0.21
3.73
0.07
3.76
45
AMIS 0333
0.002
0.6%
0.39
0.33
0.02
0.36
0.01
0.36
129
BP-13
0.014
2.6%
0.42
0.34
0.02
0.38
0.01
0.37
G 912-5
0.392
0.0%
13.04
11.06
0.50
12.05
0.28
12.05
HiSilP1
0.017
3.5%
0.96
0.82
0.03
0.89
0.02
0.92
MG-12
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0.4%
0.010
6.46
5.40
0.27
5.93
5.91
SL 61
1.1%
2.33
2.01
0.08
2.17
0.04
2.14
52
Ox J111
Note: OREAS12a, OREAS61e, OREAS201, and OREAS204 were inserted by GBM into the sample sequence. The remainder of the standards are ALS internal standard.
11.07
0.36
11.79
0.32
12.04
2 standard deviations
Certified standard deviation
Certified value
Calculated standard deviation
Calculated mean
24
OREAS 12a OREAS 61e OREAS 201 OREAS 204
CRM expected versus actual mean assays
Number unsatisfactory
Number submitted
Standard:
Table 6.7
0.026
0.8%
6.54
5.38
0.29
5.96
0.15
5.91
127
SL 76
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6.2.8.4
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Laboratory repeats
Laboratory repeats are the only QA/QC analyses available for the UG series drillholes. In total, 271 repeat
samples were performed and reported by Makmal. There is generally poor repeatability of the analyte results
with large ranges of variability (Figure 6.9). As no drill core remains available, it is not possible to complete
further analysis on the UG series samples.
Figure 6.9
QA/QC laboratory repeats for UG series drilling
Laboratory repeats are available for the LMD series drillholes. In total, 202 repeat samples were performed
by ALS and assayed for gold. There is generally good repeatability of the analyte results with small ranges of
variability, confirming the reliability of ALS Brisbane assay results (Figure 6.10).
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Figure 6.10
6.2.8.5
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QA/QC laboratory repeats for LMD series drilling
Umpire laboratory checks
Two sets of 105 samples from the GBM drilling were sent to SGS Laboratories (SGS) and Bureau Veritas
(BV) for check assay comparison. Both SGS and BV checks show a good correlation with ALS results. The
majority of samples fall along a correlation line with a number of the higher-grade samples showing more
variation due to the nuggetty effect of gold. A log scale scatterplot of the ALS assays versus the SGS assays
is shown in Figure 6.11.
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Figure 6.11
6.3
6.3.1
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ALS vs SGS umpire laboratory checks for LMD series drilling
Exploration methods: Tailings

Geological mapping
No geological mapping has been completed across the tailings material, as there is little value in such an
exercise.
6.3.2
Surface geophysics
No surface geophysics has been completed across the tailings material.

6.3.3
Trenching
No trenching has been completed across the tailings material.

6.3.4
Drilling
Three phases of exploration drilling have been undertaken to assess the tailings. The first phase of banka
drilling was completed in 2004 by BMSB to test tailings materials within the southern main dam area and to
establish the order of magnitude of the grade and tonnage (Campaign 7 as per Table 6.2).
In September 2013, GBM embarked on a diamond-drilling programme to confirm the tailings mineral
resource by retesting the southern main dam as additional material had been added since the previous
drilling phase (Campaign 9 as per Table 6.2). In addition, GBM tested the adjacent small tailings dam to the
north of the main southern dam almost concurrently, with a separate phase of hand auger drilling on the
lower tailings and mullock areas further north.
In total, 26 banka drillholes (441 m), 29 HQ-size diamond drillholes (434 m), and 24 hand auger drillholes
(39 m) were completed between 2004 and 2013.
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Sample preparation
For the banka drilling, the drillholes were sampled at the nominal interval of 1.5 m (5 feet).
For the diamond drilling, sampling followed the SOP established by GBM. The retrieved core was firstly
pushed from the core barrel and then the upper half removed and placed into half of a cut polyvinyl chloride
(PVC) pipe. The two parts were then placed into buckets with one half being designated for assay and the
other for metallurgical testwork. Samples were taken at 1 m intervals. A small portion of the samples were
also used for density measurements. Some samples were also panned. Subsequently, groups of
five samples were combined for composite analysis.
For the hand auger drilling, the sample retrieved was placed into a bucket. As the intersected material was
wet, a scoop was used to obtain a sample for assay. The resultant sample intervals were generally irregular
with maximum interval being 1 m.
6.3.6
Chemical analysis
For the banka drilling, fire assays were completed by Intertek Caleb Brett laboratory in Jakarta, Indonesia, or
Multiminerals laboratory, Batu Caves, Selangor, Malaysia.
For the diamond drilling, gold assays of 1 m samples were determined by fire assay (Au-AA25, which uses a
30 gram charge,) while multiple elements were obtained on 5 m composited samples using an ICP technique
(ME-ICP61). For carbon and sulphur, the LECO-based analysis techniques (C-IR07, S-IR08) were used. The
preparation of samples and analysis was conducted at ALS Laboratories in Australia.
For the hand auger drilling, the same assay techniques were used as for the diamond drilling.
The methods used in obtaining assays are in keeping with general industry approaches.
6.3.7
Bulk density determination
Density measurements were completed on samples from diamond core drilling. The procedure was as
follows:
x
x
x
x
x
x
Sufficient sample was selected to fill a graduated measuring cup of 100 millilitres (mL) in volume.
Material was then transferred into a pre-weighed aluminium cup.
The aluminium cup and material were placed into an oven at 100 C overnight to dry.
The aluminium cup and dried material was then weighed on a scientific balance.
The net weight of dried material is obtained by subtracting the weight of the aluminium cup from the
combined weight of the aluminium cup and dried material.
The density is then calculated as the net weight of dried material divided by the nominal volume of
100 mL.
Only one diamond drillhole, LTD025, was tested, and results presented in Table 6.8.
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Table 6.8
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Density measurements for drillhole LTD025
Sample type
Density
(t/m3)
Depth
Silty sand
1.33
Silty sand
1.35
Silty clay
1.30
Silty clay
1.11
Silty clay
1.08
Silty clay
1.64
Silty clay
1.33
Clayed silt
1.61
Clayed silt
1.39
Silty clay
10
1.29
Silty clay
11
1.17
Silty clay
12
1.38
Silty clay
13
1.43
Silty clay
14
1.42
Silty clay
15
1.45
Silty clay
16
1.27
Silty clay
17
1.44
Silty clay
18
1.33
Silty clay
19
1.17
Silty clay
20
1.21
Silty clay
21
1.21
Silty sand
22
1.50
Silty sand
23
1.89
6.3.8
QA/QC results
QA/QC procedures are implemented to ensure the chemical analysis results were robust and can be used
for mineral resource estimation. For the GBM diamond-drilling programme, the QA/QC process included the
insertion of blanks, field duplicates, and standards. The laboratory also performed repeat assays on selected
samples and included its own blanks and standards as an integral part of its own QA/QC processes.
6.3.8.1
Blanks
To test for contamination during sample preparation, blanks were introduced into sample batches at a rate of
1 in 25. Builders sand was sourced as blank material.
In total, 18 blanks were included in the sample batches sent to ALS Brisbane for sample preparation and
assay. Although one anomalous assay is noted and might reflect some contamination during the sample
process, no consistent trends were evident (Figure 6.12). AMC considers that this issue is not material in
generating robust grade estimates.
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Figure 6.12
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QA/QC blanks for GBM drilling of tailings
0.025
0.020
Grade (g/t Au)
0.015
0.010
0.005
Blank
Lower limit of
detection
0.000
Date sampled
6.3.8.2
Duplicates
To test the precision of the entire sampling and assaying process, duplicate samples were submitted. These
samples were taken at regular intervals at a rate of 1 in 25 during drilling operations.
In total, 18 duplicate assays for gold were submitted as an integral part of the assay programme. The
duplicate assays were compared to the original results (Figure 6.13). Overall, the repeatability of the gold
results is considered reasonable (correlation coefficient 0.98), although there is a slightly higher range of
variability than is expected from rigorous sampling practices. AMC concludes that the sampling and assaying
results can be used in grade estimation.
Figure 6.13
QA/QC field duplicates for GBM drilling of tailings
3.5
Duplicate assay (Au_ppm)
3.0
2.5
2.0
1.5
1.0
0.5
Field duplicates
1:1
0.0
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
Original assay (Au_ppm)
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6.3.8.3
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Certified reference material
To test the accuracy of assaying, prepared pulverised samples of CRMs were introduced into sample
batches. The CRM (OREAS204) obtained from independent supplier OREAS was inserted into sample
batches. The rate of insertion was 1 in 50 samples.
In total, eight CRMs were included into sample batches sent to ALS Brisbane for analysis. The gold assay
results fall well within 10% and two standard deviations of the expected value (Figure 6.14). Generally, the
results are slightly high, but there is insufficient sample numbers to establish any bias. The results are
considered by AMC to support their use in grade estimation.
Figure 6.14
QA/QC CRMs GBM Drilling: Lubuk Mandi tailings
1.20
OREAS204
-10% from EV
1.15
-3 SD from EV
Grade (g/t Au)
1.10
-2 SD from EV
-1 SD from EV
1.05
Expected value
1 SD from EV
1.00
2 SD from EV
0.95
3 SD from EV
+10% from EV
0.90
Date sampled
6.3.8.4
Check analyses
To measure the variability of the assay process and verify its results, ALS Brisbane completed repeat
chemical analyses on a random selection of pulps.
In total, 16 repeat assays were completed by the laboratory (Figure 6.15). There is generally a high
repeatability of the gold results with a small range of variability (correlation coefficient 0.96), confirming the
reliability of ALS Brisbane assay results.
For multi-element analysis, seven duplicate assays were submitted with two samples only analysed by the
LECO component of the analysis. There is generally a high repeatability of the results, but not enough
samples to establish any trend or bias.
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Figure 6.15
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QA/QC laboratory repeats GBM drilling: Lubuk Mandi tailings
3.5
3.0
Duplicate assay (Au_ppm)
2.5
2.0
1.5
1.0
0.5
Lab repeats
1:1
0.0
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
Original assay (Au_ppm)
6.4
AMC data validation
AMC has completed checks of the captured data against the laboratory provided result certificates and the
analyses undertaken by GBM. AMC has also completed additional statistical analyses to confirm GBMs
conclusions and the adequacy of the data for grade estimation.
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Mineral processing and metallurgical testing
7.1
Overview
Gold can occur in a number of forms and the most appropriate method for processing of gold-bearing
mineralisation must be determined through metallurgical testing. Coarse free gold may be removed by
gravity concentration. If the gold is fine-grained, the appropriate process depends on whether the gold is
free-milling or refractory. Free-milling gold is ore from which gold can be recovered by crushing, grinding,
and leaching (normally cyanidation), without additional processing. In refractory ore, gold is locked in the
sulphide minerals and to achieve satisfactory levels of gold recovery, additional processing such as flotation,
roasting, or biological leaching is required before cyanidation.
7.2
Metallurgical testwork to support initial mine development
AMC understands that metallurgical testwork was completed in the early 1990s to support the design of a
processing plant to treat gold mineralisation from Lubuk Mandi. AMC has not sighted any reports
documenting this testwork, but understands it was undertaken by Normet Pty Ltd (Normet). Based on the
testwork completed, Normet prepared a processing design and a processing plant was subsequently built at
site to treat the gold mineralisation mined from the open pit.
7.3
Metallurgical testwork to support re-treatment of tailings
In 2013, AASB/GBM commissioned Core Process Engineering Pty Ltd (Core) to carry out mineral processing
testwork on the tailings that represents the residue from cyanidation processing of mined rock from the open
pit and contains refractory gold. Core carried out three testwork programmes.
7.3.1
Stage 1
A site visit was undertaken to assess the existing processing plant to determine if it was feasible to refurbish
and recondition the existing equipment, and its suitability for recovery of gold from the tailings. Examination
of available records on-site indicated that during 2008 and 2009, when the mine last operated, recoveries in
the range of 5060% only were achieved, due partly to carbonaceous material in the ore interfering with the
cyanidation process and reducing recovery. The feed to the plant in 2008 and 2009 comprised open-pit
material supplemented by some tailings, and the records suggested gold recovery for tailings material was
probably in the range of 3045%.
Whilst at site, Core collected 10 near-surface tailings samples over the main southern tailings dam (Pond 1)
and the adjacent smaller tailings dam (Pond 2) for testing (Figure 7.1), as well as four grab samples from
around the open pit. Based on the four grab samples of in situ material, the proportion of recovered sulphide
concentrate (7.3%, containing pyrite, arsenopyrite, and chalcopyrite) formed the basis for a flotation capacity
design. The tailings samples were assayed for gold, sulphur, and carbon, followed by sizing analyses. One
sighter test for flotation was also completed. At the completion of this stage, Core prepared a conceptual
flowchart and design for the re-treatment of tailings materials, including capital and operating cost estimates.
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Figure 7.1
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Location of the samples collected for Stage 1 tailings testwork
Source: Core Process Engineering 2015.
7.3.2
Stage 2
This stage involved further testing of selected samples and was designed to validate the conceptual
flowchart proposed in Stage 1. Baseline cyanidation was undertaken to determine the maximum gold
recovery. Preg-robbing tests, with and without the use of fresh activated carbon, were completed to identify
inherent issues relating to graphitic, carbonaceous, and shale minerals in the tailings. A sequential
diagnostic gold leach test was done to determine the gold deportment within bulk gold concentrates. The
bulk gold concentrates responded to direct cyanide treatment, indicating readily accessible free gold, with
easily cyanide-leached gold-bearing particles.
7.3.3
Stage 3
The drill core samples recovered from the 2013 tailings drilling programme formed the basis of the Stage 3
tailings testwork and formed the design basis for the processing plant flowsheet and the estimates of gold
recovery. Samples from the 2013 drilling programme were transported to Australia for testing in Cores
Brisbane facilities. The samples were composited and blended to create 18 samples to enable a reliable
investigation of the metallurgical variability of the tailings (Figure 7.2).
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Figure 7.2
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Location of the blended variability samples of tailings for Stage 3 testwork
The goals of the Stage 3 testwork programme were to:

x
x
x
Develop a simple but effective processing flowsheet to economically recover gold from the tailing.
Design a robust processing flowsheet to suit the expected variability of tailings taken from different
areas and depths of the tailings deposit.
Identify the processing design criteria and mass balance for the basis of the processing flowsheet.
The testwork conditions used were informed by the results of earlier testwork programmes. The testwork
focused on confirming the processing flowsheet, which envisaged production of a flotation concentrate that
would then be leached using a conventional cyanidation process to produce gold dor. The process was
designed to use conventional and readily available equipment and technology.
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An alternative processing option, involving the production of a flotation concentrate for sale to a purchaser
who would then process the concentrate to recover gold, was also investigated. Figure 7.3 presents an
overview of the Stage 3 testwork programme.
Figure 7.3
Stage 3 metallurgical testwork overview
Figure 7.4 summarises the flotation testwork results based on two bulk sample blends created from the
18 metallurgical samples to reflect material from different depths in the main southern tailings dam.
Table 7.1
Stage 3 metallurgical testwork, flotation results
The Stage 3 testwork indicated that a process plant constructed to produce a saleable gold-bearing
concentrate was feasible. The results yielded a concentrate containing 27 g/t Au with a gold recovery of
51%.
The Stage 3 testwork also indicated that gold dor bullion could be produced at site. Flotation could be used
to generate a bulk concentrate containing 5.56.5 g/t gold, 1.81.9% total carbon, 2% sulphur, 0.2% arsenic,
and 4.3% iron. This would be subjected to cyanidation and carbon-in-leach, followed by electrowinning and
smelting. The testwork indicated that gold recovery of 85% to 91% to a flotation concentrate could be
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achieved, and that cyanidation of the concentrate could recover 78% to 79% of the gold in the concentrate.
An overall gold recovery of between 66% and 71% could be expected.
7.4
Metallurgical testwork to support redevelopment of open-pit mining
AMC understands that it is the intent of AASB to recommence mining from the open pit prior to the
completion of the tailings re-treatment. After the installation of crushing and grinding facilities, material from
the open pit would be blended with tailings and processed through the new plant built by AASB to re-treat
tailings.
No new metallurgical work has been carried out on the in situ material to support processing of this material
through the new plant. As part of the PFS being undertaken by AMC, historical reports and previous
metallurgical reports are being sourced at the mine site for review. Also, remaining core from the 2014
drilling campaign managed by GBM is being retrieved to facilitate new metallurgical testing by Core. The
results from this testwork are unlikely to be available until the end of 2015.
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Mineral Resources: In situ mineralisation
The estimate of the gold mineral resources for the Lubuk Mandi in situ mineralisation has been prepared and
reported as at 30 September 2015 in accordance with the JORC Code. This is not the first time this mineral
resource estimate has been publicly reported. In January 2015, GBM released the initial mineral resource
estimate for the in situ material. At the time of the announcement, GBM was in joint venture with AASB and
owned 40% of the Project.
The initial estimate reported in 2015 was completed by Mr Scott McManus of Skandus on behalf of GBM and
AASB. Subsequently, the estimate has been reviewed by AMC, and AMC Principal Geologist Mark Berry
accepts Competent Person responsibility for the estimate presented in this report.
8.1
Summary of Mineral Resources
Mineral Resources for Lubuk Mandi in situ mineralisation have been estimated and reported in accordance
with the JORC Code, and are summarised in Table 8.1. Mineral Resources are reported as at 30 September
2015.
Table 8.1
Mineral Resource summary for Lubuk Mandi in situ mineralisation, as at 30 September 2015
licence
Change from
previous update Remarks
Gold grade
(%)
(g/t)
CategoryA
Mineral
type
Measured
Gold
Indicated
Gold
1.5
1.46
1.5
1.46
Inferred
Gold
0.3
1.01
0.3
1.01
Total
Gold
1.8
1.39
1.8
1.39
Tonnes
(millions)
Gold grade
(g/t)
Tonnes
(millions)
Mineral resources
8.2
General description of Mineral Resource estimation process
The general process to prepare and compile the mineral resource estimate for the Lubuk Mandi in situ
mineralisation was comprised of the following steps:
1
2
3
4
5
6
7
8
9
10
Digital text files of drillhole data (collar surveys, depth, geology logging, sampling intervals, and
chemical analyses) were extracted from a master DataShed database then imported into Gemcom
Gems 6.5 (Gemcom) and Microsoft Excel spreadsheets for checking and validation.
The pre-development and post-mining topography of the open-pit area were derived from drilling data
and surveyed outlines of the open pit imported into Gemcom.
The main lode structure was modelled on a section by section basis using a nominal 0.2 g/t Au lower
cut-off grade, then converted to a three-dimensional shape.
Data validation checks were completed, paying particular attention to drillhole collar coordinates and
sampling/analysis data.
The main lode structural wireframe was used to code blocks for a rock model. A percentage model
was coded to show how much of each wireframe intersected each block (Gemcom was used to
estimate the blocks).
Intercepts inside the main lode wireframe were composited to 2 m intervals. A point was generated at
each composite midpoint.
Univariate statistics were generated for the composite data. The results were used to assist in
determination of top-cuts and homogeneity.
Variography was run on all data to determine a suitable search ellipse for block estimation.
Estimation search parameters were developed, and grade estimates were generated using the
ordinary kriging (OK) interpolation method.
Blocks were estimated for gold. The number of samples used to estimate a block, the estimation
variance, and the distance to closest sample was recorded for each block for quality determination of
the estimate of each block.
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12
13
14
15
16
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An average bulk density value of 2.68 tonnes per cubic metre (t/m ) was used to calculate tonnes from
block volumes multiplied by the percentage model to give an undiluted resource per block.
Grade estimates were checked visually against the input data. The block model and composite
statistics were computed and checked, together with swath plot checks.
An inverse distance squared (ID2) model and a cross-sectional model were used to check the grade
and volumes reported.
An Inferred wireframe was produced based on drill spacing to code the classification into the block
model.
Grade-tonnage curves were produced.
Mineral resources were reported using appropriate lower cut-off criterion.
Detailed documentation supporting the mineral resource estimate for Lubuk Mandi is reported in the Lubuk
Mandi, Terengganu, Resource Estimate September 2014 report, prepared by Skandus. AMC reviewed the
method by examining the data capture and validation procedures, the data inputs used to the complete the
mineralisation interpretation, and grade estimation parameters and methodology. AMC also verified the
results of mineral resource estimates and completed an independent check estimate.
8.3
Mineral Resource estimate
8.3.1
Mineral Resource input data
The drill data used for this mineral resource estimate comprises diamond and RC drilling, with
13,111 samples analysed for gold and 5,432 samples analysed for a suite of 35 minor elements. Carbon and
sulphur analyses were completed on 218 samples. The drilling campaigns used for the estimation are
summarised in Table 8.2, and Figure 8.1 shows a location plan of the drillholes.
Table 8.2
Campaign
In situ drilling summary for resource estimation

Year
Drill operator
Drillhole prefix
19901994
PERMINT
DD
1995
PERMINT
DDP
1996
PERMINT
UG
Number of
drillholes
108
Metres
RC
DD
Total
11,525.82
317
317
11
822
707.73
1,529.73
11,525.82
1997
PERMINT
UG
800
1,261.9
2,061.9
10
2014
GBM
LMD
2,209.46
2,209.46
11
2014
GBM
LMD
Total used in resource estimation
21
4,020.96
4,020.96
158
1622
20,042.87
21,664.87
Note: Campaigns 7 and 9 completed on tailings area and Campaigns 2 and 6 used for geological interpretation, but not mineral
resource estimation.
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Figure 8.1
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Drillhole location plan: in situ mineralisation
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Drilling was completed in both the north and main pit, with some exploration drillholes targeting the ESZ. The
drilling was spaced on a nominal 30 m by 15 m grid with infill to 10 m between some section lines.
The topography surface used to constrain the mineral resource estimate is derived from a 2009 survey by
Jurukur Sulaiman Terengganu completed for PERMINT. The LMD series drillholes were checked against this
surface and generally sit upon it. The collars of the UG drillholes could not be checked against topography as
they were collared on an intermediate surface, during the mining period. The collar positions of the DD series
drillholes have not been checked against the original topography, but are generally mined out and no original
survey sheets are available.
Digital terrain models (DTMs) were available for the current (post-mining) landscape. No interim mining
surfaces were available. Surface and in-pit geological mapping were also available to guide geological
interpretation.
Figure 8.2 presents a westeast cross-section showing grade control and diamond drilling, coloured by gold
grade, together with the interpreted position of the main lode zone (MLZ) and the current open-pit limit.
Figure 8.3 presents a southnorth longitudinal section through both the main pit and north pit showing all
grade control and diamond drilling, coloured by gold grade, together with the current open-pit limit. Both
figures show the extent of drilling completed below the existing open pit.
Figure 8.2
Cross-section at 578,210 m N showing grade control and diamond drilling with interpreted
position of the MLZ and current pit limit
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Figure 8.3
8.3.2
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Longitudinal section (southnorth) showing grade control and diamond drilling, and current
pit limit
Geological interpretation
The MLZ is constrained by a single wireframe for this estimation. High-grade structures were also interpreted
in section, but not modelled due to their complexity and relatively short-scale nature. The following guidelines
were put in place for the modelling of the MLZ:
1
2
3
5
6
The MLZ included intercepts with greater than 0.1 g/t gold, or greater than 100 ppm arsenic and
detectable gold. The interpretation allowed up to 5 m of internal dilution where multiple gold zones
were interpreted containing an intercept greater than 5 g/t gold.
The interpretation used all historic data, including grade control data.
Section lines were 1025 m apart, depending on the drillhole spacing. Digitally, the interpretation was
snapped to drillholes and shapes were extended 5080 m beyond the last drillhole intersection on
section.
Initial MLZ interpretations only encompassed zones that contain gold, but subsequent interpretation
included drillhole intersections containing no gold, particularly in historical holes or where GBM logging
data suggested the likelihood of mineralisation.
The average dip of the MLZ below the surface appears to be between 7080 to the east. Zones that
do not match this general dip were highlighted for further assessment.
The MLZ is known to be lensoidal and the interpretation of the mineralised horizon tried to honour this
assumption.
Drillhole intercepts inside the MLZ were flagged as LODE 101. Outside the mineralisation, the drillhole
samples were not assigned a LODE number. Figure 8.4 shows the three-dimensional interpretation of the
MLZ.
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Figure 8.4
8.3.3
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MLZ wireframe (LODE=101)
Data analysis and geostatistics
The spatial distribution of samples is, in general, concentrated within the vicinity of gold mineralisation
occurrence. The majority of drilling has been angled to intersect the steeply dipping mineralisation at a high
angle of incidence. The resultant sample coverage is considered reasonable for describing boundary and
grade variation.
Drillholes were generally assayed in 1 m intervals as shown in the histogram of sample length (Figure 8.5).
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Figure 8.5
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In situ mineralisation histogram of sample length
For each of the two defined domains, univariate descriptive statistics for all drillhole grade items were
calculated, as shown in Table 8.3. The gold mineralisation (LODE 101) is distinct, characterised by elevated
gold and arsenic, with some elevation of silver, lead, and zinc grades.
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Table 8.3
Field
Au (ppm)
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In situ drilling sample assay descriptive statistics

Inside MLZ (LODE=101)
Count Minimum Maximum
Mean
Outside MLZ
Std dev.A CoVB
Count
Minimum Maximum
Mean
Std dev.
CoV
1,984
0.005
156.73
2.13
9.75
4.57
11,127
0.005
39.3
0.08
0.71
8.47
336
0.005
86.10
0.97
6.65
6.82
5,096
0.005
39.30
0.04
0.61
16.45
30
0.005
88.70
9.28
22.76
2.45
0.005
0.16
0.09
0.07
0.81
0.02
0.38
0.13
0.14
1.06
Ag (ppm)
336
0.1
9.6
0.24
0.78
3.25
5,096
0.1
12.1
0.14
0.21
1.55
Al (%)
336
0.04
9.86
1.53
0.76
0.49
5,096
0.02
12.5
2.14
1.98
0.93
As (ppm)
336
10,500
326.91
1455.09
4.45
5,096
60,100
45.62
1009.15
22.12
Ba (ppm)
336
910
67.43
57.24
0.85
5,096
3,260
125.78
179.87
1.43
Be (ppm)
336
0.25
3.8
0.71
0.32
0.45
5,096
0.25
13.1
0.85
0.76
0.90
Bi (ppm)
336
1.28
0.64
0.50
5,096
31
1.37
1.08
0.79
218
0.04
3.44
1.32
0.61
0.46
Ca (%)
336
0.005
2.01
0.20
0.25
1.24
5,096
0.005
3.03
0.17
0.25
1.48
Cd (ppm)
336
0.25
9.8
0.39
0.87
2.25
5,096
0.25
7.1
0.26
0.19
0.70
Co (ppm)
336
22
11.52
4.44
0.39
5,096
0.5
69
9.70
6.65
0.69
Cr (ppm)
336
69
15.07
5.19
0.34
5,096
400
20.13
20.56
1.02
Cu (ppm)
336
66
21.41
9.32
0.44
5,096
200
21.22
13.61
0.64
Fe (%)
336
0.72
5.02
2.97
0.77
0.26
5,096
0.08
18.1
2.94
1.48
0.50
Ga (ppm)
336
30
5.85
2.29
0.39
5,096
30
7.42
4.71
0.63
K (%)
336
0.02
3.91
0.30
0.24
0.81
5,096
0.01
4.18
0.55
0.73
1.34
30
22.59
11.42
0.51
716
70
34.04
7.11
0.21
La (ppm)
336
40
13.20
6.94
0.53
5,096
170
16.17
10.10
0.62
La2O3
(ppm)
336
5.864
46.91
15.48
8.14
0.53
5,096
5.864
199.38
18.96
11.85
0.62
Au_FAOG
Au_CL
Au_SFA
C (%)
La_4AICP
Li (ppm)
Mg (%)
336
0.005
0.88
0.46
0.17
0.37
5,096
0.005
6.11
0.41
0.38
0.93
Mn (ppm)
336
29
1,230
352.43
171.37
0.49
5,096
2.5
6,880
284.85
321.66
1.13
Mo (ppm)
336
0.5
0.65
0.40
0.61
5,096
0.5
23
1.02
1.43
1.40
Na (%)
336
0.005
0.36
0.03
0.02
0.74
5,096
0.005
0.6
0.06
0.08
1.30
Ni (ppm)
336
49
22.68
8.76
0.39
5,096
0.5
250
20.78
17.31
0.83
P (ppm)
336
20
1340
292.26
98.50
0.34
5,096
8,200
283.72
385.51
1.36
P2O5 (%)
336
0.0044
0.30
0.06
0.02
0.34
5,096
0.0011
1.82
0.06
0.09
1.36
Pb (ppm)
336
1,725
38
124.24
3.24
5,096
2,650
20.88
44.12
2.11
S (%)
336
0.01
3.49
0.43
0.43
1.00
5,096
0.005
11.5
0.37
0.52
1.40
Sb (ppm)
336
11
1.21
0.96
0.79
5,096
212
1.58
3.38
2.14
Sc (ppm)
336
0.5
16
2.26
1.17
0.52
5,096
0.5
29
3.61
3.33
0.92
Sr (ppm)
336
66
12.39
7.14
0.58
5,096
771
22.50
39.12
1.74
Th (ppm)
336
10
20
10.48
2.15
0.20
5,096
10
30
10.95
2.95
0.27
Ti (%)
336
0.005
0.39
0.01
0.03
3.75
5,096
0.005
0.51
0.04
0.10
2.21
Tl (ppm)
336
5.00
5,096
10
5.03
0.36
0.07
U (ppm)
336
5.00
5,096
20
5.03
0.40
0.08
V (ppm)
336
0.5
133
14.24
8.67
0.61
5,096
305
25.19
30.31
1.20
W (ppm)
336
10
5.03
0.39
0.08
5,096
100
5.43
3.54
0.65
Zn (ppm)
336
1,370
100.98
132.13
1.31
5,096
1,055
66.93
57.27
0.86
standard deviation. B coefficient of variation.
8.3.3.1
Compositing
A review of the average sample length resulted in generation of 2 m composites within the MLZ wireframe for
use in the mineral resource estimation. Residual short composites (less than half the nominal length) were
rejected and omitted from grade interpolation. The midpoint of each composite was extracted for use as input
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data. Composites were not generated outside the MLZ wireframe. Table 8.4 summarises the statistics for the
input composites. Arsenic composites were generated; however, no arsenic estimation was completed.
Table 8.4
In situ drilling descriptive statistics for gold and arsenic composites
Statistic
Gold (g/t Au)
Arsenic (ppm As)
Number
1,265
Minimum
1,265
0
Maximum
137.82
10,000
Mean
1.67
40.89
Standard deviation
6.97
452.61
Variance
48.60
204,852
Coefficient of variation
4.18
11.07
8.3.3.2
Grade capping
A grade-capping analysis was completed due to the high coefficient of variation of the gold composites. The
disintegration of the high-grade gold tail resulted in a grade cap of 40 g/t Au being applied to the composites
(Figure 8.6).
Figure 8.6
Capped and uncapped gold composite distributions
Capping of the composites at 40 g/t Au resulted in a 15% drop in the mean value of the composites
(Table 8.4). Such a large drop in the mean value is indicative of a small number of very high gold assays in
the original dataset.
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Table 8.5
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Descriptive statistics for capped and uncapped gold composites

Gold (g/t Au)
Statistic
Uncapped
Capped
% difference
Number
1,265
1,265
Minimum
Maximum
137.82
40
71%
Mean
1.67
1.43
15%
Standard deviation
6.97
4.82
31%
4.18
3.38
19%
Note: eight gold composites were capped.
8.3.3.3
Variography
Variography is used to describe the spatial variability of an attribute such as grade. Using the 2 m
composites, experimental variograms were firstly calculated downhole (10 m lag), then directional
variograms were trialled. GBM attempted to model separate variography for the higher-grade hinge and limb
zones within the MLZ, however, due to the complexity and variability of the high-grade zones, a single
variogram was ultimately applied for the MLZ to model overall orientation and continuity. The modelled
variograms are presented in Table 8.6 and Figure 8.7. The overall ranges from the variography were used to
define the search ellipse for the estimation.
Table 8.6
MZL modelled variography
LODE
Nugget value
(ppm2)
101
6.0554438
Relative nugget
Spatial variance
Structure
(%)
(ppm2)
0.24
19.175572
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Ranges (m)
Rotation (Gemcom scheme)
113
57
12
Z-axis
80
Y-axis
70
Z-axis
170
67
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Continuity
00 to greater than 170 variogram
Horizontal continuity
MZL gold variography
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Figure 8.7
Downhole variogram
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8.3.4
314002
Estimation
8.3.4.1
Block size
The in situ block model limits and block size parameters are summarised in Table 8.7. A proportion was used
to represent incomplete blocks rather than a sub-block scheme.
Table 8.7
In situ mineralisation block model limits (Gemcom scheme)
Block attribute
East
North
Minimum
297,300 m E
577,900 m N
60 m RL
Maximum
297,600 m E
579,200 m N
400 m RL
340 m
Extent
Elevation
300 m
1,300 m
Number of blocks
60
65
68
Parent block size
5m
20 m
5m
8.3.4.2
Estimation parameters
Table 8.8 details the grade estimation parameters used for Lubuk Mandi. A quantative kriging
neighbourhood analysis (QKNA) was completed to establish the optimal block size and search radii to be
used in realising grade estimates. Grade estimation test runs were completed where estimation parameters
were varied before final runs were carried out.
Table 8.8
In situ mineralisation estimation parameters

Ellipse radii
(m)
Pass
Major
1
Semi
113
57
Rotation
(Gemcom ADA scheme)
Minor
12
Z-axis
(3)
80
Y-axis
(2)
Contributing number
of composites
Z-axis
(3)
70
170
Minimum
Maximum
3
12
A single pass OK estimation was used to obtain grade estimates from length-weighted capped gold
composites. Estimates were generated for parent cells based on the modelled variography, estimation
parameters, and a discretisation scheme of 3 points (northsouth) by 3 points (westeast) by 3 points
vertically (27 points in total).
To monitor the grade interpolation, the following parameters were recorded:
x
x
x
Number of contributing composites.

Distance to the closest composite used.
Slope of regression and kriging variance for each estimated block.
As part of block model validation, block estimates were generated using ID2 interpolation method. A
polygonal estimate was also compiled.
8.3.4.3
Bulk density
Bulk density measurements were completed by GBM on samples from the LMD series diamond core drilling.
A total of 204 bulk density determinations were completed on HQ diameter diamond core. The GBM bulk
density measurement procedure is documented in Section 6.2.7.
The measured bulk density values by grouped lithology are summarised in Table 8.9. Based on the
3
measurements made, a bulk density of 2.68 t/m was deemed to be suitable for all blocks in the mineral
resource estimation.
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Table 8.9
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In situ mineralisation bulk density by lithology

Inside MLZ (LODE 101)
Statistic
Metasediment
Massive quartz
Quartz veining
26
30
13
Minimum
2.63
2.6
2.57
2.66
Maximum
3.03
2.66
2.75
2.78
Mean
2.73
2.62
2.69
2.73
Standard deviation
0.10
0.01
0.05
0.04
0.03
0.01
0.02
0.01
Count
Shear
Dyke
Outside MLZ
Count
57
14
24
10
23
Minimum
2.25
2.56
2.58
2.63
1.88
Maximum
2.82
2.68
3.29
2.76
2.9
Mean
2.71
2.63
2.76
2.69
2.23
Standard deviation
0.07
0.03
0.17
0.04
0.33
0.03
0.01
0.06
0.01
0.15
8.3.5
Validation
A variety of methods were used to validate the grade estimates, including visual examination, statistical
analyses, comparisons of composites versus block grades, and swath plots.
An ID2 estimation and a cross-sectional polygonal estimate were also completed as an integral part in
validating the gold grade estimate. There was an acceptable agreement in tonnage and grade with the OK
mineral resource estimate.
8.3.5.1
Statistical comparison
The average drillhole composited gold grade was compared to the average model block gold grade. The
comparison relates only to those blocks and composites that are within the unmined portion of the MZL bock
model.
The difference in average composite and block grades is shown in Table 8.10. The mean gold grade of the
block model is lower than the composite grade and might be a reflection of the narrow nature of the
higher-grade zones within the MLZ.
Table 8.10
In situ mineralisation comparison of average gold grades of composites vs blocks
Source
Number
Minimum
Maximum
Mean
Standard deviation
Composites
1,265
0.00
40.00
0.98
3.49
3.55
Model
4,089
0.00
11.85
0.82
1.31
1.58
8.3.5.2
Comparison to ID2 model
The ID2 estimation indicates higher tonnes and grade than the OK model (Table 8.11 and Figure 8.8), which
would be expected in such a comparison.
Table 8.11
Comparison of OK and ID2 contained tonnes and grade above 0.3 g/t Au cut-off
Method
Mt
Au (g/t)
Contained gold (oz)
OK
1.81
1.39
80,799
ID2
1.99
1.43
91,375
%difference
10%
3%
13%
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Figure 8.8
8.3.5.3
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Grade-tonnage comparison for OK and ID2 gold models
Visual checks
Visual comparison of the block grade distribution to the composite grades was also undertaken. Figure 8.9
shows two example sections through the central part of the MLZ. The gold composite grades are variable
and the block grade estimates reflects the tendency towards the average as expected. The block grade
estimates also broadly parallel the trends shown by the composite samples.
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Figure 8.9
8.3.5.4
314002
Cross-section through drillhole composite and block estimate grades
Swath plots
Swath plots to spatially compare block grade estimates to composites are shown in Figure 8.10. These plots
compare the composited samples with the OK block estimates in three directions for gold within the unmined
portion of the main lode zone. The trends observed in composite samples are broadly reproduced in block
grade estimates.
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Number of Composites
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Model Tonnes (Scaled down by 10000)
Composite Grade
578960
578920
578880
578840
578800
578760
578720
578680
578640
578600
578560
578520
578480
578440
578400
578360
578320
578280
578240
578200
578160
578120
578080
578040
140
5
120
4
100
3
80
2
60
1
40
20
0
0
4
160
3.5
140
3
120
2.5
2
100
80
1.5
60
1
40
0.5
20
0
0
3.5
90
3
80
2.5
70
60
50
1.5
40
30
0.5
20
10
Number of composites and tonnes
297527.5
297517.5
297507.5
297497.5
297487.5
297477.5
297467.5
297457.5
297447.5
297437.5
297427.5
297417.5
297407.5
297397.5
297387.5
297377.5
297367.5
297357.5
297347.5
297337.5
297327.5
297317.5
297307.5
Au( g/t)
27.5
17.5
7.5
-2.5
-12.5
-22.5
-32.5
-42.5
-52.5
-62.5
-72.5
-82.5
-92.5
-102.5
-112.5
-122.5
-132.5
-142.5
-152.5
-162.5
-172.5
-182.5
-192.5
-202.5
-212.5
578000
577960
Au( g/t)
Figure 8.10
-222.5
-232.5
-242.5
Au( g/t)

314002
Swath plots for MLZ

Eastings in situ: OK estimation
Easting
Northings in situ: OK estimation
Northing
Elevations in situ: OK estimation
Elevation
Model Grade
73

8.3.6
314002
Classification
A simple approach was used in assigning mineral resource classification to grade estimates. All estimates
within the interpretation wireframes were assigned an Indicated category in the first instance. An Inferred
category was subsequently given to those blocks where drillhole data spacing was greater than 25 m. AMC
considers that the modelled variography supports the 25 m radius classification criteria.
The mineral resource estimation relies on a significant amount of historical data for which there is no
remaining physical evidence (i.e. core) and often is lacking documentation such as laboratory assay sheets,
logging sheets, or survey sheets that is now expected for reporting in accordance with the JORC Code.
However, there is secondary information that supports the veracity of the drilling as a whole:
Detailed grade control data and mine production level plans exist for every level in the pit, showing
blasthole composites and 0.2 g/t Au outlines that match the tenor and distribution of estimated blocks
from drilling as well as drillhole assays from drilling campaigns with little QA/QC data. The grade
control data also support the structural main zone modelled from all campaigns of drilling.
AASB/GBM staff have knowledge of some previous operators and their general work practices on
other sites in Malaysia, close to the same period as drilling at site. With this knowledge, GBM has
concluded that the work that was carried out is likely to adhere to general industry practice for the
time, with checking and verification of data, logging and data entry at all stages, and collar surveys
and downhole surveys.
The MLZ can be interpreted through all phases of drilling and is supported by geological surface
mapping.
AMC assumes that there will be localised errors in the data, and based on the interpreted kinks in the
geological interpretation, there might be some errors with collar locations (elevations) and downhole surveys.
Additionally, the lack of enough suitable panels to carry out comparative statistics between the three main
drill phases also impacts on the confidence in the model. Therefore, despite good block variance and good
drillhole spacing, no blocks have been classified as Measured Resources.
8.3.7
Reported Mineral Resources
A lower cut-off of 0.3 g/t Au has been applied to report the Lubuk Mandi in situ mineral resources. The
3
tonnages are reported using an average dry in situ bulk density of 2.68 t/m . Changes in grade and tonnage
are gradual with increasing grade cut-off, as shown in Table 8.12 and Figure 8.11.
Table 8.12
In situ grade-tonnage at various cut-offs

