WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 - WorldReginfo Annual ReportAnnual 2014 A new level of production of A level new and profit-focused delivery profit-focused and

Randgold Resources | Annual Report 2014 | A new level of production and profit-focused delivery Randgold Resources Limited is an Africa focused gold mining and exploration company.

Major discoveries to date include the 7.5Moz Morila deposit, the 7Moz Yalea deposit and the 5.5Moz Gounkoto deposit, in Mali, the 4Moz Tongon deposit in Côte d’Ivoire and the 3.7Moz Massawa deposit in eastern Senegal. Randgold Resources Limited (Randgold) financed and built the Morila mine which, since October 2000, has produced more than 6Moz of gold and distributed more than $2 billion to stakeholders. It also financed and built the Loulo operation which started as two open pit mines in November 2005. Since then, two underground mines have been developed at the Yalea and Gara deposits.

The company’s Tongon mine in Côte d’Ivoire poured its first gold in November 2010.

Production from the Gounkoto open pit operation, south of Loulo, began in 2011 and a recently completed feasibility study has confirmed the viability of an underground mine planned to start in 2018.

In 2009, Randgold acquired a 45% interest in the Kibali project in the Democratic Republic of Congo (DRC). Since the acquisition, Randgold’s geologists have been instrumental in more than doubling the mine’s ore reserves to 11Moz making it one of the largest gold deposits in Africa. The mine was developed and is being operated by Randgold. First gold was poured in the third quarter of 2013.

Randgold also has a major project at Massawa in Senegal and an extensive portfolio of organic growth prospects, supported by intensive exploration programmes in Côte d’Ivoire, DRC, Mali and Senegal. Three exploration joint ventures have extended the company’s presence in its target areas. The company is listed on the London Stock Exchange (RRS) and on NASDAQ (GOLD).

CONTENTS

1 The million ounce march 28 Operations and exploration 94 Resources and reserves 98 Sustainability report 148 Directors’ reports 196 Financial statements 244 Shareholders’ information WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The million-ounce march...

Step by step, a long term value creation strategy drove Randgold to a key objective.

448 242oz 421 126oz

2006 317 597oz 328 428oz 2002 Yalea underground Morila reaches development 1Moz mark 252 660oz starts at Loulo 225 538oz 2005 2003 204 194oz Loulo gets Loulo pours first gold 2001 green light 2000 Morila ramps up Morila pours production 2004 first gold Loulo construction starts

Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 2014 Kibali ramps up production

1 147 414oz The million-ounce march...

910 374oz

794 844oz 2013 Kibali pours first gold

696 023oz 2012 Morila LoM extended 2011

First gold from Gounkoto

488 255oz Kibali construction starts 444 573oz 440 107oz 428 426oz 2009 2007 Gounkoto 2008 discovered 2010 Massawa Gara discovered Tongon underground construction development starts starts at Loulo

Tongon pours first gold WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 2018 2017 2019 2016

2015

...and now, the road ahead.

Beyond this milestone, the course for further profitable growth is being charted.

Graph shows group consolidated production, including attributable share of joint ventures.

Randgold Resources Annual Report 2014 1 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Our African footprint

KIBALI Democratic GOLD MINE Republic (Equity 45%) MORILA of Congo Mali GOLD MINE 1 (Equity 40%) 526 627oz

Reserves 11.0Moz 110 272 oz1 Resources 20.8Moz Reserves 0.3Moz Resources 0.5Moz

MASSAWA FEASIBILITY PROJECT Senegal (Equity 83%)

Reserves 2.0Moz Resources 4.6Moz

LOULO-GOUNKOTO MINE COMPLEX Mali (Equity 80%)

639 219 oz1 LOULO Reserves 4.9Moz Resources 9.2Moz

GOUNKOTO Reserves 3.2Moz TONGON Resources 4.6Moz Côte GOLD MINE d’Ivoire (Equity 89%)

227 103 oz1

Reserves 2.2Moz Resources 3.7Moz 1 2014 production Projects Mines

Total reserves and resources as at 31 December 2014. Resources include reserves.

2 Randgold Resources Annual Report 2014 2 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 KEY NUMBERS

$000 2014 2013

Gold sales1 1 434 873 1 266 712 Total cash costs1 791 756 657 951 Profit from mining activity1 643 117 608 761 Exploration and corporate expenditure 36 765 49 485 Profit for the period 271 160 325 747 We create value by Profit attributable to equity shareholders 234 974 278 382 Net cash generated from operations 317 618 464 466 finding, developing Cash and cash equivalents2 82 752 38 151 Gold on hand at period end3 14 956 - and operating Group production (oz) 1 147 414 910 374 Group sales (oz)1 1 134 941 920 248 profitable gold mines Group total cash cost per ounce1 ($) 698 715 Group cash operating cost per ounce1 ($) 637 645 for the benefit of all Basic earnings per share ($) 2.54 3.02

1 Refer to explanation of non-GAAP measures provided on page 241 of this our stakeholders. annual report. Randgold consolidates 100% of Loulo, Gounkoto and Tongon, 40% of Morila and 45% of Kibali in the consolidated non-GAAP measures. 2 Cash and cash equivalents excludes $8.3 million at 31 December 2014 ($6.1 million at 31 December 2013) relating to the group’s attributable cash held in Morila, Kibali and the group’s asset leasing companies which are equity accounted. 3 Gold on hand represents gold in doré at the mines (attributable share) multiplied by the prevailing spot gold price at the end of the period.

Flap The million-ounce march... 2 Our African footprint 3 Key numbers 4 Five year key performance indicators 6 Chairman’s statement Randgold Resources Limited

10 Chief executive’s review Please refer to the disclaimer on page 243 of this annual report. 14 Board of directors 18 Financial review For a glossary of terms visit our website at www.randgoldresources.com 22 Executives 24 Senior management 25 Gold market overview

Randgold Resources Annual Report 2014 3 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Five year key performance indicators

Targeted for 2015

GROUP TOTAL CASH COST CAPITAL CONSOLIDATED OF PRODUCTION1 EXPENDITURE1 PRODUCTION1 1.20 Moz – $650/oz – $330 million 1.26 Moz $700/oz

1  Including 40% of Morila and 45% of Kibali.

4 Randgold Resources Annual Report 2014 4 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GROUP CONSOLIDATED RESOURCES AND TOTAL CASH COST OF PRODUCTION1 RESERVES2 PRODUCTION1

000oz 000oz g/t 000oz g/t g/t Moz Moz oz/share Moz oz/share oz/share $/oz $/oz $/oz $ million $ million $ million $ million $ million $ million $ million $ million $ million $ $ $ Lost Time Injury FrequencyLost RateTime (LTIFR)Injury FrequencyLost Rate Time (LTIFR) Injury Frequency Rate (LTIFR)$ $ $

1 200 1 200 5 1 200 5 5 30 30 0.2 30 0.2 0.2 800 800 800 600 600 600 700 700 700 600 600 600 5.00 5.00 5.00 2 2 2 0.60 0.60 0.60 2013 2013 2013 2014 2014 2014 600 600 600 1 000 1 000 1 000 25 25 25 500 500 500 500 500 500 0.50 0.50 0.50 4 4 4 4.00 4.00 4.00 0.15 0.15 0.15 600 600 600 1.5 1.5 1.5 500 500 500 800 800 800 20 20 20 400 400 400 400 400 400 0.40 0.40 0.40 3 3 3 3.00 3.00 3.00 400 400 400 600 600 600 15 15 0.1 15 0.1 0.1 400 400 400 300 300 300 300 300 300 1 1 1 0.30 0.30 0.30 300 300 300 2 2 2 2.00 2.00 2.00 400 400 400 10 10 10 200 200 200 200 200 200 0.20 0.20 0.20 200 200 200 0.05 0.05 0.05 200 200 200 0.5 0.5 0.5 1 1 1 1.00 1.00 1.00 200 200 200 5 5 5 100 100 100 100 100 100 0.10 0.10 0.10 100 100 100

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 2013201020142011 2012 2013 20102014 2011 2012 2013 2014 2010 2011 2012 20132010201420114 2012 2013 2010201442011 2012 2013 20144 Kibali Kibali Kibali Loulo Loulo Loulo Morila Morila Morila Group Group Group Tongon Morila (40%) Morila (40%) Morila (40%) Reserves (Moz) Reserves (Moz) Reserves (Moz) Tongon Tongon Gounkoto Loulo-Gounkoto (100%)Loulo-Gounkoto (100%)Loulo-Gounkoto (100%) Resources (Moz) Resources (Moz) Resources (Moz) Gounkoto Gounkoto Tongon (100%) Tongon (100%) Tongon (100%) Reserve ounce per shareReserve ounce per shareReserve ounce per share Kibali (45%) Kibali (45%) Kibali (45%) Reserve grade (g/t) Reserve grade (g/t) Reserve grade (g/t) Head grade milled (g/t)Head grade milled (g/t)Head grade milled (g/t)

CASH AND CASH PROFIT CAPITAL EXPENDITURE1 EQUIVALENTS

000oz 000oz 000ozg/t g/t g/t Moz Moz Mozoz/share oz/share oz/share $/oz $/oz $/oz $ million $ million $ million $ million $ million $ million $ million $ million $ million $ $ $ Lost Time InjuryLost Frequency Time Injury Rate Frequency Lost(LTIFR) Time Rate Injury (LTIFR) Frequency Rate (LTIFR) $ $ $

1 200 1 200 1 200 5 5 5 30 30 30 0.2 0.2 0.2 800 800 800 600 600 600 700 700 700 600 600 600 5.00 5.00 5.00 2 2 2 0.60 0.60 0.60 2013 2013 2013 2014 2014 2014 600 600 600 1 000 1 000 1 000 25 25 25 500 500 500 500 500 500 0.50 0.50 0.50 4 4 4 4.00 4.00 4.00 0.15 0.15 0.15 600 600 600 1.5 1.5 1.5 500 500 500 800 800 800 20 20 20 400 400 400 400 400 400 0.40 0.40 0.40 3 3 3 3.00 3.00 3.00 400 400 400 600 600 600 15 15 15 0.1 0.1 0.1 400 400 400 300 300 300 300 300 300 1 1 1 0.30 0.30 0.30 300 300 300 2 2 2 2.00 2.00 2.00 400 400 400 10 10 10 200 200 200 200 200 200 0.20 0.20 0.20 200 200 200 0.05 0.05 0.05 200 200 200 0.5 0.5 0.5 1 1 1 1.00 1.00 1.00 200 200 200 5 5 5 100 100 100 100 100 100 0.10 0.10 0.10 100 100 100

0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20122010 2013 20112014 2012 2013 2014 2010 2011 20122010 201320112014 20124 2010 2013 201120144 2012 2013 20144 Kibali Kibali Kibali Loulo Loulo Loulo Morila Morila Morila Group Group Group

Morila (40%) Morila (40%) Morila (40%) Reserves (Moz)Reserves (Moz) Reserves (Moz) Tongon Tongon Tongon Loulo-GounkotoLoulo-Gounkoto (100%) Loulo-Gounkoto(100%) (100%) Resources (Moz)Resources (Moz)Resources (Moz) Gounkoto Gounkoto Gounkoto Tongon (100%)Tongon (100%) Tongon (100%) Reserve ounceReserve per share ounce perReserve share ounce per share EARNINGS PER SHARE SAFETY DIVIDEND PER SHARE3 Kibali (45%) Kibali (45%) Kibali (45%) 000oz 000oz 000ozg/t g/t g/t Moz Moz oz/shareMoz oz/share oz/share $/oz $/oz $/oz $ million Reserve$ million gradeReserve (g/t) grade$ million (g/t)Reserve grade (g/t) $ million $ million $ million $ million $ million $ million $ $ $ Lost Time InjuryLost Frequency Time Injury Rate Frequency (LTIFR)Lost Time Rate Injury (LTIFR) Frequency Rate (LTIFR) $ $ $ Head grade milledHead (g/t) grade milledHead (g/t) grade milled (g/t) 1 200 1 200 1 2005 5 5 30 30 300.2 0.2 0.2 800 800 800 600 600 600 700 700 700 600 600 600 5.00 5.00 5.00 2 2 2 0.60 0.60 0.60 2013 2013 2013 2014 2014 2014 600 600 600 1 000 1 000 1 000 25 25 25 500 500 500 500 500 500 0.50 0.50 0.50 4 4 4 4.00 4.00 4.00 0.15 0.15 0.15 600 600 600 1.5 1.5 1.5 500 500 500 800 800 800 20 20 20 400 400 400 400 400 400 0.40 0.40 0.40 3 3 3 3.00 3.00 3.00 400 400 400 600 600 600 15 15 150.1 0.1 0.1 400 400 400 300 300 300 300 300 300 1 1 1 0.30 0.30 0.30 300 300 300 2 2 2 2.00 2.00 2.00 400 400 400 10 10 10 200 200 200 200 200 200 0.20 0.20 0.20 200 200 200 0.05 0.05 0.05 200 200 200 0.5 0.5 0.5 1 1 1 1.00 1.00 1.00 200 200 200 5 5 5 100 100 100 100 100 100 0.10 0.10 0.10 100 100 100

0 0 0 0 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 2012 2013201020142011 2012 2013 2014 2010 2011 20122010 201320112014 20124 20132010201420114 2012 2013 20144 Kibali Kibali Kibali Loulo Loulo Loulo Morila Morila Morila Group Group Group Tongon Tongon Morila (40%) Morila (40%) Morila (40%) Reserves (Moz)Reserves (Moz) Reserves (Moz) Tongon Gounkoto Gounkoto Loulo-GounkotoLoulo-Gounkoto (100%) (100%)Loulo-Gounkoto (100%) Resources (Moz)Resources (Moz) Resources (Moz) Gounkoto Tongon (100%)Tongon (100%) Tongon (100%) Reserve ounceReserve per share ounce per Reserveshare ounce per share 1 Including 40% of Morila and 45% of Kibali. Kibali (45%) Kibali (45%) Kibali (45%) 2 Attributable Reserve gradeReserve (g/t) grade (g/t)Reserve grade (g/t) 3 In respect of the year under review but declared and paid in the following year. Head grade milledHead (g/t) grade milled (g/t)Head grade milled (g/t) 4 Subject to shareholder approval at the 2015 AGM.

Randgold Resources Annual Report 2014 5 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Chairman’s statement

CHRISTOPHER COLEMAN

As it enters its 20th year of operation, Randgold can truly be said to have come of age in 2014, and it has been my great privilege to take over the chairmanship at this pivotal point in the company’s development.

6 Randgold Resources Annual Report 2014 6 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Against the background of a bear market in gold and an consideration, the value it is able to create for all of them industry under pressure, it is a remarkable achievement will be maximised. This spirit of partnership is an essential that Randgold increased its production to over one million component of the social licence which Randgold sees as ounces, thereby achieving a long term goal, and at the essential to operating in Africa. Among other things, it same time reducing its costs per ounce of production. encompasses the company’s policy of employing, training The flagship Loulo-Gounkoto complex pushed its and advancing the citizens of the countries in which it performance to record levels again, Kibali continued to operates; virtually the entire workforce at its mines, shape up as another world-class mine and the group including the senior management, are nationals of its host reserve base was strengthened. Randgold ended the countries. It also includes a wide range of educational, year with no net debt, and some $100 million in cash healthcare and environmental initiatives which are and gold in hand on the balance sheet. While the profit comprehensively detailed in the sustainability report line was inevitably impacted by the gold price, the board starting on page 96 of this annual report. nevertheless felt sufficiently confident in the company’s prospects to propose a 20% increase in the annual The significant voluntary contribution dividend to shareholders. Response Randgold makes to its host to Ebola countries was also evident in its Randgold’s core strategies have response to the Ebola outbreak in Core remained intact since its foundation West Africa. As it did to rescue the region’s failing tropical strategies but their implementation is under disease control programme a few years ago, Randgold constant review and, where mobilised industry support for the Malian health authorities necessary, adjustments are made to accommodate in their effort to contain the spread of the disease after the changing circumstances. When the gold price started its first case was reported there. Thanks in no small measure decline, management identified this as a fundamental to the additional medical expertise, capacity and funding shift in the market and were able to take prompt action to the private sector provided, Mali was officially declared ensure that the company’s operations would still be Ebola-free at the beginning of 2015 by the United Nations profitable at a price of $1 000/oz. The effectiveness of Mission for Ebola Emergency Response. those measures is reflected in the past year’s results. Randgold continues to play an active part in the Ebola There are signs that the gold price is stabilising and the Private Sector Mobilisation Group, which coordinates cost pressures on the industry are likely to ease as a result the industry’s response to the disease across the region. of the drop in the price of oil and other consumables. The effectiveness of the Malian initiative has shown what The overall operating environment, nevertheless, is more can be achieved through cooperation and local capacity- complex and volatile than at any time since the Nineties building. and the board and management continue to look closely at all the realistically conceivable scenarios for the next My predecessor as chairman, Philippe Liétard, was a five years, identifying the opportunities and obstacles that strong advocate of Randgold’s sustainability programmes lie ahead, and incorporating them in our planning. and he has been appointed as the first chairman of the Nos Vies en Partage Foundation, the charitable foundation It is worth noting that the model Randgold established in 2013. The foundation, which Stakeholder of stakeholder capitalism grew out of the series of fundraising motorcycle safaris model Randgold has developed led across Africa by Mark Bristow in recent years, served it well again in 2014. In supports poverty relief, education advancement, primary essence, the company believes that if it treats investors, health care improvement, food safety and security, and host governments, workers and communities with equal the creation of employment and training programmes.

Randgold Resources Annual Report 2014 7 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 SHARE PRICE PERFORMANCE AND GOLD PRICE

Share price Gold price $/oz 100 1 600

80 1 400

60 1 200

40 1 000

20 800

0 600 Jan 14 Feb 14 Mar 14 Apr 14 May 14 Jun 14 Jul 14 Aug 14 Sep 14 Oct 14 Nov 14 Dec 14 Jan 15 Feb 15

Share price $ (NASDAQ: GOLD) Share price £ (LSE: RRS) Gold price

Source: Factset

With a special focus on those left behind by economic One of the key success factors in mining is management, progress in Africa, particularly women and children, it and for Randgold the routine challenges of managing operates alongside Randgold’s own social responsibility complex engineering and industrial sites are compounded initiatives. by the fact that its mines are located in remote regions, surrounded by impoverished communities and based in Randgold owes Philippe an enormous debt for his sometimes volatile emerging countries. leadership of the board through a crucial growth phase. On behalf of the board, I thank him for his years of Last year’s robust performance, and the foundation invaluable service and wish him every success at the that has been laid for sustainably profitable growth, are helm of Nos Vies en Partage Foundation. a tribute to the long term vision of the company’s future The composition of the shared by Randgold’s board and executives, and to the Strengthening board is regularly reviewed commitment with which it is being pursued by Mark the board to ensure that it has the Bristow and his management team. right balance of international business acumen, industry sector knowledge and I speak on behalf of the board, our shareholders and emerging markets experience. The board has recently indeed the other stakeholders when I thank Mark and his appointed Safiatou Ba-N’Daw as a non-executive director. team for their continued creation and delivery of value. She brings a wealth of experience and her skills I should mention that the government of Mali recently complement those of the other directors. As part of the conferred the honour of Chevalier de l’Ordre national du succession planning of the board, Jamil Kassum will be Mali on Mark in well-deserved recognition of his personal appointed chairman of the audit committee and contribution to that country’s development. Andy Quinn will be appointed chairman of the remuneration committee, both with effect from 4 May 2015. They will succeed Karl Voltaire and Norborne I also take this opportunity of thanking my fellow directors Cole who will remain on the board and committees until for their support and for the vision and intellect that they 2016 to ensure a smooth handover. bring to the board.

Christopher Coleman Chairman

8 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Randgold Resources Annual Report 2014 9 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Chief executive’s review

MARK BRISTOW

The past year was one in which Randgold progressed past a number of major milestones, most notably the million-ounce production mark. In addition, 2014 was our 5th year of record production growth and the 8th in which the board was able to maintain its progressive dividend policy.

10 Randgold Resources Annual Report 2014 10 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Kibali successfully completed its first full year of production For 2015, the complex is forecasting a further increase in and the Loulo-Gounkoto complex ramped up all of its production and a decrease in unit costs on the back of operations to their full design parameters. We identified our higher grades, improved recoveries and the benefits of its next underground mine and in the process added almost a ongoing capital projects. million ounces to our reserves. We helped the government of Mali to deal effectively with the outbreak of Ebola. At Kibali, the final commissioning of the metallurgical plant and the first of three hydropower plants saw the What makes these achievements particularly significant is mine operating at its design parameters by the end of the their context: a gold price which continued to decline; a year. Production was ramped up successfully and fell just gold mining industry which is struggling for survival; a global short of its ambitious target because of commissioning- related disruptions in the second quarter. The enormous economy which again seems to be in uncharted waters; and resettlement programme was completed, and more the volatile operating environment which is a fact of life in than 20 000 people who lived on the project site are now emerging countries. accommodated nearby in a specially built town with all the necessary amenities. That Randgold has been able to prosper in such a difficult climate is further demonstration of the value of our bedrock The second and final phase of Kibali’s development, which strategies and creeds. Our focus is fixed not on the next will take it to full production in 2018, is now well underway, with quarter but on the far horizon. Guided by that vision, we do work on the underground mine ahead of schedule. Stoping not change course en route to our long term goals. We do, started in December 2014 and ore production is forecast to however, make adjustments when changing circumstances reach 70 000 tonnes per month in 2015. The second of warrant these. Thus, for example, we saw the bear market in the hydropower plants is currently under construction and gold coming and promptly tailored our operations to secure scheduled to be commissioned in 2015. their sustained profitability at lower prices. We welcome every day as a new challenge and we constantly question Tongon made good headway against the technical problems the way we do business. We treat our investors as owners that have plagued it for the past few years. Two capital and our workers, host governments and local communities projects designed to overcome these are now virtually as stakeholders in our business. Our mission is to create complete, with the commissioning of a new crushing circuit value and deliver it to all of them. and the installation of the second phase of the upgraded flotation circuit currently being finalised. A performance The Loulo- improvement was already evident towards the end of the A robust operational Gounkoto year. However, due to its low capital cost, Tongon has performance complex fired on remained a highly profitable business despite its operational all cylinders in issues. 2014, increasing production by 10% and reducing total cash The Morila retreatment operation, the rump of the great mine cost per ounce by 5% to meet its guidance for the year. A on which Randgold was built, is now heading into the sunset sophisticated paste backfill system was installed at the Yalea and its focus is on managing the business so that it can fund and Gara underground mines which is enabling them to its own closure costs. achieve close to a 100% extraction rate from their high grade stopes while also cutting back on the need for development. The feasibility study into Some 60% of the complex’s ore feed is now contributed by Our movement the viability of an the underground operations, in line with the aim of achieving underground underground mine below an optimal balance between the Loulo and Gounkoto the Gounkoto pit was orebodies. completed at the end of the year. It defined a 4.7Mt orebody at 6g/t with a 900 000 ounce reserve and some upside, During the year, the plant’s crusher circuit was upgraded which comfortably cleared our investment hurdle of a 20% and two additional medium-speed generators were internal rate of return at a long term gold price of $1 000/oz. commissioned, giving the complex a 50 megawatt capacity. The mine is expected to be a 60 000 to 70 000 tonnes per The optimisation of the power distribution system is month operation with a nine year life, with capital costs scheduled for 2015, along with the upgrading of the elution estimated at $137.5 million. Development of what will be our and regeneration plants. fourth underground mine, after Yalea, Gara and Kibali, is

Randgold Resources Annual Report 2014 11 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 PRODUCER RETAINED EARNINGS BALANCES scheduled to start in 2018 and ramp up to full production in 2020, as the mining in the south of the pit comes to an end. $ billion1 $ billion2 15 3 It became clear to us in 2008 that Randgold’s long term future lay in underground mining. We consequently decided 10 2 to build a team and a skill set capable of making us the best underground miners in Africa. It was not an easy process 5 1 and the early stages of our first underground project, Yalea, provided us with a particularly steep learning curve. The dues 0 0 we paid there have since been returned with interest, and our capacity has developed to the point where we are now (5) (1) able to become fully fledged owner-miners. In the course (10) (2) of 2015 we will therefore be taking over the remaining part of the underground operations that is still being contracted (15) (3) out at Yalea and Gara, giving us more control and greater flexibility, and eliminating the contractor’s margin from our (20) (4) cost structure.