Measured
Lower
Au cut-off
(g/t)
Tonnage
(Mt)
Indicated
Grade
(g/t Au)
Tonnage
(Mt)
Inferred
Grade
(g/t Au)
Tonnage
(Mt)
Total
Grade
(g/t Au)
Tonnage
(Mt)
Grade
(g/t Au)
2.44
0.96
0.78
0.45
3.22
0.84
0.1
2.06
1.12
0.55
0.62
2.62
1.02
0.2
1.78
1.28
0.41
0.79
2.19
1.19
0.3
1.52
1.46
0.29
1.01
1.81
1.39
0.4
1.32
1.63
0.21
1.26
1.53
1.58
0.5
1.14
1.82
0.18
1.40
1.32
1.76
0.6
1.00
2.00
0.15
1.60
1.15
1.94
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Figure 8.11
8.4
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Grade-tonnage curve for in situ mineralisation by mineral resource classification
Comparison with previous estimates
Several mineral resource estimates have been previously completed at Lubuk Mandi (Table 8.13). The
estimations were completed before, during, and after the completion of open-pit mining and, as such, are
generally not directly comparable. None of the estimates except for the GBM estimate have been reported in
accordance with the JORC Code.
Table 8.13
Previous in situ mineral resource estimates

Cut-off grade
g/t Au
Contained gold
(koz)
Year
Company
Resource
Method
1991
Normet Pty Ltd and Eupene

Exploration Enterprise for SEDC
1.13 Mt at 3.43 g/t Au
ID2
0.1
125
1994
Asia Gold Sdn Bhd
2.85 Mt at 2.24 g/t Au
OK
0.2
205
1.93 Mt at 3.16 g/t Au
OK
0.5
196
1997
Eupene Exploration Enterprise for

SEDC
1.36 Mt at 2.56 g/t Au
ID2
0.1
112
1.24 Mt at 2.80 g/t Au
ID2
0.3
112
2001
Sumber Lubuk Sdn Bhd for IGM Inc
2015
GBM
8.5
1.80 Mt at 3.6 g/t Au (open pit)

2.28 Mt at 6.61 g/t Au (underground)
1.95 Mt at 1.4 g/t Au
209
Unknown
OK
485
0.3
87
Production reconciliation
Detailed life-of-mine production figures are not available, but from 1993 to 1999, the reported production
totals 107,754 oz gold and 11,308 oz silver. Table 8.14 shows reported ore tonnes and grade figures for the
period from 1993 to 1996 and suggests average gold grades are significantly higher than is predicted for the
remaining in situ material in the current estimate. AMC attributes this difference to the fact that production in
the 1990s was from oxide mineralisation, whereas most of the remaining in situ resources are primary
sulphide mineralisation.
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Table 8.14
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Open-pit production statistics 19931996

Mine production
Year
Tonnes
Au (g/t)
Mill production
Waste:ore
stripping ratio
Au (oz)
Nominal
recovery
Gold (oz)
1993
50,774
2.11
3,444
11.0:1
1994
143,620
3.10
14,314
6.01:1
13,668
77%
1995
263,027
3.76
31,796
9.70: 1
24,813
78%
1996
241,946
4.71
36,638
8.82:1
25,476
70%
Total
699,367
3.83
86,193
63,956
74%
Source: PERMINT Minerals Sdn Bhd, 1999.
Monthly production figures for a portion of 1995 are shown in Table 8.15. For the period shown the actual
tonnes and grade were significantly higher (30% and 21% respectively) than those allocated in the budget.
This may be a reflection of a change in the mining plan, or indicative of the nuggetty nature of the
mineralisation.
Table 8.15
Open-pit monthly production statistics for part of 1995

Actual 1995
Month
Tonnes
Budget 1995
Au (g/t)
Tonnes
% difference
Au (g/t)
Tonnes
Au (g/t)
January
19,026
2.68
17,356
2.85
9.6%
6.0%
February
17,085
2.50
17,085
4.53
0.0%
44.8%
March
19,965
4.11
17,416
2.86
14.6%
43.7%
April
17,520
3.46
17,878
3.08
2.0%
12.3%
May
28,550
3.03
17,871
4.08
59.8%
25.7%
June
28,281
3.61
18,424
1.81
53.5%
99.4%
July
29,495
5.60
17,467
3.95
68.9%
41.8%
August
22,644
4.43
17,077
1.90
32.6%
133.2%
182,566
3.78
140,574
3.13
29.9%
21.0%
Total
Source: PERMINT Minerals Sdn Bhd, 1999.
8.6
Potential for additional mineral resources
The mineralisation style, structural setting, and sedimentary packages at Lubuk Mandi (turbidite-hosted
orogenic gold deposit) are conducive to repetition at depth and along strike. The primary mineralised
structure continues to the north and south of Lubuk Mandi gold mine for an undetermined distance. Evidence
from drilling including shearing, tectonic brecciation, elevated arsenic, silver, lead, and zinc indicates the
mineralised structure continues at depth and initial structural interpretation highlights the potential of
mineralisation under the current drilling.
Generalised target zones for further testing include:
x
x
x
x
Below the current drilling limit in the main pit (Figure 8.12).
Below the saddle zone between the north pit and the main pit.
5080 m below the existing drilling in the north pit.
The southern extension of the main mineralised structure.
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Figure 8.12
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Lubuk Mandi structural model and potential exploration targets
Modified after Skandus Pty Ltd 2014.
AMC considers that there is potential to locate mineralisation amenable to underground mining. Once the
PFS to assess open-pit mining of in situ mineralisation has been completed, it will be possible to review
potential opportunities for underground mining and plan drillholes to test this potential.
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Mineral Resources: Tailings
The estimate of the gold mineral resources for the Lubuk Mandi tailings has been prepared and reported as
of 30 September 2015 in accordance with the JORC Code. This is not the first time this mineral resource
estimate has been publicly reported. In October 2013, GBM released the initial mineral resource estimate for
the tailings material. At the time of the announcement, GBM was in joint venture with AASB and owned 40%
of the Project.
The initial estimate prepared in 2013 was completed by Mr Scott McManus of Skandus on behalf of GBM
and AASB. Subsequently, the estimate has been reviewed by AMC and AMC Principal Geologist Mark Berry
accepts Competent Person responsibility for the estimate presented in this IQPR.
9.1
Summary of Mineral Resources
Mineral Resources for Lubuk Mandi tailings have been estimated and reported in accordance with the JORC
Code, and are summarised in Table 9.1. Mineral Resources are reported as at 30 September 2015.
Table 9.1
Mineral Resource summary for Lubuk Mandi tailings, as at 30 September 2015

licence
Net attributable to
issuer
Change from
previous update Remarks
(%)
Category
Mineral
type
Measured
Gold
Indicated
Gold
1.3
0.73
1.3
0.73
Inferred
Gold
0.1
0.83
0.1
0.83
Total
Gold
1.4
0.74
1.4
0.74
Tonnes
(millions)
Gold grade
(g/t)
Tonnes
(millions)
Gold grade
(g/t)
Mineral resources
9.2
General description of Mineral Resource estimation process
The general process to prepare and compile the mineral resource estimate for the Lubuk Mandi tailings was
comprised of the following steps:
1
2
3
4
5
6
7
8
9
10
Digital text files of drillhole data (collar surveys, depth, geology logging, sampling intervals, and
chemical analyses) were extracted from a master database then imported into Gemcom and Microsoft
Excel spreadsheets for checking and validation.
The pre-development and post-mining topography of the tailings facility were derived from drilling data
and surveyed outline of the tailings imported into Gemcom.
Digital surface files were firstly created from drilling to outline tailings materials then refined using
0.2 g/t Au lower cut-off.
Data validation checks were completed, paying particular attention to drillhole collar coordinates and
sampling/analysis data.
A three-dimensional interpretation of the tailings materials was created, based on the drillhole
geological logs, chemical assay results, and tailings extent survey. Gemcom was used to develop
enclosed shapes defining the tailings materials.
Statistical analysis of drillhole data was completed, including sample recovery, chemical analyses, and
density determinations.
Based on the statistical analysis undertaken, an appropriate drillhole composite length was selected,
followed by composite statistics and a variographic analysis of the drillhole data.
A three-dimensional block model was created. A proportion was assigned to each parent block to
allow reasonable boundary definition of the topography, and the contained portion of tailings material.
Estimation search parameters were developed for each area, and grade estimates were generated
using the ID2 interpolation method. Length weighting of composites was also used in realising grade
estimates.
Grade estimates were checked visually against the input data. The block model and composite
statistics were computed and checked, together with swath plot checks.
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13
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Assignment of the mineral resource classification was completed, considering the confidence in the
interpretation of the tailings material, drillhole spacing, sample density, assessments of the integrity
and robustness of the sample database, and estimation quality.
Grade-tonnage curves were produced.
Mineral resources were reported using appropriate lower cut-off criterion.
Detailed documentation supporting the mineral resource estimate for the tailings is reported in Tailings
Resource Estimate October 2013 report, prepared by Skandus. AMC reviewed the process by examining
the data capture and validation procedures, the data inputs used to the complete the tailings material
interpretation, and grade estimation parameters and methodology. AMC also verified the results of mineral
resource estimates and completed an independent check estimate.
9.3
Mineral Resource estimate
9.3.1
Mineral Resource input data
The available drill data comprises 434 m of diamond core drilling, 441 m of banka drilling and 39 m of hand
auger drilling. Table 9.2 summarises the drill data available for estimation of mineral resources, and
Figure 9.1 shows a plan of the drillholes.
Table 9.2
Tailings drilling summary

Number of
drillholes
Campaign
Assessment
Drill operator
Drillhole prefix
2004
Banka (auger) drilling
LMB
26
441
September 2013
Diamond drilling (HQ)
Drillcorp (M) Sdn Bhd
LTD
29
434
September to October 2013
Hand auger drilling
GBM
LTD
24
39
79
914
Total
Metres
The banka drilling was completed on a 50 m by 50 m grid over the southern main tailings dam. The collar
elevations are all set at a nominal 60 m RL and therefore their true elevation is unknown. Sampling and
logging was conducted at 5 feet (nominally 1.5 m) intervals. The results of gold assaying are available for
only four drillholes. Given the uncertainty about their true location, the banka drillholes were not used for
mineral resource estimation, however, they were referenced in determining and confirming the depth of
tailings materials.
The diamond drilling was completed in two areas, the southern main tailing dam where 25 drillholes were
completed and the adjacent smaller dam where another 4 drillholes were completed. The drilling was spaced
on a nominal 50 m by 50 m grid. To improve core recovery of the intersected wet unconsolidated material, a
device called a finger core lifter was used. The 1 m samples were collected by cutting the recovered core in
half. One-half of the diamond core was subsampled and assayed for gold. Subsequently, the 1 m samples
were composited to 5 m and analysed for a suite of 37 elements. The remaining half core was stored for
future reference. This drilling has been used exclusively for the estimation of grade.
The hand auger drilling was to test three smaller tailings and mullock sites north of the two areas tested by
drilling. The wet ground conditions restricted drilling to a significant depth with samples of variable length
between 0.2 m to 1.0 m. The hand auger drilling was set out on 50 m by 50 m grid. This drilling was not used
in the mineral resource estimate. Samples were split at a 1 mm size and each assayed separately for gold.
The drilling has been geologically logged and sample recovery estimated. For diamond core, geology
logging included recording of lithology and their proportions, grain size, colour, oxidation, and presence of
pyrite as well as photography.
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Figure 9.1
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Drillhole location plan: tailings
SOPs were prepared for the drilling, sampling, and logging of drillholes. The key lithological codes and
summary descriptions used for tailings are:
x
x
SiSd: silty sand containing greater than 60% sand, typically dry, and light to dark grey or brown in
colour.
Sdsi: sandy silt that is distinguished by a higher silt content than SiSd.
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x
x
x
x
x
x
9.3.2
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SiCly: silty clay that is typically wet and sticky, with high plasticity.
ClySi: clayey silt that is distinguished by a higher silt content than SiCly.
ClySd: clayey sand.
SdCly: sandy clay that is distinguished by a higher silt content than ClySd.
Cly: clay.
Sap: saprolitic basement rock.
Geological interpretation
The tailings material was sourced from the adjacent open-pit mining and processing that was undertaken
during the 1990s. Although there are no definite geological boundaries, the tailings have been internally
subdivided into three general layers based on the physical characteristics of the materials intersected (Antap
Georesources Sdn Bhd 2013), as follows:
1
2
3
Upper layer: chiefly SiSd in the range of 23 m in thickness; with occurrences of fines and organic
materials in places.
Middle layer: a mixture of SiCy, CySi, and SiSd. The SiCy occurs predominantly in upper parts while
SiSd is in lower parts, dark grey to dark brown and less sticky.
Bottom layer: a mixture of SiSd and SiCy lying on basement rocks. Quartz fragments were observed in
some holes.
The interpretation of the layers was undertaken on westeast cross-sections aligned with the diamond
drillhole 50 m grid lines. This geological interpretation did not result in coherent mineral resource estimation
domains supported by assay results. Therefore, it was decided to develop boundary wireframes based on
nearest neighbour interpolation of lithology set out on a 10 m by 10 m grid. In addition, 0.2 g/t Au lower
cut-off was used to refine the surface. This result was compared to the earlier banka drillholes material
intervals as a check. This resulted in the definition of three broad domains (RockType) i.e. 101 for the
southern main tailings dam, 102 for the smaller adjacent tailings dam, and 103 for the intervening dam wall
(see Figure 9.2). The wireframes developed were used to flag samples and resource model blocks
(Figure 9.3).
Figure 9.2
Cross-section 296,585 m E showing drilling and domains for tailings (looking west)
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Figure 9.3
314002
RockType domains for tailings (oblique to south-west)
A vertical exaggeration factor of three is applied.
9.3.3
9.3.3.1
Data analysis and geostatistics

Drillhole sampling analysis and statistics
The spatial distribution of samples across the tailings area at Lubuk Mandi is, in general, evenly spread. The
banka and diamond drilling test the same region with only the latter being used in this mineral resource
estimate. The diamond drilling has been subset using the constructed wireframes.
Univariate descriptive statistics for gold were firstly obtained for 1 m samples (Table 9.3) and then for the key
deleterious elements of the 5 m composited samples (Table 9.4).
Table 9.3
Descriptive statistics for gold: flagged tailings samples
Statistic
Domain
Gold (g/t Au)

All
101
102
Number
410A
372
33
Minimum
0.005
0.01
0.08
Maximum
2.82
2.82
0.94
Mean
0.59
0.60
0.57
Standard deviation
0.40
0.41
0.22
Variance
0.16
0.17
0.05
0.68
0.69
0.38
5 composited samples belong to basement rock.
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Table 9.4
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Descriptive statistics other elements: flagged tailings 5 m composite samples
Statistic
Arsenic (ppm As)
Domain
All
101
Carbon (% C)
102
All
101
Sulphur (% S)
102
All
101
102
Number
96
83
96
83
96
83
Minimum
179
0.10
0.10
0.20
0.01
0.01
0.16
Maximum
564
564
529
0.87
0.87
0.50
0.40
0.40
0.31
Mean
326
334
306
0.29
0.29
0.35
0.14
0.14
0.24
Standard deviation
122
122
121
0.13
0.13
0.10
0.10
0.10
0.05
14,972
14,857
14,653
0.0162
0.0164
0.0090
0.0100
0.0098
0.0025
0.38
0.37
0.40
0.44
0.45
0.27
0.69
0.72
0.21
Variance
Five composited samples belong to basement rock.
From an examination of the downhole gold grades, trends were observed in the data for the tailings. There is
an increase in gold grades from the lower depths in the drillholes upwards to around 6 m below the tailings
dam surface and then a reduction in grade thereafter to the surface. Both the banka and diamond drilling
exhibit a similar pattern, with the diamond-drilling data shown in Figure 9.4.
Subtle changes in feed material to the processing plant and in plant operations are translated into variations
observed in the gold grade of tailings at various depths. The increase in gold grade from lower depths to
around 6 m reflects the progressive mining of completely oxidised material downwards into fresh material.
The downward trend in gold grade above 6 m might reflect the introduction of more oxidised material into
plant feed. These observations can be used during tailings mining.
Figure 9.4
Gold distribution with depth of drilling in tailings from diamond drilling
Downhole depth (m)
10
15
20
Au
Mean Au downhole
25
0.0
9.3.3.2
0.5
1.0
1.5
Gold grade (g/t Au)
2.0
2.5
3.0
Compositing
For gold samples, a nominal length of 1 m was used to generate downhole composites for the purpose of
obtaining gold block grade estimates. For arsenic, carbon, and sulphur, the 5 m composites were retained to
estimate these deleterious block grades. Univariate descriptive statistics for composites of gold and key
deleterious elements were the same as for samples.
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Upon review of gold statistics domained by RockType (Figure 9.5), it was decided that grade capping was
not required. After a review of statistics for the other elements, it was also decided that no grade capping
was required.
Figure 9.5
9.3.3.3
Comparison of gold distribution in tailings by RockType
Variography
The variographic analysis was limited to only the southern main tailings dam material (RockType=101), as
there was an insufficient number of samples available in other domains (see Figure 9.6). The implied
continuity of the modelled experimental variograms reflects the geometric complexity of deposited tailing
materials and variations in the source material processed. In general, horizontal continuity is similar in all
directions while vertically, the continuity is much shorter as expected.
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Figure 9.6
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Variography for gold in tailings RockType 101

Downhole variogram
Directional variogram 00>350
(True Downhole) : Continuity for AU
(Direction 1) 00-->350: Continuity for AU
Domain 101
Domain 101
Lag
10
Lag
10
Sph( 0.65, 11.5 )
900
1.6
1400
825
1.4
1200
750
675
800
0.50
600
N( 0.47 )
Gamma (0.170)
Pair Counts
525
450
0.8
375
10
15
20
25
30
35
40
45
50
300
N( 0.47 )
0.4
0.25
Sph( 0.53, 64 )
0.6
400
0.00
600
1.0
225
150
200
0.2
0.0
75
0
25
50
75
100
125
150
175
200
225
250
Directional variogram 00->260
Directional variogram 90->000
Domain 101
Domain 101
Lag
10
1.3
Lag
10
1500
1400
1.2
1.00
1.1
1200
Sph( 0.53, 101.5 )
1000
0.8
0.7
750
0.6
0.5
0.4
N( 0.47 )
Gamma (0.170)
0.9
Pair Counts
Gamma (0.170)
Sph( 0.53, 9 )
1250
1.0
Sample Separation (m)
1000
0.75
800
0.50
Pair Counts
Gamma (0.170)
1.2
1000
0.75
Pair Counts
1.00
600
N( 0.47 )
500
400
0.3
0.25
250
0.2
200
0.1
0.0
25
50
75
100
125
150
175
200
225
250
0.00
10
15
20
25
30
35
40
45
50
Modified after Skandus Pty Ltd 2013.
9.3.4
9.3.4.1
Estimation
Block size
The tailings block model limits and block size parameters are summarised in Table 9.5. The block model is
based on the parent block size, coded with a proportion indicating incomplete blocks to ensure correct
volumetric representation (Figure 9.7). No sub-block scheme has been applied.
Table 9.5
Tailings block model limits (Gemcom scheme)
Block attribute
East
North
Elevation
Minimum
296,280 m E
577,100 m N
60 m RL
Maximum
296,855 m E
577,550 m N
15 m RL
575 m
450 m
45 m
Number of blocks
23
18
Parent block size
25.0 m
25.0 m
5.0 m
Extent
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Figure 9.7
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Tailings block model coded with volume proportions
Coded proportion is annotated at the centre of parent cells.
9.3.4.2
Estimation parameters
Block grade estimates were obtained for gold using 1 m composites while grade estimates for arsenic,
carbon, and sulphur were obtained from 5 m composites. The grade interpolation method used was ID2.
Table 9.6 details the grade estimation parameters used for the tailings. The final search neighbourhood used
was guided by the modelled experimental variography and examination of results from test runs completed.
Table 9.6
Tailings estimation parameters

Ellipse radii
(m)
Axis direction
Major
Semi
Minor
Major
Semimajor
Minor
60
50
080
350
90
Pass
Expansion
factor
Contributing number
of composites
Minimum
Maximum
Maximum number
of composites
per drillhole
12
To monitor the grade interpolation, the following estimation parameters were recorded:
x
x
Number of contributing composites.

Distance to nearest contributing composite.
9.3.4.3
Bulk density
Density measurements were completed on samples from one diamond drillhole LTD025 (Table 9.7).
Table 9.7
Lubuk Mandi tailings density statistics
Parameter
Number
Material logged
All
Clayed silt
Silty clay
Silty sand
23
17
Minimum
1.08
1.39
1.08
1.33
Maximum
1.89
1.61
1.64
1.89
Mean
1.36
1.50
1.31
1.52
Standard deviation
0.18
0.16
0.14
0.26
0.0338
0.0242
0.0207
0.0674
0.14
0.10
0.11
0.17
Variance
Based on the density measurements made of the clayed silt and silty sand, which makes up most of the
3
tailings material, an average density of 1.5 t/m was used for all of the unconsolidated tailings material.
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9.3.5
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Validation
A variety of methods were used to validate the tailings grade estimates, including visual examination
(Figure 9.8), statistical analyses (Table 9.8), and swath plots comparing gold composites to block grade
estimates (Figure 9.9). Generally, the block grade reflects similar grade values and trends. The block
estimates for gold are slightly higher when compared to the composites, reflecting the impact of using
1 m composites and inverse distance interpolation.
Figure 9.8
Southnorth cross-section of tailings model gold estimates
Table 9.8
Statistical comparison of composites vs tailings block estimates
Item
Rock type
101
Gold
(g/t Au)
102
101
Arsenic
(ppm As)
Carbon
(% C)
102
101
102
101
Sulphur
(% S)
102
Source
Number
Minimum
Maximum
Mean
Standard
deviation
Coefficient
of variation
Composites
372
0.005
2.82
0.60
0.41
0.69
Model
434
0.205
1.46
0.71
0.21
0.29
Composites
33
0.320
0.94
0.58
0.20
0.34
Model
38
0.393
0.83
0.59
0.11
0.19
Composites
83
564
334
122
0.37
434
138
548
363
49
0.14
179
529
306
121
0.40
Model
38
244
444
313
65
0.21
Composites
83
0.10
0.87
0.29
0.13
0.45
Model
0.20
0.50
0.35
0.10
0.27
Composites
0.20
0.50
0.35
0.10
0.27
Model
38
0.25
0.42
0.33
0.05
0.15
Composites
83
0.01
0.40
0.14
0.10
0.72
434
0.02
0.31
0.16
0.04
0.25
0.16
0.31
0.24
0.05
0.21
38
0.19
0.28
0.25
0.03
0.12
Model
Composites
Model
Composites
Model
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101
102
Eastings - Domain 101 - composite versus model Au grade
Eastings - Domain 102 - composite versus model Au grade

300
0.1
296310
296760
296710
296660
296610
296560
Easting
Easting
Declustered Grade
Model Grade
Declustered Grade
Model Grade
Northings - Domain 102 - composite versus model Au grade

600
0.7
60
500
0.6
50
0.3
0.2
100
577162
577462
577412
577362
577312
577262
577212
10
0.1
577162
20
0.2
0.1
0
30
0.3
Northing
Northing
Declustered Grade
Model Grade
Declustered Grade
Model Grade
Elevations - Domain 101 - composite versus model Au grade
Elevations - Domain 102 - composite versus model Au grade

40
0.6
35
100
0.1
5
0
20.5
55.5
50.5
45.5
40.5
35.5
30.5
25.5
20.5
10
0.1
15
0.2
Elevation
50.5
200
0.2
20
0.3
45.5
0.3
25
40.5
300
0.4
30
0.4
35.5
400
0.5
0.5
30.5
0.6
0.7
500
25.5
0.7
600
Tonnage
0.8
No. Composites & Tonnage
0.9
Tonnage
577462
200
577412
0.4
40
0.4
577362
300
0.5
577312
0.6
0.5
577262
400
Tonnage
Tonnage
0.7
0.8
577212
1
0.9
Northings - Domain 101 - composite versus model Au grade
296510
296460
296410
296360
296310
10
0.1
296760
50
0.2
296710
0.2
15
0.3
296660
100
0.3
20
0.4
296610
0.4
25
0.5
296560
150
0.5
30
0.6
296510
0.6
35
0.7
296460
200
0.8
296410
Tonnage
0.7
Tonnage
0.8
250
296360
1
0.9
Swath plot for the tailings gold estimate by RockType
55.5
Figure 9.9
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Elevation
Declustered Grade
Model Grade
Declustered Grade
Model Grade
A cross-sectional polygonal estimate was also completed as an integral part in validating the gold grade
estimate. A length-weighted gold grade was firstly calculated for each 50 m westeast cross-section
constrained by the interpretation wireframes. There was an acceptable agreement in tonnage and grade with
the mineral resource estimate.
9.3.6
Classification
A simple approach was used in assigning mineral resource categories to grade estimates. All estimates
within the interpretation wireframes were assigned an Inferred category in the first instance. An Indicated
category was subsequently given to those blocks around which two or more drillholes were found within a
50 m search ellipse. The modelled variography is considered to support the 50 m search ellipse radius.
9.3.7
Reported Mineral Resources
A lower grade cut off of 0.4 g/t Au has been applied to report the Lubuk Mandi tailings mineral resources.
3
The tonnages are reported using an average dry in situ bulk density of 1.5 t/m .
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Changes in grade and tonnage are gradual with increasing grade cut-off (Table 9.9 and Figure 9.10). The
estimated deleterious elements are relatively similar across the two tailings domains (Table 9.10).
Table 9.9
Tailings grade-tonnage at various cut-offs

Measured
Lower
Au cut-off
(g/t)
Tonnage
(Mt)
Indicated
Grade
(g/t Au)
Tonnage
(Mt)
Inferred
Grade
(g/t Au)
Tonnage
(Mt)
Total
Grade
(g/t Au)
Tonnage
(Mt)
Grade
(g/t Au)
1.44
0.70
0.09
0.83
1.53
0.71
0.1
1.44
0.70
0.09
0.83
1.53
0.71
0.2
1.44
0.70
0.09
0.83
1.53
0.71
0.3
1.42
0.71
0.09
0.83
1.50
0.72
0.4
1.33
0.73
0.09
0.83
1.42
0.74
0.5
1.19
0.76
0.09
0.84
1.28
0.77
0.6
1.00
0.80
0.08
0.86
1.08
0.81
Table 9.10
Tailings Mineral Resources by domain
Category
Measured
Indicated
Inferred
Rock type
Grades
Tonnage
(Mt)
Gold
(g/t)
Arsenic
(g/t)
Carbon
(% C)
Sulphur
(% S)
101
102
101
1.25
0.74
366
0.30
0.17
102
0.09
0.60
307
0.33
0.25
101
0.08
0.85
394
0.34
0.19
102
0.00
0.49
435
0.26
0.27
Lower-grade cut-off of 0.4 g/t Au.

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Tailings grade-tonnage curve of gold estimates
1.60
1.6
1.40
1.4
1.20
1.2
1.00
1.0
Average grade (g/t Au)
Figure 9.10
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Tonnage (Mt)
TONNES - Indicated
TONNES - Inferred
0.80
0.8
AU - Indicated
AU - Inferred
0.60
0.6
0.40
0.4
0.20
0.2
0.0
0.00
0.0
0.2
0.4
0.6
0.8
1.0
1.2
1.4
1.6
Gold cutoff grade (g/t Au)
9.4
Comparison to previous estimate
A previous mineral resource estimate was completed in 2004 and was based on blocks centred on each
banka drillhole, which were set out on a nominal 50 m by 50 m grid. The volume of each block was
determined as 50 m by 50 m horizontally while the block height was set to the average length (13 m) of the
intersected tailings within banka drillholes.
The grade estimate was determined from the length-weighted average of assays of the intersected tailings.
The reporting cut-off is unknown but appears to equate to either 0.5 g/t Au or 0.6 g/t Au. This estimate
generates results of similar magnitude to the current mineral resource estimate (Table 9.11). AMC considers
that the 2004 mineral resource estimate is not compliant with the 2012 JORC Code, nor the previous 2004
edition.
Table 9.11
Comparison to previous resource estimate for Lubuk Mandi tailings
Year of
estimate
Type of
drilling
Number of
drillholes
Lower Au
cut-off (g/t)
Tonnage
(Mt)
Grade
(g/t Au)
2004
Banka
27
Unknown
1.4
0.8
2013
Diamond
29
0.4
1.42
0.74
9.5
Comparison of tailings resource estimate with open-pit mining records
The theoretical tonnage and grade of material output to the tailings was calculated based on the available
production records from 1993 to 1999, and then compared to the August 2015 tailings mineral resource
estimate (Table 9.12).
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Table 9.12
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Comparison of open-pit production records with tailings resource estimate
Source
Tonnes
Gold grade
(g/t Au)
Contained
metal
(g Au)
Gold
recovery
(%)
Metal
produced
(g Au)
Metal to
tailings
(g Au)
Calculated gold
grade of tailings
(g/t Au)
Open-pit mining and processing
1,153,252
3.57
4,119,318
81%
3,351,518
767,800
0.67
Tailings resource estimate
1,532,039
0.67
1,029,523
Mineral Resource estimate is reported at a lower cut-off of 0 g/t Au.
There is a significant difference in the reported tonnes processed from 1993 to 1999 (1.15 Mt) versus the
tonnes currently estimated to be in the tailings dam (1.53 Mt). The calculated gold grade of tailings based on
the production records matches closely with the estimated grade of the tailings in the 2015 mineral resource
estimate, however, because of the difference in tonnes, there is a significant difference in contained gold
(approximately 260,000 g Au, or 8,360 oz Au).
Possible explanations for this difference can be attributed to a combination of the following:
x
x
x
x
x
There are no production records for the mining and processing that took place in 2008 and 2009. Also,
there is no available survey of the tailings dam when mining ceased in 1999. Consequently, AMC
concludes that the open-pit production records from 1993 to 1999 will understate the total material
processed at site.
It is possible that production records from 1993 to 1999 understate production.
It is possible that there might be small errors associated with the estimates of dry bulk density for the
in situ mineralisation previously mined, and for the material contained within the tailings dams.
It is possible that there might be errors in topographic surveys of both the open-pit mining area and
tailings dam area, from the original to most recent surveys based on the datum and equipment used.
It is possible that there might be some errors in lithological logging used to define the base of tailings
in the drilling undertaken to quantify the tailings mineral resource. AMC considers that this possible
explanation is unlikely to contribute significantly to the difference.
AMC considers that the estimate of the tonnes of tailings in the August 2015 mineral resources is reliable,
whereas the estimate of tailings from production records is clearly understated, although the degree of
understatement is unknown.
9.6
Production reconciliation
AASB has completed the construction of the tailings processing plant and commissioning was still in
progress as at 30 September 2015. From late July to the 30 September 2015, approximately 20,000 tonnes
of tailings has been processed with an estimated head grade of 0.64 g/t Au. To date, 1.7 kilograms of gold
dor with a purity of approximately 87% gold has been produced for sale. In addition, AASB estimates gold
in circuit of approximately 1.3 kilograms as at 30 September 2015.
AMC considers that production is too early to make any comment on reconciliation of processing plant
statistics versus the estimated mineral resources. The 20,000 tonnes of tailings processed to date represents
approximately 1% of the mineral resources, the equivalent of only four parent cells within the entire block
model, and is inadequate to undertake a statistically valid assessment.
9.7
Potential for additional mineral resources
There is additional tailings north of the area covered by the current estimate that could be amenable to
re-treatment (Figure 9.1). This area will require further assessment to determine the extents, volume, grade,
and tonnage. The existing hand auger programme has not adequately defined the opportunity, and AMC
considers that a diamond-drilling programme similar to that completed for the main tailings area should be
considered; however, this area is earmarked for storage of tailings from the current re-treatment process. If
drill testing is contemplated, the spacing of the drillholes might need to be reduced from the 50 m by 50 m
grid used for the hand auger programme to ensure that the horizontal and vertical extents of the tailings
materials are adequately defined.
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Ore Reserves
10.1 Ore Reserves

There are no ore reserves estimated for the Project as at 30 September 2015.
10.2 Assessment of in situ mineral resources
AASB has commissioned AMC to complete technical and economic studies to the level equivalent to a PFS
to support the estimation and reporting of in situ ore reserves during the first half of 2016, based on the
mineral resources defined as at 30 September 2015.
The JORC Code requires ore reserves to be supported by studies at pre-feasibliltiy or feasibility level and
provides definitions for each level of study. AMC has been engaged by AASB to complete a study on the
in situ mineral resources to the level of a PFS as defined by the JORC Code i.e. a comprehensive study of a
range of options for the technical and economic viability of a mineral project that has advanced to a stage
where a preferred mining method, in the case of underground mining, or the pit configuration, in the case of
an open pit, is established and an effective method of mineral processing is determined. It includes a
financial analysis based on reasonable assumptions on the Modifying Factors and the evaluation of any
other relevant factors which are sufficient for a Competent Person, acting reasonably, to determine if all or
part of the Mineral Resources may be converted to an Ore Reserve at the time of reporting.
This PFS has recently commenced for the proposed redevelopment of the open pit. This might lead to an
estimate of Probable Reserves, based on the Indicated Mineral Resource of 1.5 Mt at 1.46 g/t Au (above a
cut-off of 0.3 g/t Au).
10.3 Assessment of tailings mineral resources
AASB has completed significant technical and economic studies to assess the viability of re-treating the
tailings at Lubuk Mandi, however, the company has not formalised these studies to the level of at least a
PFS to allow formal estimation and reporting of ore reserves for this material.
AASB has elected to construct and operate a tailings mining and re-treatment operation at site. AMC has
reviewed the Companys technical and economic assessment to support the development of the tailings retreatment operation, and considers it to be reasonable.
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Mining
11.1 Previous open-pit mining operations

Mining in the Lubuk Mandi area has a relatively short history compared with other gold and tin mining areas
in Malaysia. Gold was discovered at the site that is now the Lubuk Mandi gold mine in 1989.
The Lubuk Mandi gold mine was constructed and operated by PMINT through its subsidiary PERMINT. In
1992, PERMINT commissioned a CIP plant with a capital expenditure of RM21 million. The open pits initially
mined oxidised material, which achieved high gold recoveries of 90% to 95% in the CIP plant; but as the
main pit deepened, the ore transitioned to fresh rock and the gold recovery is said to have decreased to
approximately 70% at closure. The pits are now flooded and substantial waste rock dumps remain. No
rehabilitation of the pits, plant, or waste rock dumps has been undertaken (Figure 11.1).
Figure 11.1
View of main pit looking north-west, July 2014
Production is listed on an annual gold production basis for the PMINT operation in Antap Georesources Sdn
Bhd & Skandus Pty Ltd (2013). The original source is a PERMINT report that has not been translated from
Bahasa Malaysian, and includes a summary of gold and silver production from 1993 to 1999 at Lubuk Mandi.
Total gold production reported from 1993 to 1999 is 3,351 kilograms (107,754 oz), from approximately 1.4 Mt
of processed ore at a head grade of approximately 3.4 g/t Au. This implies an average gold recovery of
approximately 70%.
Authorities reopened the area to small-scale miners in June 2001, but no records of gold production are
available. Since closure of the operation, some drilling and other work has been carried out by various
parties. This included some diamond drilling targeting ore extensions below the existing pits, and drilling of
the tailings to establish a mineral resource and potential for re-treatment of this material.
11.2 Tailings mining operations
In 2015, reclamation of the existing tailings mineral resource commenced, using hydraulic excavators and
diesel-operated tipper trucks to deliver the material to a newly constructed treatment plant located adjacent
to the southern tailings dam. Tailings reclamation has started at the south end of the old tailings dam, located
adjacent to the tailings treatment plant, and is progressing northward.
The tailings are free-dig and sufficiently dry to support a small hydraulic excavator in backhoe configuration
on top of the tailings. Tailings are visually different to the material in the base of the tailings dam and can be
reclaimed without significant loss or waste dilution. The sampling programme has confirmed that the grade of
gold in the tailings is generally higher in the upper layers compared to the deeper sections.
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Figure 11.2 shows the area from which tailings are being reclaimed, the unconsolidated nature of the tailings,
and the trafficable nature of the base of the old tailings dam. Figure 11.3 shows the hydraulic excavators in
backhoe configuration used to excavate the tailings, and the tipper trucks used to haul the reclaimed tailings
to the processing plant.
Figure 11.2
Tailings dam showing recently mined area, August 2015
Figure 11.3
Hydraulic excavators and trucks at the tailings dam, August 2015
Figure 11.4 shows a tipper truck delivering tailings into the feed hopper at the processing plant. If the
material cannot be tipped directly into the feed hopper, it is dumped nearby and loaded into the hopper by a
small loader when the plant is operating. The planned processing rate is 1,000 tonnes per day (nominally
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330,000 tonnes per annum), so the mining operation will align with this, although the actual daily mining rate
will be more variable due to the weather.
Figure 11.4
Truck dumping tailings into feed hopper, August 2015
There is a significant amount of vegetation and timber in the tailings material, which is removed by screens
and a trommel (Figure 11.5).
Figure 11.5
Trommel and screens removing vegetation and contaminants from tailings, August 2015
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11.3 Proposed new in situ mining operations

Future operations at Lubuk Mandi are planned as tailings reclamation, supplemented with in situ feed from
cutbacks of the existing open pits at the site. The proposed mining plan is for tailings reclamation to continue
over approximately four years until 2018, with open-pit mining to commence as soon as possible after
completion of the supporting PFS and dewatering of the existing pits, expected to be in mid-2016. There is
no current plan for underground mining.
A plan of the site showing the location of existing infrastructure and proposed open-pit mining areas is shown
in Figure 11.6. This plan was prepared by AASB and suggests that future mining might proceed beyond the
limits of ML 2/2007. AMC notes that such a plan would require approval from the state government and
should not be relied on.
Figure 11.6
Site layout showing current and proposed operations
Source: AASB.
Reclamation of tailings will progress from the current location in the south of the old tailings dam to the north,
with haulage distances increasing incrementally over time. No changes are proposed in the method of
reclaiming tailings.
AASB intends to mine run-of-mine (ROM) ore from the open pits and treat this material using the new
treatment plant currently being used for processing the reclaimed tailings material, but with the addition of
crushing and grinding facilities at the front end. A conceptual target production rate of 500 tonnes per day
(165,000 tonnes per annum) of ore is planned to supplement the 1,000 tonnes per day of reclaimed tailings
currently planned to be processed. However, refinements to the mine plan as part of the PFS will determine
the commencement date for open-pit mining, and might require a different mix of reclaimed tailings and ROM
ore to be processed to optimise the value of the Project.
There are two existing pits that previously supplied feed to an ore-processing plant at the site; the larger
main pit (Figure 11.1) and the north pit (Figure 11.7), connected by a narrow slot that follows the ore lode
between the two pits. Both pits are flooded, and water overflows from the north pit to the main pit via the slot.
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Figure 11.7
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North pit looking north, August 2015
Overflow water discharges from the main pit into the adjacent river, which runs across the Project and along
the southern boundary of the Project. The main pit contains approximately 1,355 megalitres of water and
north pit contains approximately 43 megalitres, which must be dewatered before recommencement of
mining. The water in the pits is acidic due to dissolved sulphides, with an approximate pH of 3.3, so it must
either be neutralised by the addition of lime during discharge, or discharged in a controlled way during high
rainfall events to ensure adequate dilution.
Immediately to the south of the main pit, along the line of lode outside of ML 2/2007, an alluvial mining
operation is being conducted by another party, believed to be artisanal operators. This suggests that the lode
continues to the south, and might provide an opportunity for AASB in the future, when the alluvial material is
exhausted.
The proposed redeveloped open-pit mining operation is expected to be conducted by Sinomine using
conventional open-pit mining techniques and equipment typical for the region. All material is expected to
require drilling and blasting for rock fragmentation, with tipper trucks and hydraulic excavators for loading
and haulage to the waste rock dumps and a ROM pad at the treatment plant. There are substantial existing
waste rock dumps from the previous open-pit operations, and it is planned to construct new waste rock
dumps in the valley downstream of the new tailings dam (Figure 11.8). There is also adequate space to
manage new tailings to be generated from mining of the in situ material. In addition, the southern-most
tailings area will become available for storage of new tailings once this material has been reclaimed and
re-treated through the processing plant.
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Figure 11.8
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Proposed new waste rock dump site
ROM ore and waste rock will be drilled and blasted on 5 m benches using hydraulically operated drill rigs,
and mined over two 2.5 m (plus blast-induced swell) lifts. A single cutback of the existing pits is proposed,
although the final configuration and design of the open pits will be confirmed by the PFS. The mining fleet will
be owned and operated by the contractor, and will include hydraulic rock drills, small hydraulic excavators
configured as backhoes, rear-dump tipper trucks, and support equipment such as graders, dozers, and water
carts.
Waste rock overburden will be removed to expose the underlying ore while the pits are dewatered, followed
by ore mining. If ore is not visually distinguishable from waste rock, blastholes in ore zones will be sampled
and assayed to provide mining control.
Open-pit operations will be staged to enable smoothing of ore and waste rock volumes. Staging will be
achieved by scheduling ore and waste rock from the north pit and main pit separately. Pit wall angles will be
determined from a geotechnical assessment of rock conditions and structural controls, with berms left
between successive benches. Batter face angles are expected to be 65 to 75 in competent rock, with flatter
slopes of 50 to 60 in weathered rock.
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Processing
12.1 Previous open-pit processing operations