(25) (5) It is worth noting that in growing our own underground mining expertise we are also creating specialist skill bases (30) (6) in our host countries through our policy of recruiting, training and advancing their nationals, and so supporting the 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 development of their mining industries. Our Yalea and Gara 1 Senior and intermediate producers (excluding Randgold) teams, from the executives down, are all Malians, and this 2 Randgold in a country which had no tradition of underground mining Randgold retained earnings to draw on. Senior and intermediate producers Also of interest is the fact that despite our shift from open Source: Scotiabank pit to the inherently more hazardous underground mining, our safety record continues to improve: last year’s lost time injury frequency rate on our mines was down 18% against a target reduction of 10%.

At a time when the rest of the ACTUAL AND FORECAST GROUP Hunting for industry is again cutting exploration CONSOLIDATED PRODUCTION budgets – as it did with unfortunate more results in the Nineties’ downturn in the gold price – Randgold has maintained its commitment Total cash costs $/oz Production 000oz Grade g/t to what it has always regarded as its main growth driver. Capex $ million 1 400 4 Following Paul Harbidge’s departure, our exploration department was restructured and reinvigorated under its new head Joel Holliday with a brief to step up the search for 3.5 1 200 reserves to replace those we consume as our production continues to grow. 1 000 2.5 The brownfields exploration programmes around our existing operations are producing significant returns, such 2 800 as the Gounkoto underground project. Loulo is also looking at promising orebody extensions at Yalea and Gara. At 600 1.5 Tongon, our geologists succeeded in replacing all the ounces mined in 2014 and there are firm indications of further upside, with infill grade control drilling also offering 200 1 the possibility of more resource to reserve conversion. Kibali brought the Mofu satellite pit into production in 2014

400 0.5 and brownfields work continues at Gorumbwa, Megi and other targets. At Massawa we continue to evaluate this plus 3 million ounces project which, despite its challenges, 0 0 2014 2015 2016 2017 2018 2019 ranks as the largest undeveloped gold deposit in Africa. Morila (40%) Tongon (100%) Indications are that, subject to some additional test work and a more comprehensive drilling programme to evaluate Loulo-Gounkoto (100%) Kibali (45%) Grade Total cash cost/oz both the grade and gold deportment characteristics of the Capex mineralisation, it still has potential to meet our stringent investment filters. Randgold consolidates 100% of Loulo, Gounkoto and Tongon, 40% of Morila and 45% of Kibali in the We remain very active on the greenfields front, a part of the consolidated non-GAAP measures. business that we see as a key to the future.

12 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 A number of promising targets in the Loulo permit as well and concerns about the proposed new mining codes in as our Boundiali and Mankono permits in Côte d’Ivoire the DRC and Senegal. In Côte d’Ivoire, close cooperation are being subjected to follow-up work. In the Kibali lease, between the regulators and the industry delivered a mining a greenfields team has prioritised a strongly anomalous code that can rightly be considered a model of its kind, and trend known as the KZ structure, which extends over by continuing to reason with the authorities in the other 35 kilometres, host to more than 22 million resource ounces countries, we hope to achieve the same there. Be that as and untested below 50 metres for more than half of its it may, the fact is that, occasional differences aside, these length. Within this structure, the Kalima-Ikamva target is partnerships serve us well, and have seen us safely through a zone of mineralisation in a setting very similar to that of sensitive negotiations, coups d’état, popular uprisings, Kibali’s main KCD orebody. Overall, our exploration of the natural disasters and strikes. Kibali lease continues to highlight its significant potential for the discovery of not only more satellites but also of another Our local employment policy has been instrumental in world-class deposit. forging particularly close bonds with our host countries. Almost all our country and mine general managers are Further afield, our generative team is exploring the highly host country nationals; so too the managers on the mines. prospective margins of the Congo Craton, stretching from Their personal connection with their societies enables the DRC through Cameroon, South Sudan, Kenya and us to interact effectively and with sensitivity at every level, Tanzania. from the head of state to the headman of the local village in emerging countries that are Francophone and have a variety Our strong emphasis on of cultures, religions and traditions. Partnering to driving costs down in each curb costs operation and at every level is Our five year forecast shows a being maintained. Key to this And now for growing production profile and a campaign is Randgold’s corporate culture, which encourages our next act reduction in costs. Loulo-Gounkoto its managers to think like businessmen and empowers them is set to perform at its current to run their operations as if they were fully accountable high level for at least that time. Kibali is expected to be in full owners. production by 2018, which is also the year in which we have scheduled to start developing the Gounkoto underground We have also been taking steps to ensure that our business mine. Tongon should get back up to speed this year. partners are fully aligned with our long term objectives and engaged with us in dealing with the challenges we face. In addition to these solid operations with their strong cash flows, Randgold has a robust balance sheet with no debt Contractors, suppliers and service providers account for a and plenty of cash and, as can be seen on page 169 of this major part of our cost structure and we have to secure their annual report, a share price which for years has consistently collaboration to manage it. We start by building a business outperformed the market. Organic growth will remain our partner base which is local to the fullest possible extent, core driver, but as we look ahead from this position of and then work together to address the main cost drivers by, strength, we will consider the attractive opportunities that among other things, reducing manpower, making increased are often generated by stressed markets, and may well elect use of local labour and curbing overheads. Our business to play a part in the likely restructuring of the gold mining partners are expected to earn their margins and if they industry. cannot or will not do this, we will make other plans. Credit for 2014’s fine performance must be shared by Our supply and logistics chain is critical to our ability to many: Randgold’s people at all levels and in every part of operate cost-effectively. Collaboration with our supply chain the business; our stakeholders; and our business partners. partners in the countries in which we operate has enabled us I thank all of you. A particular word of appreciation goes to to achieve a significant improvement in our demand planning my colleagues in the executive team: as our business grows with a resultant decrease in our working capital. We have ever more demanding, so does their will to succeed. There also been able to renegotiate our supply agreements to take were some departures from the team during the year and in advantage of scale benefits and consolidated supply, and we each case the vacancy was filled from within our ranks and have renegotiated our shipping and transport rates globally. with fresh vigour. I also thank our board for the combination of engagement and independence with which they continue We recognise the to oversee our governance and direction. In his first year as Our pact with our governments and chairman, Christopher Coleman was a source of invaluable host countries people of our host guidance and support to me. countries as important stakeholders and are committed to working in partnership with them to develop one of their major national assets – their gold resources – to the enduring benefit of all.

Like all close relationships, these are tested from time to time. We have unresolved differences over tax in Mali and Mark Bristow the DRC, continuing problems with illegal mining everywhere Chief executive

Randgold Resources Annual Report 2014 13 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Board of directors

14 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The Randgold board of directors photographed at the Tongon mine. Left to right: Andrew Quinn, Jamil Kassum, Jeanine Mabunda Lioko, Karl Voltaire, Graham Shuttleworth, Kadri Dagdelen, Christopher Coleman, Safiatou Ba-N’Daw, Mark Bristow and Norborne Cole.

Randgold Resources Annual Report 2014 15 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Christopher L Coleman (46) Christopher is head of banking and a director of NM Rothschild & Sons Limited. He is also chairman of Rothschild Bank International Non-executive chairman in the Channel Islands and serves on a number of other boards Nationality and committees of the Rothschild Group, which he joined in 1989. British A BSc (Econ) graduate from the London School of Economics, Appointment date he was a non-executive director of the Merchant Bank of Central 3 November 2008 Africa from 2001 to 2008. He is a non-executive director of Papa John’s International Inc. Board committees Chairman of the governance & nomination committee and member of the remuneration committee Dr Mark Bristow (56) Mark has been the chief executive since the incorporation of Randgold, which was founded on his pioneering exploration work Chief executive in West Africa. He has subsequently led the company’s growth Nationality through the discovery and development of world class assets into South African a major international gold mining business. Mark has also played a Appointment date significant part in promoting the emergence of a sustainable mining 11 August 1995 industry in Africa. A geologist with a PhD from Natal University, South Africa, he has held board positions at a number of global mining companies and is currently the non-executive chairman of Rockwell Diamonds Inc. Graham Shuttleworth (46) Graham joined Randgold as chief financial officer and finance director in July 2007 but has been associated with the company Finance director and chief since its inception, initially as part of its management team involved financial officer in listing the company on the London Stock Exchange in 1997, and Nationality subsequently as an advisor. A chartered accountant, Graham was South African a managing director and the New York based head of metals and Appointment date mining for the Americas in the global investment banking division of 3 July 2007 HSBC before taking up his current position at Randgold. Graham is a graduate of the University of Cape Town with a bachelor of commerce degree and an honours degree from the University of South Africa. Norborne P Cole Jr (73) Norb started working for the Coca-Cola Company as field representative in the USA in 1966 and advanced steadily through Senior independent non-executive the organisation becoming chief executive of Coca-Cola Amatil director in Australia in 1994, a position he held until 1998. Under his Nationality leadership, Coca-Cola Amatil grew into the second largest Coca- American Cola bottler in the world. Now based in San Antonio, Texas, he Appointment date serves on the boards of a number of US companies including Papa 3 May 2006 John’s International Inc. Board committees Chairman of the remuneration committee1 and member of the governance & nomination committee Jemal-Ud-din Kassum Jamil is a former World Bank vice president for the East Asia and Pacific region. Before that, he had a 25 year career with the (Jamil Kassum) (66) International Finance Corporation. He sits on the board of PT Independent non-executive Indonesia Infrastructure Finance, Thien Minh Group and Khan Bank. director A Tanzanian national based in the USA, he now provides strategic advice to international financial institutions and governments. He Nationality was educated at Oxford University and holds an MBA from Harvard Tanzanian University. Appointment date 31 January 2014 Board committees Member of the audit committee2 and of the governance & nomination committee

1 Mr NP Cole Jr is to retire as chairman of the remuneration committee with effect from 4 May 2015. 2 Mr J Kassum is to be appointed chairman of the audit committee with effect from 4 May 2015.

16 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Kadri Dagdelen (60) A professor and previously the head of the department of mining engineering at the Colorado School of Mines, USA, Kadri began Independent non-executive his professional career as a mining engineer at Homestake Mining director Co (now Barrick Gold Corporation) and was the technical services Nationality manager when he left for academia in 1992. With a PhD in mining Turkish engineering and a ME in geostatistics, Kadri has been involved Appointment date in numerous research and consulting projects worldwide. He 29 January 2010 also served on the board of directors of the Society of Mining, Exploration and Metallurgy in the USA for six years and has chaired Board committee Member of the governance & nomination other professional societies that support the mining industry. committee Andrew retired at the end of 2011 from his position as head of mining Andrew J Quinn (61) investment banking for Europe and Africa at CIBC after 15 years in Independent non-executive the role and more than 35 years’ experience of the mining industry. director With a BSc (Hons) in mineral exploitation (mining engineering) from Nationality Cardiff University, Andrew began his career in Anglo American’s British gold division in 1975, holding various management and technical Appointment date positions in South Africa, and worked briefly for Greenbushes Tin 1 November 2011 in Australia before joining The Mining Journal in 1982 as editor of its gold publications. In 1984 he entered the financial services Board committees Member of the audit committee and of the industry joining James Capel (later HSBC Investment Banking) and remuneration committee3 then joining CIBC in 1996. Jeanine Mabunda Lioko (50) Jeanine has spent a number of years working in the Democratic Republic of Congo’s finance industry including with Citi Group and Independent non-executive as an advisor to the Governor of Banque Centrale du Congo. A director former Minister of Portfolio of the DRC, a position which she held Nationality for over five years, she is now a serving member of the National Congolese Assembly of the Democratic Republic of Congo, representing Appointment date the Equateur Province. Jeanine is also a special advisor to the 28 January 2013 DRC government to prevent violence against women and the recruitment of children for war. She was educated in Brussels, Board committee Belgium, and holds a law degree from the Catholic University of Member of the audit committee Louvain and a postgraduate degree in commercial science from the ICHEC Brussels Management School. Karl Voltaire (64) A graduate in mineral resources engineering from the Ecole des Mines in Paris, Karl holds an MBA and PhD in economics and Independent non-executive finance from the University of Chicago. He started his career as a director mining engineer in Haiti and subsequently spent 23 years with the Nationality World Bank Group in Washington DC, including the International French Finance Corporation where his last position was that of director of Appointment date global financial markets. Thereafter Karl was appointed a director 3 May 2006 of the Office of President at the African Development Bank. He was CEO of the Nelson Mandela Institution from 2005 to 2009, Board committees Chairman of the audit committee4 and member and is currently a member of the Board of Trustees of the African of the remuneration committee University of Science and Technology. Safiatou F Ba-N’Daw (62) A Harvard University MBA graduate, Safiatou spent 12 years with the World Bank as a senior financial specialist for the South Asia Independent non-executive region, following which she was appointed Côte d’Ivoire’s Minister of director Energy, a position she held until 2000. Safiatou was subsequently Nationality appointed a director of the United Nation’s Development Ivorian Programme for South-South Cooperation (formerly the Special Appointment date Unit: Technical Cooperation among Developing Countries) until 1 March 2015 2004 when she was appointed Deputy Chief of Staff to the Prime Minister of Côte d’Ivoire. She is a managing partner of Alizes Consultants, an international consulting services firm, and deputy chairperson of Niger Omega, a Nigerian and London based oil and gas services company.

3 Mr AJ Quinn is to be appointed chairman of the remuneration committee with effect from 4 May 2015. 4 Dr K Voltaire is to retire as chairman of the audit committee with effect from 4 May 2015.

Randgold Resources Annual Report 2014 17 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Financial review

GRAHAM SHUTTLEWORTH

Gold sales for the group of $1.43 billion, including the attributable share of equity accounted joint ventures, were 13% higher than the previous year on the back of a 23% rise in ounces sold to 1 134 941oz, offset by an 8% decrease in the average gold price received to $1 264/oz.

18 Randgold Resources Annual Report 2014 18 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 TOP 20 GOLD COMPANIES: EBITDA VS TOTAL AND NET DEBT

Aggregate EBITDA or capex ($ billion) Total or net debt ($ billion) $45 $45

$30 $30

$15 $15

$0 $0 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

Aggregate EBITDA of top 20 gold companies ($ billion) Aggregate capex of top 20 gold companies ($ billion) Aggregate total debt ($ billion) Aggregate net debt ($ billion) Source: RBC Capital Markets

Total cash cost per ounce for the year decreased by sulphide circuit and, although recoveries were lower during 2% from the previous year to $698/oz as a result of this phase, the mine ended with a significant increase in higher grades and increased production. Revenue of production and total cash costs of $573/oz. $1.08 billion, which excludes gold sales from joint ventures, was 4% lower than the prior year, reflecting the lower Expenditure on exploration and average gold price received but offset by the higher number Exploration corporate costs decreased by of ounces sold across the group’s subsidiaries. $12.7 million to $36.8 million mainly as a result of cost reduction activities across the The increase in share of profits of equity accounted joint group and a hold on drilling programmes as the new ventures to $75.9 million from $54.3 million in the prior year exploration team concentrated on field programmes and reflected the ramp-up of Kibali, which completed its first full project evaluation. Given the focus on brownfields year of production, partially offset by a drop in profits from exploration during the year, a further $13.5 million was Morila, which were lower than the previous year due to lower capitalised, relating to work at Gounkoto, Loulo and gold production and sales. The share of profits from the Massawa. Since the company was first listed in 1997, it has Kibali joint venture is stated after a tax charge of $20.3 million discovered approximately 31 million reserve ounces which, (attributable), including deferred tax calculated at 30% of when divided by the exploration and corporate costs profit, notwithstanding that the mine has an accelerated expensed over this period, equates to less than $18/oz of gold. tax allowance which reduces the cash tax paid in the initial years. Mining and processing costs were slightly higher Gounkoto’s corporate tax holiday ended in June during the year, mostly on the back of higher depreciation 2013 and, together with increased production from and amortisation at Loulo as more assets were brought into Loulo, this contributed to an increased tax charge of $81.9 million compared to $76.7 million the previous year, use. notwithstanding the lower gold price received. Tongon benefits from its exoneration from corporate tax for five years Notwithstanding the increase in costs, total until December 2015. Costs cash cost per ounce for the group was $698/oz, 2% lower than the prior year, Profit for the year of $271.2 million represents a decrease thanks to the significant increase in ounces sold, on the back of 17% on the previous year, mainly reflecting the drop in of higher grades at Loulo-Gounkoto and increased the average gold price received, increased costs including production from the new Kibali mine. Total cash cost per depreciation in respect of assets brought into use but offset ounce at the Loulo-Gounkoto complex decreased by 5%, by higher profits from joint ventures as Kibali ramped- due to the higher average grade of ore milled from both up production. Similarly, basic earnings per share of Loulo and Gounkoto, together with an increase in recoveries, $2.54 decreased by 16% over the previous year, as a result resulting in increased gold production. At Morila, the mine of lower profits in the year. commenced processing ore from the Pit4S pushback, resulting in a significant increase in mining costs and total The group’s cash position at cash cost per ounce was 50% higher than the prior year, Cash position year-end was $82.8 million with production significantly lower due to lower throughput, (31 December 2013: $38.2 grade and recoveries, in line with its closure plan. At Tongon, million) with no borrowings, notwithstanding the substantial total cash cost per ounce of production was negatively investments made in growth projects during the year, impacted by a number of operational challenges relating to including significant joint venture related expenditure at the operation and upgrading of the crushing and metallurgical Kibali. This included capitalised expenditure of $142.6 circuits, which together with the slightly lower ore grade million at Loulo, predominantly on the Yalea and Gara processed, resulted in fewer ounces produced. Kibali underground mine developments as well as the paste backfill ramped up production with the commissioning of the project.

Randgold Resources Annual Report 2014 19 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 $19.2 million was invested at Tongon, primarily in the reflects the group’s profit share from equity accounted metallurgical plant float and crusher circuits’ upgrades, and joint ventures ($75.9 million) and funds advanced to Kibali $8.7 million at Gounkoto on completing the underground ($51.5 million), partially offset by a repayment received from feasibility project. the group’s asset leasing joint venture ($9.1 million).

Net cash generated from operating activities for the year of Inventories and ore stockpiles (including the allocation of $317.6 million decreased by 32% from the previous year, a portion to non-current) for the year ended 31 December reflecting the lower sales resulting from the drop in the 2014 decreased by $17.9 million from $322.4 million in the average gold price received and higher corporate taxes previous year. This decrease was primarily due to a decrease paid in the year. Other cash outflows included additional in supplies and insurance spares at Loulo and Tongon investments in joint ventures ($51.5 million), mostly to ($40.7 million), partially offset by an increase in ore stockpiles fund the group’s share of capital expenditure at Kibali at Gounkoto and Loulo ($16.1 million), in line with mine plans. ($386.5 million for 100% of the project) in excess of the cash generated by that operation, as well as cash dividends paid to Trade and other receivables (including the allocation of a shareholders ($43.3 million). The company has entered into a portion to non-current) at 31 December 2014 decreased by new $400 million unsecured revolving credit facility with HSBC 10% compared to the previous year. This is mainly the result and a syndicate of banks which matures in December 2018 of the decrease in gold debtor balances at Loulo and Tongon and is at present undrawn. Based on the company’s current as well as decreases in VAT balances at Loulo due to offsets cash resources and available facilities, projected operating against other taxes payable which were made during the year. cash flows and capital expenditure, we are confident the company will be able to meet its obligations at the present The total outstanding refundable gold price. Oustanding VAT balances in Mali amount to VAT $116.0 million (31 December 2013: Property, plant and equipment cost increased by $129.0 million), including 100% of $183.8 million for the year ended 31 December 2014, the Loulo and Gounkoto VAT receivables and the attributable following the investments referred to above. The long term portion of the Morila VAT receivable of $10.0 million. Morila, ore stockpiles balance of $178.3 million relates to the portion Loulo and Gounkoto have the legal right under the terms of of ore stockpiles at Loulo, Gounkoto and Tongon which are their respective mining conventions to offset other taxes expected to be processed after more than one year, in line payable to the State of Mali against these refundable VAT with the respective mine plans, and remains in line with the balances. Management continues to pursue the cash prior periods. Investments in equity-accounted joint ventures settlement of these VAT balances. The portion of the reflects the group’s share of its equity-accounted investments, outstanding VAT balances which is not expected to be mainly Kibali and Morila, and the group’s asset leasing joint recovered within a one year time frame, amounts to ventures. Other investments in joint ventures reflect the $26.3 million, and is shown in the long term debtors group’s loans advanced to the group’s asset leasing joint (31 December 2013: $49.0 million). The group’s share of ventures. The increase of $117.7 million in total investment in the VAT balance at Kibali amounted to $50.5 million joint ventures for the year ended 31 December 2014 mainly (31 December 2013: $35.0 million).

OIL PRICE AND $/EURO EXCHANGE RATE $/bbl $ per euro

130 1.50

120 1.45

110 1.40

100 1.35

90 1.30

80 1.25

70 1.20

60 1.15

50 1.10 Jan-13 Mar-13 Jun-13 Sep-13 Dec-13 Mar-14 Jun-14 Sep-14 Dec-14

Brent crude oil $ per euro Source: Factset

20 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The Morila and Kibali VAT balances are included in the group’s WORLDWIDE GOLD EXPLORATION BUDGETS investment in joint ventures line. $ million The group has received claims for various taxes 4 500 from the State of Mali totalling $313.0 million (31 December 2013: $123.0 million), in respect of the 4 000 Loulo, Gounkoto and Morila mines and the Kankou Moussa 3 500 gold sales operation. The claims have increased by 3 000 $190.0 million in the year, substantially representing $201.3 million of additional claims received in respect of Loulo 2 500 and Gounkoto following the tax audits during the year, offset 2 000 by foreign exchange movements. Having taken professional 1 500 advice, the group considers the material claims to be without foundation and is strongly defending its position, including 1 000 following the appropriate legal process for disputes within 500 Mali. Accordingly, no material provision has been made for 0 the claims. 1999 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Loulo, Gounkoto and Morila have legally binding mining Grassroots Late stage Minesite conventions which guarantee fiscal stability, govern the Source: SNL Metals & Mining taxes applicable to the companies and allow for international arbitration in the event a dispute cannot be resolved in the country. Management continues to engage with the Malian with Massawa capital expenditure estimated at $10 million. authorities at the highest level to resolve this issue. During Consequently, total group capital expenditure for 2015 the prior year, Loulo submitted a request for arbitration at the is expected to be approximately $330 million (including International Centre of the Settlement of Investment Disputes attributable share of joint ventures). against the State of Mali in relation to certain of the disputed tax claims. The arbitration process is ongoing and is expected Randgold’s board has proposed a to be concluded during 2015. Dividend final dividend of $0.60 per share ($55.6 million) for the period ending Trade and other payables for the year ended 31 December 2014 decreased by $65.1 million from the balance owing 31 December 2014, a 20% increase on the previous year. An at 31 December 2013 of $174.4 million. The decreases optional scrip dividend alternative will also be put to occurred mainly due to the timing of payments of invoices. shareholders at the company’s next annual general meeting Current tax payable of $32.2 million decreased by on 5 May 2015. $31.5 million from 31 December 2013 due to corporation tax payments and offsets made at Gounkoto and Loulo during Going forward, Randgold intends to continue to pay a the year. progressive ordinary dividend that will increase, or at least be maintained, annually. The board regularly reviews its wider Looking ahead to 2015, total cash cost capital requirements in the context of the financial position of per ounce for the group is forecast in a Looking the group, the expected cross-cycle cashflows and also its range of $650-700/oz, with an ahead cross-cycle capital requirements. opportunity to improve should the oil price and euro/dollar exchange rate remain at current levels. The company will seek to build up a net cash position of In contrast to the rest of the industry, given Randgold’s approximately $500 million to provide financing flexibility commitment to growing through discovery and development, should a new mine development or other growth opportunity the company will continue to invest significantly in exploration, be identified in the future. To the extent that Randgold has with exploration and corporate expenses of approximately surplus capital, the company intends to return such excess $60 million anticipated in 2015. to shareholders.