Based on testwork completed by Normet, a processing plant (as summarised in Figure 12.1) was built at site
to treat the gold mineralisation mined from the open pit.
Figure 12.1
Process design flowsheet recommended for Lubuk Mandi, 1991
AMC has been provided with an incomplete set of production records for the operation that ran from 1993 to
1999, comprising a selection of monthly reports, as well as a selection of six monthly reports, most of which
are written in Malay.
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The records suggest that the overall average gold recovery achieved for the operation was 81%, but records
show significant variation from month to month and for different years. In the early years of the operation, the
gold was hosted in oxidised mineralisation that generally delivered higher gold recoveries. In later years,
anecdotal evidence suggests that recoveries dropped to 70% when the gold was hosted in fresh sulphide
mineralisation.
12.2 Tailings re-treatment operations
12.2.1
Plant design and commissioning
The flowsheet proposed as a result of the tailings processing metallurgical testwork investigations is shown
schematically in Figure 12.2. Key components of the process include feed preparation using a trommel
washing process, flotation to produce a gold-rich concentrate, and cyanidation of the resulting concentrate. A
CIL process followed by carbon elution, electrowinning, and smelting is used to produce a gold dor for sale.
Tailings from the re-treatment process will be stored in a new tailings facility located to the north-west of the
processing plant and north of the tailings material earmarked for re-treatment.
Figure 12.2
Simplified tailings re-treatment flowsheet
Earthworks for the tailings re-treatment plant commenced in the first quarter of 2014. Agreements for the
supply and erection of processing equipment with a feed capacity of 1,000 tonnes per day were signed with
the Yantai Jinpeng Machinery Co Ltd of Shandong province in North-Eastern China, and construction of the
processing plant started in the June 2014 (Figure 12.3).
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Figure 12.3
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Tailings process plant, December 2014
Initial commissioning of the processing plant commenced in late January 2015. The commissioning process
was overseen by Core. The commissioning of the plant was tested in semicontinuous operations from
28 January to 30 April 2015. In May 2015, Core issued a commissioning report that concluded that all of the
installed equipment and machineries were operational, but that there would be ongoing maintenance issues
on moving and wearing parts, and electrical components.
During the initial commissioning period to 30 April 2015, AASB reported that 23,670 tonnes of tailings were
processed, and 19 oz of gold in dor was produced. AMC considers it likely that the low gold production was
the result of frequent interruptions to the operation of the plant during the commissioning phase, and the
build-up of a working inventory of gold within the process plant.
As a result of the difficulties experienced during the initial commissioning period, AASB suspended the
commissioning process to carry out modifications to the plant and further analysis. The modifications
included the replacement of some plant components, the purchase and installation of additional equipment,
and the relocation of some equipment. The plant was restarted on 21 July 2015. At the time of AMCs site
visit on 11 August 2015, some design modifications were still to be completed.
AASB has advised that since restarting the commissioning process, 19,385 tonnes of tailings at an average
grade of 0.64 g/t Au have been processed up to 30 September 2015. The plant has been operated initially
on a single eight-hour shift, and later on a two eight-hour shift per day basis. Hourly throughput rates close to
the long-term planned rate have been achieved on an intermittent basis. Plant utilisation has been much
lower than AMC would normally anticipate during a commissioning period, partly because of the working shift
arrangements, but also because of the need to repair, replace, and modify aspects of the original plant. Gold
recovery since the restart is reported to have averaged 36%; however, recovery has progressively increased
since the restart and averaged 52% in September.
AMC is of the opinion that following a move to 24 hour per day, 7 day per week operation and the successful
completion of the commissioning process, the tailing feed rate and gold recoveries within the range indicated
by the testwork should be achieved. AMC anticipates that an extended training, process stabilisation, and
optimisation period will be required. A high level of ongoing work is also expected to be required to maintain
the plant in good operating condition.
The cost of constructing the tailings re-treatment plant is estimated by AASB at RM13.0 million. The
commissioning expenses to 30 June 2015 are reported as RM1.12 million. Figure 12.4 shows the operation
of the flotation circuit in August 2015 during AMCs site visit.
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Figure 12.4
12.2.2
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View of the flotation cells at the tailings re-treatment plant
Forecast production schedule
AMC has reviewed AASBs tailings re-treatment schedule and has prepared a revised schedule as
summarised in Table 12.1. These assume that the tailings reprocessing plant operates at a feed rate of
1,000 tonnes per day with a 90% to 92% utilisation. AMCs estimate of the tailings reprocessing schedule is
based on the tailings Mineral Resource estimate at 30 September 2015. AMC has adjusted the Mineral
Resource grade from 0.74 g/t to 0.70 g/t to account for dilution and losses during the mining process, and for
actual production to September 2015.
AMC has assumed a progressive improvement in mill feed rate from the current levels, and that process
recovery will progressively improve and eventually stabilise towards the midpoint of the range indicated by
the Stage 3 testwork programme.
Table 12.1
Tailings re-treatment: forecast production schedule
Item
Units
2015
2016
2017
2018
2019
Total
000 t
49
329
338
338
338
1,392
Head grade: gold
g/t
0.70
0.70
0.70
0.70
0.70
0.70
Plant recovery
54%
65%
69%
69%
69%
67%
kg (oz)
19 (600)
149 (4,780)
162 (5,221)
162 (5,221)
162 (5,221)
655 (21,045)
Gold production
Totals may not equal the sum of the components due to rounding.
12.3 Proposed processing of in situ mineralisation

No new metallurgical work has been carried out on the in situ material. Historical reports and previous
metallurgical reports are currently being sourced at the mine site for use in the PFS.
AASB envisages that the in situ mineral resources mined from the pit would be treated in the processing
plant constructed to reprocess the tailings mineral resource. A crushing and grinding circuit would be added
to the front of the plant, and the flotation, concentrate leaching, and gold-processing facilities would be
expanded. AASB estimates the cost of converting the plant to process the in situ material at a rate of
500 tonnes per day (165,000 tonnes per annum) is approximately US$1.5 million.
AMC anticipates that AASB will investigate various options for developing the in situ Mineral Resource. The
options might include sequential processing of the in situ material after reprocessing the tailing, or
processing the in situ and tailings in parallel. Further study and evaluation will be required to identify the most
appropriate development and processing strategy.
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Infrastructure
13.1 Mine infrastructure

Infrastructure at the Project comprises the old treatment facilities and office building, the new processing
plant and office building, and a security hut at the entrance to the site, all connected by site roads. A shipping
container near the old treatment facilities is used for the storage of drill core from the most recent drilling
programme. Figure 13.1 shows an old waste rock dump, a site road, and high-voltage power lines that cross
the site.
Figure 13.1
Old waste dumps, site access road and power lines, August 2015
13.2 Power
High-voltage power lines cross the Project, delivering power to the site via a local transformer station.
13.3 Water
Process water is sourced from the river via a pump and pipeline. Process water for the tailings re-treatment
plant has also been sourced from the main pit, but its low pH has caused corrosion at the plant and will not
be used in future.
13.4 Transport
People and goods are transported to and from the site via public and site roads.
13.5 Staffing
The current tailings mining and processing operation involves 25 employees. All site personnel reside locally
in private accommodation. The processing operation is currently operating on two 8-hour shifts per day, but
is expected to go to a three-shift operation before the end of 2015.
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Market studies and contracts
14.1 Market overview

Gold is a dense, soft, malleable, and ductile metal with a bright-yellow colour and lustre that does not tarnish
in air. In nature, gold occurs as a native metal, in alloys with other elements, notably silver e.g. electrum, and
in minerals with tellurium, bismuth, and antimony.
Gold has been a valuable and highly sought after precious metal for coinage, jewellery, and other arts since
long before 5,000 BC. The historical value of gold resulted from its medium rarity, easy handling and minting,
easy smelting, non-corrodibility, distinct colour, and non-reactivity to other elements.
Today, gold production is used for jewellery (approximately 50% to 60% of annual production), monetary
exchange and investment (approximately 30% to 40% of annual production), and other applications
(approximately 5% to 10% of annual production) that include medicine, food and drink, solder, embroidery,
reflective coatings, and electronics. Table 14.1 shows trends in the demand for gold for the period from
January 2013 to June 2015. The World Gold Council reported that at the end of 2014, there were
183,600 tonnes of gold stocks in existence above ground.
Table 14.1
Gold demand statistics from January 2013 to June 2015
Jewellery
2013
2014
Q313
Q413
Q114
Q214
Q314
Q414
Q115
Q215
Q215 vs
Q214
% change
2,673.2
2462.9
628.4
616.0
618.1
594.5
593.7
656.6
603.4
513.5
14
Technology
354.3
346.5
87.4
84.4
82.2
86.3
87.7
90.4
81.6
85.5
Electronics
248.6
277.6
61.7
59.7
65.3
68.8
70.5
73.0
64.9
68.2
Other industrial
82.7
49.0
20.1
19.5
11.5
12.6
12.3
12.6
11.9
12.6
Dentistry
23.0
19.9
5.6
5.2
5.3
4.9
4.9
4.8
4.7
4.7
Investment
785.6
820.2
202.2
161.0
267.9
199.9
182.5
169.9
275.5
178.5
11
Total bar and coin

demand
1,702.0
1004.4
320.9
346.5
281.5
237.8
223.0
262.0
252.1
201.4
15
Physical bar
demand
1,335.8
725.7
262.4
261.4
201.3
170.6
166.5
187.4
191.5
152.3
11
Official coin
266.3
204.6
42.2
67.0
64.4
49.2
36.1
54.9
45.9
36.2
26
Medals/imitation
coin
99.9
74.0
16.4
18.0
15.8
18.1
20.4
19.7
14.6
12.9
29
ETFsA and similar

products
916.6
184.
118.7
185.5
13.6
37.9
40.5
92.1
23.4
22.9
625.5
590.5
138.9
150.0
119.8
157.2
179.5
133.9
123.6
137.4
13
4,438.6
4220.1
1056.8
1011.5
1087.9
1038.0
1043.5
1050.8
1084.0
914.9
12
Central banks and

other institutions
Gold demand
Source: World Gold Council 2015.
Currently, China is the largest gold-producing country in the world, accounting for approximately 15% of total
production. Asia as a whole produces approximately 22% of mined gold; approximately 20% comes from
Africa; Central and South America produces around 17%; North America supplies around 15%; and around
14% originates from the Commonwealth of Independent States region. Recycling of gold accounts for around
one-third of the total supply of gold.
Gold has been used throughout history as money and has been a relative standard for currency equivalents
specific to economic regions or countries, until recent times. Since 1919, the most common benchmark for
the price of gold has been the London gold fixing, a twice-daily telephone meeting of representatives from
five bullion-trading firms of the London bullion market. Furthermore, gold is traded continuously throughout
the world based on the intra-day spot price, derived from over-the-counter gold-trading markets around the
world.
The gold price history from September 2010 to August 2015 is shown in Figure 14.1. The price rose steadily
from early 2010 to peak at nearly US$1,900 per oz in mid-2011, before stabilising between US$1,600 to
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1,800 per oz from mid-2011 to early 2013. From March to July 2013, the gold price dropped dramatically to
US$1,250 per oz and has been trending lower since then.
Figure 14.1
Five-year gold price history; October 2010 to September 2015
Source: World Gold Council 2015a.
Like most commodities, the price of gold is driven by supply and demand. However, unlike most other
commodities, saving and disposal plays a larger role in affecting its price than its consumption. Most of the
gold mined still exists in accessible form, such as bullion and mass-produced jewellery. Given the huge
quantity of gold stored above ground compared to the annual production, the price of gold is mainly affected
by changes in sentiment, rather than changes in annual production.
14.2 Proposed sales agreements
AASB has provided AMC with a sales receipt from Yi Xing Goldsmith Sdn Bhd for gold dor produced from
the tailings re-treatment plant, indicating that they received the prevailing gold price for the full gold content
of the dor, with no refining deductions. AMC understands that the likely buyers for future output from the
tailings re-treatment are local goldsmiths.
The gold dor to be produced is readily marketable and sold, and AMC considers there is effectively no risk
associated with selling gold in the market place.
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Social, environmental, heritage, and health and safety management
15.1 Social management

AMC has sighted AASBs Inventory Policy for Gold and Environmental Safety and Health - Policies and
Procedures (Version 1.2 dated July 2015) (EHS Policy and Procedures). This document includes
statements of policy commitment to community relations and corporate social responsibility. The statements
provide overall direction on matters such as:
x
x
x
x
Social and economic development through local employment opportunities and local business
development.
Corporate social responsibility.
Addressing social and economic aspects of mine closure.
Engagement with communities to identify community development projects.
The policy and procedures will require further development and detail to define where and how AASBs
social impact management will be implemented. This will most likely be informed by the social-economic
baseline and impact-management studies that have been commissioned as part of a new environmental
impact statement (EIS) for the Project.
AMC notes that urban encroachment has occurred, with the nearest residences and a university campus
located within 200 m of historical mining areas and the tailings storage facility. Whilst there is no direct
access to the MLs from residences and the university, environmental impacts such as noise, air, lighting,
visual amenity, water quality, and potential loss of amenity might become potentially significant issues for the
new neighbours of the mine. Social impact management, community engagement, and grievance
mechanisms will need to be developed to prevent, manage, and respond to these risks.
15.2 Environmental management
AASB operations are required to comply with the EQA. AMC has not sighted any environmental permits for
the Project, but has been advised by AASB that all environmental permits required to operate the tailings retreatment plant have been received. As part of the legal due diligence process, ZICo has also completed an
independent check on the status of environmental permits.
AASB proposes to manage the environmental impact of its operations in accordance with:
x
x
x
x
x
The EQA and associated regulations.

The EHS Policy and Procedures document, including procedures relating to the containment of tailings
from the processing plant, containment of process water, and management of surface water run-off.
The environmental aspects set out in the OMS (dated 18 August 2014).
The environmental management framework and impact mitigation measures proposed in the original
EIS for the project (Normet 1990).
The environmental management framework and impact mitigation measures to be developed as part
of the new EIS for the project.
AASB has advised AMC that the owner of the land retains the responsibility for rehabilitation of the site
post-mining in accordance with the Mining Concession Work Agreement. Typically, the contribution to a
common rehabilitation fund (required under the Terengganu SME) is the responsibility of a ML holder. AMC
has not noted any delegation of this requirement to AASB in the Mining Concession Work Agreement, which
would appear reasonable as this could transfer the existing mine closure liabilities to AASB.
The previous mining operations have left a number of potential environmental management risks, including:
x
x
x
Acidic pit water in the two open pits.

Potential acid and metalliferous drainage from unrehabilitated waste rock dumps.
Land disturbance that has not been rehabilitated.
Environmental management measures are available in the mining industry to address these matters to
ensure compliance with legislation. AMC has not sighted detailed environmental management plans for
management of water (acid and metalliferous) or land rehabilitation, or other environmental impacts.
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Environmental baseline studies and management measures to be developed as part of the new EIS will
need to particularly focus on these risks, along with air, noise, waste management, and other risks, to ensure
regulatory compliance.
15.3 Heritage management
AASB operations are required to comply with the National Heritage Act 2005. There are no assessments of
existing archaeological values or cultural heritage values for this mine. Similarly, there are no assessments
of potential impacts or proposed management measures for cultural heritage values, if present. This issue
has been included in the risk register in this IQPR.
15.4 Health and safety management
AASB operations are required to comply with the Occupational Safety and Health Act 1994 (OSHA). The
OSHA applies throughout Malaysia in the mining industry to ensure that employees, contractors, visitors, and
surrounding communities are not exposed to risks to their safety or health.
The Factories and Machinery Act 1967 (FMA) applies throughout Malaysia with respect to matters relating to
the registration and inspection of machinery. The FMA requires all machinery to be of sound construction,
sound material, free from defect, suitable for the purpose, be properly maintained, and operated by
appropriately qualified persons.
AMC understands that AASB proposes to obtain the necessary permits for machinery currently being
operated on all sites, and to comply with the terms and conditions imposed by the Department of
Occupational Safety and Health and the statutory conditions set out in the FMA.
AASB is required to develop an occupational health and safety (OH&S) policy and report any accident,
dangerous occurrence, occupational poisoning, or occupational disease. AASB has prepared the EHS
Policies and Procedures document to meet this requirement. The document sets out:
x
x
x
x
x
x
Policy objectives and policy level direction.

Outline level procedures.
Requirement for safety training.
Hazard identification.
Personal protective equipment (PPE) requirements.
Monitoring and reporting requirements.
Site induction presentations include high-level information on safe work policy and procedures, and a record
of inductions and safety training is maintained. Site personnel are provided with basic safety training and
provided with appropriate personal protective equipment. Safety signage at the processing plant site is of a
good standard and consistent with accepted industry practice. Incidents that are required to be recorded
under the OSHA are documented and recorded.
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Economic analysis
No ore reserves have yet been estimated for the Project and, therefore, an accurate economic analysis for
the current tailings re-treatment operation and the proposed redevelopment of open-pit mining and
processing is not possible as at 30 September 2015.
16.1 Historical economic analysis of open-pit mining
In 1992, PMINT commissioned a CIP plant at Lubuk Mandi with a capital expenditure of RM21 million. Scant
details of operating costs have been provided to AMC for this operation, and few records of financial
performance.
16.2 Tailings re-treatment
AMC has estimated mineral resources of tailings. Whilst no ore reserves have been estimated, AASB has
commenced mining, has completed construction and is commissioning a processing plant. AASB has
advised AMC that it believes that this deposit can be profitably exploited. AMC has reviewed the Companys
economic assessment to support the development of the tailings re-treatment, and considers it to be
reasonable.
16.2.1
Capital costs
In 2015, AASB commissioned a new treatment plant for the processing of the tailings mineral resource, and
has provided AMC with an expended capital cost of approximately RM13.0 million. AMC anticipates minimal
sustaining capital will be required for the remainder of the re-treatment operation.
16.3 Forecast operating costs
AMCs estimate of operating costs for the tailings re-treatment operation is based on cost estimates provided
by AASB. AMC has reviewed these costs and believes that they are based on reasonable assumptions. For
the most part, the costs have been estimated in US$. AMC believes that this is a reasonable approach as a
significant portion of the inputs to the mining and processing operation (fuel, reagents, and other
consumables) are likely to be closely related to US$ prices. Table 16.1 summarises the production cost by
year. AMC believes that the cost schedule is based on reasonable grounds.
Table 16.1
Tailings re-treatment: forecast operating cost schedule
Item
Units
2015
2016
2017
2018
2019
Total
Mining cost
US$000
53
354
363
363
363
1,496
Processing cost
US$000
313
1,431
1,443
1,443
1,443
6,071
Administration and overheads
US$000
24
113
114
114
114
478
Royalty and tribute payments
US$000
68
550
616
600
595
2,430
US$000
459
2,447
2,536
2,520
2,515
10,476
US$ per oz
764
512
486
483
482
498
Total cost
Cost per oz gold sold
16.4 Forecast cash flow analysis

Given the inherent volatility in commodity markets, the current levels of commodity prices relative to historical
AMCs estimate of the average gold prices have taken into account the historical spot prices, current forward
prices, and consensus price forecasts compiled by Consensus Economics Inc, Energy & Metals Consensus
Forecasts dated August 2015. There is a healthy margin between assumed gold prices and estimated
operating costs.
Royalty payments include the state government royalty of 5% of the revenue generated from gold sales, and
a tribute of 5% of revenue from gold sales payable to PMINT.
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AMC has been advised by AASB that corporate tax on earnings prior to 2017 will be offset by unabsorbed
tax credits. Terrengganu is within a promoted area and AASB is eligible to apply for a 100% tax exemption,
which typically applies for a five-year period from the date of approval. In the event that approval is not
granted, a corporate tax rate of 25% will apply to earnings after deduction of capital depreciation allowances.
16.5 Redevelopment of open-pit mining
AMC has estimated mineral resources of in situ mineralisation below the existing open pit. No ore reserves
have been estimated, and AASB has engaged AMC to complete a PFS that may form the basis for
estimation and reporting of an ore reserve for this mineralisation.
As part of the PFS, AMC has prepared a number of preliminary conceptual production scenarios to assess
the potential for deepening the existing open-pit mine. This work has used the in situ mineral resources as at
30 September 2015, pit slope angles based on a preliminary geotechnical review, indicative mining costs,
dewatering the pit and re-establishing open-pit mining operations, and indicative processing costs.
A preliminary mining schedule, based on reasonable assumptions, indicates that approximately 12 months
pre-stripping will be required before a consistent plant feed would be available for processing.
through the tailings re-treatment plant in parallel with the tailings, b) processing after tailings re-treatment is
addition to the crushing and milling circuit.
As no meaningful mineral processing testwork has yet been carried out on the in situ material, there is
significant uncertainty regarding gold recovery. Information from the previous mining operation indicates that
in the order of 70% gold recovery was being achieved towards the end of the operation when sulphide
materials were being treated. AMC has assumed a gold recovery of 76% within the range of 71% to 81%.
The key features of the conceptual open-pit mining scenario are summarised in Table 16.2. There is a
healthy margin between assumed gold prices and estimated operating costs using these input assumptions.
Table 16.2
In situ mineralisation conceptual open-pit mining scenario parameters
Parameter
Units
Maximum mining rate
Mtpa
3.0
Waste mined
Mt
9.93
Mill feed
Mt
0.98
Strip ratio
10:1
Head grade: gold
g/t
1.85
Mill feed processing rate
Median value
ktpa
165
76%
Mining cost
US$ million
16.39
Processing cost
US$ million
6.05
US$ million
0.57
Royalty and tribute
US$ million
5.09
Total operating cost
US$ million
28.11
Capital cost
US$ million
2.00
kg
1,387
oz
44,493
US$ per oz
675
Plant recovery (midpoint value)
Gold production
Gold production
Cost per oz gold sold (including capital)
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Risk assessment
17.1 Risk-rating definitions

Project risks have been assessed on the basis of likelihood of occurrence and on the consequence of an
event occurring, resulting in a risk matrix that is used to define the level of management responsibility. The
tables below define the categories used in this report to assess likelihood, consequence, and risk rating.
Table 17.1
Categories and definitions used to assess likelihood
Likelihood
Definition
Almost certain
Event is expected to occur in most circumstances; more than one event per month
Likely
Event will probably occur in most circumstances; less than one event per month but more than one event per year
Moderate
Event might occur at some time; less than one event per year but more than one event per five years
Unlikely
Event could occur at some time; less than one event per five years
Rare
Event may only occur in exceptional circumstances or is unlikely to occur
Table 17.2
Categories and definitions used to assess consequence
Consequence
Definition
Catastrophic
Very large financial loss (greater than US$5 million); death or serious injury to multiple persons; major loss of
plant resulting in greater than three months loss of production capability; toxic environmental release off-site with
detrimental effect.
Major
Major financial loss (US$1 million to US$5 million); death or serious injury to multiple persons; extensive loss of
plant resulting in one to three months loss of production capability; off-site environmental release without
detrimental effect or on-site release with detrimental effect.
Moderate
High financial loss (US$0.1 million to US$1 million); serious injury to multiple persons; moderate loss of plant
resulting in one week to one month loss of production capability; on-site environmental release contained with
assistance without causing long-term detrimental effect.
Minor
Medium financial loss (US$10,000 to US$0.1 million); minor injury to one or two persons; minor loss of plant
resulting in one day to one week loss of production capability; on-site environmental release immediately
contained without long-term detrimental effect.
Insignificant
Low financial loss (less than US$10,000); no injuries; less than one day loss of production capability; no
environmental impact.
Table 17.3
Risk rating
Catastrophic
Major
Moderate
Minor
Insignificant
Almost certain
High risk
High risk
High risk
Medium risk
Medium risk
Likely
High risk
High risk
Medium risk
Medium risk
Low risk
Moderate
High risk
High risk
Medium risk
Low risk
Low risk
Unlikely
High risk
Medium risk
Medium risk
Low risk
Low risk
Rare
Medium risk
Medium risk
Low risk
Low risk
Low risk
17.2 Risk assessment

The categories used to assess the technical and economic risks for the Project reflect the material technical
and economic parameters defined in the JORC Code to assess mineral resources and ore reserves. The
open-pit redevelopment and tailings re-treatment have been risk assessed independently and are presented
in Table 17.4 for the open-pit redevelopment and Table 17.5 for the tailings re-treatment.
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Open-pit redevelopment risk assessment
E-119
Moderate
Moderate
Major
Moderate
Some of the infrastructure required for the open-pit redevelopment is in place from the previous operation, however, until metallurgical
Moderate
testwork is completed, the processing plant infrastructure requirements are uncertain.
The economic viability of the open-pit redevelopment is dependent on costs and revenue. Whilst the Company can, to some extent,
control many of its cost inputs, both costs and revenues will be impacted by currency exchange rates (particularly RM to US$) and the
Moderate
gold price. Uncertainties in exchange rates and gold price result in significant economic risk, but also provide an opportunity for
additional revenue should the gold price increase.
Rare
Rare
Unlikely
Rare
Rare
No testwork has been completed on the remaining in situ mineralisation to establish the expected recovery for gold, the suitability of
the existing processing plant (built to re-treat tailings) to treat in situ mineralisation, performance of simultaneous treatment of in situ
mineralisation with tailings, design modifications to the existing plant that might be necessary, and capital and operating costs.
The gold dor to be produced is readily marketable and sold, and AMC considers there is effectively no risk associated with selling
gold in the market place.
No specific legal risks have been identified, but AMC notes that AASB is bound to comply with a range of laws and regulations
relating to legal requirements.
No specific environmental risks have been identified, but AMC notes that AASB is bound to comply with a range of regulations and
requirements relating to the environment. The most plausible environmental risks relate to unacceptable discharges from the site, or
accidents associated with cyanide transport or use.
There are no communities in close proximity to the Project, and mining and processing operations have been conducted at site since
the early 1990s with no records of social unrest. AASB is employing staff drawn from local communities, who appear to be supportive
of the operation.
No specific governmental risks have been identified, but AMC notes that AASB is bound to comply with a wide range of government
regulations and requirements
Processing and
metallurgical
Infrastructure
Economic
Marketing
Legal
Environmental
Social
Governmental
Moderate
Moderate
Moderate
Moderate
Insignificant
Major
Moderate
There are a significant number of mining-related uncertainties relating to dewatering of the existing pits, the amount of mud/sludge
sitting in the bottom of the pits to be removed after dewatering, geotechnical inputs to open-pit design, and detailed operating cost
estimates. These issues will be addressed in the PFS, but this work will not be completed until late 2015 or early 2016.
Mining
Moderate
Moderate
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Low
Low
Medium
Low
Low
High
Medium
Medium
High
Medium
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Consequence Risk rating
Geology and
mineral resource
estimation
Likelihood
Sufficient exploration has been undertaken to develop a global mineral resource estimate to an acceptable level of certainty in
determining the extent and grade of mineralisation, however, there is uncertainty associated with the local controls on gold
mineralisation. Production records from previous mining are not detailed enough to provide reliable reconciliation data. AMC
considers that grade control activities will be required as part of the mining cycle to define ore-waste boundaries and accurate gold
grade estimates.
Risk category and description
Table 17.4
E-120
Insignificant
The tailings re-treatment plant has been built and is being commissioned. The plant has not reached steady-state operation, designed
Moderate
production levels, or gold recovery targets. AMC considers there is some risk that plant performance will not reach design targets,
which will impact operating costs and revenues.
The economic viability of the tailings re-treatment is dependent on costs and revenue. Whilst the Company can, to some extent,
control many of its cost inputs, both costs and revenues will be impacted by currency exchange rates (particularly RM to US$) and the
Moderate
gold price. Uncertainties in exchange rates and gold price result in significant economic risk, but also provide an opportunity for
additional revenue should the gold price increase.
Rare
Rare
Unlikely
Rare
Rare
All infrastructure is in place to re-treat tailings, and AMC considers infrastructure-related risks are low.
The gold dor to be produced is readily marketable and sold, and AMC considers there is effectively no risk associated with selling
gold in the market place.
No specific legal risks have been identified, but AMC notes that AASB is bound to comply with a range of laws and regulations
relating to legal requirements.
No specific environmental risks have been identified, but AMC notes that AASB is bound to comply with a range of regulations and
requirements relating to the environment. The most plausible environmental risks relate to unacceptable discharges from the site, or
accidents associated with cyanide transport or use.
There are no communities in close proximity to the Project, and mining and processing operations have been conducted at site since
the early 1990s with no records of social unrest. AASB is employing staff drawn from local communities, who appear to be supportive
of the operation.
No specific governmental risks have been identified, but AMC notes that AASB is bound to comply with a wide range of government
regulations and requirements
Processing and
metallurgical
Infrastructure
Economic
Marketing
Legal
Environmental
Social
Governmental
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Moderate
Unlikely
Mining of tailings should be relatively straightforward, and has begun. AMC considers the risks associated with mining are relatively
low.
Mining
Moderate
Moderate
Moderate
Moderate
Minor
Major
Moderate
Moderate
Moderate
Sufficient exploration has been undertaken to interpret the gold distribution within the tailings and develop a mineral resource
estimate to an acceptable level of certainty for mining and processing, but local variability is expected both laterally and with depth.
Unlikely
Low
Low
Medium
Low
Low
Medium
Low
High
Medium
Medium
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Consequence Risk rating
Likelihood
Geology and
mineral resource
estimation
Tailings re-treatment risk assessment
Risk category and description
Table 17.5

18
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Interpretation and conclusions
Lubuk Mandi hosts two mineral assets; in situ gold mineralisation below the existing open pit that was mined
in the 1990s and 2000s, and tailings produced from the processing of the mineralisation mined previously.
AASB and GBM have adequately defined mineral resources for both the in situ and tailings mineralisation.
Most of the resource has been categorised as Indicated Mineral Resource. No Measured Mineral Resource
has been determined, primarily because of the uncertainties associated with some of the pre-2013 historical
drilling, survey control, database integrity, and a lack of QA/QC records associated with the pre-2013 drilling.
As at 30 September 2015, no ore reserves have been defined.
AASB has constructed a tailings re-treatment plant at site and is currently mining tailings and commissioning
the re-treatment plant. AASB has completed significant technical and economic analysis to justify its
investment decision. Whilst no formal ore reserves have been estimated for this material, AMC has reviewed
the Companys economic and technical assessment to support the development of the tailings re-treatment
operation, and considers it to be reasonable.
AASBs plans for the redevelopment of open-pit mining and processing are dependent on the conversion of
mineral resources to ore reserves, and this will be dependent on the completion of a PFS. AASB has
commissioned AMC to undertake a PFS and this work is in progress. At the effective date of this report, AMC
considers that uncertainty associated with the estimation of in situ ore reserves is the biggest technical risk
associated with the Project.
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Recommendations
19.1 Open-pit redevelopment

AMC recommends that the following work should be undertaken to progress the redevelopment of the
open-pit mining and processing operation:
x
Further drilling should be completed to:

Define extensions to the existing mineral resources and upgrade Inferred Mineral Resources to
an Indicated/Measured status for possible conversion to ore reserves.
Define the extents and geometry of individual lodes of in situ mineralisation. Diamond drilling to
obtain orientated core is considered the best option to help define this structurally controlled
gold deposit.
Define the boundary between oxide and fresh mineralisation to assist in assessing metallurgical
characteristics and processing plant performance.
The PFS should be completed as soon as possible to determine appropriate mining, processing,
infrastructure, and economic parameters to support the potential estimation and reporting of ore
reserves. This work includes additional metallurgical testwork to assess processing options,
performance, and gold recovery.

19.2 Tailings re-treatment

AMC recommends that the following work should be undertaken as part of the tailings re-treatment
operation:
x
x
x
x
x
Further drilling to define the thickness of tailings materials, the geometry of the dam at the margins of
the tailings, and to improve understanding of the local gold grade distribution laterally and vertically.
Routine surveying of the as-mined tailings material e.g. quarterly, to facilitate reconciliation of the
resource model to processing plant production.
Establish tightly controlled processing plant sampling procedures to monitor daily plant performance
and to facilitate accurate reconciliation with the resource model.
Establish tightly controlled cost reporting systems to facilitate prudent cost-control management.
Investigate the other deposits of tailings at site to assess opportunities to re-treat tailings that are not
currently in the mineral resource inventory.
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References
24hGold 2012, Malaysia, History of gold production since January 1, 1972, dated 1 January 2012 12:00
AM, available http://www.24hgold.com/english/stat_country_detail.aspx?pays=Malaysia&deid=24470B1670 ,
viewed 5 September 2015.
Angka Alamjaya Sdn Bhd 2015, cashflow model for tailings & hardrock_Mr.Lim_120815, Excel file last
modified 13 August 2015, internal document.
Angka Alamjaya Sdn Bhd 2015a, Co-operation Agreement, between Angka Alamjaya Sdn. Bhd and
Sinomine Resource Exploration Co., Ltd on 14 August 2015, 28 pp, confidential document.
Angka Alamjaya Sdn Bhd 2015b, Fixed Asset Register 2015 Site Period January 2015 to June 2015,
updated 15 July 2015, internal document.
Angka Alamjaya Sdn Bhd 2015c, Monthly Production Cost Analysis February 2015 to June 2005, internal
company excel spreadsheet, 31 July 2015.
Angka Alamjaya Sdn Bhd, 2015d. Inventory Policy for Gold and Environmental Safety and Health - Policies
and Procedures (Version 1.2), unpublished report.
Antap Georesources Sdn Bhd & Skandus Pty Ltd 2013, Lubuk Mandi Gold Mine Geological Evaluation,
prepared by Nathan Achuk and Scott McManus for Alam Angkajaya Sdn Bhd, 5 April 2013, 57 pp., internal
document.
Antap Georesources Sdn Bhd 2013, Tailing Review Programme 2013, prepared by Nathan Achuk for GBM
Resources Ltd, 26 pp., internal document.
Asia Mining Sdn Bhd 1994, "Rusila-Terengganu Evaluation Report", written by Mohamad Nazir Omar
(advisor Lee Mun Kit), March 1994 , 19 pp., internal report.
Australasian Joint Ore Reserves Committee, 2012. Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves (the JORC Code), 2012 edition, effective December 2012, 44 pp.,
available <http://www.jorc.org/docs/JORC_code_2012.pdf>, viewed 27 May 2015.
Aycel Global Holdings Sdn Bhd 2004, "Lubuk Mandi Project, Exploration Progress Report, 08-10-04",
prepared for Bidalan Mayan Sdn Bhd, 8pp., confidential report.
Bennetts, L. 2014b, "Permint Data Summary" for Lubuk Mandi QA/QC, 6 pp., internal company report.
Cobbing, E. J., Mallick, D. J., Pitfield, P. E. J. & Teoh, L. H. 1986. The granites of the south-east Asia tin belt.
Journal of the Geological Society, London, 143, 537-550.
Core Process Engineering 2013, Lubuk Mandi Gold Tailings Retreatment and Plant Evaluation, written by
Rohner, P & Ventura, R, report no. 174-001 (file reference: CPE Report 174-001 Final.docx), confidential
report.
Core Process Engineering 2014, Flowsheet Development Testwork for Lubuk Mandi Gold Tailings
Retreatment Project (Stage 3), written by Rohner, P & Ventura, R, report number 174-003, confidential
report.
Core Process Engineering 2015, Summary on the Plant Commissioning of Angka Alamjayas Gold Tailings
Retreatment Plant Facility at Lubuk Mandi, Kuala Terengganu, Malaysia, written by Rohner, P & Ventura, R,
2015, commissioning summary report number CPE-AA-003, 11 May 2015, confidential report.
Environmental Quality (Clean Air) Regulations 2014 (Malaysia)
Environmental Quality (Scheduled Wastes) Regulations 2005 (Malaysia)
Environmental Quality Act 1974 (Malaysia)
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Factories and Machinery Act 1967 (Malaysia)

GBM Resources Ltd 2013, "Standard Operating Procedure, Exploration Tailings Drill Product Logging and
Sampling", dated 14 August 2013, prepared by G. Dean, 5 pp., internal document.
GBM Resources Ltd 2013a, Lubuk Mandi Gold Project Update September 2013, unpublished presentation
given at Sheraton Towers Hotel Singapore, 26 September 2013, 33 pp.
GBM Resources Ltd 2013b, Lubuk Mandi Gold Project, GBM Resources Internal Technical Due Diligence,
May 2013, unpublished report.
GBM Resources Ltd 2014, "Banka Data Summary", prepared by Loredana Bennetts, 3 pp., internal
document.
GBM Resources Ltd 2014a, "Core Sampling Procedure, GBM-SOP-XXX" dated July 2014, revision 1
prepared by Tyler Lamb on 8 July 2014, 10 pp., internal document
GBM Resources Ltd 2014b, "Database Management Procedure, GBM-SOP-0XX", dated July 2014, revision
1 prepared by L. Bennetts on 13 August 2014, 24 pp., internal document.
GBM Resources Ltd 2014c, "GBM Lubuk Mandi, Bulk density measurements, GBM-SOP-XXX", dated July
2014, revision 1 prepared by Tyler Lamb on 8 July 2014, 4 pp., internal document
GBM Resources Ltd 2014d, "Lubuk Mandi Geological Summary", report prepared by Tyler Lamb, September
2014, 33 pp., internal document
GBM Resources Ltd 2014e, "Lubuk Mandi Personal Communication Memo", prepared by Tyler Lamb to
Halim Bin Yusof, 16 September 2014, 2 pp., personal communication.
GBM Resources Ltd 2014f, "Lubuk Mandi, Core Logging Procedures, GBM-SOP-XXX" dated August 2014,
revision 1 prepared by T. Lamb and approved by N. Norris on 13 August 2014, 6 pp., internal document
GBM Resources Ltd 2014g, "Lubuk Mandi, Diamond Rig Supervision, GBM-SOP-XXX", dated August 2014,
revision 1 prepared by G. Dean on 10 August 2014, 9 pp., internal document.
GBM Resources Ltd 2014h, "Lubuk Mandi: GBM Drilling Assay QAQC Issues", revision 1 prepared by
Loredana Bennetts and Tyler Lamb on 25 August 2014, 3 pp., internal document.
GBM Resources Ltd 2014i, "Parameters for Mineralised zone interpretation", prepared by Tyler Lamb, 16
September 2014, 1 pp., internal doucment.
GBM Resources Ltd 2015, Lubuk Mandi Gold Mine Production Commences Gold Production, ASX
announcement, 8 April 2015, 3 pp., available <http://www.asx.com.au/asxpdf/20150408/pdf/42xrz8pw36
1q0w.pdf>.
Halim Bin Yusof 2015, Pengesahan Confirmation (Confirmation letter), Perbadanan Memajukan Iktisad
Negeri Terenggan, 10 September 2015, internal document.
Mineral (Terengganu) Enactment 2002 (Malaysia)
Mineral Development Act 1994 (Malaysia)
Minetech Constructions Sdn. Bhd. 2015, Proposed for Earthworks Project at Lubok Mandi Terengganu,
Letter of agreement to Angka Alamajaya Sdn Bhd, from Pete Chin SC, 28 January 2015, unpublished
document.
National Heritage Act 2005 (Malaysia)
Normet Pty Ltd & State Economic Development Corporation (SEDC) 1991, "Environmental Impact
Assessment" for the Rusila Gold Project, 116 pp., confidential document.
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Occupational Health and Safety Act 1994 (Malaysia)

Perbadanan Memajukan Iktisad Negeri Terengganu (PMINT) 2013, Mining Concession Work Agreement,
between PMINT and Angka Alamjaya Sdn Bhd on 15 February 2013, 28 pp., confidential document.
Permint Minerals Sdn Bhd, 1997, "Laporan Kajian Prospek Undergaround Emas Rusila, Penggerudian
Dalam, Fasa I dan II" (Reports on underground gold prospect Rusila - drilling in Phase 1 and 2), July 1997,
28 pp., internal report.
PERMINT Minerals Sdn Bhd, 1999, Beberapa Petunjuk Operasi Dan Kewangan 1993 1999 (Production
Records 1993 to 1999), 10 April 1999, internal document.
PERMINT Minerals Sdn Bhd, 1999a. Production summary. Internal company report.
Skandus Pty Ltd 2013, Lubuk Mandi, Terengganu, Tailings Resource Estimate., report prepared by Scott
McManus for GBM Resources Ltd, 21 October 2013, 44 pp., internal document.
Skandus Pty Ltd 2014, Lubuk Mandi, Terengganu, Resource Estimate., report prepared by Scott McManus
et. al. for GBM Resources Ltd, 56 pp., 25 September 2014, internal document.
Terengganu Mineral Regulations 2005 (Terengganu)
The VALMIN Committee (VALMIN), Code for the Technical Assessment and Valuation of Mineral and
Petroleum Assets and Securities for Independent Expert Reports (The VALMIN Code), 2005 edition,
effective April 2005, 24 pp., available <http://www.valmin.org/valmin_2005.pdf>, viewed 28 August 2015.
World Gold Council 2015, Gold Demand Trends, Second quarter 2015, August 2015, 29 pp. available
<http://www.gold.org/supply-and-demand/gold-demand-trends>, viewed 28 August 2015.
World
Gold
Council
2015a,
Interactive
gold
price
chart,
<http://www.gold.org/investment/interactive-gold-price-chart>, viewed 28 August 2015.
available
Yeap Ee Beng 2000, "The Prospects for Hardrock Gold and Tin Deposits in Malaysia", Proceedings of the
Annual Geological Conference 2000, Geological Society of Malaysia (Pulau Pinang, Malaysia, 89
September 2000), pp. 8, available <http://www.gsm.org.my/content.php?id=54&pid=702001-101667>,
viewed 1 September 2015.
Zaid Ibrahim & Co, Project Hardrock, Due Diligence Report Dated [] on Angka Alamjaya Sdn Bhd,
reference ZICO Draft: 29 June 2015, 104 pp., internal document.
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Date and signature pages
21.1 AMC Director: Mr Andrew Hall

I, Andrew Hall, confirm that I am a Principal Consultant and Director of AMC Consultants Pty Ltd and that I
directly supervised the production of the report titled Independent Qualified Person's Report on the Lubuk
Mandi Gold Project, Malaysia with an effective date of 30 September 2015, in accordance with SGX Catalist
Rule 442 (b).
I confirm that my firms directors, substantial shareholders, employees, and I are independent of Anchor
Resources Limited (the listing applicant) and its subsidiaries, and each of their directors and substantial
shareholders, and their associates. In addition, my firms directors, substantial shareholders, employees, and
I have no interest, direct or indirect, in the listing applicant, its subsidiaries, or associated companies, and will
not receive benefits other than remuneration paid to AMC in connection with this independent qualified
persons report (IQPR). Remuneration paid to AMC is not dependent on the findings of this IQPR.
I am a Member of The Australasian Institute of Mining and Metallurgy. I have not been found in breach of any
relevant rule or law of that institute, and I am not the subject of any disciplinary proceeding. I am not the
subject of any investigation that might lead to a disciplinary proceeding by any regulatory authority or any
professional association. I have reviewed this IQPR to which this Consent Statement applies.
3 December 2015
Si
Signature
ign
gnat
a ure of A
AMC
MC Dire
Director
Date
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21.2 AMC Competent Person for Mineral Resources: Mr Mark Berry

I, Mark Berry, confirm that I am a Principal Geologist with AMC Consultants Pty Ltd and that I am responsible
for the estimation and reporting of the exploration targets, Exploration Results, and Mineral Resources in the
report titled Independent Qualified Person's Report on the Lubuk Mandi Gold Project, Malaysia with an
effective date of 30 September 2015.
I confirm that my firms directors, substantial shareholders, employees, and I are independent of Anchor
Resources Limited (the listing applicant) and its subsidiaries, and each of their directors and substantial
shareholders, and their associates. In addition, my firms directors, substantial shareholders, employees, and
I have no interest, direct or indirect, in the listing applicant, its subsidiaries, or associated companies, and will
not receive benefits other than remuneration paid to AMC in connection with the independent qualified
persons report (IQPR). Remuneration paid to AMC is not dependent on the findings of this report.
I am a Member of The Australian Institute of Geoscientists. I have not been found in breach of any relevant
rule or law of that institute, and I am not the subject of any disciplinary proceeding. I am not the subject of
any investigation that might lead to a disciplinary proceeding by any regulatory authority or any professional
association.
I have read and understood the requirements of the 2012 edition of the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves (JORC Code, 2012 Edition).
I am a Competent Person as defined by the JORC Code, 2012 Edition, having greater than five years
experience that is relevant to the style of mineralisation and type of deposit described in this report, and to
the activity for which I am accepting responsibility.
I verify that this report is based on and fairly and accurately reflects, in the form and context in which it
appears, the information in the supporting documentation relating to Exploration Results and Mineral
Resources. I have reviewed this report, to which this Consent Statement applies, and I consent to the
release of this report.
3 December 2015
Signature of AMC
MC Competent
MC
Com
o
Person (Mineral Resources)
Date
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Abbreviations/terms
Term/abbreviation
Description/unit
pH
acidity or basicity
percent
<
less than
>
greater than
AAS
atomic absorption spectroscopy
AASB, or the Company
Ag
silver
AGH
Aycel Global Holdings Sdn Bhd
AIG
Australian Institute of Geoscientists
ALS
ALS Laboratories
AMC
ARL, or the listing applicant
As
arsenic
ASX
Australian Securities Exchange
Au
gold
AusIMM
The Australasian Institue of Mining and Metallurgy
BCL
bulk cyanide leach
BLD
lower limit of detection
BMSB
BV
Bureau Veritas
CIL
carbon-in-leach
CIP
carbon-in-pulp
cm
centimetre
Consession Agreement
concession contract work agreement
Core
Core Process Engineering Pty Ltd
CP(Geotech)
Chartered Professional (Geotechnical)
CP(Min)
Chartered Professional (Mining)
CRF
common rehabilitation fund
CRM
certified reference material
Cu
copper
DE
Department of Environment
Director General
Director General of Environmental Quality
DMG
Department of Minerals and Geoscience
DTM/s
digital terrain model/s
EDM
electronic distance measuring
EHS Policy and Procedures
AASBs Inventory Policy for Gold and Environmental Safety and Health - Policies and Procedures
(Version 1.2 dated July 2015)
EIA
environmental impact assessment
EIANZ
Environment Institute of Australia and New Zealand Inc
EIS
environmental impact statement
EL/s
exploration licence/s
EQA
ESZ
eastern shear zone
FAusIMM
Fellow of The Australasian Institute of Mining and Metallurgy
FMA
gram(s)
g/t
grams per tonne
GBM
GBM Resources Ltd
Gemcom
Gemcom Gems 6.5
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Term/abbreviation
Description/unit
GPA
global positioning system
ha
hectare/s
ICP
inductively coupled plasma
ICP-AES
inductively coupled plasma atomic emission spectroscopy
ID2
inverse distance squared
IQPR
independent qualified person's report
JORC
Joint Ore Reserves Committee
kg
kilogram(s)
km
kilometre(s)
koz
thousand troy ounces
ktpa
kilotonne per annum
Lubuk Mandi, or the Project
Lubuk Mandi gold project
metre(s)
mE
metres east
mN
metres north
m RL
metres reduced level
m3
cubic metre
m3
cubic metre/s
MAIG
Member of the Australian Institute of Geoscientists
Makmal
Makmal PMSB Plant laboratories
MAusIMM
Member of The Australasian Institue of Mining and Metallurgy
MDA
Mineral Development Act 1994
MEIANZ
Member of the Environment Institute of Australia and New Zealand Inc
mg
milligram
mL
milliltre/s
ML/s
mining lease/s
MLZ
main lode zone
mm
millimetres
mm
millimetres
mm, or micron
micron (10-6), one millionth of a metre
MNRE
Ministry of Natural Resources and Environment
Mt
million tonnes
Mtpa
million tonnes per annum
Normet
Normet Pty Ltd
OH&S
occupational health and safety
OHSA
Occupational Safety and Health Act 1994
OK
ordinary kriging
OMS
Operational Mining Scheme
OREAS
Ore Research and Exploration Pty Ltd
oz
ounce/s (troy)
PERMINT
Permint Minerals Sdn Bhd
PFS
pre-feasibility study
PL
prospecting licence
PMINT
Perbadanan Memajukan Iktisad Negeri Terengganu (The State Economic Development Corporation
of Terengganu)
PPE
personal protective equipment
ppm
parts per million
PVC
Polyvinyl chloride
quarter
QA/QC
quality assurance/quality control
QC
quality assurance
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Term/abbreviation
Description/unit
QKNA
quantative kriging neighbourhood analysis
RC
reverse circulation
RM
Malaysian Ringgit
ROM
run-of-mine
RQD
rock quality designation
sulphur
SEDC
State Economic Development Corporation
Sekata Drilling
Sekata Drilling Sdn Bhd
SGD
Singapore Dollars
SGS
SGS Laboratories
SGX
Sinomine
Sinomine Resource Exploration Co. Ltd
Skandus
Skandus Pty Ltd
SMEs
State Mineral Enactments
SOP/s
standard operating procedure/s
SQL
structured query language
std dev.
standard deviation
tonne(s)
t/m3
tonnes per cubic metre
ULD
upper limit of detection
US$
United States Dollar
UTM
Universal Transverse Mercator
WSZ
western shear zone
ZICo
Zaid Ibrahim & Co
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Appendix A
Checklist of assessment and reporting criteria, based
on Table 1 of the 2012 JORC Code
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Appendix A - 1
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E-132
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Drill type (eg core, reverse circulation, open-hole hammer, rotary air blast, auger, Bangka,
sonic, etc) and details (eg core diameter, triple or standard tube, depth of diamond tails,
face-sampling bit or other type, whether core is oriented and if so, by what method, etc).
Nature and quality of sampling (eg cut channels, random chips, or specific specialised
industry standard measurement tools appropriate to the minerals under investigation, such
as down hole gamma sondes, or handheld XRF instruments, etc). These examples should
not be taken as limiting the broad meaning of sampling.
Include reference to measures taken to ensure sample representivity and the appropriate
calibration of any measurement tools or systems used.
Aspects of the determination of mineralisation that are Material to the Public Report.
In cases where industry standard work has been done this would be relatively simple (eg
reverse circulation drilling was used to obtain 1 m samples from which 3 kg was pulverised
to produce a 30 g charge for fire assay). In other cases more explanation may be required,
such as where there is coarse gold that has inherent sampling problems. Unusual
commodities or mineralisation types (eg submarine nodules) may warrant disclosure of
detailed information.
Sampling
techniques
Drilling techniques
JORC Code explanation
Criteria
(Criteria in this section apply to all succeeding sections)
Section 1 Sampling techniques and data
Appendix A - 2
The details of historical drilling programmes are largely unknown.

In situ
HQ and PQ triple-tube diamond drill coring is the main drilling method used. RC has
been used to pre-collar some deeper core drillholes. Drillhole downhole depths range
up to about 360 m.
GBM diamond drill core (except from LMD010) only was oriented using a Coretell
orientation tool where practical to do so.
The details of sampling procedures used for the historical drilling and trenching are
largely unknown. It is assumed that sampling procedures would have aligned to usual
industry practices of the day.
For GBM programmes, there are defined SOPs that were followed. GBM drilling is the
primary source of the resource estimates.
In situ
For UG series drillholes, pre-collar reverse circulation (RC) samples weighing around
22 kg per drilled metre were split down into 2 kg bags. A small sample was retained in
chip trays for future reference.
For GBM diamond drill core, the recovered core was placed in core trays, marked,
photographed, geologically and geotechnically logged, core recovery determined, and
RQD assessed. Core trays were then plastic-wrapped, stacked, and secured, then
loaded and transported to a central core shed facility. At this facility, density
determinations, based on water immersion technique, were completed on selected
intervals. Once density measurements were made, a conventional diamond blade core
saw was used to cut the core in half before being sampled. The procedure is
documented, was used at all sites, and is aligned to common industry practice.
The sampling technique used on diamond drill core from earlier drilling campaigns is
assumed to be similar though no core photographs are available.
Tailings
For banka drilling, a subsample was taken from each 5-foot (approximately 1.5 m)
interval drilled.
Diamond drill core sampling SOP involved pushing the retrieved core out of the core barrel
and cutting it, with upper half removed and placed into half of a cut PVC pipe. The two
parts were then placed into buckets with one half being designated for assay and the other
for metallurgical testwork or reference. Samples were taken at 1 m intervals for gold
assaying. A small portion of the samples were also used for density measurements. Some
samples were also panned. Subsequently, groups of five samples were combined into a
single composite and despatched for other element analysis.
Material retrieved from the hand auger drilling was placed into a bucket. As the
intersected material was wet, a scoop was used to obtain a sample for assay. The
resultant sample intervals were generally irregular with maximum interval being 1 m.
Commentary
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Appendix A - 3
For the historical drilling, subsampling procedures are expected to have been aligned to
usual industry practices of the day.
In situ
Subsamples were obtained by cutting diamond drill core in half using a saw with
one-half sent for assay and the other half for metallurgical testing or retained for future
reference.
Tailings
Subsamples were obtained by cutting diamond drill core in half using a saw with
one-half sent for assay and the other half for metallurgical testing or retained for future
reference.
Sample preparation was completed ALS Brisbane, while for historical drilling, sample
preparation was completed by the mine or Terengganu SEDC laboratories.
To ensure samples taken were representative, experienced geologists have undertaken
tasks and advised and trained other field staff. Documented operating procedures for
If core, whether cut or sawn and whether quarter, half or all core taken.
If non-core, whether riffled, tube sampled, rotary split, etc and whether sampled wet or dry.
For all sample types, the nature, quality and appropriateness of the sample preparation
technique.
Quality control procedures adopted for all sub-sampling stages to maximise representivity of
samples.
Measures taken to ensure that the sampling is representative of the in situ material collected,
including for instance results for field duplicate/second-half sampling.
Whether sample sizes are appropriate to the grain size of the material being sampled.
Sub-sampling
techniques and
sample
preparation
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Geological logs for the historical drilling and trenching are incomplete.
All GBM drillholes were geologically logged for their length. Depending on drilling type,
logs included the recording of lithology, veining types, minerals observed, oxidation,
alteration, colour, grain size, sample weight, structural features, and basic geotechnical
measurements. Comments and further observations were added in all logs.
Both qualitative and quantitative definitions are used for logged items.
Diamond drill core was photographed after mark-up, wet and dry, before sampling.
The information contained in logs is used in compiling the Mineral Resource estimates.
Whether core and chip samples have been geologically and geotechnically logged to a level
of detail to support appropriate Mineral Resource estimation, mining studies and
metallurgical studies.
Whether logging is qualitative or quantitative in nature. Core (or costean, channel, etc)
photography.
The total length and percentage of the relevant intersections logged.
The average core recovery of historical drilling programmes is not unknown exactly, but
comments in the available documentation indicate that it was good.
Diamond core sample lengths were measured, recorded, and recovery calculated as an
integral part of the logging procedure.
To maximise core recovery, the diamond core drilling method was based on the
triple-tube approach together with larger diameter coring of HQ and PQ size. This
approach helped to preserve core in place, particularly in broken and/or clayey materials.
No relationship was detected between elemental abundances and core recovery or
riffle-split subsamples.
In situ
The average drilled interval was 1.03 m with the average recovered interval being
0.98 m for an average core recovery of 95%.
Tailings
For the tailings materials, a core lifter specifically adapted to further enhance the
retrieval of the fine-grained and often wet material was added. The average core
recovery was 93%.
Method of recording and assessing core and chip sample recoveries and results assessed.
Measures taken to maximise sample recovery and ensure representative nature of the
samples.
Whether a relationship exists between sample recovery and grade and whether sample bias
may have occurred due to preferential loss/gain of fine/coarse material.
Drill sample
recovery
Logging
Commentary
Tailings
The range in depth of HQ and PQ triple-tube diamond core drillholes is between 5 m to
23 m, while banka drillholes were 12 m to 27 m and hand auger drilling 0.4 m to 3.7 m.
No core orientation was possible on the generally wet and unconsolidated material.
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Criteria
The nature, quality and appropriateness of the assaying and laboratory procedures used and
whether the technique is considered partial or total.
For geophysical tools, spectrometers, handheld XRF instruments, etc, the parameters used
in determining the analysis including instrument make and model, reading times, calibrations
factors applied and their derivation, etc.
Nature of quality control procedures adopted (eg standards, blanks, duplicates, external
laboratory checks) and whether acceptable levels of accuracy (ie lack of bias) and precision
have been established.
Quality of assay
data and
laboratory tests
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Criteria
E-134
Appendix A - 4
After the sample was prepared, laboratories completed gold fire assay. Repeat
analyses are available for some of the historical assaying.
PERMINT drilling
During the period 19951997, gold assaying was completed using AAS and minor
elements by ICP analysis at Makmal and Chendering respectively.
GBM drilling
At ALS Brisbane, the defined method (Au-AA25) is described as based on a 30 gram
sample fused with a mixture of lead oxide, sodium carbonate, borax, silica, and other
reagents as required, inquarted with 6 mg of gold-free silver and then cupelled to yield a
precious metal bead. The bead is digested in 0.5 mL dilute nitric acid in the microwave
oven. 0.5 mL concentrated hydrochloric acid is then added and the bead is further
digested in the microwave at a lower power setting. The digested solution is cooled,
diluted to a total volume of 10 mL with demineralised water, and analysed by AAS
against matrix-matched standards. The technique is total.
For multi-element analysis, the defined method (ME-ICP61) is described as using
0.25 g prepared sample digested in a four-acid solution (perchloric, nitric, hydrofluoric,
and hydrochloric) with further dilute hydrochloric acid added to dissolve the residue
(total dissolution might not always be achieved). The resulting solution is analysed by
ICP-AES. Results are corrected for spectral interelement interferences.
For multi-element analysis, the defined method (ME-ICP41) is described as digesting a
prepared sample with aqua regia in a graphite heating block. After cooling, the resulting
solution is diluted to 12.5 mL with deionised water, mixed, and analysed by ICP-AES.
Results are corrected for interelement spectral interferences.
Five samples were sent to ALS Townsville for screen fire assay. The Au-SCR22AA is
described as 1 kg prepared pulp being screened using 100 m stainless steel sieve with
both fractions analysed. The oversize is analysed by fire assay with a gravimetric finish
while the undersize is firstly homogenised, then two subsamples are analysed by fire
assay and AAS finish as described previously. The total gold is calculated using the
assay results and the weights of the screen fractions.
The QA/QC programme included the insertion of blind blanks and CRMs into submitted
sample batches. The CRMs were purchased from a reputable supplier and supplied as
small sealed packages. Field duplicates were also included in the QA/QC programme.
Laboratory repeat assays and introduced CRMs were also monitored.
The rate of insertion was 1 in 25 for blanks, CRM, and field duplicates.
As an umpire laboratory check, two sets of 105 samples from high-grade zones were
sent to SGS and BV for comparison with ALS results.
Following analysis of the results, AMC considers assays to be adequate for the grade
estimation of gold resources. Assaying and laboratory procedures used are usual
industry practice, well-documented, supervised, and the technique is considered total.
drill supervision, core logging, core cutting, and density measurement were followed in
obtaining samples.
AMC considers sampling to follow usual industry practices and appropriate for obtaining
assays suitable for resource estimation.
Commentary
314002
In situ
The nominal drillhole spacing is 20 m (northing) by 20 m (easting). The historical drilling
includes 108 diamond core holes (11,526 m) by SEDC, 24 diamond core holes
(3,909 m) with a further 2,119 blastholes (10,595 m) by PERMINT, and 34 diamond
core holes (1,150 m) by BMSB. GBM completed 30 diamond core (6,230 m) drillholes.
Tailings
In total, 26 banka drillholes (441 m), 29 HQ-size diamond drillholes (434 m), and
24 hand auger drillholes (39 m) were completed between 2004 and 2013. All drillholes
were vertical and drilled on a nominal 50 m by 50 m grid. Only the diamond core
drillholes were used for resource estimation.
Data spacing for reporting of Exploration Results.

Whether the data spacing and distribution is sufficient to establish the degree of geological
and grade continuity appropriate for the Mineral Resource and Ore Reserve estimation
procedure(s) and classifications applied.
Whether sample compositing has been applied.
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Data spacing and

distribution
For historical drillholes, the details of the location determination are unknown, but it is
assumed the methods used were aligned to usual industry practices of the day.
GBM drilling
For all surveys, the grid system used was WGS84 UTM Zone 54. No local grids are in
use.
Collar surveys were carried out by handheld GPS until certified surveyors using
differential GPS are available more accurately to locate drill collars.
In situ
Downhole surveys were carried out at approximately 30 m using a single-shot downhole
survey camera.
Tailings
As the diamond core drillholes are vertical and of a relatively short length, no downhole
survey was necessary.
Topographic control was verified against a 2009 electronic distance measuring (EDM)
total station survey carried out over the entire project by PMINT.
AMC considers the location of drilling is robust and can be used for resource estimation.
Accuracy and quality of surveys used to locate drill holes (collar and down-hole surveys),
trenches, mine workings and other locations used in Mineral Resource estimation.
Specification of the grid system used.
Quality and adequacy of topographic control.
Location of data
points
Appendix A - 5
For historical data, the details of the data capture process and validation procedures are
unknown.
No drillholes have been twinned to date.
GBM drilling
Staff geologists inspected intervals of substantial mineralisation as part of the validation
and verification of sampled intervals.
Primary data was recorded on paper and/or entered digitally into the logging templates
then transferred to the database as defined in documented procedures. Data was
validated by field and office staff.
Validation checks were also completed by Skandus and AMC.
AMC considers the captured data can be used for resource estimation.
The verification of significant intersections by either independent or alternative company

personnel.
The use of twinned holes.
Documentation of primary data, data entry procedures, data verification, data storage
(physical and electronic) protocols.
Discuss any adjustment to assay data.
Commentary
Verification of
sampling and
assaying
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Criteria
Whether the orientation of sampling achieves unbiased sampling of possible structures and
the extent to which this is known, considering the deposit type.
If the relationship between the drilling orientation and the orientation of key mineralised
structures is considered to have introduced a sampling bias, this should be assessed and
reported if material.
The measures taken to ensure sample security.
The results of any audits or reviews of sampling techniques and data.
Orientation of data
in relation to
geological
structure
Sample security
Audits or reviews
E-136
Acknowledgment and appraisal of exploration by other parties.
Exploration done
by other parties
Appendix A - 6
In 1989, gold was discovered at the site that is now Lubuk Mandi, and a small gold rush
followed in the area. The state government (through SEDC) acquired the area after
tragic accidents occurred at the artisan workings. The focus of the workings was a 2 m
wide quartz vein, some 2 km in length with grades between 57 g/t Au.
SEDC, together with the Geological Survey of Malaysia and consultants, undertook
exploration in the area during 19891991 and defined in situ mining inventory of 0.75 Mt
at 3.43 g/t. PERMINT then developed an open-pit mine and operated CIP and CIL
plants between 1992 and 1998. During this period, total mine production was reported
Type, reference name/number, location and ownership including agreements or material

issues with third parties such as joint ventures, partnerships, overriding royalties, native title
interests, historical sites, wilderness or national park and environmental settings.
The security of the tenure held at the time of reporting along with any known impediments to
obtaining a licence to operate in the area.
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The location of the Lubuk Mandi project is on the north-east coast of Malaysia, some
17 km south of Kuala Terengganu, the capital of Terenggau State and 5 km north of the
township of Marang in the district of Marang.
AASB has been granted a mining right concession by PMINT (owner of the two leases)
for an unlimited period. The detail of the mineral tenements is provided in the body of
report.
AASB and GBM have entered into a joint venture agreement in 2013 to explore and
operate the leases.
All tenements and agreements are in good standing as of 30 September 2015.
Mineral tenement
and land tenure
status
Commentary
Skandus carried out a review of the sampling techniques and data and found it
appropriate.
For historical drilling, procedures to ensure sample security would have aligned to usual
industry practices of the day.
GBM drilling
Field staff were supervised to confirm documented procedures were followed that
ensure sample security from drilling through to dispatch of samples to ALS Brisbane.
In situ
In general, drillhole orientation is perpendicular to or at a high angle to the interpreted
mineralisation as was practicable to achieve. Core orientation was obtained using a
Coretell device where practicable to do so. This assisted in understanding the vein
orientations.
Two historical drillholes that follow the mineralisation downdip were excluded from
grade estimation.
There is no evidence at this stage or reason to believe that sampling is biased.
Tailings
As the tailings are more or less laid horizontally, banka, diamond core, and hand auger
drillholes were all drilled in a vertical orientation. As the drillholes are of a relatively short
length, no downhole survey was necessary.
Commentary
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Criteria
(Criteria listed in the preceding section also apply to this section)
Section 2 Reporting of exploration results
Criteria
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A summary of all information material to the understanding of the exploration results

including a tabulation of the following information for all Material drill holes:
easting and northing of the drill hole collar
elevation or RL (Reduced Level elevation above sea level in metres) of the drill hole collar
dip and azimuth of the hole
down hole length and interception depth
Deposit type, geological setting and style of mineralisation.
Geology
Drill hole
Information
Criteria
Appendix A - 7
Description of the drilling is within the body of the report and includes the extents of
drilling, drilling methods, drillhole orientations, total metres drilled, the usual sampling
interval, and assay results.
The project geology centres on a major fault zone striking around north-north-west
(340 to 350) and dipping steeply within the Carboniferous Sungai Perlis Beds. The
strike of the folded Carboniferous sequence of slate and phyllite units is between 340
and 350 and dip steeply to the east. Intrusive dykes have been observed intersecting
the sequence. The faulting is considered to be the key control of gold-bearing quartz
veining. Extensive zones of shearing and brecciation are observed in the pit. Alterations
such as silicification, argillisation, chloritisation, and sericitisation are common but not
extensive.
Gold mineralisation occurs within structurally controlled mesothermal quartz veins that
occur as strings or a few metres wide as exposed in the northern wall of the pit. The
veins are not continuous and subparallel to the bedding and dip steeply to the east.
Gold (sometimes visible) occurs along the contact with the host units. Pyrite, pyrrhotite,
chalcopyrite, and arsenopyrite also occur within the quartz veins.
Tailings dams were constructed on oxidised and weathered basement rocks. The
materials within tailings dams can be subdivided into three layersthe upper, the
middle, and the lowerbased on the physical characteristics recovered in diamond core
drilling. The separation was made on the varying proportions of clay, silt, and sand
within each layer. The upper layer is chiefly a silty sand; the middle is a mixture of silty
clay, clayey silt, and silty sand; and the lower is a silty sand on a silty clay that overlies
basement rocks. There is vertical variation in wetness and stickiness of materials
contained within the sequence. The thickness of contained materials also varies
laterally across the dam. Gold grade also varies vertically with a maximum around
1.1 g/t Au about 6 or 7 m down.
Commentary
as 2,800 kg of gold and 300 kg of silver. BMSB undertook some mining during 2008.
The total gold produced of the area was 107,754 oz Au.
SEDC undertook the first exploration, completing surface sampling, surface geological
mapping, trenching, and diamond core drilling. During mining operations, PERMINT
undertook further trenching and drilling programmes to explore the deposit potential
both laterally and at depth. At part of mining, RC grade control drillholes and open-hole
blastholes were also drilled. Between 2004 and 2008, BMSB completed further diamond
core drilling to assess the in situ resource and banka drilling to assess the potential of
reprocessing materials within the tailings dam. In 2013 and 2014, GBM undertook more
diamond core drilling to confirm the remaining in situ mineral resources and reassess
the potential with the tailings dam and adjacent mullock.
Documentation and data detailing the mining and exploration history has not been fully
preserved. Therefore, the total work and quality of such work, including whether it
satisfied JORC Code or other code requirements, are unknown but are assumed to be
aligned with usual industry practice of the day.
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Rock
sampling
In situ
Drilling
Tailings
Grade control
Appendix A - 8
AMC is not aware of AASBs plans to conduct any further exploration to test for
mineralisation extensions either laterally or at depth.
Immediately to the south of the main pit, along the line of lode outside of ML 2/2007, an
alluvial mining operation is being conducted by another party, believed to be artisanal
operators. This suggests that the lode continues to the south, and might provide an
opportunity for AASB in the future, when the alluvial material is exhausted.
Mapping
The nature and scale of planned further work (eg tests for lateral extensions or depth
extensions or large-scale step-out drilling).
Diagrams clearly highlighting the areas of possible extensions, including the main geological
interpretations and future drilling areas, provided this information is not commercially
sensitive.
Trenches
Further work
AASB/GBM

20132014
2008
PERMINT
19921999
PERMINT
19891990
2004
Company
A discussion of the accessible information of the exploration efforts is included in the

body of the report. The following table summarises the work completed:
Other exploration data, if meaningful and material, should be reported including (but not
limited to): geological observations; geophysical survey results; geochemical survey results;
bulk samples size and method of treatment; metallurgical test results; bulk density,
groundwater, geotechnical and rock characteristics; potential deleterious or contaminating
substances.
Other substantive
exploration data
Year
No new exploration results are reported in this Mineral Resource.
Balanced reporting Where comprehensive reporting of all Exploration Results is not practicable, representative
reporting of both low and high grades and/or widths should be practiced to avoid misleading
reporting of Exploration Results.
Appropriate maps and sections (with scales) and tabulations of intercepts should be included Plans of drilling locations and types are included in the body of the report. Example
for any significant discovery being reported These should include, but not be limited to a plan cross-sections are also provided in the body of the report.
view of drill hole collar locations and appropriate sectional views.
In situ
Diamond core and RC drilling is shallowly dipping relative to the steeply dipping
mineralisation and intersects at a high angle and can approach normal. The intercepts
do not always equate to true width.
Tailings
Drilling is vertical, intersecting the tailings normally or at a high angle. The intercepts will
often equate to true height of the tailings horizon.
These relationships are particularly important in the reporting of Exploration Results.

If the geometry of the mineralisation with respect to the drill hole angle is known, its nature
should be reported.
If it is not known and only the down hole lengths are reported, there should be a clear
statement to this effect (eg down hole length, true width not known).
Relationship
between
mineralisation
widths and
intercept lengths
Diagrams
This report does not contain any previously unreported exploration results and, likewise,
no aggregated intercepts are reported.
Metal equivalents have not been used in any calculations by AMC.
A more-detailed description on exploration activities and results is provided in the body
of the report.
In reporting Exploration Results, weighting averaging techniques, maximum and/or minimum

grade truncations (eg cutting of high grades) and cut-off grades are usually Material and
should be stated.
Where aggregate intercepts incorporate short lengths of high grade results and longer
lengths of low grade results, the procedure used for such aggregation should be stated and
some typical examples of such aggregations should be shown in detail.
The assumptions used for any reporting of metal equivalent values should be clearly stated.
Data aggregation
methods
Commentary

hole length.
If the exclusion of this information is justified on the basis that the information is not Material
and this exclusion does not detract from the understanding of the report, the Competent
Person should clearly explain why this is the case.
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Criteria
E-139
The extent and variability of the Mineral Resource expressed as length (along strike or In situ
otherwise), plan width, and depth below surface to the upper and lower limits of the Mineral The deposit dimensions are a strike length of 950 m (approximately northsouth) by 2 m
Resource.
thick (westeast), and 150 m down dip. The top of the mineralisation is exposed along
the entire length of the existing pit.
Tailings
The main tailings dam is about 500 m in width (westeast), 380 m in length
(northsouth), and on average 15 m thick (vertically).
Dimensions
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and The nature and appropriateness of the estimation technique(s) applied and key assumptions,
including treatment of extreme grade values, domaining, interpolation parameters and
maximum distance of extrapolation from data points. If a computer assisted estimation
method was chosen include a description of computer software and parameters used.
The availability of check estimates, previous estimates and/or mine production records and
whether the Mineral Resource estimate takes appropriate account of such data.
The assumptions made regarding recovery of by-products.
Estimation of deleterious elements or other non-grade variables of economic significance (eg
Confidence in (or conversely, the uncertainty of) the geological interpretation of the mineral Geological interpretation was based on geological logging of drilling and surface
deposit.
trenching combined with assay results. Lower gold cut-offs were also used in
distinguishing mineralised and unmineralised material. Consideration was also given to
Nature of the data used and of any assumptions made.
surface
geological mapping and pit mapping and contribution input from GBM and
The effect, if any, of alternative interpretations on Mineral Resource estimation.
consulting geologists.
The use of geology in guiding and controlling Mineral Resource estimation.
Data density is variable and, therefore, understanding and confidence in geological and
The factors affecting continuity both of grade and geology.
grade continuity varies. Further drilling in lower data density areas will assist in refining
mineralisation boundaries and improve differentiation between higher-grade and
lower-grade materials.
The key items modelled were lithology and structure that defined the mineralisation
envelopes. The envelopes encompass the majority of anomalous grade. The
constructed wireframes of the modelled geological and grade features are considered
appropriate to the type of mineralisation being evaluated.
Geological
interpretation
Estimation
modelling
techniques
Comment on any site visits undertaken by the Competent Person and the outcome of those Mark Berry undertook a visit to site in July 2014. He inspected the Lubuk Mandi open
visits.
pit, old and new processing plant sites, tailing dam, and tailings recovery operations.
If no site visits have been undertaken indicate why this is the case.
Site visits
Appendix A - 9
More-detailed description on exploration activities and results is provided in the body of

the report.
In situ
The resource estimate was completed in December 2014 using Gemcom mining
software and was based on all the available drilling. The geological interpretation was
captured by constructing wireframes to capture the mineralisation lode.
Sample intervals, generally 1 m, were flagged using the wireframe honouring the
interpreted boundaries. Composites were generated using the nominal length of 2 m
For historical drilling, the details of the data capture procedures are unknown; however,
it is likely that the process would have aligned to usual industry practices of the day.
GBM drilling
Collected data was entered directly or imported from digital spreadsheets into a
relational Microsoft Access database (DataShed software). A referential structure was
used to relate information like drillhole identifiers, and sample numbers to data.
Validation of the captured data included checks of entries against established code lists,
checks of duplication in entries, checks of interval sequence, and checks of data values.
Measures taken to ensure that data has not been corrupted by, for example, transcription or
keying errors, between its initial collection and its use for Mineral Resource estimation
purposes.
Data validation procedures used.
Commentary
Database integrity
314002
Criteria
(Criteria listed in section 1, and where relevant in section 2, also apply to this section)
Section 3 Estimation and reporting of Mineral Resources
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Criteria

sulphur for acid mine drainage characterisation).
In the case of block model interpolation, the block size in relation to the average sample
spacing and the search employed.
Any assumptions behind modelling of selective mining units.
Any assumptions about correlation between variables.
Description of how the geological interpretation was used to control the resource estimates.
Discussion of basis for using or not using grade cutting or capping.
The process of validation, the checking process used, the comparison of model data to drill
hole data, and use of reconciliation data if available.
E-140
Appendix A - 10
Commentary
with all residuals rejected. A grade cap of 40 g/t Au was applied to composites within
the mineralisation lode to address extreme isolated values. No estimations were
completed for any other elements.
Statistical and geostatistical analyses were completed. A robust result was obtained for
directional variograms for the main mineralisation zone. A search neighbourhood
analysis was also completed.
A geological model was constructed using the interpretation wireframes and surface
topography. The resultant model contained both parent cells (5 m X 20 m Y 5 m Z)
with a proportion to honour interpreted boundaries and to allow for the effective volume
representation.
Ordinary kriging grade interpolation was used to obtain grade estimates in parent cells.
A single-pass strategy based on a 113 m 57 m 12 m search ellipse striking 80 east
and dipping 70 to the east (derived from variogram orientation and ranges) selecting
between 3 and 12 composites was used. The discretisation point scheme was 3 3 3
(27 points).Visual and statistical validation of the estimations was completed. In
addition, swath plots were created. The model was also compared to an estimate based
on a cross-sectional polygonal method. It was not possible to make a direct comparison
with previous resource models as data files were not available. AMC considers the
block model grade distribution generally reflects the composite grade distribution.
Tailings
The resource estimate was completed in October 2013 using Gemcom mining software
and was based on all the available diamond drilling only. The geological interpretation
was captured by constructing wireframes to capture tailings material within the main
tailings dam and small tailings dam.
Sample intervals, 1 m for gold and 5 m for other elements (arsenic, sulphur, and
carbon), were flagged using the wireframe honouring the interpreted boundaries.
Composites were generated using the nominal sample interval.
Statistical and geostatistical analyses were completed. A robust result was obtained for
directional variograms for the main tailings dam material.
A geological model was constructed using the interpretation wireframes and surface
topography. The resultant model contained both parent cells (25 m X 25 m Y 5 m Z)
with a proportion to honour interpreted boundaries and to allow for the effective volume
representation.
Inverse distance squared grade interpolation was used to obtain grade estimates in
parent cells. A single-pass strategy based on a 60 m 50 m 5 m search ellipse
(derived from variogram orientation and ranges) selecting between 3 and 12 composites
was used.
Visual and statistical validation of the estimations was completed. In addition, swath
plots were created. The model was also compared to results of the previous modelling
based on banka drillholes in 2004 and to an estimate based on a cross-sectional
polygonal method. There is reasonable agreement between the modelling results.
AMC considers the block model grade distribution generally reflects the composite
grade distribution.
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In situ
It is anticipated the new processing plant for tailings will be modified to process
extracted material by crushing, flotation, and CIL (as in historical operations), or
alternatively, by a heap leach process.
Information from the previous mining operation indicates that in the order of 70% gold
recovery was being achieved towards the end of the operation when sulphide materials
were being treated. AMC has assumed a gold recovery of 70% within the range of 65%
to 75%.
No new metallurgical work has been carried out on the in situ material. Historical reports
and previous metallurgical reports are currently being sourced at the mine site.
Remaining core from the 2014 drilling campaign managed by GBM is being retrieved to
facilitate some metallurgical testing.
Tailings
The Stage 3 metallurgical testwork, completed by Core in 2014, indicated that gold
recovery of 85% to 91% to a flotation concentrate could be achieved, and that that
cyanidation of the concentrate could recover 78% to 79% of the gold in the concentrate.
Metallurgical
factors
assumptions
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Appendix A - 11
In situ
A mining sequence, based on reasonable assumptions, indicates that approximately
12 months pre-stripping will be required before a consistent feed would be available for
processing. A number of concepts currently exist for processing the in situ
mineralisation. These include a) processing through the tailings re-treatment plant in
parallel with the tailings, b) processing after tailings re-treatment is completed, or c) by
suspending tailings re-treatment while the in situ material is processed. If the material is
treated in parallel, additional flotation and concentrate-handling capacity is expected to
be required in addition to the crushing and milling circuit.
AMC has compiled a preliminary production scenario with an estimated cost/ounce of
US$700.
Tailings
Tailings material that is unconsolidated and free-digging is currently being mined and
processed in the adjacent plant constructed for the purpose. Reclamation of tailings will
progress from the current location in the south of the old tailings dam to the north, with
haulage distances increasing incrementally over time. No changes are proposed in the
method of reclaiming tailings.
AMC estimates an operating cost totalling US$505 per oz for the period 20152019.
Mining factors or Assumptions made regarding possible mining methods, minimum mining dimensions and
assumptions
internal (or, if applicable, external) mining dilution. It is always necessary as part of the
process of determining reasonable prospects for eventual economic extraction to consider
potential mining methods, but the assumptions made regarding mining methods and
parameters when estimating Mineral Resources may not always be rigorous. Where this is
the case, this should be reported with an explanation of the basis of the mining assumptions
made.
The basis for assumptions or predictions regarding metallurgical amenability. It is always

or necessary as part of the process of determining reasonable prospects for eventual economic
extraction to consider potential metallurgical methods, but the assumptions regarding
metallurgical treatment processes and parameters made when reporting Mineral Resources
may not always be rigorous. Where this is the case, this should be reported with an
explanation of the basis of the metallurgical assumptions made.
In situ
A lower cut-off of 0.3 g/t Au was applied in reporting mineral resources and reflects the
historic production and anticipated effective plant processing.
Tailings
A lower cut-off of 0.4 g/t Au was applied in reporting mineral resources and reflects the
historical production and effective plant processing.
Cut-off parameters The basis of the adopted cut-off grade(s) or quality parameters applied.
Whether the tonnages are estimated on a dry basis or with natural moisture, and the method The tonnage calculations are based estimates of in situ dry bulk density derived by dry
of determination of the moisture content.
density determinations using documented procedures. The materials used were dried
prior to measurements being made.
Commentary
Moisture
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Criteria
E-142
The basis for the classification of the Mineral Resources into varying confidence categories.
Whether appropriate account has been taken of all relevant factors (ie relative confidence in
tonnage/grade estimations, reliability of input data, confidence in continuity of geology and
metal values, quality, quantity and distribution of the data).
Whether the result appropriately reflects the Competent Persons view of the deposit.
Classification
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Whether assumed or determined. If assumed, the basis for the assumptions. If determined,
the method used, whether wet or dry, the frequency of the measurements, the nature, size
and representativeness of the samples.
The bulk density for bulk material must have been measured by methods that adequately
account for void spaces (vugs, porosity, etc), moisture and differences between rock and
alteration zones within the deposit.
Discuss assumptions for bulk density estimates used in the evaluation process of the
different materials.
Assumptions made regarding possible waste and process residue disposal options. It is
or always necessary as part of the process of determining reasonable prospects for eventual
economic extraction to consider the potential environmental impacts of the mining and
processing operation. While at this stage the determination of potential environmental
impacts, particularly for a greenfields project, may not always be well advanced, the status of
early consideration of these potential environmental impacts should be reported. Where
these aspects have not been considered this should be reported with an explanation of the
environmental assumptions made.
Bulk density
Environmental
factors
assumptions
Criteria
Appendix A - 12
In situ
The mineral resources have been classified based on the quality of the grade estimate,
and in consideration of the quality and quantity of the drilling data upon which grade
estimates are based. All estimates within the interpretation wireframes were assigned
an Indicated category in the first instance. An Inferred category was subsequently given
to those blocks where drillhole data spacing was greater than 25 m. AMC considers that
the modelled variography supports the 25 m radius classification criteria.
Tailings
All estimates within the interpretation wireframes were assigned an Inferred category in
the first instance. An Indicated category was subsequently given to those blocks around
which two or more drillholes were found within a 50 m search ellipse. AMC considers
In situ
Density measurements were made on segments of diamond drill core both inside and
outside of the defined mineralised lode within various lithologies and oxidation/
weathering types.
The determinations were performed on dried material following a defined procedure
using water immersion approach based on the Archimedes principle.
The averages of results are considered to reasonable estimates of dry in situ bulk
density.
Tailings
Density measurements were made on 100 mL portions of unconsolidated material taken
from retrieved drilling the tailings dam. Various materials from a single drillhole were
tested.
The determinations were performed on dried material following a defined procedure
using water immersion approach based on the Archimedes principle.
The averages of results are considered to be reasonable estimates of dry in situ bulk
density.
AASB has advised AMC that the owner of the land retains the responsibility for
rehabilitation of the site post-mining in accordance with the Mining Concession Work
Agreement. Typically, the contribution to a common rehabilitation fund (required under
the Terengganu SME) is the responsibility of a ML holder. AMC has not noted any
delegation of this requirement to AASB in the Mining Concession Work Agreement.
The previous mining operations have left a number of potential environmental
management risks, including:
x Acidic pit water in the two open pits.
x Potential acid and metalliferous drainage from unrehabilitated waste rock dumps.
x Land disturbance that has not been rehabilitated.
Commentary
An overall gold recovery of between 66% and 72% could be expected.
Key components of the process include feed preparation using a trommel washing
process, flotation to produce a gold-rich concentrate, and cyanidation of the resulting
concentrate. A CIL process followed by carbon elution, electrowinning, and smelting are
used to produce a gold dor for sale.
314002
The results of any audits or reviews of Mineral Resource estimates.
Audits or reviews
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Discussion
of Where appropriate a statement of the relative accuracy and confidence level in the Mineral
relative accuracy/ Resource estimate using an approach or procedure deemed appropriate by the Competent
confidence
Person. For example, the application of statistical or geostatistical procedures to quantify the
relative accuracy of the resource within stated confidence limits, or, if such an approach is
not deemed appropriate, a qualitative discussion of the factors that could affect the relative
accuracy and confidence of the estimate.
The statement should specify whether it relates to global or local estimates, and, if local,
state the relevant tonnages, which should be relevant to technical and economic evaluation.
Documentation should include assumptions made and the procedures used.
These statements of relative accuracy and confidence of the estimate should be compared
with production data, where available.
Criteria
E-143
Appendix A - 13
The grade distribution of composites (samples) is similar to that of block grade

estimates when compared in all three directions. Statistical analyses show averages are
similar. Visual inspection of coincident composites and block grade estimates exhibit
similar values. Trends observed in composites are reproduced to a large extent in block
grade estimates.
There is some uncertainty in grade and tonnage calculated using assignment of an
average density. Extra density measurements are always encouraged to ensure robust
calculations.
In undertaking exploration and evaluation of deposits, the selected assay suite and
technique is appropriate to the mineral being evaluated. QA/QC programmes have been
and should always be implemented as an integral part of the evaluation.
All the collected data must be captured and managed to ensure its integrity and
robustness. The collection systems must be current and applied.
The reported in situ grade and tonnage of resource estimate has taken into account
previous mining extraction to 30 September 2015.
In situ
The geological controls on mineralisation are not fully understood. Further drilling will
improve the understanding of spatial continuity and geometry of the multi-lode
mineralisation at a local scale. In planning the location of drillholes, the geometry,
orientation, and continuity of multiple mineralised horizons must be considered. For
instance, where relatively thin, steeply dipping mineralisation occurs, drillholes must be
spaced to ensure that there is sufficient definition of the lateral and downdip extent of
each mineralisation lode.
Tailings
The material within the tailings dam has been emplaced in no ordered manner.
Therefore, further drilling will improve the understanding of the distribution of clayey,
silty, and sandy materials and the grade distribution of gold. Around the peripheries of
the dam, the thickness of the accumulated tailings will be better known by further
targeted drilling. The extra drilling will assist in scheduling and understanding physical
and chemical character of extracted materials.
AMC completed reviews of the resource estimates generated for in situ and tailings by
Skandus Pty Ltd (Mr Scott McManus, a Member of The Australian Institute of
Geoscientists) and considers the estimates are a reasonable representation of the
Mineral Resources at Lubuk Mandi.
Commentary
the modelled variography supports the 50 m search ellipse radius.
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E-144
APPENDIX F AMC INDEPENDENT VALUATION REPORT