Although lower than 2014, significant capital expenditure will be incurred across the group during the year to support the planned continued growth in production, especially at Kibali, of approximately $280 million (100% of the project), and the ongoing development of the underground mines at Loulo, where total capital at the Loulo- Gounkoto complex is forecast at $155 million. Project and sustaining capital at Tongon, including completion of the flotation circuit upgrade, is estimated at $20 million, and Graham Shuttleworth $12 million will be spent at Morila (100% of the project), Financial director and chief financial officer

Randgold Resources Annual Report 2014 21 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Executives

Tahirou Ballo Chiaka Berthe Sebastiaan Bock Luiz Correia Gounkoto mine manager GM Loulo-Gounkoto mine Group corporate finance GM Tongon mine A mining economist engineer complex manager Luiz is a metallurgist with with 20 years’ experience, With a Master’s degree in Sebastiaan is responsible 29 years’ experience in the mainly in Mali. Tahirou started geological engineering from for the management of gold mining industry, and his career as a short planner the Malian National School of the group’s operations has a BSc Eng as well as a with BHP Billiton at the Syama Engineering, Chiaka has more financial functions and the BCom degree. He joined mine and served as mining than 18 years’ experience in group’s corporate finance Randgold in 2005 and in 2006 superintendent from 1999 the industry. He is a member management. He’s a was appointed operations for Randgold at Syama. In of the Australian Institute of chartered accountant with manager at the Loulo mine. 2010, he was promoted Mine and Metallurgy and the 14 years’ experience and has He was appointed general to operations manager for Geostatistical Association, been with the group for six manager at the Tongon mine Randgold at the Loulo mine and was appointed to his years. during its construction phase and then was appointed current position as general in 2010. as the general manager at manager of the Loulo- Gounkoto in 2011. Gounkoto complex in 2012.

Joel Holliday Willem Jacobs Adama Kone Mahamadou (Sam) Group exploration GM operations Central and GM Morila mine Samaké manager East Africa Adama joined Randgold in Group regional manager Joel is a geologist with With a BPL (Hons) and 1996, responsible for grade West Africa 18 years’ experience on DCom, he has served as a control at the Syama mine. In Sam was a professor of exploration projects in Europe, director of listed and private 2000, he joined the mineral company law at the University South America and across companies in the areas of resources department at of Mali, and was instrumental Africa. He joined Randgold mining, engineering and the Morila mine, becoming in writing the Malian mining in 2004 and until recently, manufacturing in Southern, manager of the department legislation. He is the resident worked as exploration Central and Eastern Africa for in 2006. With a geological executive manager in Mali and manager for West Africa the past 19 years. He joined degree from the Malian is responsible for government following several years as Randgold in 2010. National School of Engineering, liaison in West Africa and is exploration manager for the he gained early experience as the group’s West African legal Loulo district in Mali, during a field geologist for BHP Billiton counsel. which time the Gounkoto Minerals Exploration. Adama and Loulo 3 deposits were has been the general manager discovered. Joel has a BSc of the Morila mine since 2011. (Hons) Geology.

N’golo Sanogo John Steele Samba Toure Ted de Villiers GM Mali Technical and capital GM operations West Africa Group GM mining N’golo has a Master’s projects executive Joined the Morila mine A mining engineer, Ted has degree in economics from John was responsible for in 2000 and held various extensive experience in the National School of the successful construction responsibilities, culminating mining operations, mining Administration of Bamako, and commissioning of in his appointment in 2007 contracting and consulting. Mali, as well as several Randgold’s Morila, Loulo, as the mine chief executive. He joined Randgold in 2010, business qualifications. He Tongon and Gounkoto mines Graduated from Moscow Oil with executive responsibility joined BHP Billiton Mali in and led the development and Gas Institute IM Gubkin for the group’s rapidly 1995 and was appointed the and commissioning of the with a Master’s degree in expanding mining operations, management accountant at Kibali mine in the DRC. He Chemical Engineering in 1979, tasked with ensuring a the Syama mine in 2001. In also continues to provide he has also completed various consistent production stream. 2004 he joined Randgold as operational and engineering managerial and financial training Ted has an HNDP Mining Mali financial controller and oversight to the group. John courses. In 2010 he was (Metalliferous) and a was appointed Mali general has a BSc (Hons) in Chemical promoted to group operations Mine Manager’s Certificate of manager in 2009. Engineering and MBL (UNISA). general manager for West Africa. Competency (South Africa).

22 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Tania de Welzim Paul Gillot Riaan Grobler Victor Matfield Group financial manager Group metallurgist, deputy Group GM commercial and Group GM corporate Having served as group GM capital projects supply chain finance financial controller, Tania Paul has 25 years’ operational Riaan holds an Honour’s A chartered accountant, was appointed to her current and management experience degree in finance and has Victor was appointed position in 2009. A Chartered in the mining industry and 16 years’ experience in the corporate finance manager in Accountant with 16 years’ moved into the projects gold mining industry. He was 2001. Prior to that he served financial experience, 14 of arena for the group with the initially appointed financial as financial manager of both these in the mining industry, commissioning of the Tongon projects manager East Africa the Syama and Morila mines. she is responsible for mine. He obtained his NHD in in early 2012 and was involved technical financial reporting Extractive Metallurgy from the in the financial management and procedures for the group. University of Johannesburg. side of the construction of He is responsible for the the Kibali mine before his group’s metallurgical promotion in January 2014 activities. to group general manager commercial and supply chain.

Philip Pretorius Rod Quick Lois Wark Charles Wells Group human resources Group GM evaluation Group GM corporate GM Kibali mine executive A geologist with an MSc communications Charles has an MSc in Philip joined Randgold in Geology and 21 years’ Lois has been with Randgold environmental biotechnology 2008. Has 25 years’ human experience in the gold mining since its inception and and 17 years’ experience in resources experience, the last industry. Rod joined Randgold assumed management of environmental management. 19 spent dealing exclusively in 1996, and has been involved the cartography department He joined Randgold in March with the gold mining industry in the exploration, evaluation in 1995. She is responsible 2012 with responsibility for in Sub-Saharan Africa. He and production phases for the coordination of the the group’s sustainability has a postgraduate diploma of all Randgold’s projects group’s communications and programme before being in management practice and since Morila. He became investor relations programmes appointed the general is responsible for the group’s responsible for all project and holds a diploma in land manager of the Kibali mine human resources and human development and evaluation surveying: cadastral and in 2014. capital department. for the group since 2009. topographical.

Martin Welsh General counsel and secretary Martin joined Randgold in 2011 and in 2012 was appointed the group’s company secretary and general counsel. He qualified as a solicitor in 1998 and previously worked in London with Dickson Minto WS and Linklaters, where he represented numerous international corporate and financial institutions, and in Jersey where he acted for Randgold while in private practise.

Randgold Resources Annual Report 2014 23 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Senior management

Roy Bondo Abbas Coulibaly Amourlaye Daouda Daouda Dembele Ibrahima Diane Finance and Engineering manager Operations manager Financial manager Regional HR manager administration manager Loulo-Gounkoto Tongon Loulo-Gounkoto West Africa DRC

Hilaire Diarra Shaun Gillespie Ken Green Reinet Harbidge Felix Kiemde Group community and Group planning Group supply Principal generative Exploration manager environmental manager manager manager geologist West Africa

Jonathan Kleynhans Amadou Konta Jono Lawrence Ashleigh Lawson Amadou Maiga Group mineral resource Group open pit mining Exploration manager Group business Financial manager manager engineer East and Central Africa assurance manager Morila

Haladou Manirou David Mbaye Paul McGehee Norton Mukeba Cyrille Mutombo Group health and safety Country manager Group information Financial manager Country manager DRC manager Senegal technology manager Kibali

Bodiel N’Diaye Rachael Sale Fabrice Tamane Country manager Treasury manager Financial manager Côte d’Ivoire Tongon

24 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gold market overview The gold price closed the year at $1 199/oz, little changed from the opening price of $1 220/oz, and volatility during the year was relatively low.

This is in sharp contrast to 2013 which saw the biggest drop Although gold production has reached record levels, we do in the gold price for more than 30 years. However, given not see this as sustainable. The lower price environment, the strengthening US dollar, the price denominated in other together with cost pressures, has reduced capacity for currencies showed substantial movements: in euro the price investment in new projects and has resulted in substantial cut- rose by 14% over the year. backs in exploration expenditure. The head winds for mine supply are further exacerbated by the continuing debt burden Data published by the World Gold Council indicated that total of the industry and the continuing decline in ore grades. We demand for gold of 3 924 tonnes was down 4% from the record levels seen in 2013, while total supply at 4 278 tonnes do not believe the industry is profitable at the current gold was little changed from a year earlier. It is our view that should prices and it will eventually be forced to reinvent itself in order the industry restrict mine gold supply to profitable ounces it to survive and attract new investor support. would almost certainly support a higher gold price. Data published by SNL Metals & Mining show capital cost per Jewellery continued to be the largest ounce of production capacity at new mines increasing at an Jewellery component of total gold demand but average 20% per year from 2004 to 2013, with much of the demand was down 10% year on year and increase occurring after 2008. This increase is a function of although far below pre-crisis levels, it declining ore grades and higher input costs. Over the period remained 5% above the five year average. As in 2013, Asia 2004 to 2013, operating cost of the major gold producers continued to be the dominant force in the gold market. In India, jewellery demand reached record levels despite increased by an average 14% annually. measures introduced by the Indian government to slow down gold imports. Chinese jewellery demand dropped by Gold exploration budgets 33% but was still the second best on record. Exploration decreased by more than 31% in budgets 2013 as juniors had difficulty An important shift in 2014 was the improvement of the raising funds and majors began investment market, which grew by 2% during the year. The cutting exploration programmes in order to support sharp increase in outflows from exchange traded products increasing debt burdens. SNL Metals & Mining estimates seen in 2013 slowed dramatically in 2014, from 880 tonnes that mined gold production will increase by 2% in 2015, but to 159 tonnes. Bar and coin demand declined from the will then decline by about 2% per annum until 2019. It is our record levels seen in 2013 partly due to the less volatile price view that should the gold price stay around its current level environment, but remained at a level much higher than those seen before the financial crisis. the supply will shrink significantly faster than 2% per year and the chance of insolvencies and business failures will Central bank buying remained increase. With exploration activity predicted to fall and Central in positive territory and capital expenditures likely to be trimmed, the gold supply bank buying absorbed 477 tonnes of gold in pipeline is expected to contract over the medium term as a 2014, the second highest result of fewer discoveries, slower resource development annual purchase in 50 years, as the official sector continued and the deferral of investment in new mines. its diversification away from the US dollar. The Russian central bank was the biggest net buyer. GOLD HEAD GRADES AND GOLD PRICE One area which remained weak was the technology sector, CHANGES BY YEAR with demand contracting by 5% during the year to its lowest g/t $/oz level since 2003. Slow economic conditions and continued 2.2 2 000 substitution of cheaper alternatives were the driving forces behind the move.