ABN 58 008 129 164

BRISBANE QLD 4000
AUSTRALIA
T
F
E
W
+61 7 3230 9000

+61 7 3230 9090
brisbane@amcconsultants.com
amcconsultants.com
Report
Independent Valuation Report on the Lubuk Mandi Gold
Project, Malaysia
AMC Project 315030
Effective date 30 September 2015
Report date 3 December 2015
Prepared in accordance with the requirements of Singapore Exchange Securities Trading Limited Catalist
Rules Practice Note 4C
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Independent Valuation Report on the Lubuk Mandi Gold Project, Malaysia
315030
Contents
1
Executive summary .................................................................................................................................. 1

1.1 Introduction .................................................................................................................................... 1
1.2 Property description and status ..................................................................................................... 1
1.3 Valuation approach ........................................................................................................................ 2
1.4 Valuation ........................................................................................................................................ 3
Introduction ............................................................................................................................................... 5
2.1 Purpose of this report ..................................................................................................................... 5
2.2 Use of report .................................................................................................................................. 5
2.3 Reporting standard......................................................................................................................... 5
2.4 Qualifications .................................................................................................................................. 5
2.5 Appointment of Specialists ............................................................................................................. 6
2.6 Statement of independence ........................................................................................................... 6
2.7 Reliance on information ................................................................................................................. 6
Property description ................................................................................................................................. 7

3.1 Physical geography ........................................................................................................................ 7
3.2 Climate ........................................................................................................................................... 7
3.3 History ............................................................................................................................................ 7
Ownership and tenement status............................................................................................................... 9

4.1 Ownership ...................................................................................................................................... 9
4.2 Tenement ....................................................................................................................................... 9
Mineral Resources ................................................................................................................................. 11

5.1 Background .................................................................................................................................. 11
5.2 Tailings Mineral Resource............................................................................................................ 11
5.3 In situ Mineral Resources............................................................................................................. 13
Ore Reserves ......................................................................................................................................... 14
Description of the tailings reprocessing operation ................................................................................. 15

7.1 Mining ........................................................................................................................................... 15
7.2 Tailings reprocessing ................................................................................................................... 15
7.2.1
Testwork .................................................................................................................. 15
7.2.2
Tailings gold recovery .............................................................................................. 17
7.2.3
Description of the existing tailings reprocessing plant............................................. 17
7.2.4
Infrastructure............................................................................................................ 18
7.2.5
Environmental overview .......................................................................................... 18
In situ Mineral Resource development concept ..................................................................................... 20

8.1 Status of open-pit mining studies ................................................................................................. 20
8.2 Proposed open-pit mining concept ..............................................................................................20
8.3 Proposed in situ processing concept ...........................................................................................20
Valuation approach ................................................................................................................................ 21
10
Valuation of the tailings Mineral Resource ............................................................................................. 23

10.1 Tailings reprocessing: production schedule ................................................................................. 23
10.2 Tailings reprocessing: operating cost estimate ............................................................................ 23
10.3 Economic assumptions ................................................................................................................ 23
10.3.1 Gold prices............................................................................................................... 23
10.3.2 Discount rate............................................................................................................ 24
10.3.3 Royalty payments .................................................................................................... 24
10.3.4 Taxation ................................................................................................................... 24
10.3.5 Currency and exchange rates ................................................................................. 24
10.4 Value of the tailings Mineral Resource ........................................................................................24
11
Valuation of the in situ Mineral Resource............................................................................................... 26

11.1 Value using the comparable and actual transactions method ..................................................... 26
11.1.1 Global gold project transaction summary for 2014 .................................................. 26
11.1.2 Comparable transaction summary........................................................................... 26
11.1.3 Value: comparable and actual transactions method ............................................... 27
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11.2 Value using the expected value method ...................................................................................... 27

11.3 Value of the Lubuk Mandi in situ mineral asset ........................................................................... 29
12
Valuation of the holding company .......................................................................................................... 30
13
Overall value of the Lubuk Mandi mineral assets .................................................................................. 31
14
Summary of key risks ............................................................................................................................. 32
15
References ............................................................................................................................................. 33
16
Expert Consent Statement ..................................................................................................................... 35
Tables
Table 1.1
Table 1.2
Table 4.1
Table 5.1
Table 5.2
Table 9.1
Table 9.2
Table 10.1
Table 10.2
Table 10.3
Table 11.1
Table 11.2
Table 12.1
Mineral Resources summary for in situ mineralisation, as at 30 September 2015 .................. 2

Mineral Resources summary for tailings, as at 30 September 2015 ........................................ 2
Tenement details as of October 2015 ....................................................................................... 9
Mineral Resource summary for the tailings deposit as at 30 September 2015 ...................... 13
Mineral Resource summary for in situ mineralisation as at 30 September 2015 ................... 13
Valuation approach applicable to the development status of the mineral asset..................... 21
Examples of valuation methods .............................................................................................. 21
Tailings reprocessing: production schedule for valuation purposes ....................................... 23
Tailings reprocessing: operating cost schedule for valuation purposes ................................. 23
Gold prices .............................................................................................................................. 24
Comparable transaction details .............................................................................................. 27
In situ mineralisation valuation production scenario key parameters ..................................... 28
AASB new share issues from November 2014 to May 2015.................................................. 30
Figures
Figure 3.1
Figure 4.1
Figure 5.1
Figure 7.1
Figure 7.2
Figure 7.3
Figure 10.1
Property location ....................................................................................................................... 7

Tenement location plan........................................................................................................... 10
The main tailings zones showing 2013 diamond drillholes and section lines ......................... 12
Tailings mining operation ........................................................................................................ 15
Simplified tailings reprocessing flowsheet .............................................................................. 16
View of the flotation cells at the tailings reprocessing plant ................................................... 18
Sensitivity of net present values to key input variables .......................................................... 25
Appendices
Appendix A
Abbreviations/terms
Distribution list
1 e-copy to Angka Alamjaya Sdn Bhd
1 e-copy to AMC Brisbane office
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ii
F-3

Executive summary
1.1
Introduction
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This report (Report) provides a valuation of the mineral assets of the Lubuk Mandi gold project (Lubuk Mandi
or the Property) located in Terengganu, Malaysia. The concession rights to explore and mine at the Property
are held by Angka Alamjaya Sdn Bhd (AASB or the Company).
This Report has been prepared by AMC Consultants Pty Ltd (AMC) at the request of AASB, the
Commissioning Entity as defined by the VALMIN Code1, and has been prepared for inclusion in the offer
document of Anchor Resources Limited (ARL), the parent company of AASB, in connection with its initial
public offering and the listing of its shares on Catalist, the sponsor-supervised listing platform of the
Singapore Exchange Securities Trading Limited (SGX). The effective date of the valuation is 30 September
2015.
This Report should not be used for any purpose other than a purpose directly related to the listing of ARL on
the SGX.
The SGX Catalist Rules for new mineral company listings (Practice Note 4C) 2 require that a valuation report
be prepared in accordance with the VALMIN Code, which is a code acceptable to the SGX. The VALMIN
Code is intended to apply primarily to technical assessments and valuations prepared in accordance with
Australian circumstances, practices, and terminology.
The VALMIN Code stipulates that the technical assessment and/or valuation of a mineral asset must be
prepared by an Expert3 and Specialists3. This Report has been prepared by Michael Thomas. Mr Thomas is
an employee of AMC and is the Representative Expert (as defined by the VALMIN Code) with overall
responsibility for the physical preparation and contents of this Report. Mr Thomas has relied on input
provided by Specialists Mr Robert Chesher and Mr Mark Berry from AMC, and the Malaysian law firm Zaid
Ibrahim & Co (ZICo).
Reference to mineral resources and ore reserves in this Report are in accordance with the JORC Code4.
Monetary values are United State dollars (US$) and Malaysian Ringgit (RM). All years refer to calendar
years 1 January to 31 December.
1.2
Property description and status
The Property is located within the State of Terengganu in Malaysia, approximately 2 kilometres (km) from the
coast and 17 km by road from the major town of Terengganu. The Property consists of two mining tenements
held by The State Economic Development Corporation of Terengganu (Perbadanan Memajukan Iktisad
Negeri TerengganuPMINT). In a concession agreement, PMINT subleased the tenements to AASB, which
gives control of operations on the tenements to AASB.
The mineral assets of the Property consist of in situ gold mineralisation that sits below a previously operated
open-pit mine, together with gold-bearing tailings from the processing of the ore derived from the previous
open-pit operation.
Mineral resources have been estimated and reported for in situ mineralisation as at 30 September 2015, and
are summarised in Table 1.1. Mineral resources have also been estimated for the tailings material, also
reported as at 30 September 2015 and summarised in Table 1.2. AMC Principal Geologist Mr Mark Berry is
3
4
The VALMIN Committee (VALMIN), Code for the Technical Assessment and Valuation of Mineral and Petroleum Assets and Securities for
Independent
Expert
Reports
(The
VALMIN
Code),
2005
edn,
effective
April
2005,
24 pp.,
available
<http://www.valmin.org/valmin_2005.pdf>, viewed 27 October 2014.
Singapore Exchange Securities Trading Limited, Catalist Rules Practice Note 4C Disclosure Requirements for Mineral, Oil and Gas
Companies, revised 27 September 2013, available < http://rulebook.sgx.com/en/display/display_main.html?rbid=3271&element_id=5722>,
As defined by Definition D10 in the VALMIN Code.
Australasian Joint Ore Reserves Committee (JORC), Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves (the JORC Code), 2012 edition, effective December 2012, 44 pp., available <http://www.jorc.org/docs/JORC_code_2012.pdf>,
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the Competent Person5 responsible for estimation and reporting of these mineral resources estimates. There are
currently no ore reserves estimated for the in situ or tailings material.
Table 1.1
Mineral Resources summary for in situ mineralisation, as at 30 September 2015

licence
Category
Mineral
type
Measured Resources
Gold
Indicated Resources
Gold
1.5
1.46
1.5
1.46
Inferred Resources
Gold
0.3
1.01
0.3
1.01
1.8
1.39
1.8
1.39
Total Resources
A
Tonnes
(millions)
Gold grade
(g/t)
Tonnes
(millions)
Remarks
Change from
Gold grade previous update
(g/t)
(%)
Mineral resources
Table 1.2
Mineral Resources summary for tailings, as at 30 September 2015

licence
Category
Mineral
type
Measured Resources
Gold
Indicated Resources
Gold
1.3
0.73
1.3
0.73
Inferred Resources
Gold
0.1
0.83
0.1
0.83
1.4
0.74
1.4
0.74
Total Resources
A
Tonnes
(millions)
Gold grade
(g/t)
Tonnes
(millions)
Remarks
Change from
Gold grade previous update
(g/t)
(%)
Mineral resources
Mineral resources have been publicly reported previously for both the in situ mineralisation and tailings by
GBM Resources Ltd (GBM), a publicly listed company on the Australian Securities Exchange (ASX).
Despite the absence of an ore reserve estimate for the tailings deposit, AASB has completed substantial
technical and economic assessment and is establishing a tailings reprocessing operation on the Property.
The tailings reprocessing plant has the capacity to process 1,000 tonnes of tailings per day (about
330,000 tonnes per annum). Testing and commissioning of the plant commenced in early 2015 and is yet to
be fully completed. During this extended commissioning period, various upgrades have been carried out to
improve the reliability and performance of the plant. AASB anticipates that planned production levels will be
achieved by the end of 2015.
In July 2015, AASB commissioned AMC to prepare a pre-feasibility study (PFS) on re-establishing open-pit
mining operations on the Property. Work commenced with an initial geotechnical review of the open pit
and an assessment of preliminary pit design parameters and indicative costs. Whilst no pit designs,
production schedules, or metallurgical testwork of a standard required for a PFS have been completed as at
30 September 2015, AMC has prepared some initial computer-generated pit outlines to assess the potential
size of an open-pit redevelopment.
1.3
Valuation approach
The VALMIN Code classifies mineral assets into Exploration Areas, Advanced Exploration Areas,
Pre-Development Projects, Development Projects, and Operating Mines. The valuation approach appropriate
to the mineral assets to be valued will differ depending on its development status. AMC considers that the
As defined in the JORC Code.
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tailings reprocessing operation can be classified as an Operating Mine, while the proposal to mine the in situ
Mineral Resource is best described as a Pre-Development Project.
The Valmin Code defined Value as the Fair Market Value of a Mineral or Petroleum Asset or Security. It is
the amount of money (or the cash equivalent of some other consideration) determined by the Expert in
accordance with the provisions of the VALMIN Code for which the Mineral or Petroleum Asset or Security
should change hands on the Valuation Date in an open and unrestricted market between a willing buyer and
a willing seller in an arms length transaction, with each party acting knowledgeably, prudently and without
compulsion.
Value is usually comprised of two components; the underlying or Technical Value6 of the mineral asset, and
a premium or discount relating to market, strategic, or other considerations.
To value the tailings Mineral Resource, AMCs valuation approach was to determine a Technical Value using
a discounted cash flow (DCF) method that estimates the expected future cash flows generated from mining
and reprocessing the tailings. AMC has not been able to identify appropriate comparable transactions to use
as an alternative market-based valuation approach for the tailings project.
To value the in situ Mineral Resource, AMCs valuation approach used the comparable and actual
transactions method, and the expected value method. Comparable and actual transaction methods are
frequently used to value exploration and pre-development projects. Comparable transactions are commonly
converted to a value per unit of contained metal in mineral resources or ore reserves. The expected value
method involves calculating a net present value (NPV) using a discount rate appropriate for a fully approved
project of the type envisaged, and then adjusting the NPV by applying a factor, generally ranging from 0.1 to
0.9. The factor used reflects the valuers reasonable assessment of the risk or probability that the project will
be fully approved and developed within the time frame envisaged and that the production, cost, and revenue
expectations will be realised.
In AMCs opinion, there are no market or strategic considerations, or special circumstances that apply to the
Lubuk Mandi mineral assets, and therefore the Technical Value of the mineral assets is equal to the Fair
Market Value.
1.4
Valuation
For the tailings Mineral Resource, AMC has selected a Value of US$11.5 million within a range of
US$10.2 million to US$12.9 million. The Value is the average of the high and low NPVs generated by
applying the value ranges of the key variables.
For the in situ Mineral Resource, the results of using each valuation method are as follows:
x
x
Based on a comparable transaction method, AMC estimates the value of the in situ Mineral Resources
ranges from US$3.5 million to US$5.2 million.
Based on an expected value method, AMC has determined an NPV range of US$10.7 million to
US$17.0 million. AMC has applied a risk/probability factor of 0.65 to the NPV range to arrive at an
expected value range of US$7.0 million to US$11.1 million.
In determining the value of the in situ mineral asset, AMC notes that the expected value method uses
site-specific input parameters drawn from the work carried out by AMC as part of the PFS, and contract
agreements negotiated between AASB and a number of service providers for the proposed mining and
processing operation. AMC also notes that the comparable transactions considered by AMC do not take
account of the existing tailings reprocessing plant which, with some modification, is planned to be used to
process the in situ mineral asset. AMC considers that this adds value to the in situ mineral asset that is not
appropriately considered in the comparable transactions method. As a result, AMC considers that the value
determined using the expected value method should carry more weight (in a ratio of 7:3) than the value
determined from the comparable transactions method. Considering the above, AMC determines that the
value of the in situ mineral asset ranges from US$5.9 million to US$9.3 million, with a preferred value of
US$7.6 million.
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AMC has determined the overall value of the Lubuk Mandi mineral assets by combining the value of the
tailings mineral asset (US$11.5 million within a range of US$10.2 million to US$12.9 million) with the value
of the in situ mineral asset (US$7.8 million within the range of US$5.9 million to US$9.3 million). On this
basis, AMCs preferred value of the mineral assets of the Property is US$19.2 million with a range of
US$16.1 million to US$22.2 million.
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Introduction
2.1
Purpose of this report
315030
This Report provides a valuation of the mineral assets of the Property located in Terengganu, Malaysia. The
concession rights to explore and mine at the Property are held by AASB.
This Report has been prepared by AMC at the request of AASB, the Commissioning Entity as defined by
the VALMIN Code, and has been prepared for inclusion in the offer document of ARL, the parent company
of AASB, in connection with its initial public offering and the listing of its shares on Catalist, the
sponsor-supervised listing platform of the SGX. The effective date of the valuation is 30 September 2015.
2.2
Use of report
This Report should not be used for any purpose other than a purpose directly related to the listing of ARL on
the SGX.
2.3
Reporting standard
The SGX Catalist Rules for new mineral company listings (Practice Note 4C) require that a valuation report
be prepared in accordance with the VALMIN Code, which is a code acceptable to the SGX. The VALMIN
Code is intended to apply primarily to technical assessments and valuations prepared in accordance with
Australian circumstances, practices, and terminology.
Practice Note 4C of the SGX Catalist Rules requires that the valuation report be prepared by an independent
qualified person7, the effective date of the valuation report must not be more than six months from the date of
lodgement of the offer document, and that the following must be disclosed:
x
x
x
x
An estimate of net present value. If the valuation is arrived at on an alternative basis, an explanation of
the basis and the reasons for adopting the basis.
The principal assumptions on which the valuation was arrived at.
Information to demonstrate the sensitivity to changes in the principal assumptions.
Risk factor in the offer document highlighting the uncertainties inherent in the assumptions made in
arriving at the valuation and the effects they might have on the valuation for the mineral, oil, and gas
assets, and the value of the offer shares.
The VALMIN Code stipulates that the technical assessment and/or valuation of a mineral asset must be
prepared by an Expert and Specialists.
Reference to mineral resources and ore reserves in this Report are in accordance with the JORC Code. The
JORC Code requires that a public report concerning a companys exploration targets, exploration results,
mineral resources, or ore reserves must be based on, and fairly reflect, the information and supporting
documentation prepared by a Competent Person, as defined by the JORC Code. SGX Catalist Rules use the
term qualified person, and provide a definition that is effectively equivalent to a Competent Person. In this
Report, whenever reference is made to a Competent Person as per the JORC Code, it is equivalent to a
qualified person as per the SGX Catalist Rules.
Monetary values in the report are US$ and RM. All years refer to calendar years 1 January to 31 December.
2.4
Qualifications
AMC is a leading firm of independent geological, geotechnical, mine engineering, and mine management
consultants offering expertise and professional advice to the exploration, mining, and mining finance
industries.
This Report has been prepared by Michael Thomas. Mr Thomas is an employee of AMC and is the
Representative Expert (as defined by the VALMIN Code) with overall responsibility for the physical
preparation and contents of this Report. Mr Thomas is a Chartered Professional (CP) member of the
Australasian Institute of Mining and Metallurgy (The AusIMM), a professional organisation having an
As defined by Clause 442 of the SGX Catalist Rules.
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enforceable code of ethics. He is also a graduate member of the Australian Institute of Company Directors
(AICD). He has more than 40 years of experience in the minerals industry and more than five years of
experience in the assessment and/or valuation of mineral assets.
2.5
Appointment of Specialists
The following Specialists as defined by the VALMIN Code have contributed to this Report.
Mr Robert Chesher, a member of The AusIMM and a Principal Metallurgist employed by AMC, provided input
to this Report on metallurgical, processing, and infrastructure matters. Mr Chesher has significant experience
in the metallurgical processing of gold, copper, platinum, nickel, and other metals.
Mr Mark Berry is a member of the Australian Institute of Geoscientists (AIG), a professional organisation
having an enforceable code of ethics. He is a Principal Geologist employed by AMC and is the qualified
person responsible for estimating and reporting the mineral resources for the Property. He also provided
input to the valuation of the Property using valuation methods commonly used for Exploration Areas,
Advanced Exploration Areas, and Pre-Development Projects as defined by the VALMIN Code.
ZICo, a Malaysian law firm, completed an independent review of the tenement status as part of a due
diligence report for inclusion in the public documentation to accompany the listing of ARL.
2.6
Statement of independence
All AMC contributors to this Report are independent of ARL (the listing applicant) and its subsidiaries, and
each of its directors and substantial shareholders. In addition, no authors of the this Report have any
interest, direct or indirect, in the listing applicant, its subsidiaries or associated companies, and will not
receive benefits other than remuneration paid to AMC in connection with this Report. Remuneration paid to
AMC is not dependent on the findings of this Report.
2.7
Reliance on information
AASB has agreed to provide AMC with all available technical, relevant financial, and other information
required for the purpose of preparing this Report. In performing its services according to the VALMIN Code,
AMC has relied upon and assumed the accuracy and completeness of all material information that has been
provided to it by AASB and its service providers. In particular, AMC has relied on the information provided for
the purpose of preparing the independent qualified persons report (IQPR), which has an effective date of
30 September 2015.
AMC has based its valuation on information within its own knowledge and/or acquired as a result of its
investigations as well as the information presented by AASB and its service providers. AMC has no reason to
believe that the information provided by AASB or its service providers is materially inaccurate, misleading, or
incomplete. AMC has not audited the information provided to it. However, it has satisfied itself as to the
reasonableness of the information it used.
As part of AMCs information-gathering process required to prepare this Report, Mr Rob Chesher and
Mr Malcolm Dorricott visited the Property in August 2015, inspected aspects of the tailings mining and
reprocessing operation, and held discussions with AASB personnel. Mr Chesher and Mr Dorricott also visited
the open pit and other facilities located within, or associated with, the Property. In addition, Mr Berry visited
the Property in July 2015 to inspect the open pit and general infrastructure at site, and inspect drilling
activities and associated drill core processing.
AASB has reviewed the draft valuation report for factual accuracy and material omissions and has advised
that it has given AMC all the material information and that the information provided is accurate and complete
as far as AASB is aware.
AASB has provided AMC with an indemnity under which it will compensate AMC for any liability resulting
from AMCs reliance on information provided by AASB that is materially inaccurate or incomplete (such an
indemnity does not absolve AMC from critically examining the information provided); or relating to any
consequential extension of workload through queries, questions, or public hearings arising from this Report.
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Property description
The Property is located within the State of Terengganu in Malaysia, approximately 2 km from the coast and
17 km by road from the major town of Terengganu, as shown in Figure 3.1. A well-constructed, but poorly
maintained gravel road, 1 km in length, connects the Property to the states main road system.
Figure 3.1
3.1
Property location
Physical geography
The topography in the area of the Property is undulating with some moderately steep hills to approximately
100 m above sea level. The original landform and physical environment has been significantly impacted by
previous mining activity. Open pits, waste rock dumps, and tailings storage areas exist on the Property.
A small stream, the Sungai Anak Ring, runs through the Property. The stream has been diverted from its
original course around a currently flooded open pit.
3.2
Climate
The area has a tropical rainforest climate with daytime temperatures averaging between 28 C to 32 C.
Heavy tropical rainfall, averaging approximately 3 m per year, occurs primary between November and
January.
3.3
History
Gold was first discovered on the Property in 1989 leading to a gold rush by local miners. Following a number
of collapses of small mining excavations, which claimed several lives, the area was closed for mining by the
state authorities in 1990.
Between March and May 1991, an environmental impact assessment was conducted in respect of a
proposed open-pit mining and gold-processing operation. In 1992, PMINT, through its subsidiary Permint
Minerals Sdn Bhd, commissioned the Lubuk Mandi gold mine. The mining operation included excavation of
two open pits and the construction and operation of a mill and gold recovery plant.
At the end of its operation in 1999, the Lubuk Mandi Gold Mine is reported to have had produced a total of
3,351 kg (107,754 oz Au) of gold. In 2001, state authorities reopened the area to small-scale miners.
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Since closure of the Lubuk Mandi gold mine, various exploration and mining activities have been carried out
on the Property. These activities included some diamond drilling of the in situ mineralisation and drilling of
the tailings storage area. AMC has been advised by AASB that some production and ore-processing
activities were carried out since 1999, but that no documents recording the mining and processing activity
are available.
In April 2012, new mining concessions were granted to PMINT, who subsequently leased the concessions to
AASB. In early 2013, GBM, a publically owned Australian company, entered into a joint venture agreement
with AASB to explore and operate on the Property. Following completion of a drilling and metallurgical
testwork programme, GBM issued an announcement for the Lubuk Mandi tailings Mineral Resource estimate
in October 2013.
In late 2014, AASB commenced construction of a tailings reprocessing plant with the capacity to process
1,000 tonnes of tailings per day (about 330,000 tonnes per annum). Testing and commissioning of the plant
commenced in early 2015 and is yet to be fully completed. During this extended commissioning period,
various upgrades have been carried out to improve the reliability of the plant. AASB anticipates that planned
production levels will be achieved by the end of 2015.
In January 2015, GBM issued an announcement for the in situ Mineral Resource estimate that has been the
target of previous open-pit mining operations.
In June 2015, AASB engaged AMC to prepare an IQPR for the Property, which entailed the detailed review
of the Mineral Resource estimates prepared by GBM and assuming qualified person responsibility for these
estimates. At the same time, AASB engaged AMC to complete an independent valuation. In July 2015,
AASB commissioned AMC to prepare a PFS on re-establishing open-pit mining operations on the Property.
In July 2015, the joint venture agreement with GBM was terminated.
In August 2015, AASB entered into an agreement (Co-operation Agreement) with Sinomine Resource
Exploration Co., Ltd (Sinomine), a company incorporated and existing under the laws of the Peoples
Republic of China. Pursuant to the agreement, Sinomine will, on a non-exclusive basis, carry out hard rock
gold mining, processing, and smelting works, as well as build and develop equipment required for mining and
processing the in situ Mineral Resources at Lubuk Mandi. AMC has been advised by AASB that the
Co-operation Agreement might also cover the reprocessing of the tailings Mineral Resource once Sinomine
has constructed the crushing and grinding facilities required for redevelopment of the open-pit mine,
assuming that the open-pit ore will then be processed through the plant built for tailings re-treatment.
The Co-operation Agreement is effective for a two-year period from 15 August 2015 and has an option for a
two-year extension.
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Ownership and tenement status
4.1
Ownership
The Property consists of two mining tenements held by PMINT. In a concession agreement signed on
15 February 2013, PMINT subleased the tenements to AASB. The concession agreement gives control of
operations on the tenements to AASB.
The concession agreement requires that AASB pays to the Terengganu State Government a royalty of 5% of
the revenue from the sale of gold from the tenements. The concession agreement also requires from 1 May
2016 that AASB pay PMINT a tribute of 15% of the revenue from the sale of gold from the tenements in the
event that the monthly average price of gold exceeds US$1,668 per troy ounce (oz). If the gold price is less
than this, PMINT and AASB are required to negotiate a lower tribute. AASB has advised AMC that an
agreement has been established with PMINT whereby a tribute equivalent to 10% of the revenue from the
sale of gold from the tenements is payable if the gold price is between US$1,668 and US$1,400 per oz, and
5% if the gold price is below US$1,400 per oz.
The concession agreement also stipulates that PMINT is responsible for the rehabilitation of the site at the
completion of mining and processing activities.
4.2
Tenement
The mineral tenements or mining leases (MLs) comprising the Property are summarised in Table 4.1. A plan
showing the tenement area and location is shown in Figure 4.1.
Table 4.1
Tenement details as of October 2015
Tenement
number
Tenement type
Issuer's
interest
Tenement
expiry date
Tenement area
(hectares)
ML 1/2007
Mining Certificate
100%
5 March 2017
95.03
ML 2/2007
Mining Certificate
100%
5 March 2017
126.50
Remarks
AMC has not independently verified the legal status of the MLs, but has relied on the findings of the due
diligence report by the independent legal firm ZICo, which includes an assessment of the status of the MLs.
AMC has sighted this report, which concludes that the tenements are registered under PMINT and that
PMINT has been approved to mine for the duration of the term of the MLs. AMC has also sighted a letter
from PMINT advising AASB that open-pit mining can take place and that the MLs will be renewed before
their expiry date. On this basis, AMC concludes that the tenements are in good standing.
The administration and regulation of mineral exploration and mining is governed by the Mineral Development
Act 1994 (MDA). By virtue of the MDA, the holder of a ML is required to submit for approval, by the Director
of Mines, an operational mining scheme (OMS). The OMS must be approved before commencement of any
development work or mining within the ML. The legal due diligence report prepared by ZICo states that the
Malaysia Minerals & Geoscience Department issued a letter of approval for the Lubuk Mandi OMS on
27 July 2015. The approval is valid until 27 July 2016.
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Figure 4.1
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Tenement location plan
Source: AASB.
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Mineral Resources
5.1
Background
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The Property hosts gold-bearing tailings from the previous mining operation and in situ gold mineralisation
located below the previously mined open pit. When GBM was a joint venture participant in the Property,
GBM published mineral resource estimates for both the tailings deposit and the in situ mineralisation. As a
company listed on the ASX, GBM is required to announce Exploration Results, Mineral Resources, and Ore
Reserves to the ASX in accordance with the JORC Code.
Subsequent to the mineral resource estimates reported by GBM for the tailings and in situ mineralisation,
AMC has completed a detailed review and has presented updated estimates of tailings and in situ Mineral
Resources as at 30 September 2015. Mark Berry, AMC Principal Geologist, assumes Competent Person
responsibility for these estimates.
5.2
Tailings Mineral Resource
The tailings Mineral Resource is located in two main zones (Zone 101 and Zone 102) in the southern part of
the tenements. The dimensions of the two main zones combined are roughly 500 m (eastwest) by 380 m
(northsouth). The tailings have an average thickness of 15 m.
Several drilling programmes have been conducted over the tailings deposits:
x
x
In 2004, 26 drillholes, on a 50 m by 50 m grid, were completed over Zone 101. Samples were taken at
approximately 1.5 m downhole intervals.
In 2013, GBM carried out a drilling programme on Zones 101 and 102. A total of 29 cored drillholes
were drilled; 25 in Zone 101 and 4 in Zone 102. Holes were positioned at 50 m intervals and sampled
at 1 m intervals. The retrieved core was split, with one half earmarked for chemical analysis and the
other half for metallurgical testwork. All samples were submitted for gold assaying. Multielement
analysis was restricted to 5 m composited samples. A quality assurance and quality control
programme was an integral part of completing the drilling, sampling, and testwork programme.
Based on the drilling results, the tailings profile was divided into three main layers; an upper layer, middle
layer, and bottom layer. Each layer is characterised as follows based on the physical characteristics of the
drill core samples.
x
x
The upper layer is chiefly silty sand between 2 m to 3 m thick. Typically it is dry with more than 60%
sand, with occurrences of fines and organic materials in places.
The middle layer is a mixture of silty clay, and is typically wet and sticky with high plasticity. It is mostly
found at the upper level of the middle layer. A wet but less sticky, sandier unit occurs towards the base
of the middle layer.
The bottom layer in most holes is a mixture of silty sand and silty clay in contact with the basement
rock. Quartz fragments were observed in some holes.
An aerial photograph of the two main tailings zones subject to mineral resource estimation is shown in
Figure 5.1.
Three smaller tailing and mullock sites are located to the north of the main zones, but the results of auger
drilling in these zones in 2013 were not sufficiently encouraging to include them in the mineral resource
estimation process.
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Figure 5.1
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The main tailings zones showing 2013 diamond drillholes and section lines
Source: Skandus Pty Ltd 2013
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Following the 2013 drilling programme, GBM commissioned Skandus Pty Ltd (Skandus) to carry out
statistical analysis of the drilling and sampling programme and to prepare a mineral resource estimate for the
tailings deposit. The estimate was prepared using a block-modelling approach applying an inverse distance
squared estimation method. A cross-sectional polygonal approach was used to verify the modelling results.
In October 2013, GBM issued a tailings Mineral Resource estimate to the ASX. The announcement included
a Competent Persons statement as required by the JORC Code.
AMC has completed a detailed review and assessment of the mineral resource estimate reported by GBM
and has completed an independent check estimate. Mr Mark Berry has assumed Competent Person
responsibility for the tailings Mineral Resource estimate as at 30 September 2015. The estimate of tailings
reported in the IQPR, which is summarised in Table 5.1, is reported in accordance with the JORC Code, and
is similar to the estimate reported by GBM in October 2013.
Table 5.1
Mineral Resource summary for the tailings deposit as at 30 September 2015

Gross attributable to licence
Category
Tonnes
millions
Measured
Contained gold
kg (000 oz)
Gold grade
g/t
Remarks
Indicated
1.3
0.73
970 (31)
Inferred
0.1
0.83
70 (2)
Total
1.4
0.74
1,040 (34)
Mineral Resources reported

using a lower cut-off of 0.4 g/t
gold
As defined by the JORC Code. Mineral Resources tonnes and grade figures have been rounded to reflect the accuracy of the estimate.
5.3
In situ Mineral Resources
The in situ gold mineralisation is hosted within structurally controlled zones of mesothermal quartz veins and
stringers that reach several metres in width. Gold is reportedly found along the contact between quartz veins
and the host rock. These veins are subparallel to the bedding, dipping steeply, mostly to the east, along a
1 kmlong zone. Open-pit mining of these veins was undertaken from 1993 to 1999.
In 2014, GBM completed a drilling programme to confirm previous drilling beneath the existing shallow
open pit and to test further potential at deeper levels. GBM commissioned Skandus to carry out statistical
analysis of the drilling and sampling programme and to prepare a mineral resource estimate for the in situ
mineralisation. The estimate was prepared using a block-modelling approach applying a kriging estimation
method, with an inverse distance estimation method used to verify the modelling results. In January 2015,
GBM reported an in situ Mineral Resource estimate in its quarterly report for the period ending 31 December
2014 to the ASX. The announcement included a Competent Persons statement as required by the JORC
Code.
AMC has completed a detailed review and assessment of the mineral resource estimate reported by GBM
and has completed an independent check estimate. Mr Mark Berry has assumed Competent Person
responsibility for the in situ Mineral Resource estimate as at 30 September 2015. The estimate of in situ
mineralisation reported in the IQPR, which is summarised in Table 5.2, is reported in accordance with the
JORC Code. The new estimate reports 6% less tonnes (at the same grade) as the GBM estimate because
AMC has applied a lower bulk density factor compared to the factor adopted by GBM.
Table 5.2
Mineral Resource summary for in situ mineralisation as at 30 September 2015