2.0 1 500 Gold price ($/oz) Total gold supply was in line with 2013, but Gold the underlying components displayed supply substantial divergence. Mine production grew by 2% to record levels while recycling 1.8 1 000 dropped by 11% to a seven year low. Gold mining industry ownership has changed materially over the past three years, with increasing debt levels and it is our view that the support 1.6 500

of the traditional equity investors is under threat. head grade (g/t) Weighted-average

Mine gold supply grew despite the lower gold price as mining 1.4 0 companies brought in production from new mines which were 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 developed during the previous price rally. Unfortunately, many continued to mine unprofitable ounces to service interest Gold price Weighted-average head grade payments as they struggled with excessive debt. Source: SNL Metals & Mining

Randgold Resources Annual Report 2014 25 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Operations and exploration

26 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Operations and exploration

28 Loulo-Gounkoto gold mine complex 40 Morila gold mine 46 Tongon gold mine 54 Kibali gold mine 64 Exploration review WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Loulo-Gounkoto gold mine complex

The Loulo-Gounkoto complex comprises two adjoining mining permits, Loulo and Gounkoto, and is situated in western Mali, bordering Senegal and adjacent to the Falémé River. Société des Mines de Loulo SA (Loulo) owns the Loulo gold mine and Société des Mines de Gounkoto SA (Gounkoto) owns the Gounkoto gold mine. Both Loulo and Gounkoto are owned by Randgold (80%) and the State of Mali (20%).

28 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 ACHIEVED IN 2014 Record gold production of 639 219oz, in line with guidance, at total cash cost of $672/oz Yalea and Gara paste backfill plants completed and commissioned LOULO-GOUNKOTO COMPLEX KEY RESULTS Secondary crushing plant upgraded Additional medium speed generators commissioned, 12 months ended 31 December 2014 2013 adding 7MW capacity

Mining Primary vent shafts at Yalea and Gara commissioned Oxygen plant upgraded to improve recoveries Tonnes mined (000) 27 025 33 188 Gounkoto underground feasibility study completed Ore tonnes mined (000) 4 539 5 165 LTIFR decreased by 21% on prior year Milling Significant reduction in stores and inventories Tonnes processed (000) 4 396 4 463 Record underground production from Yalea and Gara Head grade milled (g/t) 5.0 4.6 Ore reserves replaced through ongoing exploration Recovery (%) 90.2 88.4 ISO 14001 and OHSAS 18001 certification maintained Ounces produced 639 219 580 364 Ounces sold 631 124 587 550 TARGETED FOR 2015 Average price received ($/oz) 1 267 1 376

Cash operating costs1 ($/oz) 597 621 Produce 660 000oz of gold

Total cash costs1 ($/oz) 672 704 Improve plant availability and recoveries

Gold on hand at period end2 Upgrade power distribution system and commission additional medium speed generators ($000) 9 708 - Upgrade elution and carbon regeneration units Profit from mining activity1 Complete gravity circuit upgrade ($000) 375 293 394 633 Successfully move from underground contractor to owner Gold sales ($000)1 799 718 808 311 mining 1 Refer to explanation of non-GAAP measures provided on Replace ore reserves through ongoing exploration page 241 of this annual report. Complete updated underground ventilation design 2 Gold on hand represents gold in doré at the mines multiplied by the prevailing spot gold price at the end of the period. Maintain ISO 14001 and OHSAS 18001 certification

LOULO-GOUNKOTO COMPLEX PRODUCTION AND FIVE YEAR FORECAST (000oz)

Actual Forecast 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

0 100 200 300 400 500 600 700 800

LOULO TOTAL MINERAL RESOURCES AND ORE RESERVES (Moz)

Reserves Resources 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 0 2 4 6 8 10 12 14

GOUNKOTO TOTAL MINERAL RESOURCES AND ORE RESERVES (Moz)

Reserves Resources

2009 2010 2011 2012 2013 2014 0 1 2 3 4 5 6

Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report. 29 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gold production at the Loulo-Gounkoto complex was 639 219oz, up 10% on the prior year and in line with annual N guidance. Head grade milled increased by 9% to 5.0g/t and, together with higher recoveries of 90.2%, contributed to the increase in production and a drop in total cash cost per ounce. MALI MAURITANIA Total cash costs decreased by 5% year on year to $672/oz Loulo following the increase in ounces produced but gold sales, at $799.7 million, were lower than the previous year due to SENEGAL the 8% drop in the average gold price received and the fact Bamako that not all gold produced was sold during the period. Profit Gounkoto BURKINA FASO from mining activity (before interest, tax and depreciation) GUINEA decreased to $375.3 million. LIBERIA CÔTE D’IVOIRE Tonnes processed was slightly below target at 4 396kt following a mill motor failure and the integration of the paste Loulo-Gounkoto gold complex plant with the main plant. Randgold permits

700km The Loulo plant produced almost 640 000oz of gold from the Loulo and Gounkoto mines in 2014, up 10% on the previous year.

30 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Loulo gold mine

LOULO (STANDALONE) KEY RESULTS

12 months ended 31 December 2014 2013 Mining Tonnes mined (000) 2 819 4 251 Ore tonnes mined (000) 2 699 2 541 Milling Tonnes processed (000) 2 711 2 432 Head grade milled (g/t) 4.9 4.5 The Yalea, Gara and Recovery (%) 90.1 88.0 Mineral resources Baboto resource Ounces produced 382 263 308 420 and ore reserves models were updated Ounces sold 376 490 312 748 during 2014. This included additional infill resource and grade control drilling Average price received ($/oz) 1 264 1 397 on the Gara and Yalea deposits, while infill RC drilling was Cash operating costs1 ($/oz) 637 692 completed on Baboto. The pit shells selected for limiting Total cash costs1 ($/oz) 713 776 each of the open pit resources correspond to the shell Gold on hand at period end2 produced when using a gold price of $1 500/oz. ($000) 6 922 - Profit from mining activity1 Total mineral resources decreased mainly due to production ($000) 207 496 194 190 depletion. Changes to the Yalea and Gara models resulted from additional drilling, which highlighted local changes in Gold sales1 ($000) 475 861 436 950 the grade and thickness of the orebodies. Randgold owns 80% of Loulo and the State of Mali 20%. Randgold has funded the whole investment in Loulo by way of shareholder loans and therefore controls 100% of the cash flows A drilling programme was initiated at the end of 2014, aimed from Loulo until the shareholder loans are repaid. at replenishing the resources depleted through mining. Randgold consolidates 100% of Loulo and shows the non- controlling interest separately. Total mineral reserves at the end of the year were down 1 Refer to explanation of non-GAAP measures provided on page 241 of this annual report. slightly due to mining depletion but partly offset by the small 2 Gold on hand represents gold in doré at the mines multiplied gain in the Baboto open pit, which was upgraded to 2.2Mt at by the prevailing spot gold price at the end of the period. 2.1g/t for 0.15Moz of probable ore reserves.

Randgold Resources Annual Report 2014 31 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 LOULO MINERAL RESOURCES AND ORE RESERVES

Attributable Tonnes (Mt) Grade (g/t) Gold (Moz) gold3 (Moz) at 31 December Category 2014 2013 2014 2013 2014 2013 2014 2013 MINERAL RESOURCES1 Stockpiles Measured 2.2 2.2 1.8 1.9 0.1 0.1 0.1 0.1 Open pits Measured 1.0 0.5 2.2 2.4 0.07 0.04 0.06 0.03 Indicated 7.0 4.3 2.3 2.9 0.5 0.4 0.4 0.3 Inferred 7.0 6.2 2.2 2.3 0.5 0.5 0.4 0.4 Underground Measured 12 8.7 4.3 4.4 1.7 1.2 1.3 1.0 Indicated 29 36 5.0 5.1 4.7 5.9 3.8 4.7 Inferred 13 12 3.7 4.1 1.6 1.5 1.3 1.2 Measured TOTAL MINERAL and RESOURCES indicated 52 52 4.3 4.6 7.1 7.7 5.7 6.2 Inferred 20 18 3.2 3.5 2.1 2.0 1.7 1.6 ORE RESERVES2 Stockpiles Proven 2.2 2.2 1.8 1.9 0.1 0.1 0.1 0.1 Open pits Proven ------Probable 4.2 2.9 2.5 2.9 0.3 0.3 0.3 0.2 Underground Probable 27 29 5.1 5.3 4.4 4.9 3.5 3.9 Proven TOTAL ORE and RESERVES probable 33 34 4.6 4.9 4.9 5.3 3.9 4.2

1 Open pit mineral resources are the insitu mineral resources falling within the $1 500/oz pitshell reported at an average cut-off of 0.5g/t. Underground mineral resources are those insitu mineral resources of the Yalea and Gara deposits that fall below the design pits and are reported at a cut-off of 1.7g/t for Yalea and 1.5g/t for Gara. Mineral resources were generated by Mr Abdoulaye Ngom, an officer of the company, under the supervision of Mr Jonathan Kleynhans, an officer of the company and competent person. 2 Open pit ore reserves are reported at a gold price of $1 000/oz and an average cut-off of 1.1g/t and include dilution and ore loss factors. Open pit ore reserves were calculated by Mr Shaun Gillespie, an officer of the company and competent person. Underground ore reserves are reported at a gold price of $1 000/oz and a cut-off of 2.5g/t for Yalea underground and 2.2g/t for Gara underground and includes dilution and ore loss factors. Underground ore reserves were calculated by Mr Andrew Fox, an independent consultant and competent person. 3 Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 80% interest in Loulo. Mineral resource and ore reserve numbers are reported as per JORC 2012 and as such are reported to the second significant digit. Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

LOULO OREBODIES

Gara orebody grade model Yalea orebody grade model N N Open pit Open pit

Gold g/t 0.00-0.70 0.70-3.00 3.00-4.00 4.00-8.00 >8.00 1km 1km

32 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gold production at Loulo increased Following a review of the underground mining activities Operations 24% year on year to 382 263oz the mine has taken a decision to take over the mining and while the head grade milled development activities that were previously managed by the increased 9% to 4.9g/t, in line with the plan. The increase in underground mining contractor. Consequently, the mine is ounces, together with a higher recovery of 90.1%, resulted in working with the contractor to agree an orderly changeover a decrease in total cash costs to $713/oz. which is expected to be completed over the course of 2015. The mine is reviewing its operating and capital expenditure Gold sales amounted to $475.9 million resulting in profit from estimates, to incorporate this change, which will be updated mining activities (before interest, tax and depreciation) of in due course. $207.5 million.