Gross attributable to licence
Category
Measured
Tonnes
millions
Contained gold
kg (000oz)
Gold grade
g/t
Remarks
Indicated
1.5
1.46
2,220 (71)
Inferred
0.3
1.01
295 (9)
Total
1.8
1.39
2,515 (81)
Mineral Resources reported

using a lower cut-off of 0.3 g/t
gold
As defined by the JORC Code. Mineral Resources tonnes and grade figures have been rounded to reflect the accuracy of the
estimate. Rounding might cause some computational discrepancies in totals.
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Ore Reserves
No ore reserve estimate compliant with the JORC Code or any other internationally acceptable code for
reporting ore reserves has been prepared or announced in respect of the Property by either AASB or GBM.
The JORC Code requires that ore reserve estimates are to be supported by studies at a pre-feasibility or
feasibility level. Although detailed metallurgical studies and other investigations have been carried out on
mining and reprocessing the tailings, the studies have not been consolidated into a form that meets the
JORC Code definition of either a pre-feasibility or feasibility study.
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Description of the tailings reprocessing operation
Despite the absence of an ore reserve estimate for the Lubuk Mandi tailings deposit, AASB has established
a tailings reprocessing operation on the Property. The current and planned operation is described in the
following sections.
7.1
Mining
Mining of the tailings Mineral Resource commenced in a limited fashion in late January 2015 using 40-tonne
hydraulic excavators and small diesel trucks to deliver the material to a newly constructed treatment plant
located adjacent to the tailings dam. The trucks deliver tailings either directly to a feed hopper at the plant or
to a run-of-mine stockpile. Tailings from the stockpile are fed to the hopper by a small loader. Mining is
carried out by a local contractor. A photograph of the tailings mining operation is shown in Figure 7.1.
Figure 7.1
Tailings mining operation
Source: GBM Resources Ltd 2015.
7.2
7.2.1
Tailings reprocessing
Testwork
GBM, on behalf of the joint venture, commissioned Core Process Engineering Pty Ltd (Core) to carry out
mineral processing testwork on the tailings deposit. Core carried out three testwork programmes, with the
third programme being carried out on the drill core samples recovered from the 2013 tailings drilling
programme, which formed the basis of the tailings Mineral Resource estimate. The third testwork programme
formed the design basis for the process plant flowsheet and the estimates of gold recovery.
Samples from the 2013 drilling programme were transported to Australia for testing in Cores Brisbane
facilities. The samples were composited and blended to enable a reliable investigation of the metallurgical
variability of the tailings.
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The goals of the Stage 3 testwork programme were to:

x
x
x
Develop a simple but effective process flowsheet to economically recover gold from the tailing.
Design a robust process flowsheet to suit the expected variability of tailings taken from different areas
and depths of the tailings deposit.
Identify the process design criteria and mass balance for the basis of the process flowsheet.
The testwork conditions used for the Stage 3 programme were informed by the results of earlier testwork
programmes. The testwork focused on confirming the process flowsheet, which envisaged production of a
flotation concentrate that would then be leached using a conventional cyanidation process to recover gold
dor. The process was designed to use conventional and readily available equipment and technology.
An alternative processing option, involving the production of a flotation concentrate for sale to a purchaser
(who would then process the concentrate to recover gold) was also investigated.
The flowsheet proposed as a result of the Stage 3 tailings processing investigations is shown schematically
in Figure 7.2. Key components of the process include feed preparation using a trommel washing process,
flotation to produce a gold-rich concentrate, and cyanidation of the resulting concentrate. A carbon-in-leach
process, followed by carbon elution, electrowinning, and smelting are used to produce a gold dor for sale.
Figure 7.2
Simplified tailings reprocessing flowsheet
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7.2.2
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Tailings gold recovery
The Stage 3 testwork indicated that gold recovery of 85% to 91% to a flotation concentrate could be
achieved, and that that cyanidation of the concentrate could recover 78% to 79% of the gold in the
concentrate. An overall gold recovery of between 66% and 71% could be expected.
7.2.3
Description of the existing tailings reprocessing plant
Earthworks for the tailings reprocessing plant commenced in the first quarter of 2014. Agreements for the
supply and erection of processing equipment with a feed capacity of 1,000 tonnes per day were signed with
the Yantai Jinpeng Machinery Co Ltd of Shandong province in North-Eastern China, and construction of the
plant started in the June 2014.
Initial commissioning of the plant commenced in late January 2015. The commissioning process was
overseen by Core. The commissioning of the plant was tested in semi-continuous operations from
28 January to 30 April 2015. In May 2015, Core issued a commissioning report that concluded that all of the
installed equipment and machineries were operational, but that there would be ongoing maintenance issues
on moving and wearing parts, and electrical components.
During the initial commissioning period to 30 April 2015, AASB reported that 23,670 tonnes of tailings were
processed, and 19 oz of gold in dor was produced. AMC considers it likely that the low gold production was
the result of frequent interruptions to the operation of the plant during the commissioning phase, and the
build-up of a working inventory of gold within the process plant.
As a result of the difficulties experienced during the initial commissioning period, AASB suspended the
commissioning process to carry out modifications to the plant and further analysis. The modifications
included the replacement of some plant components, the purchase and installation of additional equipment,
and the relocation of some equipment. The plant was restarted on 21 July 2015. At the time of AMCs site
visit on 11 August 2015, some design modifications were still to be completed.
AASB has advised that since restarting the commissioning process, 19,385 tonnes of tailings at an average
grade of 0.64 g/t gold have been processed up to 30 September 2015. The plant has been operated initially
on a single eight-hour shift, and later on a two eight-hour shift per day basis. Hourly throughput rates close to
the long-term planned rate have been achieved on an intermittent basis. Plant utilisation has been much
lower than AMC would normally anticipate during a commissioning period, partly because of the working shift
arrangements, but also because of the need to repair, replace, and modify aspects of the original plant. Gold
recovery since the restart is reported to have averaged 36%; however, recovery has progressively increased
since the restart and averaged 52% in September.
AMC is of the opinion that following a move to 24-hour per day, 7-day per week operation and the successful
completion of the commissioning process, the tailing feed rate and gold recoveries within the range indicated
by the testwork should be achieved. AMC anticipates that an extended training, process stabilisation, and
optimisation period will be required. A high level of ongoing work is also expected to be required to maintain
the plant in good operating condition.
The cost of constructing the tailings re-treatment plant has been estimated by AASB at RM12.991 million.
The commissioning expenses to 30 June 2015 are reported as RM1.12 million.
Figure 7.3 shows the flotation circuit in August 2015 during AMCs site visit.
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Figure 7.3
7.2.4
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View of the flotation cells at the tailings reprocessing plant
Infrastructure
Infrastructure at the Property comprises the tailings re-treatment plant, office building, and a security hut at
the entrance to the site, all connected by site roads. A shipping container near the old treatment facilities is
used for the storage of drill core from the most recent drilling programme. The old treatment facilities and
office building is located close to the existing open pit.
High-voltage power lines cross the Property, delivering power to the site via a local transformer station.
Process water is sourced from the Sungai Anak Ring stream via a pump and pipeline. Process water is also
sourced from the open pit, but its low pH (approximately 3.5) has caused corrosion at the plant.
Stage 1 of a new tailings facility to store reprocessed tailings has been constructed. Stage 1 has the capacity
to store tailings from the first 12 months operation of the tailings re-treatment plant. A larger storage facility is
planned to store the remaining tailings. The new storage facility is located to the north of the existing tailings
storage area.
All personnel working at the Lubuk Mandi site reside locally in private accommodation. The mining and
processing workforce operate on an eight-hour shifts basis.
7.2.5
Environmental overview
AMC has not sighted any environmental permits for the Project, but has been advised by AASB that all
environmental permits required to operate the tailings re-treatment plant have been received. As part of the
legal due diligence process, ZICo has also completed an independent check on the status of environmental
permits.
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AMC believes that the original environmental impact assessment (EIA) prepared in 1991 in respect of the
previous mining operation approval might also be sufficient for the proposal to mine the in situ mineralisation.
However, AMC understands that AASB has engaged an environmental consultant to prepare a fresh EIA for
the open-pit mining project.
The status and adequacy of mining and environmental permits for future operations is unclear. However, the
approvals granted for the previous open-pit mining operations, and the concession agreement with PMINT (a
state-owned organisation), provide comfort that any necessary environmental permits not already in place
will be obtained in due course.
AMC notes that the following are particular environmental features of the current and proposed operation:
x
x
x
The open pits contain a large volume of water with low pH and untested metals content. Treatment
and discharge of this water, to enable open-pit mining of the in situ mineralisation to recommence,
could require treatment before discharge, incurring unanticipated costs and delays.
The waste rock dumps, stockpiles, and pit walls appear to be untested for acid and metalliferous
drainage and might be contributing to water-quality issues.
AASB has advised AMC that PMINT is responsible for rehabilitation and closure of the site on
cessation of mining and processing activities. However, AMC considers that AASB will need to
maintain good environmental practices during the tenure of its concession agreement with PMINT.
Urban encroachment towards the tenements is apparent, with the nearest residences and a university
being constructed within 200 m of historical mining areas and the tailings storage facility.
Environmental impacts such as noise, air, lighting, visual amenity, water quality, and potential loss of
amenity might become future issues.
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In situ Mineral Resource development concept
8.1
Status of open-pit mining studies
Initial work on a PFS on mining the in situ Mineral Resource commenced in July 2015. An initial geotechnical
review of the open pit has been carried out, and the preliminary pit design parameters have been based on
this work. No pit designs, production schedules, or metallurgical testwork of a standard required for a PFS
have been completed as at 30 September 2015. The assessment of the environmental impacts of
dewatering the pit or recommencing open-pit mining operations has commenced. Some initial
computer-generated pit outlines have been developed using Whittle software.
8.2
Proposed open-pit mining concept
The two existing pits, the north pit and the larger main pit, are connected by a narrow slot that follows a
mineralised lode between the two pits. Both pits are flooded and water flows from the north pit to the main pit
via the slot. Water discharges from the main pit into the adjacent Sungai Anak Ring, which runs across and
along the southern boundary of the Property.
The proposed mining concept for in situ Mineral Resource involves dewatering, deepening, and enlarging
the pits. No underground mining is contemplated at this stage.
The computer-generated pit outlines carried out at a gold price of US$1,170 per oz have identified a pit with
a depth of about 120 m, approximately 60 m deeper than the existing pit. The total material mined would be
approximately 11 million tonnes (Mt) at a stripping ratio of approximately 10 to 1.
The computer-generated pit outlines are constrained by the northern and southern boundary of ML 2/2007.
In the event that extensions to the lease boundary could be obtained by AASB, small extensions to the pit to
the north and south could be developed to recover deeper mineralisation within the current lease boundary.
The proposed in situ mining operation is expected to be conducted by Sinomine using drilling and blasting
for rock fragmentation, with trucks and loaders for loading and haulage to the waste dumps and treatment
plant.
8.3
Proposed in situ processing concept
No new metallurgical work has been carried out on the in situ material. Historical reports and previous
metallurgical reports are currently being sourced at the mine site for use in the PFS.
AASB envisages that the in situ mineralisation mined from the pit would be treated in the process plant
constructed to reprocess the tailings. A crushing and grinding circuit would be added to the front of the plant,
and the flotation, concentrate-leaching, and gold-processing facilities would be expanded. AASB estimates
the cost of converting the plant to process the in situ material at a rate of 500 tonnes per day
(165,000 tonnes per annum) is approximately US$1.5 million.
AMC anticipates that AASB will investigate various options for developing the in situ Mineral Resource. The
options might include sequential processing of the in situ material after reprocessing the tailing, or
processing the in situ and tailings in parallel. Further study and evaluation will be required to identify the most
appropriate development and processing strategy.
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Valuation approach
There are three generally accepted approaches used to value mineral properties:
x
x
The cost approach, based on the principle of contribution to value through past activities.
The income approach, based on expected benefits, usually in the form of income or cash flow as
measured through DCF/NPV methods. These usually require mineral resources and/or ore reserves to
have been defined.
A market approach, based on actual or comparable transactions, including joint venture agreement
terms.
The Expert and Specialist must make use of valuation approaches and valuation methods that are suitable
for the assets under consideration. Selection of an appropriate valuation approach and valuation method will
depend on factors such as the following:
x
x
x
Nature of the valuation.

Development status of the mineral assets.
Extent and reliability of available information.
The VALMIN Code classifies mineral assets into Exploration Areas, Advanced Exploration Areas,
Pre-Development Projects, Development Projects, and Operating Mines. The valuation approach appropriate
to the development status of the mineral assets to be valued is shown in Table 9.1.
Table 9.1
Valuation approach applicable to the development status of the mineral asset
Valuation approach
Exploration projects
Pre-development projects
Development projects
Production projects
Cost
Yes
In some cases
No
No
Income
No
In some cases
Yes
Yes
Market
Yes
Yes
Yes
Yes
A brief summary of specific methodologies that can be used for each approach is shown in Table 9.2.
Table 9.2
Examples of valuation methods
Approach Method
Cost
Income
Market
Summary of Method
Appraised value
Meaningful past exploration costs and budgeted/projected future costs
Historical cost
Incurred cost less any outstanding obligations and/or depletion
Discounted cash flow analysis
NPV determination performed on estimated free cash flows over a projects life
Gross contained metal/coal value
Tonnes grade price (generally inappropriate)
Statistical/probabilistic
Probability factor applied to NPV of a theoretical deposit
Decision tree analysis
Using yes/no analysis with probabilities
Comparable transactions
Similar properties reflect similar values
Market cap per contained metal/coal
Market value divided by total resource contained metal/coal
Market cap per annual production of

contained metal/coal
Market value divided by annual contained metal/coal produced
Option agreement/joint venture terms
Required participation expenditure in proving up or developing a project by the

incoming party
Geoscience factor
Kilburn method, using location, grade, and geology factors
Rules of thumb
Back of the envelope analysis
AMC considers that the tailings reprocessing operation can be classified as an Operating Mine, while the
proposal to mine the in situ Mineral Resource is best described as a Pre-Development Project.
The Valmin Code defined Value as the Fair Market Value of a Mineral or Petroleum Asset or Security. It is
the amount of money (or the cash equivalent of some other consideration) determined by the Expert in
accordance with the provisions of the VALMIN Code for which the Mineral or Petroleum Asset or Security
should change hands on the Valuation Date in an open and unrestricted market between a willing buyer and
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a willing seller in an arms length transaction, with each party acting knowledgeably, prudently and without
compulsion.
Value is usually comprised of two components, the underlying or Technical Value8 of the mineral asset, and
a premium or discount relating to market, strategic, or other considerations.
Technical Value is an assessment of a mineral assets future net economic benefit at the valuation date
under a set of assumptions deemed most appropriate by an Expert or Specialist, excluding any premium or
discount to account for such factors as market or strategic considerations.
To value the tailings Mineral Resource, AMCs valuation approach is to determine a Technical Value using a
DCF method that estimates the expected future cash flows generated from mining and reprocessing the
tailings. AMC has not been able to identify appropriate comparable transactions to use as an alternative
market-based valuation approach for the tailings project. In AMCs opinion, there are no market, strategic
considerations, or special circumstances that apply to the Lubuk Mandi mineral assets, and therefore the
Technical Value of the mineral assets is equal to the Fair Market Value.
To value the proposed in situ Mineral Resource, AMCs valuation approach is to use the comparable and
actual transactions method, and to complement this with the expected value method. Comparable and actual
transaction methods are frequently used to value exploration and pre-development projects. Values are
determined by reference to either actual transactions for the property in question (actual transaction method)
or to recent transactions for projects considered to be similar to those under review (comparable transaction
method). Comparable transactions are commonly converted to a value per unit of contained metal in mineral
resources or ore reserves.
The expected value method involves calculating NPVs using a discount rate appropriate for a fully approved
project of the type envisaged, and then adjusting the NPV by applying a factor, generally ranging from 0.1 to
0.9. The factor used reflects the valuers reasonable assessment of the risk or probability that the project will
be fully approved and developed within the time frame envisaged and that the production, cost, and revenue
expectations will be realised.
Although the project to mine the in situ Mineral Resource is not yet at the final design and approval stage, an
initial pit outline, together with a waste-stripping ratio and an indicative mining schedule has been prepared.
Basic processing parameters and capital and operating costs have been developed to enable a simple cash
flow model to be developed. In AMCs opinion, this information provides a reasonable basis for the expected
value method.
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Valuation of the tailings Mineral Resource
AASB has provided AMC with production estimates and cost schedules reflecting AASBs expectation of the
future operation of the tailings mining and reprocessing project. AMC has reviewed these estimates and
adjusted them where it believes it is reasonable to do so to form a basis for preparing a DCF model. AMC
has then used the DCF model to generate a range of NPVs that account for uncertainties in the key
estimates used in the modelling process. AMC has then selected a value for the tailings Mineral Resource
within the range.
The key inputs to the DCF model, which AMC believes are based on reasonable grounds, are described in
the following sections.
10.1 Tailings reprocessing: production schedule
AMCs tailings reprocessing schedule for valuation purposes is summarised in Table 10.1. The schedule is
based on production estimates provided by AASB. These assume that the tailings reprocessing plant
operates at a feed rate of 1,000 tonnes per day with a 90% to 92% utilisation. AMCs tailings reprocessing
schedule is based on the tailings Mineral Resource estimate at 30 September 2015. AMC has adjusted the
Mineral Resource grade from 0.74 g/t to 0.70 g/t to account for dilution and losses during the mining process,
and for actual production to September 2015.
AMC has assumed a progressive improvement in mill feed rate from the current levels, and that process
recovery will progressively improve and eventually stabilise towards the midpoint of the range indicated by
the Stage 3 testwork programme.
Table 10.1
Tailings reprocessing: production schedule for valuation purposes
Item
Units
2015
2016
2017
2018
2019
Total
000 tonnes
49
329
338
338
338
1,392
Head grade: gold
g/t
0.70
0.70
0.70
0.70
0.70
0.70
Plant recovery
54%
65%
69%
69%
69%
67%
kg (oz)
19 (600)
149 (4,780)
162 (5,221)
162 (5,221)
162 (5,221)
655 (21,045)
Gold production
10.2 Tailings reprocessing: operating cost estimate

AMCs estimate of operating costs for the tailings reprocessing operation is based on cost estimates
provided by AASB. AMC has reviewed these costs and believes that they are based on reasonable
assumptions. For the most part, the costs have been estimated in US$. AMC believes that this is a
reasonable approach as a significant portion of the inputs to the mining and processing operation (fuel,
reagents, and other consumables) are likely to be closely related to US$ prices. Table 10.2 summarises the
production cost by year. AMC believes that the cost schedule is based on reasonable grounds.
Table 10.2
Tailings reprocessing: operating cost schedule for valuation purposes
Item
Units
2015
2016
2017
2018
2019
Total
Mining cost
US$000
53
354
363
363
363
1,496
Processing cost
US$000
313
1,431
1,443
1,443
1,443
6,071
US$000
24
113
114
114
114
478
Royalty and tribute payments
US$000
68
550
616
600
595
2,430
US$000
459
2,447
2,536
2,520
2,515
10,476
US$ per oz
764
512
486
483
482
498
Total cost
Cost per oz gold sold
10.3 Economic assumptions

10.3.1
Gold prices
For the purpose of forming a view on the assumed gold prices to use for the valuation, AMC has taken into
consideration historical spot prices, current forward prices, and consensus price forecasts compiled by
Consensus Economics Inc, Energy & Metals Consensus Forecasts dated August 2015.
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Given the volatility in commodity markets, the current levels of commodity prices relative to historical
AMCs has assumed the average prices per oz of gold received by AASB for sales of gold in each year as
shown in real terms in Table 10.3.
Table 10.3
Gold prices
Year
Gold price (real) US$ per oz
2015 (October to December)
1,140
2016
1,150
2017
1,180
2018
1,150
2019
1,140
2020
1,130
2021 onwards
1,120
10.3.2
Discount rate
The discount rate used in estimating the NPV of a project represents an estimate of the rate of return
required by a third-party investor for an investment of this type. The expected return relates to the perceived
risk associated with making the investment and the risk of making alternative investments. Factors that
impact the investment risk include the liquidity of the investment, the general market risk, and the specific
project risks affecting the expected project cash flow. The assessment of risk and of the investors responses
is, at best, imprecise. As a consequence, AMC has selected a range of discount rates between 6% and 10%.
In determining this range, AMC has been guided by the discount rates used in valuations of similar mineral
assets and by the short life of the project. AMC notes that discount rates have a limited impact on the net
present value of short-life projects.
10.3.3
Royalty payments
As discussed in Section 4.1, royalty payments include the state government royalty of 5% of the revenue
generated from gold sales, and a tribute of 5% of revenue from gold sales payable to PMINT.
10.3.4
Taxation
AMC has been advised by AASB that corporate tax on earnings prior to 2017 will be offset by unabsorbed
tax credits. Terrengganu is within a promoted area and AASB is eligible to apply for a 100% tax exemption,
which typically applies for a five-year period from the date of approval. In the event that approval is not
granted, a corporate tax rate of 25% will apply to earnings after deduction of capital depreciation allowances.
AMC has assumed that AASB will be successful in gaining tax exemption covering the period of the Project.
10.3.5
Currency and exchange rates
All costs have been estimated in US$ for this valuation. Where local Malaysian costs were used, these have
been converted to US$ at a rate of RM4.00 to the US$1.00.
10.4 Value of the tailings Mineral Resource
AMC has determined the NPVs of the real untaxed cash flows generated by the tailings project for a range of
values of the key variables impacting the cash flow. When determining the value ranges, AMC has
considered the uncertainties associated with each variable; this includes the mainly Indicated classification of
the tailings Mineral Resource, the method and basis of the operating cost estimates, and the tailings
reprocessing testwork. AMC believes that the value ranges are based on reasonable grounds. The value
ranges and the sensitivity of the NPVs to each of the key variables are shown in Figure 10.1.
Using the results of the DCF analysis, AMC has selected a Value for the Lubuk Mandi tailings Mineral
Resource of US$11.5 million within a range of US$10.2 to US$12.9 The Value is the average of the high and
low NPVs generated by applying the value ranges of the key variables.
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Figure 10.1
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Sensitivity of net present values to key input variables
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Valuation of the in situ Mineral Resource
11.1 Value using the comparable and actual transactions method

As noted previously, AMC considers that the in situ mining project is a Pre-Development Project, as defined
by the VALMIN Code, where mineral resources have been quantified and are being used to assess the
redevelopment of mining and processing at the site.
In order to generate a market valuation for this mineral asset, AMC has assessed a range of gold project
transactions.
11.1.1
Global gold project transaction summary for 2014
Research compiled by SNL Metals and Mining (SNL) shows that the number of gold and gold-dominant
project acquisitions peaked in 2012, and then dropped in both 2013 and 2014. The acquisitions can be
divided into producing mines and properties not in production:
x
The average 2014 acquisition cost for producing mines, expressed in terms of cost per oz of contained
gold in ore reserves and mineral resources, was reported by SNL to be US$82.5 per oz. However,
individual transactions showed a very wide range, from less than US$5 per oz to more than
US$350 per oz.
The average 2014 acquisition cost for non-producing mines, expressed in terms of cost per oz of
contained gold in ore reserves and mineral resources, was reported by SNL to be US$33.1 per oz.
Individual transactions also showed a very wide range, from less than US$3 per oz to more than
US$450 per oz.
The very large range in valuations, when expressed in terms of cost per oz of contained gold, result from the
influence of many different valuations factors, including:
x
x
x
x
x
x
The development status of the property i.e. exploration, advanced exploration, pre-development,
development, or producing.
The quality and economic attractiveness of the ore reserves and/or mineral resources.
Project infrastructure, both existing and required.
Technical and financial risks/opportunities.
Other risks/opportunities e.g. civil, community, political.
Company-specific factors e.g. wanting to acquire an adjacent property to expand production.
Consequently, when undertaking a valuation using this approach, it is important to analyse market
transactions that exhibit similarities to the mineral asset.
11.1.2
Comparable transaction summary
A summary of five recent transactions where there are some similarities to Lubuk Mandi is presented in
Table 11.1. The transactions show a valuation ranging from a low of US$14.1 per oz contained gold in
mineral resources and ore reserves to a maximum of US$35.6 per oz contained gold in mineral resources
and ore reserves.
None of these transactions are perfectly comparable to Lubuk Mandi, which is producing gold from a small
tailings re-treatment facility, and where the Company is planning to recommence open-pit mining using a
significant amount of site infrastructure remaining from previous mining operations, plus new site
infrastructure built for tailings re-treatment.
Consequently, AMC considers that these factors result in the Lubuk Mandi in situ project being somewhat
more attractive than the projects described in Table 11.1.
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Table 11.1
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Comparable transaction details

Cost (US$ per oz contained
gold in Ore Reserves and
Mineral Resources)
Date transaction
completed
Transaction summary
June 2015
LionGold Corp Limited sold its 100% owned subsidiary Brimstone Resources Ltd to
Barola Resources Ltd for A$0.45 million. The major asset of Brimstone Resources
Ltd was a 40% stake in the Pennys Find Project located in Western Australia. The
project had no Ore Reserves but Indicated and Inferred Resources of 0.65 Mt
averaging 3.0 g/t Au (containing 63 koz gold).
14.1
November 2014
Phosphate Australia Limited sold its 100% owned Tuckanarra gold project in
Western Australia to Monument Mining Limited for A$3.92 million. The major asset
had no Ore Reserves but Indicated and Inferred Resources of 2.0 Mt averaging
1.6 g/t Au (containing 101 koz gold).
33.7
September 2014
Exterra Resources Limited sold its 100% owned Egerton gold project in Western
Australia to Egerton Exploration Pty Ltd for A$0.75 million. The major asset had
Measured, Indicated, and Inferred Resources of 0.1 Mt averaging 6.4 g/t Au
(containing 24 koz gold).
28.4
July 2014
Minera IRL sold its 51% owned Don Nicolas gold project in Argentina to Ramelius
Resources Limited for US$11.5 million. The major asset had Measured, Indicated,
and Inferred Resources of 12.6 Mt averaging 1.6 g/t Au (containing 633 koz gold),
which includes Proved and Probable Ore Reserves of 1.2 Mt averaging 5.1 g/t Au.
35.6
June 2014
Xstrata Nickel Australasia Operations Pty Limited sold its 100% owned Kathleen
Valley gold project to Ramelius Resources Limited for A$3.65 million. The major
asset had no Ore Reserves but Indicated and Inferred Resources of 1.44 Mt
averaging 2.8 g/t Au (containing 130 koz gold).
26.3
11.1.3
Value: comparable and actual transactions method
The in situ Mineral Resources at Lubuk Mandi comprise 1.8 million tonnes averaging 1.4 g/t Au, totalling
87 koz of contained gold. AMC considers that a reasonable market-based valuation for these in situ Mineral
Resources range from US$40 per oz to US$60 per oz of contained gold, which is above the average 2014
acquisition cost for non-producing mines, but below the average 2014 acquisition cost for producing mines.
Based on this approach, AMC estimates the value of the in situ Mineral Resources ranges from
US$3.5 million to US$5.2 million, and believes this valuation range is appropriate using this valuation
method.
11.2 Value using the expected value method
AMC has prepared a production scenario for the purpose of estimating a value range of the in situ mineral
asset using the expected value method. The scenario is based on preliminary work currently being carried
out as part of the PFS, but does not reflect the ultimate or likely outcome from the study.
AMC has used the in situ Mineral Resource as at 30 September 2015 as the basis for the production
scenario. Pit slope angles based on a preliminary geotechnical review have been used to develop the pit
outline. Mining costs of US$1.41 per tonne and 0.25 US cents per metre pit depth have been assumed
based on AMCs experience of other open-pit mining operations in similar environments. AMC has estimated
that the cost of dewatering the pit and re-establishing open-pit mining operations will be approximately
US$0.5 million.
A mining sequence, based on reasonable assumptions, indicates that approximately 12 months pre-stripping
will be required before a consistent feed would be available for processing.
through the tailings reprocessing plant in parallel with the tailings, b) processing after tailings re-treatment is
addition to the installation of a crushing and milling circuit. AMCs valuation scenario assumes that the in situ
mineralisation is processed through the tailings re-treatment plant on a stand-alone basis and that treatment
commences in 2017.
As no meaningful mineral processing testwork has yet been carried out on the in situ material, there is
significant uncertainty regarding gold recovery. Information from the previous mining operation indicates that
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an overall recovery of 81% was achieved when treating predominantly oxide ore. AMC has been advised
that recoveries in the order of 70% gold were being achieved towards the end of the operation when
sulphide materials were being treated. AMC has assumed a gold recovery of 76% within the range of 70% to
80%. These assumptions take into account records from the previous mining and processing operation, the
processing circuit currently envisaged for treating the predominantly unoxidised in situ mineralisation, and
the recoveries generally achieved at other operations using similar circuits. The key features of the
production scenario are summarised in Table 11.2.
Table 11.2
In situ mineralisation valuation production scenario key parameters
Parameter
Units
Maximum mining rate
Mtpa
3.0
Waste mined
Mt
9.93
Mill feed
Mt
0.98
Strip ratio
10:1
Head grade: gold
g/t
1.85
Mill feed processing rate
Median value
ktpa
165
76%
Mining cost
US$ million
16.39
Processing cost
US$ million
6.05
US$ million
0.57
Royalty and tribute
US$ million
5.09
Total operating cost
US$ million
28.11
Capital cost
US$ million
2.00
kg
1,387
oz
44,493
US$ per oz
675
Plant recovery (midpoint value)
Gold production
Gold production
Cost per oz gold sold (including capital)
AMC has applied the gold prices and other economic assumptions set out in Section 10.3 to develop a
cash flow model and an NPV estimate for the in situ mineral asset. Using a similar sensitivity analysis to that
used to value the tailings mineral asset, AMC has determined an NPV range of US$10.7 million to
US$17.0 million. AMC has applied a risk/probability factor of 0.65 to the NPV range to arrive at an expected
value range of US$7.0 million to US$11.1 million.
In determining the risk/probability factor of 0.65, AMC has considered the following key matters:
x
x
x
x
x
x
x
A PFS for the project is in progress, but is not complete. In AMCs opinion, it is reasonable to expect
that an ore reserve estimate will be prepared on completion of the PFS.
The uncertainty associated with the processing strategy, gold recovery, timing of the project, and the
project development cost estimates.
The production scenario underlying the cash flow model is based almost entirely on Indicated Mineral
Resources. Reasonable allowances for mining recovery and dilution have been included in the
production scenario.
The cash flow analysis indicates a relatively low gold production cost, indicating that the project is very
likely to be economically viable.
AASBs agreement with Sinomine to further explore and develop the project increases AMCs
confidence that the project will be developed and operated in an efficient and appropriate manner, and
reduces the risk directly attributable to AASB.
Processing of the in situ mineralisation is planned to be carried out, in part, using the existing mineral
processing plant.
The state government has advised AASB of its support for developing the in situ mining project.
As a result of the consideration given to these matters, AMC believe that the risk/probability factor is based
on reasonable grounds.
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11.3 Value of the Lubuk Mandi in situ mineral asset

In determining the value of the Lubuk Mandi in situ mineral asset, AMC has considered the values
determined by both the comparable transactions method and the expected value method. However, AMC
notes that the expected value method uses site-specific input parameters drawn from the work carried out by
AMC as part of the PFS and contract agreements negotiated between AASB and a number of service
providers for the proposed mining and processing operation. AMC also notes that the comparable
transactions considered by AMC do not take account of the existing tailings reprocessing plant which, with
some modification, is planned to be used to process the in situ mineral asset. AMC considers that this plant
and infrastructure adds value to the in situ mineral asset that is not appropriately considered in the
comparable transactions method. As a result, AMC considers that the value determined using the expected
value method should carry more weight, in a ratio of 7:3, than the value determined from the comparable
transactions method.
Considering the above, AMC determines that the value of the in situ mineral asset ranges from
US$5.9 to US$9.3 million, with a preferred value of US$7.6 million.
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Valuation of the holding company
During the 12-month period to 31 August 2015, there were four share purchase transactions associated with
the issue of new AASB shares to investors. AASB holds only the mineral assets at Lubuk Mandi and
therefore these share purchases represent actual transactions that could potentially be considered in the
valuation of the mineral assets. A summary of these transactions is presented in Table 12.1.
Table 12.1
AASB new share issues from November 2014 to May 2015
Transaction details
Date of transaction
A
20 November 2014
22 January 2015
26 March 2015
AASB issued shares before transaction
7,346,938
8,155,101
10,836,733
12,364,359
AASB issued shares after transaction
8,155,101
8,265,305
11,020,407
13,439,521
808,163
110,204
183,674
1,075,162
9.91%
1.33%
1.67%
8.00%
Purchase price in Singapore dollars
2,200,000
300,000
500,000
2,000,000
Assumed value of total company in Singapore

dollars based on this transaction
22,200,004
22,500,014
29,999,910
24,999,993
Shares issued
% equity in enlarged AASB
27 May 2015
Assumed value of total company in US$ using rate

17,042,055
16,839,010
21,922,434
18,560,494
valid on day of transaction
B
Vendor shares were issued to AASB directors on 12 March 2015. Additional shares were issued on 27 May 2015 in preparation for
other transactions, but these transactions occurred after 31 August 2015.
A
The transactions show that new shares comprising approximately 21% of the holding company were issued
during this period, providing a valuation of the total company ranging from US$16.8 million to
US$21.9 million.
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Overall value of the Lubuk Mandi mineral assets
AMC has determined the overall value of the Lubuk Mandi mineral assets by combining the value of the
tailings mineral asset (US$11.5 million within a range of US$10.2 to US$12.9) with the value of the in situ
mineral asset (US$7.8 million within the range of US$5.9 million to US$9.3 million).
On this basis, AMCs preferred value of the mineral assets of the Property is US$19.2 million with a range of
US$16.1 million to US$22.2 million.
AMC has not explicitly used the actual transactions associated with the issue of new AASB shares to
investors in determining the preferred value of the mineral assets, but notes that these actual share
transactions generate a value range that is in broad agreement with that determined from valuing the mineral
assets separately.
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Summary of key risks
The estimation of mineral resources and the projections of future mining and process activities are subject to
risks, uncertainties, and other factors that could cause actual results to differ materially from projections and
estimates used as a basis for the valuations in this Report.
A number of specific risks are highlighted as follows:
x
The estimation of mineral resources is not an exact science. Classification of Measured, Indicated,
and Inferred Mineral Resources implies a decreasing level of confidence and precision in the
estimates. It is noted that the in situ and tailings Mineral Resources reported for the Property are
classified as Indicated or Inferred Mineral Resources. There is, therefore, less confidence in the
estimates than would be the case if they had been classified as Measured Mineral Resources.
No ore reserves have yet been reported for the Property. It is unusual for production of minerals to
commence without reporting ore reserves in accordance with a recognised international code for
reporting of mineral resources and ore reserves, such as the JORC Code. Because of the absence of
an ore reserve estimate complying with the JORC Code or similar, important technical and commercial
aspects of the current and proposed operation might have been overlooked or underestimated. This
increases the risk that the operation will fail to perform as envisaged.
There is no certainty that all the necessary permits and approvals will be granted or renewed to allow
mining and processing of the mineral assets to take place However, it is reasonable to expect that
necessary permits and approvals will be obtained within expected time periods.
Mineral processing testwork on the in situ mineralisation has not yet been carried out; consequently,
gold recovery from the in situ Mineral Resource might be significantly lower than anticipated in AMCs
production scenario.
There have been delays in commissioning the tailings reprocessing plant, and the plant has yet to
meet to its design performance. Further unanticipated expenditure and delays may occur before
design performance is achieved.
Many risks directly related to the current and planned operation on the Property can be minimised by good
planning and management practices. However, the valuation relies on forecast gold prices and other
economic factors, which in actuality might differ markedly from the forecasts, and over which AASB will have
no control. These include world supply and demand, forward-selling activities, natural disasters,
macroeconomic conditions, and political issues. The discount rate used in the DCF valuation method reflects
the normal risks inherent in investing in similar types of projects. However, abnormal and unforeseen events
could adversely impact on cash flow.
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References
Angka Alamjaya Sdn Bhd 2015, cashflow model for tailings & hardrock_Mr.Lim_120815, Excel file last
modified 13 August 2015, internal document.
Angka Alamjaya Sdn Bhd 2015, Co-operation Agreement, between Angka Alamjaya Sdn. Bhd and
Sinomine Resource Exploration Co., Ltd on 14 August 2015, 28 pp, confidential document.
Angka Alamjaya Sdn Bhd 2015, Fixed Asset Register 2015 Site Period January 2015 to June 2015,
updated 15 July 2015, internal document.
Angka Alamjaya Sdn Bhd 2015, SINOMINE (Cooperation Agreement), email from C W Limm to
Mark Berry, sent Tuesday 13 October 2015.
Angka Alamjaya Sdn Bhd 2015, Monthly Production Cost Analysis February 2015 to June 2005, internal
company excel spreadsheet, 31 July 2015.
Angka Alamjaya Sdn Bhd 2015, various email correspondence between Ooi Hooi Kiang and AMC
Consultants Pty Ltd providing cost information, 14 August 2015.
Angka Alamjaya Sdn Bhd, 2015. Inventory Policy for Gold and Environmental Safety and Health - Policies
and Procedures (Version 1.2), unpublished report.
Antap Georesources Sdn Bhd & Skandus Pty Ltd 2013, Lubuk Mandi Gold Mine Geological Evaluation,
prepared by Nathan Achuk and Scott McManus for Alam Angkajaya Sdn Bhd, 5 April 2013, 57 pp., internal
document.
Antap Georesources Sdn Bhd 2013, Tailing Review Programme 2013, prepared by Nathan Achuk for GBM
Resources Ltd, 26 pp., internal document.
Australasian Joint Ore Reserves Committee (JORC), Australasian Code for Reporting of Exploration Results,
Mineral Resources and Ore Reserves (the JORC Code), 2012 edition, effective December 2012, 44 pp.,
available <http://www.jorc.org/docs/JORC_code_2012.pdf>, viewed 28 August 2015.
Consensus Economics Inc., 2015, Energy & Metals Consensus Forecasts, Survey Date 17 August 2015,
available <http://www.consensuseconomics.com/> by subscription only.
Core Process Engineering 2013, Lubuk Mandi Gold Tailings Retreatment and Plant Evaluation, written by
Rohner, P & Ventura, R, report no. 174-001 (file reference: CPE Report 174-001 Final.docx), confidential
report.
Core Process Engineering 2014, Flowsheet Development Testwork for Lubuk Mandi Gold Tailings
Retreatment Project (Stage 3), written by Rohner, P & Ventura, R, report number 174-003, confidential
report.
Core Process Engineering 2015, Summary on the Plant Commissioning of Angka Alamjayas Gold Tailings
Retreatment Plant Facility at Lubuk Mandi, Kuala Terengganu, Malaysia, written by Rohner, P & Ventura, R,
2015, commissioning summary report number CPE-AA-003, 11 May 2015, confidential report.
GBM Resources Limited 2014, Lubuk Mandi Personal Communication Memo, written by Tyler Lamb,
16 September 2014, 2 pp., internal memorandum.
GBM Resources Ltd 2013, Lubuk Mandi Gold Project Update September 2013, unpublished presentation
given at Sheraton Towers Hotel Singapore, 26 September 2013, 33 pp.
GBM Resources Ltd 2013a, Lubuk Mandi Gold Project, GBM Resources Internal Technical Due Diligence,
May 2013, unpublished report.
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GBM Resources Ltd 2015, Lubuk Mandi Gold Mine Production Commences Gold Production, ASX
announcement, 8 April 2015, 3 pp., available <http://www.asx.com.au/asxpdf/20150408/pdf/42xrz8pw36
1q0w.pdf>, viewed 1 September 2015.
Halim Bin Yusof 2015, Pengesahan Confirmation (Confirmation letter), Perbadanan Memajukan Iktisad
Negeri Terenggan, 10 September 2015, internal document.
Minetech Constructions Sdn. Bhd. 2015, Proposed for Earthworks Project at Lubok Mandi Terengganu,
Letter of agreement to Angka Alamajaya Sdn Bhd, from Pete Chin SC, 28 January 2015, unpublished
document.
Perbadanan Memajukan Iktisad Negeri Terengganu (PMINT) 2013, Mining Concession Work Agreement,
between PMINT and Angka Alamjaya Sdn Bhd on 15 February 2013, 28 pp., confidential document.
PERMINT Minerals Sdn Bhd, 1999, Beberapa Petunjuk Operasi Dan Kewangan 1993 1999 (Production
Records 1993 to 1999), 10 April 1999, internal document.
Skandus Pty Ltd 2013, Lubuk Mandi, Terengganu, Tailings Resource Estimate., report prepared by Scott
McManus for GBM Resources Ltd, 21 October 2013, 44 pp., internal document.
Skandus Pty Ltd 2014, Lubuk Mandi, Terengganu, Resource Estimate., report prepared by Scott McManus
et. al. for GBM Resources Ltd, 56 pp., 25 September 2014, internal document.
The VALMIN Committee (VALMIN), Code for the Technical Assessment and Valuation of Mineral and
Petroleum Assets and Securities for Independent Expert Reports (The VALMIN Code), 2005 edition,
effective April 2005, 24 pp., available <http://www.valmin.org/valmin_2005.pdf>, viewed 28 August 2015.
World Gold Council 2015, Gold Demand Trends, Second quarter 2015, August 2015, 29 pp. available
<http://www.gold.org/supply-and-demand/gold-demand-trends>, viewed 28 August 2015.
World Gold Council, Interactive gold price chart, available <http://www.gold.org/investment/interactive-goldprice-chart>, viewed 28 August 2015.
Zaid Ibrahim & Co, Project Hardrock, Due Diligence Report Dated [] on Angka Alamjaya Sdn Bhd,
reference ZICO Draft: 29 June 2015, 104 pp., internal document.
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Expert Consent Statement
I, Mike Thomas, confirm that I am a Principal Consultant with AMC Consultants Pty Ltd (AMC) and that I
directly supervised the production of the report titled Independent Valuation Report on the Lubuk Mandi
Gold Project, Malaysia (the Report) with an effective date of 31 September 2015, in accordance with
Singapore Exchange Catalist Rule 442. I am the Representative Expert as defined by the VALMIN Code with
overall responsibility for the physical preparation and contents of the Report.
I confirm that I am independent of Anchor Resources Limited (the listing applicant) and its subsidiaries, and
each of their directors and substantial shareholders. In addition, I have no interest, direct or indirect, in the
listing applicant, its subsidiaries, or associated companies, and will not receive benefits other than
remuneration paid to AMC in connection with the preparation of the Report. Remuneration paid to AMC is
not dependent on the findings of the Report.
I have more than 40 years of experience in the minerals industry, and more than five years of experience in
the assessment and/or valuation of mineral assets, including gold and base metals mineral assets in
Australia, Canada, Lao People's Democratic Republic, and Papua New Guinea.
I am a Member of The Australasian Institute of Mining and Metallurgy. I have not been found in breach of any
relevant rule or law of that institute, and I am not the subject of any disciplinary proceeding. I am not the
subject of any investigation that might lead to a disciplinary proceeding by any regulatory authority or any
professional association.
I have reviewed the report to which this Consent Statement applies.
3 December 2015
Signature
Date
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Appendix A
Abbreviations/terms
Term/abbreviation
Description/unit
dollar
percent
A$
Australian dollars
AASB, or the Company
AIG
Australian Institute of Geoscientists
AMC
ARL, or the listing applicant
ASX
Australian Securities Exchange
Au
gold
Core
Core Process Engineering Pty Ltd
CP
Chartered Professional
DCF
discounted cash flow
EIA
environmental impact assessment
gram/s
g/t
grams per tonne
AICD
Australian Institute of Company Directors
GBM
GBM Resources Ltd
IQPR
independent qualified persons report
kg
kilogram
koz
thousand ounces
ktpa
thousand tonnes per annum
Lubuk Mandi, or the Property
Lubuk Mandi gold project
metres
MDA
ML
mining leases
Mt
million tonnes
Mtpa
million tonnes per annum
NPV
net present value
OMS
operational mining scheme
oz
ounce/s (troy)
PFS
pre-feasibility study
pH
solvated hydrogen ion activity
PMINT
Perbadanan Memajukan Iktisad Negeri Terengganu (The State Economic Development Corporation
of Terengganu)
real terms
Adjusted for the effects inflation
Report
Independent Valuation Report on the Lubuk Mandi Gold Project, Malaysia, written by AMC
Consultants Pty Ltd
RM
Malaysian Ringgit
SGD
Singapore dollars
SGX
Sinomine
Sinomine Resource Exploration Co., Ltd
Skandus
Skandus Pty Ltd
SNL
SNL Metals and Mining
tonnes
The AusIMM
The Australasian Institute of Mining and Metallurgy
US$
United States dollars
ZICo
Zaid Ibrahim & Co
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E amcperth@amcconsultants.com
Canada
Toronto
Suite 300, 90 Adelaide Street West
Toronto, Ontario M5H 3V9 Canada
T +1 416 640 1212
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E amctoronto@amcconsultants.com
Vancouver
Suite 202, 200 Granville Street
Vancouver BC V6C 1S4 Canada
T +1 604 669 0044
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E amcvancouver@amcconsultants.com
Singapore
Singapore
Registered Office
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Singapore 048581
T +65 8620 9268
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E amcsingapore@amcconsultants.com
United Kingdom
Maidenhead
Registered in England and Wales
Company No. 3688365
Level 7, Nicholsons House
Nicholsons Walk, Maidenhead
Berkshire SL6 1LD United Kingdom
T +44 1628 778 256
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E amcmaidenhead@amcconsultants.com
Registered Office: 11 Welbeck Street
London, W1G 9XZ United Kingdom
amcconsultants.com
amcconsultants.com
F-40
APPENDIX G ABRIDGED LEGAL OPINION FROM ZAID IBRAHIM & CO