Capital expenditure for the year of $142.6 million included the Processing, plant continued development of the Yalea and Gara underground Processing mines as well as the construction of the Yalea and Gara paste and engineering backfill plants. Expenditure also covered the installation of A total of 4 396kt (including 1 686kt from Gounkoto) at an additional secondary crusher to improve availability of 5.0g/t was treated and milled, compared to 4 463kt at 4.6g/t the crushing circuit, and expansion of the power generating in 2013. station with the addition of two medium speed CM32 generators (7MW), capable of operating on cheaper heavy Overall gold recovery and plant utilisation for the year were fuel oil (HFO). 90.2% and 91.7% respectively. While recovery increased year on year, it was still slightly below target. Given the The Yalea and Gara underground capital projects undertaken during the year, including Mining and mines are now in full production the upgrade of the oxygen plant and the new REA-400 production and paste backfill plants at both generator installed in the CIL process section, gold recovery mines have been commissioned and are operational. During is expected to improve further in the year ahead. 2014, 16 432 development metres were completed and 2 699kt of ore at 5.3g/t was hoisted to surface. In line with plan, development metres decreased during the course of The plant feed contribution for the year was 61% from Loulo the year as backfill production increased. (28% Gara underground, 33% Yalea underground) and 39% from Gounkoto in line with the 60:40 plan to balance the Ventilation in the mines was considerably improved, with two mines’ respective reserves. additional primary ventilation shafts at Yalea and one at Gara completed in 2014. Engineering and power supply In the metallurgical plant, the availability of the mills and crusher was 93.2% (2013: 93.9%) and 88.9% (2013: 89.3%) respectively. UNDERGROUND BACKFILLING PERFORMANCE

Mill availability was impacted by the replacement of the m3 160 000 secondary drive and motor as well as the installation of the new upgraded cyclone pumps. However, crusher availability 140 000 was sustained during the year due to the commissioning of another secondary crusher unit at the plant. 120 000 The power plant produced a total of 287.7GWh of electricity 100 000 (2013: 258.3GWh), an 11% increase mainly reflecting the

80 000 increased underground demand and usage including the paste backfill plants and primary ventilation upgrades. 60 000 Power stability and management systems are planned 40 000 to be implemented over the next two years to manage the increases in load and capacity. Ten medium speed 20 000 generators can now run on cheaper HFO which together

0 with the lower diesel price towards the end of the year Q1 Q2 Q3 Q4 2014 contributed to a significant improvement in power costs Gara Yalea during Q4 2014.

Randgold Resources Annual Report 2014 33 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Drilling confirmed strong declared Ebola-free at the beginning of 2015 by the United Exploration mineralisation at the margins of Nations Mission for Ebola Emergency Response. the Yalea and Gara orebodies with exploration drillholes highlighting significant potential up Details of these measures can be found in the sustainability to 400m from the existing block models as part of a broader section of this report. resource conversion programme. The mine retained its Greenfields exploration continued to generate targets across Environment environmental management the Loulo permit and a gradient array survey was carried system (EMS) certification for out to add a new layer of data for new target generation. ISO 14001 following the recertification audit during the year, Work on a number of targets, including Waraba, Gara South while management reviews and inspections were also and Yalea Ridge South, resulted in their removal from the undertaken. resource triangle. A detailed summary of the exploration work completed during the year can be found in the A water balance action plan was implemented to optimise exploration section of this annual report. existing water usage in the circuit.

The Lost Time Injury Completion of the sludge treatment plant at Gara in February Health and safety Frequency Rate 2015 will support further water saving initiatives. (LTIFR) decreased from 0.82 per million hours worked in 2013 to 0.62 in 2014. In terms of biodiversity actions, 3.8ha of land were cleared The safety management system was fully implemented as and 5ha rehabilitated during the year while 6 478 trees were per OHSAS 18001 requirements and recertified during the planted in partnership with the Kenieba forestry department. year. The operational labour Counselling and testing (VCT) of 924 volunteers for HIV was Human resources complement at Loulo conducted with a positivity rate of 1.08%, 42% lower than and industrial comprises 945 in 2013. personnel (excluding relations persons employed by The Malaria incidence rate of 33.6% was down 1% on the contractors and temporary labourers) of which 93% are previous year. Malians.

An Ebola prevention policy, which includes an The increase in nationals and the decrease in expatriate staff implementation plan, was developed and, following are mainly due to the localisation programme implemented the confirmed case of the virus in Mali, further in collaboration with all contractors to increase the number of control measures were introduced together with national workers. Randgold’s other West African operations as part of an industry-wide private initiative in partnership with The programme included the underground mining, capital state and regional health authorities. Mali was officially projects, engineering and procurement departments.

34 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Total manpower decreased during 2014 as most capital society to address this. This included holding workshops project activities reached completion. in Kenieba, Kayes and Bamako as well as site visits, with the objective of stopping illegal mining on the permit and Industrial relations at mine level were stable during the creating alternative employment options. year. Although both the UNTM and SECNAMI unions called for national strikes in October 2014 and November 2014 Donations of medical supplies and equipment, valued at respectively, these strikes did not affect any of our mines approximately $100 000, were made to the authorities in in Mali. The personnel representatives received capacity Kayes after the first case of Ebola was identified in Mali. building training in their key company roles, including workplace conflict resolution and social dialogue. During World Education conducted studies in schools around the 2014, union representatives from Tongon made a benchmark mine and have made recommendations to improve the visit to the Loulo site. quality of the education. In addition, workshops were held with all stakeholders to discuss different education-related We continue to engage actively issues. Community with the community and have adequate mechanisms in place A strategy to develop an to deal with any grievances that arise. Agribusiness agribusiness project, at an estimated cost of $1.3 million, During the year, illegal mining continued to be an issue for was approved by stakeholders. Construction of the the mine and surrounding communities and consultations infrastructure has started with completion expected by the were held with the authorities and stakeholders from civil end of Q1 2015.

LOULO SAFETY (LTIFR)

1.57 2.71 1.36 2.29 1.59 0.82 0.62

2008 2009 2010 2011 2012 2013 2014

LOULO MANPOWER 2014 2013 at 31 December Expats Nationals Total Expats Nationals Total Employees 68 877 945 82 865 947 Contractors 133 1 783 1 916 158 2 128 2 286 Total 201 2 660 2 861 240 2 993 3 233

Randgold Resources Annual Report 2014 35 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gounkoto gold mine

GOUNKOTO (STANDALONE) KEY RESULTS The Gounkoto Mineral resources resource model was 12 months ended 31 December 2014 2013 and ore reserves updated during 2014 to include the Mining additional grade control and resource drilling that was Tonnes mined (000) 24 206 28 936 completed. Changes to the updated geological model Ore tonnes mined (000) 1 841 2 624 resulted in the inclusion of the P64 deposit and the Milling MZ4 zone in the resource update. Tonnes processed (000) 1 686 2 032 Head grade milled (g/t) 5.3 4.7 No changes were made to the Faraba open pit resource. The pit shells selected for limiting each of the open pit Recovery (%) 90.2 88.8 resources correspond to the shell produced using a gold Ounces produced 256 957 271 943 price of $1 500/oz. Ounces sold 254 634 274 802 Average price received ($/oz) 1 272 1 351 Total mineral resources are therefore slightly up for the year, Cash operating costs1 ($/oz) 537 541 despite mining depletion. Total cash costs1 ($/oz) 613 622 Gold on hand at period end2 Further drilling is underway to test down dip extensions and ($000) 2 786 - the deeper underground shoots of the MZ1 and MZ3 lodes. Infill grade control drilling on the P64 and MZ4 lode within the Profit from mining activity1 resource model, is also currently underway. ($000) 167 797 200 444 1 Gold sales ($000) 323 857 371 361 Drilling and updated modelling of the open pit reserves Randgold owns 80% of Gounkoto and the State of Mali 20%. has resulted in the replenishment of the reserves depleted Randgold consolidates 100% of Gounkoto and shows the non- during the year, while the completion of the Gounkoto controlling interest separately. underground feasibility study has confirmed the declaration 1 Refer to explanation of non-GAAP measures provided on page 241 of this annual report. of an additional 4.7Mt at 6g/t for 0.9 million probable ore 2 Gold on hand represents gold in doré at the mine multiplied by reserve ounces. the prevailing spot gold price at the end of the period. Total reserves for Gounkoto have now increased to over Gounkoto is currently an open pit operation. 3Moz.

36 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GOUNKOTO MINERAL RESOURCES AND ORE RESERVES Attributable Tonnes (Mt) Grade (g/t) Gold (Moz) gold3 (Moz) at 31 December Category 2014 2013 2014 2013 2014 2013 2014 2013 MINERAL RESOURCES1 Stockpiles Measured 1.7 1.5 1.9 2.4 0.1 0.1 0.08 0.09 Open pits Measured 3.8 3.4 4.3 4.8 0.5 0.5 0.4 0.4 Indicated 15 18 3.9 3.8 1.9 2.2 1.5 1.8 Measured and indicated 21 23 3.8 3.8 2.5 2.9 2.0 2.3 Inferred 3.7 2.7 2.6 3.3 0.3 0.3 0.2 0.2 Underground Indicated 7.1 5.1 5.7 6.8 1.3 1.1 1.0 0.9 Inferred 3.8 0.9 3.8 4.9 0.5 0.1 0.4 0.1 TOTAL MINERAL RESOURCES Measured 5.5 4.9 3.6 4.1 0.6 0.6 0.5 0.5 Indicated 22 23 4.4 4.4 3.2 3.3 2.5 2.7 Inferred 7.5 3.5 3.2 3.7 0.8 0.4 0.6 0.3 ORE RESERVES2 Stockpiles Proven 1.7 1.5 1.9 2.4 0.1 0.1 0.08 0.09 Open pits Proven 2.7 0.4 4.9 2.5 0.4 0.03 0.3 0.03 Probable 13 15 4.0 4.5 1.7 2.1 1.4 1.7 Underground Probable 4.7 - 6.0 - 0.9 - 0.7 - TOTAL ORE Proven RESERVES and probable 22 17 4.4 4.3 3.2 2.3 2.5 1.8 1 Open pit mineral resources are the insitu mineral resources falling within the $1 500/oz pit shell reported at a 0.9g/t cut-off. Underground mineral resources are those insitu mineral resources below the $1 500/oz pit shell reported at 2.0g/t cut-off. Mineral resources were generated by Mr Sekou Diallo, an officer of the company, under the supervision of Jonathan Kleynhans, an officer of the company and competent person. 2 Open pit ore reserves are reported at a gold price of $1 000/oz and 1.3g/t cut-off and include dilution and ore loss factors. Open pit ore reserves were calculated by Mr Shaun Gillespie, an officer of the company and competent person. Underground ore reserves are reported at a gold price of $1 000/oz and a cut-off of 3.0g/t and include dilution and ore loss factors. Underground ore reserves were calculated by Mr Tim Peters, an independent consultant and a competent person. 3 Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 80% interest in Gounkoto. Mineral resource and ore reserve numbers are reported as per JORC 2012 and as such are reported to the second significant digit. Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

Randgold Resources Annual Report 2014 37 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GOUNKOTO GRADE MODEL The underground feasibility Gounkoto study on Gounkoto was completed at the end of the Open pit underground year. Work on the portal in the project south of the pit is planned to N start in 2018 with access to ore anticipated in 2019. A ramp- up in stoping is scheduled for 2020, as the mining in the south of the pit comes to an end. The mining method proposed comprises longhole open stoping with backfill to support a 60 to 70ktpm operation.

Capital expenditure has been minimised by the following: Ore handling method to be decline and truck with no underground crushing, alleviating the need for Gold g/t expensive capital excavations and underground <0.50 0.50-1.00 engineering; 1.00-3.00 500m Portal position to be located in the south of the pit to 3.00-5.00 ensure a straight decline route to the top of the ore, 5.00-8.00 >8.00 reducing the requirement for spiral declines; Ventilation raised to hole into the open pit with preparation of the holing positions during the pit Gounkoto produced 256 957oz of development; and  Operations gold, 6% less than the previous Backfill to be a combination of Cemented Aggregate year in line with the plan to balance Fill (CAF) and Cemented Rock Fill (CRF) by using production from Loulo and Gounkoto according to their batching and CAF facilities available at Loulo, which reserves. will be transferred to Gounkoto.