Due Incorporation
(a)
Each of Angka Alamjaya Sdn. Bhd. (AASB) and Angka Mining Sdn. Bhd. (AAMB)
(collectively, the Subsidiaries) has been duly incorporated and is validly existing as a legal
entity with limited liability under the laws of Malaysia, having the full capacity, power and
authority to enter into legally binding and enforceable contracts and undertakings and to sue
or be sued in its own name under the laws of Malaysia.
(b)
Each of the Subsidiaries has the corporate power and authority necessary to own its assets,
including such licences, permits, certificates and approvals as are relevant to its business
and operations and the Agreements (as defined in the legal opinion in respect of the
Subsidiaries issued by Zaid Ibrahim & Co (the Opinion)), and to perform its businesses in
the manner conducted by it as contained in its articles of association.
Articles of Association
(c)
The Memorandum and Articles of Associations of each of the Subsidiaries comply with the
requirements of applicable laws of Malaysia and are in full force and effect.
(d)
The current board of directors of each of the Subsidiaries were properly constituted and in
compliance with all applicable laws of Malaysia and the Subsidiaries Memorandum and
Articles of Association. As at the date of the Opinion, the directors of AASB are Lim Chiau
Woei, Law Phooi Wong and Y.A.M. Tengku Sri Temenggung Raja Tengku Baharuddin Ibni
Almarhum Sultan Mahmud Almuktab and the directors of AMSB are Lim Chiau Woei and Law
Phooi Wong.
Share Capital
(e)
AASBs current authorised share capital is RM25,000,000 and its issued and paid-up share
capital is RM15,348,358 consisting of 15,348,358 ordinary shares. AMSBs current
authorised share capital is RM400,000 and its issued and paid-up share capital is
RM100,002 consisting of 100,002 ordinary shares. Each of the Subsidiaries current
authorised share capital and issued and paid-up share capital (i) have been duly authorised
and validly issued in compliance with all applicable laws in Malaysia and are non-assessable,
and (ii) were not subject to any and therefore were not issued in violation of any pre-emptive
rights, resale rights, rights of first refusal or similar rights of any party (including without
limitation, any security holder of the Subsidiaries, under the Memorandum and Articles of
Association of that Subsidiary or the applicable laws of Malaysia, any agreement, deed or
other instrument to which each of the Subsidiaries or any of their subsidiaries is a party or
by which that Subsidiary or any of their subsidiaries are bound or to which any of the
properties of that Subsidiary or any of their subsidiaries is subject, and conform as to the
Malaysian legal matters to the description thereof contained under the Restructuring
Exercise, Group Structure, General Information on Our Group History and General
and Statutory Information of the Offer Document in relation to the Listing. All of the issued
shares in the capital of AASB are registered in the name of Anchor Resources Limited and
all of the issued shares in the capital of AMSB are registered in the name of AASB, and with
respect to AMSB is held by AASB free from any encumbrances or restrictions, and the liability
of such registered holder in respect of the equity interests held by it in the Subsidiaries is
limited to its investment therein. Details of AASB and AMSBs current authorised share
capital, issued and paid-up share capital and shareholding composition are set out in
Schedule 1 (of the Opinion).
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(f)
The shares in each of the Subsidiaries, as described in Schedule 1, have been duly
authorised, validly issued and have not been re-purchased or cancelled. All the transfers of
shares in the capital of each of the Subsidiaries are duly authorised, and are in order and
effective. There were no irregularities in the transfer of shares in the Subsidiaries that would
affect shareholders rights and obligations or the validity of the shareholding interest of the
respective current shareholder(s).
(g)
There are no restrictions on transfers or holdings of the shares in each of the Subsidiaries,
as described in Schedule 1, or any restrictions on the right of persons deemed or designated
non-resident for exchange control purposes under the laws of Malaysia or foreign
shareholders to hold or exercise the voting rights attached to the share capital of each of the
Subsidiaries imposed by any applicable law of Malaysia or the Memorandum and Articles of
Association of that Subsidiary.
(h)
Both of the Subsidiaries do not have treasury shares and have never issued any preference
shares or share options.
Title to, Validity and Enforceability of Rights to Assets

AASB
(i)
AASB has been granted a contractual right by Perbadanan Memajukan Iktisad Negeri
Terengganu (PMINT), being the lessee of mining leases no. ML 1/2007 and ML 2/2007
(Mining Leases) to conduct mining and processing of hardrock gold at Lot No. 8308 at
Bukit Kolah, Mukim Rusila, Daerah Marang, Terengganu and Lot No. 7556 at Lubuk Mandi,
Mukim Rusila, Daerah Marang, Terengganu (Lubuk Mandi Mine), pursuant to the terms of
the concession contract work agreement (AASB Concession Agreement) dated 15
February 2013 entered into between AASB and PMINT for the period from 5 March 2013 to
5 March 2017. The renewal period of the AASB Concession Agreement is subject to the
period of renewal for the Mining Leases (this is stated as back to back renewal in the AASB
Concession Agreement), but is not subject to tender.
PMINT is the lessee of the Mining Leases, which are granted pursuant to section 63(12) of
the Mineral (Terengganu) Enactment 2002 (Enactment 2002), being an enactment of the
State of Terengganu Darul Iman to enable allocation for mineral tenement and for purposes
connected therewith by the Terengganu State Authority (as defined in the Enactment 2002 to
mean the Ruler or the State Executive Council, as the case may be). Under the Enactment
2002 and to the terms and conditions specified in the Mining Leases, PMINT as the lessee
of the Mining Leases, has the following rights:
(i)
to exclusively mine the Lubuk Mandi Mine in respect of which the Mining Leases have
been granted in accordance with the pre-feasibility study submitted under Section 63 of
the Enactment 2002 for small scale operations; and
(ii)
subject to Section 71 of the Enactment 2002 and any other law relating to minerals,
(1)
to store, transport, process and sell any mineral extracted and dispose of any
waste;
(2)
to use any timber, sand or gravel as required for mining within the mining land;
G-2

(3)
to use such portions of the mining land as may be required for the purposes of
growing plants or vegetables, or keeping animals, poultry or fish as may be
reasonable for use by the employees at the mine;
(4)
to use such portions of the mining land as may be required for the purpose of
erecting houses, lines, sheds or other buildings as may be reasonable for the
purposes of the mine or for use by the employees at the mine;
(5)
to do any act or thing and establish and maintain any road and facility to effectually
carry out mining operations, on or under the land; and
(6)
to use, occupy and enjoy the land in respect of which a mining lease has been
granted for mining purposes.
PMINT was also granted a letter of approval (JMG Approval) dated 8 October 2015 by the
Jabatan Mineral Dan Geosains Malaysia, Terengganu (Malaysia Minerals & Geoscience
Department) for the period from 27 July 2015 to 27 July 2016 under Section 10 of the
Mineral Development Act 1994 (MDA) being an Act which applies throughout Malaysia to
provide for the inspection and regulation of the mining of minerals and mineral ores and for
other matters connected therewith. PMINT, with the assistance of AASB, may apply for
renewal of the JMG Approval on an annual basis.
Malaysia Minerals & Geoscience Department is the relevant department under the Ministry
of Natural Resources and Environment, being the Ministry which regulates the MDA, to issue
the JMG Approval.
The Mining Leases are not issued in AASBs name and AASBs right to mine in the Lubuk
Mandi Mine is a contractual right through the AASB Concession Agreement, which
contractual right is acknowledged through the JMG Approval.
AASB has the mining and exploitation rights in the Lubuk Mandi Mine arising from (i) such
rights granted to PMINT under the Mining Leases by the Terengganu State Authority and (ii)
the valid and legally enforceable contractual right under the AASB Concession Agreement.
PMINT is the relevant and competent authority to grant the concession right regarding mining
and exploitation as granted to AASB in respect of the Lubuk Mandi Mine, pursuant to the
Terengganu State Economic Development Corporation Enactment 1965. There is nothing
under the laws of Malaysia and the terms of the Mining Leases which prevents PMINT from
granting to AASB the mining and exploitation rights in the Lubuk Mandi Mine.
There are no legal impediments preventing PMINT from renewing the Mining Leases issued
by the Terengganu State Authority, which such renewal is not subject to tender, and there are
no foreseeable difficulties with the renewal of the Mining Leases by PMINT based on and
subject to the following:
(i)
the past renewals of the Mining Leases by PMINT having been successful;
(ii)
there being no changes in the technical requirements for such renewals under the
Enactment 2002 and related regulations; and
(iii) there being no change to any current government or state policy with respect to such
renewals.
G-3

There are no legal impediments preventing AASB from renewing the AASB Concession
Agreement and the approval from the Malaysian Minerals & Geoscience Department being
renewed by PMINT, with the assistance of AASB.
AASB has valid and enforceable title and rights to its assets (including its processing plants
and machinery), including such authorisations, permits, certificates, licences and approvals
as are relevant to its business and operations and the Agreements, and we are not aware of
AASB having received any notice of any claim of any sort that has been asserted by anyone
adverse to such rights of AASB, or affecting or questioning such rights of AASB.
AMSB
(j)
AMSB and PMINT had entered into a concession contract work agreement (AMSB
Concession Agreement) dated 15 September 2014 in respect of Lot No. 1783 at Bukit
Panji, Mukim Rusila, Daerah Marang, Terengganu Darul Imam (Bukit Panji Property).
PMINT has previously been granted a mining certificate no. ASBG (MC) 341 for the period
from 20 January 1991 to 19 January 2006.
PMINT is currently in the process of obtaining the renewed proprietary mining licence
(AMSB Proprietary Mining Licence, previously, the above stated mining certificate) for
the Bukit Panji Property. The duration of the AMSB Concession Agreement will commence on
the date as stated in the renewed AMSB Proprietary Mining Licence until the expiry of the
period of the AMSB Proprietary Mining Licence, which will be granted by the Terengganu
State Authority to PMINT in respect of the Bukit Panji Property. The renewal period of the
AMSB Concession Agreement is subject to the renewal of the AMSB Proprietary Mining
Licence period (this is stated as back to back renewal in the AMSB Concession
Agreement), but is not subject to tender. Upon the commencement of the AMSB Concession
Agreement, AMSB shall have a contractual right by PMINT, being the lessee of the AMSB
Proprietary Mining Licence, to prepare a feasibility report, and followed by mining and
exploitation works and processing gold hard rock at the Bukit Panji Property pursuant to the
terms of the AMSB Concession Agreement.
Once the AMSB Proprietary Mining Licence is issued to PMINT, PMINT, with the assistance
of AMSB, will apply to the Malaysia Minerals & Geoscience Department for its approval
pursuant to Section 10 of the MDA, for AMSB to carry out its operational mining scheme.
Subject to PMINT, with the assistance of AMSB, obtaining the AMSB Proprietary Mining
Licence and the approval from the Malaysia Minerals & Geoscience Department (AMSB
JMG Approval) in respect of the Bukit Panji Property, AMSB has the mining and exploitation
rights in the Bukit Panji Property arising from (i) such rights granted to PMINT under the
AMSB Proprietary Mining Licence by the Terengganu State Authority (and on the basis that
the AMSB Mining Lease and the AMSB JMG Approval have been duly authorised, executed
and delivered by the relevant competent authorities; and (ii) the valid and legally enforceable
contractual right under the AMSB Concession Agreement.
PMINT is the relevant and competent authority to grant the concession right regarding mining
and exploitation as granted to AMSB in respect of the Bukit Panji Property. There is nothing
under the laws of Malaysia which prevents PMINT from granting to AMSB the mining and
exploitation rights in the Bukit Panji Property.
G-4

There are no legal impediments preventing PMINT from renewing the AMSB Proprietary
Mining Licence issued by the Terengganu State Authority, which such renewal is subject to
tender, and there are no foreseeable difficulties with the renewal of the AMSB Proprietary
Mining Licence by PMINT subject to the following:
(i)
there being no change in the technical requirements for such renewals under the
Enactment 2002 and related regulations; and
(ii)
renewals.
There are no legal impediments preventing AMSB from renewing the AMSB Concession
Agreement and the approval from the Malaysian Minerals & Geoscience Department being
renewed by PMINT, with the assistance of AMSB, once obtained.
AMSB has not entered into any agreements save for the AMSB Concession Agreement and
does not have any immovable goods or assets.
Subsidiaries
(k)
The execution, delivery and performance of the Agreements by each of the Subsidiaries and
the consummation by the respective Subsidiary of the transactions contemplated therein are
within the corporate powers of the respective Subsidiary and have been duly authorised by
all necessary action of it and do not contravene any law, rule or regulation of Malaysia or its
constitutional documents and all governmental authorisations, approvals and consents
which are necessary for the execution, delivery and performance of the Agreements by it
have been obtained and are in full force and effect.
(l)
The Agreements constitute legally valid and binding obligations of the respective Subsidiary
and are enforceable against it and against the other parties thereto in accordance with its
terms.
Compliance with Laws, Rules and Regulations

(m) AASB has obtained all the necessary authorisations, approvals, permits, licences or
certificates required to perform its business and operations, and such Licences and
Approvals (as defined in the Opinion) (constituting all such necessary authorisations,
approvals, permits, licences or certificates required to perform AASBs business and
operations) are valid and in force and will not cease to be valid or in force as a result of the
Listing.
(n)
AMSB has not commenced any business, including mining operations, and therefore does
not require any Licences and Approvals.
(o)
Each of the Subsidiaries is in compliance with all the laws, rules and regulations of Malaysia
that would affect its businesses and operations, and to the best of our knowledge and relying
on the Statutory Declarations (as defined in the Opinion), each of the Subsidiaries have not
received any notice relating to the revocation of any licence, permit, order, certificate,
approval or other authorisation. PMINT is responsible for the rehabilitation and closure of the
mining sites and for making the required contributions to the common rehabilitation fund
G-5

maintained by the State Mineral Resources Committee established under the Enactment
2002. Accordingly, the Subsidiaries are neither responsible nor liable for the rehabilitation
and closure of the mining sites at the Lubuk Mandi Mine and Bukit Panji Property.
(p)
There is no governmental law, decree, regulatory requirement or restriction in the

constitutional documents of each of the Subsidiaries or any other requirement in Malaysia
which may affect the repatriation of capital and remittance of profits (in the form of dividends
or otherwise) by or to each of the Subsidiaries.
(q)
No taxes, fees or charges (including stamp duty) are payable (either by direct assessment
or withholding) to the government or other taxing authority in Malaysia under the laws of
Malaysia in respect of the payment of dividends declared and payable on the shares of each
of the Subsidiaries.
(r)
Each of the Subsidiaries is in compliance with the laws, rules and regulations of Malaysia as
is necessary to and required for the conduct of its business and operations, including but not
limited to, the proper incorporation and good standing of that Subsidiary. For the purpose of
this paragraph, good standing means that the company is (i) validly in existence and has
been in continuous and uninterrupted existence since its incorporation, and that the company
has not been merged or filed for dissolution nor is any action currently being taken to strike
off the companys existence; (ii) is in compliance with all general administrative requirements
pertaining to its continued registration; and (iii) has, under Malaysian company law, paid all
its statutory dues and has met all filing requirements to the CCM (as defined in the Opinion)
and (iv) therefore, is authorised under the Companies Act 1965 of Malaysia to transact
business and operate in Malaysia.
(s)
AASB has obtained the insurances as referred to in the Due Diligence Reports (as defined
in the Opinion). AASB has the necessary insurances as required to be maintained under the
terms of the AASB Concession Agreement. Insurance is not a requirement under the law for
the business operations of the each of the Subsidiaries.
Litigation
(t)
There are no public searches available in Malaysia to investigate whether the Subsidiaries
are involved in litigation proceedings. As there is no centralised system of searches in
Malaysia for litigation, due diligence on litigation is conducted through inquiries with and
relying on disclosures by the Subsidiaries and the Confirmation Litigation Letter (as defined
in the Opinion).
(u)
Based on the Confirmation Litigation Letter, there are no claims, demands, lawsuits or
litigation (including those pending or threatened) by or against each of the Subsidiaries, any
matters pending or threatened litigations or claims including any unasserted claims or any
matters involving possible contingent liabilities against each of the Subsidiaries.
(v)
Each of the Subsidiaries is subject to the civil and commercial laws of Malaysia and are not
entitled to claim sovereign immunity in relation to itself or its assets in connection with any
legal proceedings in Malaysia or in connection with the obtaining or execution in Malaysia of
any judgment or order arising from such proceedings.
G-6

Offer and Listing
(w) The Listing (i) does not breach any laws or regulations that are applicable to each of the
Subsidiaries, (ii) does not directly or indirectly impede or affect the current business
operations of each of the Subsidiaries and (iii) does not conflict with or constitute a default
under any provision of the Agreements and the Licences and Approvals (which constitute all
such necessary authorisations, approvals, permits, licences or certificates required to
perform AASBs business and operations). AMSB has not commenced any business,
including mining operations, and therefore does not require any Licences and Approvals.
(x)
The applicable laws and regulations of Malaysia do not prohibit or restrict any part of the
proceeds from the Proposed Listing from being transferred by our Company to each of the
Subsidiaries or from being used by each of the Subsidiaries in Malaysia for the purposes
described in the Offer Document.
Foreign Exchange Control Restrictions

(y)
All dividends and other distributions declared and payable on the shares in the share capital
of each of the Subsidiaries to shareholders (both individuals and juristic persons) not
resident in Malaysia may under Malaysian laws be paid in Malaysia and may be converted
into appropriate foreign currency and freely transferred out of Malaysia.
G-7
APPENDIX H SUMMARY OF RELEVANT

MALAYSIAN LAWS AND REGULATIONS
Section 10 of the Mineral Development Act 1994 (MDA) provides that the holder of a proprietary
mining licence or mining lease shall be required to submit for approval by the Director of Mines
appointed under the MDA, an operational mining scheme for development work and mining on the
land which is the subject of such mineral tenement before the commencement of any development
work or mining within the mineral tenement area.
The holder of a proprietary mining licence or mining lease shall comply with the approved
operational mining scheme and carry out development work and mining in accordance with such
approved operational mining scheme. Upon failure by the holder of a proprietary mining licence
or mining lease to comply with the approved operational mining scheme, the Director of Mines
shall inquire into the matter and may order the holder of such licence or lease to:
(a)
undertake all necessary measures to ensure compliance with the approved operational
mining scheme; or
(b)
suspend development work or mining until the necessary measures are taken to comply with
the approved operational mining scheme.
Section 12 of the MDA provides that the holder of a proprietary mining licence or mining lease
shall comply with the approved operational mining scheme under Section 10 of the MDA and carry
out development work and mining in accordance with such approved operational mining scheme.
Upon failure to comply with the approved operational mining scheme, the Director of Mines shall
inquire into the matter and may order the holder of such licence or lease to:
(a)
undertake all necessary measures to ensure compliance with the approved operational
mining scheme; or
(b)
suspend development work or mining until the necessary measures are taken to comply with
the approved operational mining scheme.
Mineral (Terengganu) Enactment 2002

The state of Terengganu has its own state mineral enactment known as Mineral (Terengganu)
Enactment 2002 (MTE). Pursuant to Section 63 of the MTE, an application for a mining lease
must be made to the state authority. A mining lease means a mining lease granted under Section
63 of the MTE and a mining lease granted or issued under any previous written law relating to
mining.
Every mining lease duly registered shall, subject to the provisions of the Enactment, be conclusive
evidence that the lease of the land described therein is vested in the person or body for the time
being registered as the lessee and of the conditions and other provisions subject to which the land
is for the time being held by the person or body, so far as the same are required by any provision
of the Enactment to be specified in that document.
As prescribed under section 70 of the Enactment, a mining lease shall, subject to the MTE and to
the terms and conditions specified in the mining lease, confer the lessee thereof the rights to
exclusively mine the land in respect of which the lease has been granted in accordance with the
H-1

pre-feasibility study submitted for small-scale or large-scale operation and subject to the
prohibition in the MTE and any other law relating to minerals, to store, transport, process and sell
any mineral extracted and dispose of any waste,
(a)
to use any timber, sand or gravel as required for mining within the mining land;
(b)
to use such portions of the mining land as may be required for the purposes of growing plants
or vegetables, or keeping animals, poultry or fish as may be reasonable for use by the
employees at the mine;
(c)
to use such portions of the mining land as may be required for the purpose of erecting
houses, lines, sheds or other buildings as may be reasonable for the purposes of the mine
or for use by the employees at the mine;
(d)
to do any act or thing and establish and maintain any road and facility to effectually carry out
mining operations, on or under the land; and
(e)
to use, occupy and enjoy the land in respect of which a mining lease has been granted for
mining purposes.
Subject to the MTE and to the terms and conditions specified in the mining lease, the mining lease
does not entitle the lessee the exclusive right within the mining land in respect of which the lease
has been granted to use any public road, rail, canal, river and telecommunications system as may
be required for mining.
Section 71 of the MTE states that the lessee under a mining lease must not, unless authorised
under any other written law, remove beyond the boundaries of the mining land in respect of which
the lease has been granted for any purpose any timber or other forest produce, any plant,
vegetable, animal, poultry or fish or any coral, earth, gravel, guano, loam, rock, sand, shell, clay,
brick, lime, cement or other commodity manufactured from such materials, obtained from or raised
on the said land.
It shall be a condition of every mining lease granted under the MTE that the lessee must:
(a)
cause to be kept true and sufficient books of account of the mining and other business
carried on upon the mining land, and of the disposal of the minerals obtained and to produce
such books upon request by the authorised officers;
(b)
submit such information and periodical activity reports as may be prescribed;
(c)
allow scientific surveys if there is no interference with mining;
(d)
maintain the mining land under the lease to a safe state and to such environmental standards
as may be prescribed;
(e)
comply with the approved environmental impact assessment, if such assessment is required
under any written law;
(f)
comply with the approved plan for rehabilitation, if required under the MTE;
H-2

(g)
allow over or through the mining land access to any adjoining land as shall not, in the opinion
of the Superintendent of Mines, interfere with mining operations;
(h)
allow the construction and use on the mining land of such watercourses, canals, pipelines
and transmission lines, public roads and public utilities as shall not, in the opinion of the
Superintendent of Mines, interfere with mining operation or rights under the lease;
(i)
not conduct any large scale operation on the mining land if the mining lease only authorises
small scale operation; and
(j)
not conduct any small scale operation on the mining land if the mining lease only authorises
large scale operation.
Section 129(1) of the MTE prescribes that a common rehabilitation fund must be established for
the purpose of rehabilitation of mining lands which are subject to mining lease authorising small
scale operations. Every holder of a mining lease authorising small scale operation must pay into
the common rehabilitation fund an annual fee at the rate of 1% of the gross sales value of all
minerals won during a calendar year from the mining land that is subject to the lease or at a
prescribed annual fee, whichever is greater.
Any lessee who fails to pay the amount or fee required under the MTE into the common
rehabilitation fund, shall be guilty of an offence and shall, on conviction, be liable to a fine not
exceeding twice any amount outstanding or to imprisonment for a term not exceeding 6 months
or to both.
Terengganu Mineral Regulations 2005
The Terengganu Mineral Regulations 2005 (TMR) came into operation on 1 January 2005. The
TMR regulates the transfer, licensing and leasing of mineral tenement. Mineral tenement means
a fossicking licence, dulang licence, individual mining licence, prospecting licence, exploration
licence, proprietary mining licence, mining licence, or any of them for the purpose of exploration
or mining of minerals or mineral ores, as the case may be.
Section 19(1) of the Factories and Machinery Act 1967 (FMA) prescribes that no person shall
operate or cause or permit to be operated any machinery in respect of which a certificate of fitness
is prescribed, unless there is in force in relation to the operation of the machinery a valid certificate
of fitness issued under the FMA.
Operating any machinery without a valid certificate will result to an inspector appointed under the
FMA to serve upon the person a notice in writing prohibiting the operation of the machinery or may
render the machinery inoperative until such time as a valid certificate of fitness is issued. In
addition, failure to obtain a valid certificate of fitness is considered an offence under the FMA and
shall, on conviction, be liable to a fine not exceeding RM150,000 or to imprisonment for a term not
exceeding 3 years or to both.
Section 34(2) of the FMA further provides that no person shall except within the written permission
of the inspector begin to use any premises as a factory until 1 month after he has served on the
inspector a written notice in the prescribed form. This is not applicable to any person who takes
H-3

over a factory from another person if there is no change in the nature of the work carried on in the
factory provided that the first person shall within 1 month of such taking over have served on the
inspector written notice in the prescribed form.
Control of Supplies Act 1961
Section 20(1) of the Control of Supplies Act 1961 (CSA) stipulates that any person who removes
any controlled article or causes or permits any controlled article to be removed from any premises
specified in the licence or stores any controlled article or causes or permits any controlled article
to be stored in any premises, other than premises specified in the licence or premises approved
by the Controller of Supplies appointed under the CSA for such storage, shall be guilty of an
offence against the CSA.
Any body corporate which commits an offence against the CSA shall, on conviction, be liable to
a fine not exceeding RM2,000,000 and, for a second or subsequent offence, to a fine not
exceeding RM5,000,000. Where a person charged with an offence against the CSA is a body
corporate every person who, at the time of the commission of such offence is a director or officer
of that body corporate may be charged jointly in the same proceedings with the body corporate,
and where the body corporate is convicted of the offence charged, every such director or officer
shall be deemed to be guilty of the offence unless he proves that the offence was committed
without his knowledge or that he took reasonable precautions to prevent its commission.
Section 34A of the Environmental Quality Act 1974 (EQA) states that any person intending to
carry out any prescribed activity which includes the following shall appoint a qualified person to
conduct an environmental impact assessment and to submit a report thereof to the Director
General appointed under the EQA in the manner as the Director General may prescribe:
(a)
mining of minerals in new areas where the mining lease covers a total area in excess 250
hectares;
(b)
ore processing, including concentrating for aluminium, copper, gold or tantalum; or
(c)
sand dredging involving an area of 50 hectares or more.
The qualified person who submits the report shall be responsible for the environmental impact
assessment and the recommendations of the environmental impact assessment, to ensure that
the report and the recommendation do not contain any false or misleading information and take
a professional indemnity insurance for any liability arising from the environmental impact
assessment and the recommendations of the environmental impact assessment.
Employee Provident Fund Act 1991
Pursuant to section 43(1) of the Employee Provident Fund Act 1991 (EPFA), it is compulsory for
employees and their employers to make monthly contributions on the amount of wages at the rate
respectively set out in the Third Schedule of the EPFA to the Employment Provident Fund which
is a statutory retirement fund. The contributions are made to the account of the individual
employee.
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Employees Social Security Act 1969
Monthly contributions will also have to be made to Social Security Organisation Fund (SOCSO)
both by the employer and employees who earn a monthly salary of RM3,000.00 and below as per
the rates set out in the Third Schedule of the Employees Social Security Act 1969 (ESSA). The
SOCSO administers:
(a)
the Employment Injury Insurance Scheme which provides employees with coverage by way
of cash benefits and medical care in the event of any disablement or death due to
employment injury; and
(b)
the Invalidity Pension Scheme which provides 24-hours coverage to employees against
invalidity and death due to any cause before attaining the age of 60 years.
Pursuant to the First Schedule of the ESSA, employees whose monthly salary progress above
RM3,000.00 and are registered as members of the SOCSO must continue to contribute to the
fund. For those who earn above RM3,000.00 a month, participation is at their option but once they
decide to contribute, their employers will also have to comply.
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APPENDIX I RULES OF THE ANCHOR RESOURCES

PERFORMANCE SHARE PLAN
1.
NAME OF THE PLAN

The Plan shall be called the Anchor Resources Performance Share Plan.
2.
DEFINITIONS
2.1
In the Plan, unless the context otherwise requires, the following words and expressions
shall have the following meanings:
Act
The Companies Act, Chapter 50 of Singapore as

amended from time to time.
Adoption Date
The date on which the Plan is adopted by the

Company in general meeting.
Associate
Shall have the meaning assigned to it in the Catalist

Rules.
Auditors
The auditors of the Company for the time being.
Award
A contingent award of Shares granted under Rule 5.
Award Date
In relation to an Award, the date on which the Award

is granted pursuant to Rule 5.
Award Letter
A letter in such form as the Committee shall approve

confirming an Award granted to a Participant by the
Committee.
Catalist Rules
Section B of the Listing Manual of the Singapore

Exchange, as amended, modified or supplemented
from time to time.
CDP
The Central Depository (Pte) Limited.
Committee
The Remuneration Committee of the Company.
Company
Anchor Resources Limited, a company incorporated

in Singapore.
Control
The capacity to dominate decision-making, directly or

indirectly, in relation to the financial and operating
policies of the Company.
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Controlling Shareholder
A person who holds directly or indirectly fifteen (15)

per cent. or more of the total number of issued Shares
(excluding Shares held by the Company as treasury
shares) (unless otherwise determined by the
Singapore Exchange that a person who satisfies this
subparagraph is not a controlling shareholder); or in
fact exercises Control over the Company.
Group
The Company and its subsidiaries.
Group Executive
Any employee of the Group (including any Group

Executive Director who meet the relevant criteria and
who shall be regarded as a Group Executive for the
purposes of the Plan) selected by the Committee to
participate in the Plan in accordance with Rule 4.
Group Executive Director
A director of the Company and/or any of its

subsidiaries, as the case may be, who performs an
executive function.
Non-executive Directors
A director of the Company and/or any of its

subsidiaries, as the case may be, other than one who
performs an executive function.
Participant
A Group Executive who has been granted an Award.
Performance Condition
In relation to an Award, the condition specified on the

Award Date in relation to that Award.
Performance Period
The period, as may be determined by the Committee

at its discretion, during which the Performance
Condition is to be satisfied.
Plan
The Anchor Resources Performance Share Plan, as

the same may be modified or altered from time to
time.
Release
In relation to an Award, the release at the end of the

Performance Period relating to that Award of all or
some of the Shares to which that Award relates in
accordance with Rule 7 and, to the extent that any
Shares which are the subject of the Award are not
released pursuant to Rule 7, the Award in relation to
those Shares shall lapse accordingly, and Released
shall be construed accordingly.
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Release Schedule
In relation to an Award, a schedule in such form as the

Committee shall approve, setting out the extent to
which Shares which are the subject of that Award
shall be Released on the Performance Condition
being satisfied (whether fully or partially) or exceeded
or not being satisfied, as the case may be, at the end
of the Performance Period.
Released Award
An Award which has been released in accordance

with Rule 7.
Retention Period
Such retention period as may be determined by the

Committee and notified to the Participant at the grant
of the relevant Award to that Participant.
Shares
Ordinary shares in the capital of the Company.
Singapore Exchange
The Singapore Exchange Securities Trading Limited.
Trading Day
A day on which the Shares are traded on the

Singapore Exchange.
Vesting
In relation to Shares which are the subject of a

Released Award, the absolute entitlement to all or
some of the Shares which are the subject of a
Released Award and Vest and Vested shall be
construed accordingly.
Vesting Date
In relation to Shares which are the subject of a

Released Award, the date (as determined by the
Committee and notified to the relevant Participant) on
which those Shares have Vested pursuant to Rule 7.
2.2
Words importing the singular number shall, where applicable, include the plural number
and vice versa. Words importing the masculine gender shall, where applicable, include the
feminine and neuter genders.
2.3
Any reference to a time of a day in the Plan is a reference to Singapore time.
2.4
Any reference in the Plan to any enactment is a reference to that enactment as for the time
being amended or re-enacted. Any word defined under the Act or any statutory
modification thereof and not otherwise defined in the Plan and used in the Plan shall have
the meaning assigned to it under the Act or any statutory modification thereof, as the case
may be.
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3.
OBJECTIVES OF THE PLAN
3.1
The Plan has been proposed in order to:

(a)
foster an ownership culture within the Group which aligns the interests of Group
Executives with the interests of shareholders;
(b)
motivate Participants to achieve key financial and operational goals of the Company
and/or their respective business units; and
(c)
make total employee remuneration sufficiently competitive to recruit and retain staff
having skills that are commensurate with the Companys ambition to become a
world-class company.
4.
ELIGIBILITY OF PARTICIPANTS
4.1
The following persons shall be eligible to participate in the Plan at the absolute discretion
of the Committee:
4.2
4.3
(a)
Group Executives who, as of the Award Date, have attained the age of twenty-one
(21) years and hold such rank as may be designated by the Committee from time to
time and who have, as of the Award Date, been in full time employment of the Group
for a period of at least twelve (12) months (or in the case of any Group Executive
Director, such shorter period as the Committee may determine), provided that none
shall be an undischarged bankrupt as at the Award Date;
(b)
Non-executive Directors (including independent Directors) who, as of the Award

Date, have attained the age of twenty-one (21) years; and
(c)
Subject to Rule 4.2, persons who are qualified under Rule 4.1(a) above and who are
also Controlling Shareholders or Associates of Controlling Shareholders,
Controlling Shareholders and their Associates who satisfy the criteria set out in Paragraph
4.1 above shall be eligible to participate in the Plan provided that:
(a)
their participation; and
(b)
the actual or maximum number of Shares and terms of any Awards to be granted to
them, have been approved by independent shareholders of the Company at a
general meeting in separate resolutions for each such person and, in respect of each
such person, in separate resolutions for each of (i) his participation and (ii) the actual
or maximum number of Shares and terms of any Awards to be granted to him,
provided always that it shall not be necessary to obtain the approval of the
independent shareholders of the Company for the participation in the Plan of a
Controlling Shareholder or his Associate who is, at the relevant time, already a
Participant.
Subject to the Act and any requirements of the Singapore Exchange, the terms of eligibility
for participation in the Plan may be amended from time to time at the absolute discretion
of the Committee.
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5.
GRANT OF AWARDS
5.1
Subject as provided in Rule 8, the Committee may grant Awards to Group Executives as
the Committee may select, in its absolute discretion, at any time during the period when
the Plan is in force.
5.2
The number of Shares which are the subject of each Award to be granted to a Participant
in accordance with the Plan shall be determined at the absolute discretion of the
Committee, which shall take into account criteria such as his rank, job performance and
potential for future development, his contribution to the success and development of the
Group and the extent of effort with which the Performance Condition may be achieved
within the Performance Period.
5.3
The Committee shall decide in relation to an Award:
5.4
(a)
the Participant;
(b)
the Award Date;
(c)
the Performance Period;
(d)
(e)
the Performance Condition;
(f)
the Release Schedule; and
(g)
any other condition which the Committee may determine in relation to that Award.
The Committee may amend or waive the Performance Period, the Performance Condition
and/or the Release Schedule in respect of any Award:
(a)
in the event of a take-over offer being made for the Shares or if under the Act, the
court sanctions a compromise or arrangement proposed for the purposes of, or in
connection with, a scheme for the reconstruction of the Company or its amalgamation
with another company or companies or in the event of a proposal to liquidate or sell
all or substantially all of the assets of the Company; or
(b)
if anything happens which causes the Committee to conclude that:

(i)
a changed Performance Condition and/or Release Schedule would be a fairer

measure of performance, and would be no less difficult to satisfy; or
(ii)
the Performance Condition and/or Release Schedule should be waived, and

shall notify the Participants of such change or waiver.
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5.5
As soon as reasonably practicable after making an Award, the Committee shall send to
each Participant an Award Letter confirming the Award and specifying in relation to the
Award:
(a)
the Award Date;
(b)
the Performance Period;
(c)
(d)
the Performance Condition;
(e)
the Release Schedule; and
(f)
any other condition which the Committee may determine in relation to that Award.
5.6
Participants are not required to pay for the grant of Awards.
5.7
An Award or Released Award shall be personal to the Participant to whom it is granted

and, prior to the allotment and/or transfer to the Participant of the Shares to which the
Released Award relates, shall not be transferred, charged, assigned, pledged or otherwise
disposed of, in whole or in part, except with the prior approval of the Committee and if a
Participant shall do, suffer or permit any such act or thing as a result of which he would
or might be deprived of any rights under an Award or Released Award without the prior
approval of the Committee, that Award or Released Award shall immediately lapse.
6.
EVENTS PRIOR TO THE VESTING DATE
6.1
An Award shall, to the extent not yet Released, immediately lapse without any claim
whatsoever against the Company:
(a)
in the event of misconduct on the part of the Participant as determined by the

Committee in its discretion;
(b)
subject to Rule 6.2(b), upon the Participant ceasing to be in the employment of the
Group for any reason whatsoever; or
(c)
in the event of an order being made or a resolution passed for the winding-up of the
Company on the basis, or by reason, of its insolvency.
For the purpose of Rule 6.1(b), the Participant shall be deemed to have ceased to be so
employed as of the date the notice of termination of employment is tendered by or is given
to him, unless such notice shall be withdrawn prior to its effective date.
6.2
In any of the following events, namely:

(a)
the bankruptcy of the Participant or the happening of any other event which results
in his being deprived of the legal or beneficial ownership of an Award;
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(b)
where the Participant ceases to be in the employment of the Group by reason of:
(i)
ill health, injury or disability (in each case, evidenced to the satisfaction of the
Committee);
(ii)
redundancy;
(iii) retirement at or after the legal retirement age;

(iv) retirement before the legal retirement age with the consent of the Committee;
(v)
the company by which he is employed or to which he is seconded, as the case

may be, ceasing to be a company within the Group, or the undertaking or part
of the undertaking of such company being transferred otherwise than to another
company within the Group, as the case may be;
(vi) (where applicable) his transfer of employment between companies within the
Group;
(vii) his transfer to any government ministry, governmental or statutory body or
corporation at the direction of any company within the Group; or
(viii) any other event approved by the Committee;
(c)
the death of a Participant; or
(d)
any other event approved by the Committee,
the Committee may, in its absolute discretion, preserve all or any part of any Award and
decide as soon as reasonably practicable following such event either to Vest some or all
of the Shares which are the subject of any Award or to preserve all or part of any Award
until the end of the Performance Period and subject to the provisions of the Plan. In
exercising its discretion, the Committee will have regard to all circumstances on a
case-by-case basis, including (but not limited to) the contributions made by that
Participant and the extent to which the Performance Condition has been satisfied.
6.3
Without prejudice to the provisions of Rule 5.4, if before the Vesting Date, any of the
following occurs:
(a)
a take-over offer for the Shares becomes or is declared unconditional;
(b)
a compromise or arrangement proposed for the purposes of, or in connection with, a

scheme for the reconstruction of the Company or its amalgamation with another
company or companies being approved by shareholders of the Company and/or
sanctioned by the court under the Act; or
(c)
an order being made or a resolution being passed for the winding-up of the Company
(other than as provided in Rule 6.1(c) or for amalgamation or reconstruction),
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the Committee will consider, at its discretion, whether or not to Release any Award, and
will take into account all circumstances on a case-by-case basis, including (but not limited
to) the contributions made by that Participant. If the Committee decides to Release any
Award, then in determining the number of Shares to be Vested in respect of such Award,
the Committee will have regard to the proportion of the Performance Period which has
elapsed and the extent to which the Performance Condition has been satisfied. Where
Awards are Released, the Committee will, as soon as practicable after the Awards have
been Released, procure the allotment or transfer to each Participant of the number of
Shares so determined, such allotment or transfer to be made in accordance with Rule 7.
7.
RELEASE OF AWARDS
7.1
Review of Performance Condition

(a)
As soon as reasonably practicable after the end of each Performance Period, the
Committee shall review the Performance Condition specified in respect of each
Award and determine at its discretion whether it has been satisfied and, if so, the
extent to which it has been satisfied, and provided that the relevant Participant has
continued to be a Group Executive from the Award Date up to the end of the
Performance Period, shall Release to that Participant all or part (as determined by
the Committee at its discretion in the case where the Committee has determined that
there has been partial satisfaction of the Performance Condition) of the Shares to
which his Award relates in accordance with the Release Schedule specified in
respect of his Award on the Vesting Date. If not, the Awards shall lapse and be of no
value.
If the Committee determines in its sole discretion that the Performance Condition has
not been satisfied or (subject to Rule 6) if the relevant Participant has not continued
to be a Group Executive from the Award Date up to the end of the relevant
Performance Period, that Award shall lapse and be of no value and the provisions of
Rules 7.2 to 7.4 shall be of no effect.
The Committee shall have the discretion to determine whether the Performance
Condition has been satisfied (whether fully or partially) or exceeded and in making
any such determination, the Committee shall have the right to make computational
adjustments to the audited results of the Company or the Group, to take into account
such factors as the Committee may determine to be relevant, including changes in
accounting methods, taxes and extraordinary events, and further the right to amend
the Performance Condition if the Committee decides that a changed performance
target would be a fairer measure of performance.
(b)
Shares which are the subject of a Released Award shall be Vested to a Participant
on the Vesting Date, which shall be a Trading Day falling as soon as practicable after
the review by the Committee referred to in Rule 7.1(a) and, on the Vesting Date, the
Committee will procure the allotment or transfer to each Participant of the number of
Shares so determined.
(c)
Where new Shares are allotted upon the Vesting of any Award, the Company shall,
as soon as practicable after such allotment, apply to the Singapore Exchange for
permission to deal in and for quotation of such Shares.
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7.2
Release of Award
Shares which are allotted (as an issue of new Shares) or transferred (as a transfer of
Shares then held by the Company in treasury) on the Release of an Award to a Participant
shall be issued in the name of, or transferred to, CDP to the credit of the securities account
of that Participant maintained with CDP or the securities sub-account of that Participant
maintained with a Depository Agent, in each case, as designated by that Participant.
7.3
Ranking of Shares
New Shares allotted and issued, and existing Shares procured by the Company for
transfer, on the Release of an Award shall:
(a)
be subject to all the provisions of the Memorandum and Articles of Association of the
Company; and
(b)
rank in full for all entitlements, including dividends or other distributions declared or
recommended in respect of the then existing Shares, the Record Date for which is on
or after the relevant Vesting Date, and shall in all other respects rank pari passu with
other existing Shares then in issue.
For the purposes of this Rule 7.3, Record Date means the date fixed by the Company
for the purposes of determining entitlements to dividends or other distributions to or rights
of holders of Shares.
7.4
Moratorium
Shares which are allotted and issued or transferred to a Participant pursuant to the
Release of an Award shall not be transferred, charged, assigned, pledged or otherwise
disposed of, in whole or in part, during the Retention Period, except to the extent set out
in the Award Letter or with the prior approval of the Committee. The Company may take
steps that it considers necessary or appropriate to enforce or give effect to this disposal
restriction including specifying in the Award Letter the conditions which are to be attached
to an Award for the purpose of enforcing this disposal restriction.
8.
LIMITATION ON THE SIZE OF THE PLAN
8.1
granted under the Plan on any date, when aggregated with the aggregate number of
Shares over which options or awards are granted under any other share option schemes
or share schemes of the Company, shall not exceed fifteen (15) per cent. of the total
number of issued Shares (excluding Shares held by the Company as treasury shares) on
the day preceding that date.
8.2
under the Plan to Participants who are Controlling Shareholders and their Associates shall
not exceed twenty-five (25) per cent. of the Shares available under the Plan.
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8.3
The number of Shares which may be issued or transferred pursuant to Awards under the
Plan to each Participant who is a Controlling Shareholder or his Associate shall not exceed
ten (10) per cent. of the Shares available under the Plan.
8.4
Shares which are the subject of Awards which have lapsed for any reason whatsoever may
be the subject of further Awards granted by the Committee under the Plan.
9.
ADJUSTMENT EVENTS
9.1
If a variation in the issued ordinary share capital of the Company (whether by way of a
capitalization of profits or reserves or rights issue, reduction, subdivision, consolidation,
distribution or otherwise) shall take place, then:
(a)
the class and/or number of Shares which are the subject of an Award to the extent
not yet Vested; and/or
(b)
the class and/or number of Shares in respect of which future Awards may be granted
under the Plan,
shall be adjusted by the Committee to give such Participant the same proportion of the
equity capital of the Company as that to which he was previously entitled, in such manner
as the Committee may determine to be appropriate, provided that no adjustment shall be
made if as a result, the Participant receives a benefit that a shareholder of the Company
does not receive.
9.2
Unless the Committee considers an adjustment to be appropriate, (a) the issue of

securities as consideration for an acquisition or a private placement of securities; (b) the
cancellation of issued Shares purchased or acquired by the Company by way of a market
purchase of such Shares undertaken by the Company on the Singapore Exchange during
the period when a share purchase mandate granted by shareholders of the Company
(including any renewal of such mandate) is in force; (c) the issue of Shares or other
securities convertible into or with rights to acquire or subscribe for Shares to its employees
pursuant to any share option scheme or share plan approved by shareholders in general
meeting, including the Plan; or (d) any issue of Shares arising from the exercise of any
warrants or the conversion of any convertible securities issued by the Company, shall not
normally be regarded as a circumstance requiring adjustment.
9.3
Notwithstanding the provisions of Rule 9.1, any adjustment (except in relation to a

capitalisation issue) must be confirmed in writing by the Auditors (acting only as experts
and not as arbitrators) to be in their opinion, fair and reasonable.
9.4
Upon any adjustment required to be made pursuant to this Rule 9, the Company shall
notify the Participant (or his duly appointed personal representatives where applicable) in
writing and deliver to him (or his duly appointed personal representatives where
applicable) a statement setting forth the class and/or number of Shares thereafter to be
issued or transferred on the Vesting of an Award. Any adjustment shall take effect upon
such written notification being given.
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10.
ADMINISTRATION OF THE PLAN
10.1
The Plan shall be administered by the Committee in its absolute discretion with such
powers and duties as are conferred on it by the board of directors of the Company,
provided that no member of the Committee shall participate in any deliberation or decision
in respect of Awards to be granted to him or held by him.
10.2
The Committee shall have the power, from time to time, to make and vary such
arrangements, guidelines and/or regulations (not being inconsistent with the Plan) for the
implementation and administration of the Plan, to give effect to the provisions of the Plan
and/or to enhance the benefit of the Awards and the Released Awards to the Participants,
as it may, in its absolute discretion, think fit. Any matter pertaining or pursuant to the Plan
and any dispute and uncertainty as to the interpretation of the Plan, any rule, regulation
or procedure thereunder or any rights under the Plan shall be determined by the
Committee.
10.3
Neither the Plan nor the grant of Awards under the Plan shall impose on the Company or
the Committee or any of its members any liability whatsoever in connection with: (a) the
lapsing of any Awards pursuant to any provision of the Plan; (b) the failure or refusal by
the Committee to exercise, or the exercise by the Committee of, any discretion under the
Plan; and/or (c) any decision or determination of the Committee made pursuant to any
provision of the Plan.
10.4
Any decision or determination of the Committee made pursuant to any provision of the
Plan (other than a matter to be certified by the Auditors) shall be final, binding and
conclusive (including for the avoidance of doubt, any decisions pertaining to disputes as
to the interpretation of the Plan or any rule, regulation or procedure hereunder or as to any
rights under the Plan). The Committee shall not be required to furnish any reasons for any
decision or determination made by it.
10.5
The Committee shall ensure that the rules of the Plan are in compliance with the Act and
the applicable laws and regulations in Singapore, including but not limited to, the Catalist
Rules.
11.
NOTICES AND COMMUNICATIONS
11.1
Any notice required to be given by a Participant to the Company shall be sent or made to
the registered office of the Company or such other addresses (including electronic mail
addresses) or facsimile number, and marked for the attention of the Committee, as may
be notified by the Company to him in writing.
11.2
Any notices or documents required to be given to a Participant or any correspondence to

be made between the Company and the Participant shall be given or made by the
Committee (or such person(s) as it may from time to time direct) on behalf of the Company
and shall be delivered to him by hand or sent to him at his home address, electronic mail
address or facsimile number according to the records of the Company or the last known
address, electronic mail address or facsimile number of the Participant.
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11.3
Any notice or other communication from a Participant to the Company shall be irrevocable,
and shall not be effective until received by the Company. Any other notice or
communication from the Company to a Participant shall be deemed to be received by that
Participant, when left at the address specified in Rule 11.2 or, if sent by post, on the day
following the date of posting or, if sent by electronic mail or facsimile transmission, on the
day of despatch.
12.
MODIFICATIONS TO THE PLAN
12.1
Any or all the provisions of the Plan may be modified and/or altered at any time and from
time to time by a resolution of the Committee, except that:
(a)
no modification or alteration shall alter adversely the rights attached to any Award
granted prior to such modification or alteration except with the consent in writing of
such number of Participants who, if their Awards were Released to them upon the
Performance Conditions for their Awards being satisfied in full, would become
entitled to not less than three-quarters in number of all the Shares which would fall
to be Vested upon Release of all outstanding Awards upon the Performance
Conditions for all outstanding Awards being satisfied in full;
(b)
the definitions of Group Executive, Group Executive Director, Participant,

Performance Period and Release Schedule and the provisions of Rules 4, 5, 6, 7,
8, 9, 10 and this Rule 12 shall not be altered to the advantage of Participants except
with the prior approval of the Companys shareholders in general meeting; and
(c)
no modification or alteration shall be made without the prior approval of the

Singapore Exchange and such other regulatory authorities as may be necessary.
For the purposes of Rule 12.1(a), the opinion of the Committee as to whether any
modification or alteration would adversely affect the rights attached to any Award shall be
final, binding and conclusive.
For the avoidance of doubt, nothing in this Rule 12.1 shall affect the right of the Committee
under any other provision of the Plan to amend or adjust any Award and without due
compliance with the Catalist Rules and such other laws and regulations as may be
applicable.
12.2
Notwithstanding anything to the contrary contained in Rule 12.1, the Committee may at
any time by resolution (and without other formality, save for the prior approval of the
Singapore Exchange) amend or alter the Plan in any way to the extent necessary or
desirable, in the opinion of the Committee, to cause the Plan to comply with, or take into
account, any statutory provision (or any amendment or modification thereto, including
amendment of or modification to the Act) or the provision or the regulations of any
regulatory or other relevant authority or body (including the Singapore Exchange).
12.3
Written notice of any modification or alteration made in accordance with this Rule 12 shall
be given to all Participants.
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13.
TERMS OF EMPLOYMENT UNAFFECTED

The terms of employment of a Participant shall not be affected by his participation in the
Plan, which shall neither form part of such terms nor entitle him to take into account such
participation in calculating any compensation or damages on the termination of his
employment for any reason.
14.
DURATION OF THE PLAN
14.1
The Plan shall continue to be in force at the discretion of the Committee, subject to a
maximum period of ten (10) years commencing on the Adoption Date, provided always that
the Plan may continue beyond the above stipulated period with the approval of the
Companys shareholders by ordinary resolution in general meeting and of any relevant
authorities which may then be required.
14.2
The Plan may be terminated at any time by the Committee or, at the discretion of the
Committee, by resolution of the Company in general meeting, subject to all relevant
approvals which may be required and if the Plan is so terminated, no further Awards shall
be granted by the Committee hereunder.
14.3
The expiry or termination of the Plan shall not affect Awards which have been granted prior
to such expiry or termination, whether such Awards have been Released (whether fully or
partially) or not.
15.
TAXES
All taxes (including income tax) arising from the grant or Release of any Award granted to
any Participant under the Plan shall be borne by that Participant.
16.
COSTS AND EXPENSES OF THE PLAN
16.1
Each Participant shall be responsible for all fees of CDP relating to or in connection with
the issue and allotment or transfer of any Shares pursuant to the Release of any Award
in CDPs name, the deposit of share certificate(s) with CDP, the Participants securities
account with CDP, or the Participants securities sub-account with a Depository Agent.
16.2
Save for the taxes referred to in Rule 15 and such other costs and expenses expressly
provided in the Plan to be payable by the Participants, all fees, costs and expenses
incurred by the Company in relation to the Plan including but not limited to the fees, costs
and expenses relating to the allotment and issue, or transfer, of Shares pursuant to the
Release of any Award shall be borne by the Company.
17.
DISCLAIMER OF LIABILITY
Notwithstanding any provisions herein contained, the Committee and the Company shall
not under any circumstances be held liable for any costs, losses, expenses and damages
whatsoever and howsoever arising in any event, including but not limited to the Companys
delay in issuing, or procuring the transfer of, the Shares or applying for or procuring the
listing of new Shares on the Singapore Exchange in accordance with Rule 7.1(c).
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18. DISCLOSURES IN ANNUAL REPORTS
The following disclosures (as applicable) will be made by the Company in its annual report
for so long as the Plan continues in operation:
(a)
the names of the members of the Committee administering the Plan;
(b)
in respect of the following Participants of the Plan:

(i)
directors of the Company;
(ii)
Controlling Shareholders and their Associates; and
(iii) Participants (other than those in paragraphs (i) and (ii) above) who have
received Shares pursuant to the Release of Awards granted under the Plan
which, in aggregate, represent five (5) per cent. or more of the aggregate of the
total number of Shares available under the Plan, the following information:
(aa) the name of the Participant;
(bb) the number of new Shares issued and the number of existing Shares
transferred
to such Participant during the financial year under review;
(c)
in relation to the Plan, the following particulars:

(i)
the aggregate number of Shares comprised in Awards granted under the Plan
since the commencement of the Plan to the end of the financial year under
review;
(ii)
the aggregate number of Shares comprised in Awards which have Vested under
the Plan during the financial year under review and in respect thereof, the
proportion of:
(aa) new Shares issued; and
(bb) existing Shares transferred and where existing Shares were purchased for
delivery, the range of prices at which such Shares were purchased,
upon the Release of the Vested Awards granted under the Plan; and
(iii) the aggregate number of Shares comprised in Awards granted under the Plan
which have not been Released, as at the end of the financial year under review;
and
(d)
if any of the above requirements is not applicable, an appropriate negative statement

shall be included therein.
I-14

19.
DISPUTES
Any disputes or differences of any nature arising hereunder shall be referred to the
Committee and its decision shall be final and binding in all respects.
20.
ABSTENTION FROM VOTING

Shareholders who are eligible to participate in the Plan must abstain from voting on any
resolution relating to the Plan.
21.
GOVERNING LAW
The Plan shall be governed by, and construed in accordance with, the laws of the Republic
of Singapore. The Participants, by accepting grants of Awards in accordance with the
Plan, and the Company submit to the exclusive jurisdiction of the courts of the Republic
of Singapore.
22.
CONTRACTS (RIGHTS OF THIRD PARTIES) ACT, CHAPTER 53B

No person other than the Company or a Participant shall have any right to enforce any
provision of the Plan or any Award by the virtue of the Contracts (Rights of Third Parties)
Act, Chapter 53B of Singapore.
I-15
APPENDIX J TERMS, CONDITIONS AND PROCEDURES

FOR APPLICATION AND ACCEPTANCE
You are invited to apply and subscribe for [] Placement Shares at the Placement Price for each
Placement Share subject to the following terms and conditions:
1.
YOUR APPLICATION MUST BE MADE IN LOTS OF 1,000 PLACEMENT SHARES AND

INTEGRAL MULTIPLES THEREOF. YOUR APPLICATION FOR ANY OTHER NUMBER OF
SHARES WILL BE REJECTED.
2.
YOU MAY NOT USE CPF FUNDS TO APPLY FOR THE SHARES.
3.
You are allowed to submit only one application in your own name for the Placement
Shares. Any separate application by you for the Placement Shares are be deemed to
be multiple applications and the Company, and the Sponsor, Issue Manager and
Placement Agent have the discretion whether to accept or reject such multiple
applications.
If you, being other than an approved nominee company, have submitted an application
for Placement Shares in your own name, you should not submit any other application
for Placement Shares for any other person. Such separate applications shall be
deemed to be multiple applications and may be rejected at the discretion of our
Company, and the Sponsor, Issue Manager and the Placement Agent.
Joint applications shall be rejected. Multiple applications for Placement Shares shall
be liable to be rejected at the discretion of our Company and the Sponsor, Issue
Manager and Placement Agent. If you submit or procure submissions of multiple share
applications for Placement Shares, you may be deemed to have committed an offence
under the Penal Code, Chapter 224 of Singapore and the SFA, and your applications
may be referred to the relevant authorities for investigation. Multiple applications or
those appearing to be or suspected of being multiple applications may be rejected at
the discretion of our Company, and the Sponsor, Issue Manager and Placement Agent.
4.
We will not accept applications from any person under the age of 18 years, undischarged
bankrupts, sole-proprietorships, partnerships, chops or non-corporate bodies, joint
Securities Account holders of CDP and from applicants whose addresses (furnished in their
Application Forms or, in the case of Electronic Applications, contained in the records of the
relevant Participating Banks) bear post office box numbers. No person acting or purporting
to act on behalf of a deceased person is allowed to apply under the Securities Account with
CDP in the name of the deceased at the time of the application.
5.
We will not recognise the existence of a trust. An application by a trustee or trustees must
therefore be made in his/her/their own name(s) and without qualification or, where the
application is made by way of an Application Form by a nominee, in the name(s) of an
approved nominee company or companies after complying with paragraph 6 below.
6.
WE WILL ONLY ACCEPT APPLICATIONS FROM APPROVED NOMINEE COMPANIES.

Approved nominee companies are defined as banks, merchant banks, finance companies,
insurance companies, licensed securities dealers in Singapore and nominee companies
controlled by them. Applications made by nominees other than approved nominee
companies shall be rejected.
J-1

7.
IF YOU ARE NOT AN APPROVED NOMINEE COMPANY, YOU MUST MAINTAIN A

SECURITIES ACCOUNT WITH CDP IN YOUR OWN NAME AT THE TIME OF YOUR
APPLICATION. If you do not have an existing Securities Account with CDP in your own name
at the time of your application, your application will be rejected. If you have an existing
Securities Account with CDP but fail to provide your Securities Account number or provide an
incorrect Securities Account number in Section B of the Application Form, your application is
liable to be rejected. Subject to paragraph 8 below, your application shall be rejected if your
particulars such as name, NRIC/passport number, nationality and permanent residence
status provided in your Application Form differ from those particulars in your Securities
Account as maintained with CDP. If you possess more than one individual direct Securities
Account with CDP, your application shall be rejected.
8.
If your address as stated in the Application Form is different from the address
registered with CDP, you must inform CDP of your updated address promptly, failing
which the notification letter on successful allotment and other correspondence from
CDP will be sent to your address last registered with CDP.
9.
Our Company, in consultation with the Sponsor, Issue Manager and Placement Agent,
reserve the right to reject any application which does not conform strictly to the
instructions set out in the Application Form and in this Offer Document or with the
terms and conditions of this Offer Document, which is illegible, incomplete,
incorrectly completed or which is accompanied by an improperly drawn remittance or
improper form of remittance.
Our Company further reserves the right to treat as valid any applications not
completed or submitted or effected in all respects in accordance with the instructions
set out in the Application Forms or the terms and conditions of this Offer Document
and also to present for payment or other processes all remittances at any time after
receipt and to have full access to all information relating to, or deriving from, such
remittances or the processing thereof.
Without prejudice to the rights of our Company and the Sponsor, Issue Manager and
Placement Agent, as agents of our Company, have been authorised to accept, for and
on behalf of our Company such other forms of application as the Sponsor, Issue
Manager and Placement Agent deem appropriate.
10. Our Company, in consultation with the Sponsor, Issue Manager and Placement Agent,
reserve the right to reject or to accept, in whole or in part, or to scale down or to ballot any
application, without assigning any reason therefor, and no enquiry and/or correspondence on
the decision of our Company, and the Sponsor, Issue Manager and Placement Agent will be
entertained. This right applies to applications made by way of Application Forms. In deciding
the basis of allotment which shall be at the discretion of our Company, due consideration will
be given to the desirability of allotting the Placement Shares to a reasonable number of
Applicants with a view to establishing an adequate market for the Shares.
J-2

11.
Share certificates will be registered in the name of CDP and will be forwarded only to CDP.
It is expected that CDP will send to you, at your own risk, within 15 Market Days after the
close of the Placement, a statement of account stating that your Securities Account has been
credited with the number of Placement Shares allotted to you, if your application is
successful. This will be the only acknowledgement of application monies received and is not
an acknowledgement by our Company. You irrevocably authorise CDP to complete and sign
on your behalf, as transferee or renouncee, any instrument of transfer and/or other
documents required for the issue or transfer of the Placement Shares allotted to you. This
authorisation applies to applications made by way of Application Forms.
12. In the event that our Company lodges a supplementary or replacement offer document
(Relevant Document) pursuant to the SFA or any applicable legislation in force from time
to time prior to the close of the Placement and the Placement Shares have not been issued,
we will (as required by law and subject to the SFA), at our Companys sole and absolute
discretion, either:
(a)
within seven days of the lodgement of the Relevant Document give you a copy of the
Relevant Document and provide you with an option to withdraw your application; or
(b)
deem your application as withdrawn and cancelled and refund your application monies
(without interest or any share of revenue or other benefit arising therefrom) to you within
seven days from the lodgement of the Relevant Document.
Where you have notified us within 14 days from the date of lodgement of the Relevant
Document of your wish to exercise your option under paragraph 12(a) above to withdraw your
application, we shall pay to you all monies paid by you on account of your application for the
Placement Shares without interest or any share of revenue or other benefit arising therefrom
and at your own risk, within seven days from the receipt of such notification.
In the event that at any time at the time of the lodgement of the Relevant Document, the
Placement Shares have already been issued and/or sold but trading has not commenced, we
will (as required by law and subject to the SFA), at our Companys sole and absolute
discretion, either:
(i)
within seven days from the lodgement of the Relevant Document give you a copy of
the Relevant Document and provide you with an option to return the Placement
Shares; or
(ii)
deem the issue as void and refund your payment for the Placement Shares (without
interest or any share of revenue or other benefit arising therefrom) within seven days
from the lodgement of the Relevant Document.
Any applicant who wishes to exercise his option under paragraph 12(i) above to return the
Placement Shares issued to him shall, within 14 days from the date of lodgement of the
Relevant Document, notify us of this and return all documents, if any, purporting to be
evidence of title of those Placement Shares, whereupon we shall, within seven days from the
receipt of such notification and documents, pay to him all monies paid by him for the
Placement Shares without interest or any share of revenue or other benefit arising therefrom
and at his own risk, and the Placement Shares issued to him shall be void.
J-3

Additional terms and instructions applicable upon the lodgement of the Relevant Document,
including instructions on how you can exercise the option to withdraw your application or
return the Placement Shares allotted to you, may be found in such Relevant Document.
13. You consent to the disclosure of you name, NRIC/passport number, address, nationality,
permanent resident status, Securities Account number, CPF Investment Account number (if
applicable) and share application amount from your account with the relevant Participating
Bank to the Registrar for the Placement and Share Transfer Agent, SCCS, SGX-ST, CDP, our
Company, and the Sponsor, Issue Manager and Placement Agent. You irrevocably authorise
CDP to disclose the outcome of your application, including the number of Placement Shares
allotted to you pursuant to your application, to us, the Sponsor, Issue Manager and
Placement Agent and any other parties so authorised by the forgoing persons.
14. Any reference to you or the Applicant in this section shall include an individual, a
corporation, an approved nominee and trustee applying for the Placement Shares through
the Sponsor, Issue Manager and Placement Agent.
15. By completing and delivering an Application Form in accordance with the provisions of this
Offer Document, you:
(a)
irrevocably agree and undertake to subscribe for the number of Placement Shares
specified in your application (or such smaller number for which the application is
accepted) at the Placement Price and agree that you will accept such Placement
Shares as may be allotted to you, in each case on the terms of, and subject to the
conditions set out in this Offer Document and the Memorandum and Articles of
Association of our Company;
(b)
agree that the aggregate Placement Price for the Placement Shares applied for is due
and payable to our Company upon application;
(c)
warrant the truth and accuracy of the information contained, and representations and
declarations made in your application, and acknowledge and agree that such
information, representations and declarations will be relied on by our Company in
determining whether to accept your application and/or whether to allot any Placement
Shares to you; and
(d)
agree and warrant that, if the laws of any jurisdictions outside Singapore are applicable
to your application, you have complied with all such laws and neither our Company nor
the Sponsor, Issue Manager and Placement Agent will infringe any such laws as a result
of the acceptance of your application.
16. Our acceptance of applications will be conditional upon, inter alia, our Company and the
Sponsor, Issue Manager and Placement Agent being satisfied that:
(a)
permission has been granted by the SGX-ST to deal in and for quotation for all our
existing Shares, Placement Shares and the Shares which may be issued under the
Anchor Resources Performance Share Plan on Catalist;
J-4

(b)
the Management Agreement and the Placement Agreement referred to in the section
entitled Plan of Distribution Management and Placement Arrangements of this Offer
Document, have become unconditional and have not been terminated; and
(c)
the SGX-ST, acting as agent on behalf of the Authority, has not served a Stop Order
under the SFA.
17. Where the SGX-ST, acting as agent on behalf of the Authority, issued a Stop Order pursuant
to Section 242 of the SFA and applications to subscribe for the Placement Shares to which
this Offer Document relates have been made prior to the Stop Order, and:
(a)
where the Placement Shares have not been issued to the applicants, the applications
shall be deemed to have been withdrawn and cancelled and our Company shall, within
14 days from the date of the Stop Order, pay to the applicants all monies the applicants
have paid on account of their applications for the Placement Shares; or
(b)
where the Placement Shares have been issued to the applicants, the SFA provides that
the issue of the Placement Shares shall be deemed to be void and our Company shall,
within seven days from the date of the Stop Order, pay to the applicants all monies the
applicants have paid on account of their applications for the Placement Shares.
Such monies paid in respect of your application will be returned to you at your own risk,
without interest or any share or revenue or other benefit arising therefrom, and you will not
have any claim against us, the Sponsor, Issue Manager and Placement Agent.
This shall not apply where only an interim Stop Order has been served.
18. In the event that an interim Stop Order in respect of the Placement Shares is served by the
SGX-ST, acting as agent on behalf of the Authority, or other competent authority, no
Placement Shares shall be issued to you until the SGX-ST, acting as agent on behalf of the
Authority, revokes the interim Stop Order.
19. The SGX-ST, acting as agent on behalf of the Authority or other competent authority, is not
able to serve a Stop Order in respect of the Placement Shares if the Placement Shares have
been issued and listed on a securities exchange and trading in them has commenced.
20. In the event of any changes in the closure of the Placement or the time period during which
the Placement is open, we will publicly announce the same through a SGXNET
announcement to be posted on the Internet at the SGX-ST website (http://www.sgx.com) and
through a paid advertisement in a local newspaper.
21. Our Company will not hold any application in reserve.
22. Our Company will not allot shares on the basis of this Offer Document later than six months
after the date of registration of this Offer Document by the SGX-ST, acting on behalf of the
Authority.
23. Additional terms and conditions for applications by way of Application Forms are set out in
the section entitled Additional Terms and Conditions for Applications Using Application
Forms of this Appendix J.
J-5

ADDITIONAL TERMS AND CONDITIONS FOR APPLICATIONS USING APPLICATION FORMS
Applications by way of an Application Form shall be made on, and subject to, the terms and
conditions of this Offer Document including but not limited to the terms and conditions appearing
below as well as those set out under the section entitled TERMS, CONDITIONS AND
PROCEDURES FOR APPLICATION AND ACCEPTANCE of this Offer Document, as well as the
Memorandum and Articles of Association of our Company.
1.
Your application must be made using the BLUE Application Forms for Placement Shares or
such other forms of application as the Sponsor, Issue Manager and Placement Agent deem
appropriate accompanying and forming part of this Offer Document. ONLY ONE
APPLICATION should be enclosed in each envelope.
We draw your attention to the detailed instructions contained in the respective Application
Forms and this Offer Document for the completion of the Application Forms which must be
carefully followed. Our Company, in consultation with the Sponsor, Issue Manager and
Placement Agent, reserve the right to reject applications which do not conform strictly
to the instructions set out in the Application Forms and this Offer Document or to the
terms and conditions of this Offer Document or which are illegible, incomplete,
incorrectly completed or which are accompanied by improperly drawn remittances or
improper form of remittance.
2.
Your Application Forms must be completed in English. Please type or write clearly in ink
using BLOCK LETTERS.
3.
All spaces in the Application Forms except those under the heading FOR OFFICIAL USE
ONLY must be completed and the words NOT APPLICABLE or N.A. should be written in
any space that is not applicable.
4.
Individuals, corporations, approved nominee companies and trustees must give their names
in full. If you are an individual, you must make your application using your full names as it
appears in your identity cards (if you have such an identification document) or in your
passports and, in the case of a corporation, in your full name as registered with a competent
authority. If you are not an individual, you must complete the Application Form under the
hand of an official who must state the name and capacity in which he signs the Application
Form. If you are a corporation completing the Application Form, you are required to affix your
Common Seal (if any) in accordance with your Memorandum and Articles of Association or
equivalent constitutive documents of the corporation. If you are a corporate applicant and
your application is successful, a copy of your Memorandum and Articles of Association or
equivalent constitutive documents must be lodged with our Companys Share Registrar. Our
Company reserves the right to require you to produce documentary proof of identification for
verification purposes.
J-6

5.
(a)
You must complete Sections A and B and sign page 1 of the Application Form.
(b)
You are required to delete either paragraph 7(a) or 7(b) on page 1 of the Application
Form. Where paragraph 7(a) is deleted, you must also complete Section C of the
Application Forms with particulars of the beneficial owner(s).
(c)
If you fail to make the required declaration in paragraph 7(a) or 7(b), as the case may
be, on page 1 of the Application Form, your application is liable to be rejected.
6.
You (whether you are an individual or corporate applicant, whether incorporated or

unincorporated and wherever incorporated or constituted) will be required to declare whether
you are a citizen or permanent resident of Singapore or a corporation in which citizens or
permanent residents of Singapore or any body corporate constituted under any statute of
Singapore having an interest in the aggregate of more than fifty per cent. (50%) of the issued
share capital of or interests in such corporations. If you are an approved nominee company,
you are required to declare whether the beneficial owner of the Shares is a citizen or
permanent resident of Singapore or a corporation, whether incorporated or unincorporated
and wherever incorporated or constituted, in which citizens or permanent residents of
Singapore or any body corporate whether incorporated or unincorporated and wherever
incorporated or constituted under any statute of Singapore have an interest in the aggregate
of more than fifty per cent. (50%) of the issued share capital of or interests in such
corporation.
7.
The completed BLUE Placement Shares Application Form and the correct remittance in full
in respect of the number of Placement Shares applied for (in accordance with the terms and
conditions of this Offer Document) with your name and address written clearly on the reverse
side, must be enclosed and sealed in an envelope to be provided by you. The sealed
envelope must be DESPATCHED BY ORDINARY POST OR DELIVERED BY HAND at your
own risk to Anchor Resources Limited c/o UOB Kay Hian Private Limited, to arrive by
12.00 noon on [] or such other time as our Company may, in consultation with the
Placement Agent, in their absolute discretion, decide. Local Urgent Mail or Registered
Post must NOT be used. No acknowledgement of receipt will be issued for any application
or remittance received. Your application must be accompanied by a remittance in Singapore
currency for the full amount payable, in respect of the number of Placement Shares applied
for, in the form of a BANKERS DRAFT or CASHIERS ORDER drawn on a bank in
Singapore, made out in favour of [ANCHOR RESOURCES LIMITED SHARE ISSUE
ACCOUNT] crossed A/C PAYEE ONLY, and with your name and address written clearly
on the reverse side. Applications not accompanied by any payment or accompanied by ANY
OTHER FORM OF PAYMENT WILL NOT BE ACCEPTED. We will reject remittances bearing
NOT TRANSFERABLE or NON TRANSFERABLE crossings. No acknowledgement or
receipt will be issued by our Company or the Sponsor, Issue Manager and Placement Agent
for applications and application monies received.
8.
Monies paid in respect of unsuccessful applications are expected to be returned (without

interest or any share of revenue or other benefit arising therefrom) to you by ordinary post
within 24 hours of balloting of applications at your own risk. Where your application is
rejected or accepted in part only, the full amount or the balance of the application monies, as
the case may be, will be refunded (without interest or any share of revenue or other benefit
arising therefrom) to you by ordinary post at your own risk within 14 days after the close of
the Placement. In the event that the Placement is cancelled by us following the termination
J-7

of the Management Agreement and/or the Placement Agreement, the application monies
received will be refunded (without interest or any share of revenue or other benefit arising
therefrom) to you by ordinary post or telegraphic transfer at your own risk within 14 days of
the termination of the Placement. In the event that the Placement is cancelled by us following
the issuance of a Stop Order by the SGX-ST, acting as agent on behalf of the Authority, the
application monies received will be refunded (without interest or any share of revenue or
other benefit arising therefrom) to you by ordinary post or telegraphic transfer at your own
risk within 14 days from the date of the Stop Order.
9.
Capitalised terms used in the Application Forms and defined in this Offer Document shall
bear the meanings assigned to them in this Offer Document.
10. You irrevocably agree and acknowledge that your application is subject to risks of fires, acts
of God and other events beyond the control of our Company, our Directors, the Sponsor,
Issue Manager and Placement Agent and/or any party involved in the Placement, and in any
such event, our Company or the Sponsor, Issue Manager and Placement Agent does not
receive your Application Form, you shall have no claim whatsoever against our Company, the
Sponsor, Issue Manager and Placement Agent and/or any other party involved in the
Placement for the Placement Shares applied for or for any compensation, loss or damage.
11.
By completing and delivering the Application Form, you agree that:

(a)
in consideration of our Company having distributed the Application Form to you and
agreeing to close the List at 12.00 noon on [] or such other time or date as our
Company may, in consultation with the Sponsor, Issue Manager and Placement Agent,
decide and by completing and delivering the Application Form:
(i)
your application is irrevocable; and
(ii)
your remittance will be honoured on first presentation and that any monies
returnable may be held pending clearance of your payment without interest or any
share of revenue or other benefit arising therefrom;
(b)
all applications, acceptances and contracts resulting therefrom under the Placement
shall be governed by and construed in accordance with the laws of Singapore and that
you irrevocably submit to the non-exclusive jurisdiction of the Singapore courts;
(c)
in respect of the Placement Shares for which your application has been received and
not rejected, acceptance of your application shall be constituted by written notification
and not otherwise, notwithstanding any remittance being presented for payment by or
on behalf of our Company;
(d)
you will not be entitled to exercise any remedy of rescission for misrepresentation at
any time after acceptance of your application;
(e)
in making your application, reliance is placed solely on the information contained in this
Offer Document and that none of our Company, the Sponsor, Issue Manager and
Placement Agent or any other person involved in the Placement shall have any liability
for any information not so contained;
J-8

(f)
you consent to the disclosure of your name, NRIC/passport number, address,

nationality, permanent resident status, Securities Account number, and share
application amount to our Share Registrar, CDP, SCCS, SGX-ST, our Company, the
Sponsor, Issue Manager and Placement Agent or other authorised operators; and
(g)
you irrevocably agree and undertake to subscribe for the number of Placement Shares
applied for as stated in the Application Form or any smaller number of such Placement
Shares that may be allotted to you in respect of your application. In the event that our
Company decide to allot a smaller number of Placement Shares or not to allot any
Placement Shares to you, you agree to accept such decision as final.
J-9

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This is a Preliminary Offer Document.

ANCHOR RESOURCES LIMITED

Placement in respect of [] Placement Shares at S$[] for each Placement Share,

UOB KAY HIAN PRIVATE LIMITED

GLOSSARY OF TECHNICAL TERMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS . . . . . . . . . . .

DETAILS OF THE PLACEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

INDICATIVE TIMETABLE FOR LISTING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

OFFER DOCUMENT SUMMARY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

RISKS RELATING TO OUR BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

RISKS RELATING TO OUR OPERATIONS IN MALAYSIA . . . . . . . . . . . . . . . . . . . . . . . .

RISKS RELATING TO OWNERSHIP OF OUR SHARES . . . . . . . . . . . . . . . . . . . . . . . . .

USE OF PROCEEDS AND EXPENSES OF THE PLACEMENT . . . . . . . . . . . . . . . . . . . .

SIGNIFICANT CHANGES IN PERCENTAGE OF OWNERSHIP . . . . . . . . . . . . . . . . . . . .

SELECTED FINANCIAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND

CAPITALISATION AND INDEBTEDNESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

GENERAL INFORMATION ON OUR GROUP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

LUBUK MANDI MINE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

BUKIT PANJI PROPERTY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PERMITS, LICENCES AND APPROVALS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PROPERTIES AND FIXED ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

INTELLECTUAL PROPERTY RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

SALES AND MARKETING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

RESEARCH AND DEVELOPMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

CORPORATE SOCIAL RESPONSIBILITY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

LEGAL OPINION FROM ZAID IBRAHIM & CO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PROSPECTS AND TREND INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

BUSINESS STRATEGIES AND FUTURE PLANS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PAST INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PRESENT AND ON-GOING INTERESTED PERSON TRANSACTIONS . . . . . . . . . . . . .

GUIDELINES AND REVIEW PROCEDURES FOR ON-GOING AND FUTURE

POTENTIAL CONFLICTS OF INTEREST . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

DIRECTORS, EXECUTIVE OFFICERS AND EMPLOYEES . . . . . . . . . . . . . . . . . . . . . . .

MANAGEMENT REPORTING STRUCTURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

EXPERIENCE AND TRAINING OF OUR DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . . . .

DIRECTORS OF OUR SUBSIDIARIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

INDEPENDENCE OF OUR INDEPENDENT DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . .

ANCHOR RESOURCES PERFORMANCE SHARE PLAN . . . . . . . . . . . . . . . . . . . . . . . .

DESCRIPTION OF OUR SHARES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

CLEARANCE AND SETTLEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

GENERAL AND STATUTORY INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

INFORMATION ON DIRECTORS AND EXECUTIVE OFFICERS . . . . . . . . . . . . . . . . . . .

MEMORANDUM AND ARTICLES OF ASSOCIATION . . . . . . . . . . . . . . . . . . . . . . . . . . . .

RESPONSIBILITY STATEMENT BY OUR DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . . . .

DOCUMENTS AVAILABLE FOR INSPECTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

APPENDIX A INDEPENDENT AUDITORS REPORT AND AUDITED

APPENDIX B INDEPENDENT AUDITORS REPORT AND AUDITED INTERIM

APPENDIX C INDEPENDENT AUDITORS ASSURANCE REPORT AND UNAUDITED

APPENDIX D SUMMARY OF SELECTED ARTICLES OF ASSOCIATION OF

APPENDIX E AMC INDEPENDENT QUALIFIED PERSONS REPORT . . . . . . . . . . . .

APPENDIX F AMC INDEPENDENT VALUATION REPORT . . . . . . . . . . . . . . . . . . . . .

APPENDIX G ABRIDGED LEGAL OPINION FROM ZAID IBRAHIM & CO . . . . . . . . .

APPENDIX H SUMMARY OF RELEVANT MALAYSIAN LAWS AND

APPENDIX I RULES OF THE ANCHOR RESOURCES PERFORMANCE SHARE

APPENDIX J TERMS, CONDITIONS AND PROCEDURES FOR APPLICATION AND

Dr Wilson Tay (Lead Independent Director and

Cheam Heng Haw, LLB

PRINCIPAL PLACE OF BUSINESS

C-3A-9-10, 11 & 12, Block C

SPONSOR, ISSUE MANAGER AND