An economic assessment on the financial viability of the Tonnes processed decreased during the year but head Gounkoto project underground reserve has been carried out grade milled increased by 13% to 5.3g/t, in line with the based on the parameters summarised below: mining plan. Improved recovery at 90.2%, together with the Total ore mined of 4.7Mt containing 0.9Moz of gold at increase in head grade milled, resulted in a decrease in total an average grade of 6g/t; cash costs to $613/oz. Average mining costs of $83.84/ore tonne delivered to the Gounkoto RoM pad; Gold sales amounted to $323.9 million resulting in profit Average crush and haul costs of $5.90/t ore; from mining activities (before interest, tax and depreciation) Average mill throughput of 657 000t per year to of $167.8 million. Capital expenditure totalled to $8.7 million, be treated at the Loulo plant over eight years of most of which was related to the underground feasibility production; study and exploration. Average plant processing costs of $20.60/ore tonne; G&A cost at $9.30/ore tonne processed over LoM, During the year, Gounkoto paid a total of $50.6 million in including engineering services costs; and dividends to its shareholders. Capital cost of $137.5 million, including underground development, surface capital, sustaining capital and A total of 24.2Mt was mined, project management. Mining and including 1.8Mt of ore at an production average grade of 5.3g/t, A financial model using a $1 000/oz gold price together compared to 28.9Mt including with a 30% tax rate and a 6% royalty, produced a nine year 2.6Mt of ore at 4.7g/t in 2013. The increase in grade reflects project with a total after tax cashflow of $107 million and an the current improved grade profile in the pit. internal rate of return of 31%.

The strip ratio was 12.2 in 2014 compared to 10.0 in 2013, Integrating the Gounkoto underground mine schedule higher than the LoM strip ratio of 10.2. into that of Loulo-Gounkoto should enable the complex to produce over 600 000oz per year until 2024 on current A total of 1 686kt of ore was fed from Gounkoto to the reserves. This excludes further opportunities currently being Loulo plant at an average head grade of 5.3g/t compared to explored to expand the resources at the three principal 2 032kt of ore at 4.7g/t in 2013. orebodies of Yalea, Gara and Gounkoto.

38 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Drilling at Gounkoto during 2014 The mine retained its Exploration delivered 4.69Mt at 6.0g/t for Environment environmental management 910 000oz in the underground system certification to feasibility study. Drill results around the underground project ISO 14001 following the surveillance audit carried out. A also highlighted considerable potential for additional management review forum was held where 32 environmental underground resources which will be further evaluated in inspections were undertaken to ensure continued 2015. Exploration across the Gounkoto permit continued to improvement. generate new models and targets. During the year, work on the targets of Sahnou, Djiguibah and Findogoleh and the Operational employees follow-up target of Toronto confirmed only limited potential Human resources decreased to 151, for mineralisation and they were removed from the resource and industrial excluding contractors, triangle. A detailed summary of the exploration work after a rightsizing completed during the year can be found in the exploration relations exercise was section of this annual report. undertaken at Gounkoto’s opencast mining operation. Similar reductions were also made with respect to As in 2013, no LTIs were recorded contractors. Health and during the year. Consequently the LTI frequency rate was zero and safety The total mine operational complement is now 1 013, the mine achieved over 5 million including persons employed by contractors. LTI free hours.

Industrial relations were stable at the mine during the course Compared to the previous year, malaria incidence decreased of the year. by 7% to 51.3%.

Counselling and testing (VCT) of 315 volunteers for HIV was Training of senior staff and union representatives was conducted resulting in a positivity rate of 0.32%, a 55.91% undertaken to increase awareness of compulsory health decrease from 2013. insurance.

An Ebola prevention policy was developed with a response Union representatives from Tongon made a benchmark visit and implementation plan in conjunction with Randgold’s to the Gounkoto site. other West African operations as part of an industry-wide private initiative in partnership with state and regional health As with Loulo, the mine has authorities. Details of these measures can be found in the Community continued to engage with the sustainability section of this report. community across a broad range of topics and interests. As part of the Gounkoto underground The OHSAS 18001 surveillance audit was successfully feasibility project, public consultations were held to inform completed and the mine retained its certification. local communities and to register their concerns.

GOUNKOTO MANPOWER 2014 2013 at 31 December Expats Nationals Total Expats Nationals Total Employees 7 144 151 6 157 163 Contractors 28 834 862 24 1 057 1 081 Total 35 978 1 013 30 1 214 1 244

GOUNKOTO SAFETY 2.41 0.38 0.00 0.00

2011 2012 2013 2014

Randgold Resources Annual Report 2014 39 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Operations and exploration

Morila gold mine

The Morila gold mine is situated some 280km south east of Bamako, the capital of Mali and is owned by Société des Mines de Morila SA (Morila) which is a joint venture company owned by Randgold (40%), AngloGold Ashanti Limited (40%) and the State of Mali (20%). The Morila mine is operated by Randgold.

40 Randgold Resources Annual Report 2014 40 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 MORILA KEY RESULTS

12 months ended 31 December 2014 2013 Mining Tonnes mined (000) 18 405 6 803 Ore tonnes mined (000) 1 035 - Milling ACHIEVED IN 2014 Tonnes processed (000) 3 242 3 576 Produced 110 272oz of gold at a total cash cost of 1 143/oz Head grade milled (g/t) 1.2 1.4 Recovery (%) 89.8 91.3 Continued pit 4S pushback and started processing ore Ounces produced 110 272 141 822 Ounces sold 110 272 141 822 Plant recovery rate sustained despite lower grades Average price received ($/oz) 1 258 1 408 Cash operating costs1 ($/oz) 1 109 679 Tailings retreatment project advanced in line with the LoM Total cash costs1 ($/oz) 1 143 763 plan Profit/(loss) from mining activity1 ($000) 12 631 91 418 Advanced commercial scale agribusiness projects and Attributable (40% potential partners identified proportionately consolidated) Gold sales1 ($000) 55 489 79 870 TARGETED FOR 2015 Ounces produced 44 109 56 729 Ounces sold 44 109 56 729 Produc e 110 000oz of gold Gold on hand at period end2 ($000) - - Reduce total cash cost/oz of production Profit/(loss) from mining activity1 ($000) 5 052 36 567 Complete mining and processing of pushback ore Randgold owns 40% of Morila with the State of Mali and joint venture partner owning 20% and 40% respectively. The group equity Start processing tailings accounts for its 40% joint venture holding in Morila. 1 Refer to explanation of non-GAAP measures provided on Manage downsizing of the operation page 241 of this annual report. 2 Gold on hand represents gold in doré at the mines multiplied by Continue to advance the agribusiness projects and begin the prevailing spot gold price at the end of the period. handover to partners

MORILA PRODUCTION AND LOM FORECAST (000oz)

Actual Forecast

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 0 200 400 600 800 1 000 1 200

MORILA TOTAL MINERAL RESOURCES AND ORE RESERVES (Moz)

Reserves Resources

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 0 1 2 3 4 5 6 7

Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

Randgold Resources Annual Report 2014 41 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Mineral resources N Mineral resources currently consists of and ore reserves the remaining stockpile material, pushback ore material from pit 4S and a portion of the tailings storage facility MALI (TSF). MAURITANIA Mineralised waste stockpiles and open pit material along with the higher grade portion of the TSF are reported as ore SENEGAL reserves and form the bulk of the feed for the current LoM Bamako plan. BURKINA FASO 2014 gold production of 110 272oz GUINEA Operations was 22% down on the prior year LIBERIA CÔTE due to lower grade ore milled and D’IVOIRE lower throughput as the mine progressed through remaining stockpiles. The reduction in throughput resulted from the Morila mine planned change in the milling configuration with the Randgold permits shutdown of the SAG mill in July 2013.

700km

MORILA MINERAL RESOURCES AND ORE RESERVES

Attributable Tonnes (Mt) Grade (g/t) Gold (Moz) gold3 (Moz) at 31 December Category 2014 2013 2014 2013 2014 2013 2014 2013 MINERAL RESOURCES1 Stockpiles Measured 0.02 0.6 4.0 1.1 0.003 0.02 0.001 0.01 Inferred 1.3 2.1 0.8 0.8 0.03 0.05 0.01 0.02 Open pit Indicated 0.6 1.0 3.0 3.1 0.1 0.1 0.02 0.04 Inferred 0.2 0.3 3.7 3.8 0.02 0.04 0.01 0.02 TSF Indicated 14 15 0.5 0.5 0.2 0.2 0.1 0.1 Inferred 9.7 9.7 0.5 0.5 0.2 0.2 0.06 0.06 TOTAL MINERAL Measured RESOURCES and Indicated 14 16 0.6 0.7 0.3 0.4 0.1 0.1 Inferred 11 12 0.6 0.6 0.2 0.2 0.1 0.1 ORE RESERVES2 Stockpiles Proven 0.02 - 4.0 - 0.003 - 0.001 - Probable - 0.6 - 1.0 - 0.02 - 0.01 Open pit Probable 0.6 0.9 3.0 2.9 0.06 0.08 0.02 0.03 TSF Probable 12 13 0.5 0.5 0.2 0.2 0.08 0.09 TOTAL ORE Proven RESERVES and Probable 13 14 0.7 0.7 0.3 0.3 0.1 0.1 1 Open pit mineral resources are those located within the $1 300/oz pit shell reported at $1 500/oz cut-off of 0.58g/t. Stockpile mineral resources are also reported at a $1 500/oz gold price and reported at a 0.57g/t cut-off. TSF mineral resources are reported at a $1 500/oz reported at a 0.33g/t cut-off. Open pit mineral resources were generated by Miss Paula Ogilvie, independent consultant, under the supervision of Mr Jonathan Kleynhans, an officer of the company and competent person. TSF mineral resources were generated by BMRE independent consultants, under the supervision of Mr Jonathan Kleynhans, an officer of the company and competent person. 2 Open pit ore reserves are located within a $1 300/oz pit shell, but reported at a $1 000/oz cut-off grade of 0.87g/t. Stockpile ore reserves are reported at $1 000/oz cut-off grade of 0.85g/t. TSF ore reserves are reported at a $1 000/oz cut-off grade of 0.50g/t. Ore reserves were calculated by Mr Shaun Gillespie, an officer of the company and competent person. 3 Attributable gold (Moz) refers to the quantity attributed to Randgold based in its 40% interest in Morila. Mineral resource and ore reserve numbers are reported as per JORC 2012 and as such reported to the second significant digit. Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

42 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Processing, plant Pit 4S pushback project Processing During 2014, the pit 4S pushback mining operation and engineering continued with waste stripping and ore mining. Waste was hauled and dumped in both Pit4N and Pit5, the designated In 2014, the throughput rate decreased to 402tph from in-pit dumping areas, while ore was fed to the plant. Tonnes 436tph in 2013, after taking the SAG mill offline in July 2013, mined of 18.4Mt was 8% above plan. This included 1.0Mt as per the business plan. The milling and crushing circuits at 2.26g/t of ore and 17.4Mt of waste material. Ore grade were reconfigured along with an upgraded three stage mined was lower than plan due to the low grade gains crushing plant. The current oxygenation plant production is achieved during the year and the inability to achieve the plan sustaining the recovery rate despite the lower grade ore in the final quarter of the year due to flooding of the pit. This, processed. however, will result in more ore being available for mining in Q1 2015. The installation of a new oxygen unit including the Aachen reactors, designed to improve recovery rates as well as TSF project cyanide consumption during the TSF treatment, is expected In 2014, the TSF project model and feasibility study were to be completed early in 2015. updated to reflect a selective mining approach. A mining schedule, using a gold price of $1 000/oz, was produced An incinerator has been ordered and will also be installed. by Fraser Alexander, the specialist TSF contractors, who This will be used as part of a project to recover gold from envisage that the main mining and processing of the TSF will stockpiled fine carbon which is planned to start in 2015. start in October 2015 and end in Q3 2017.

Engineering and power supply The plan includes: Engineering availability for the year was 80.3% for crushing 44.1Mt at 0.24g/t of very low grade material stripped and 94.2% for milling, slightly below plan. and pumped directly into the pit; and 11.9Mt at 0.53g/t (204koz) of higher grade material The vertical vibration of the ball mill gearbox increased mined and processed through the plant, with the between 10.83mm/s and 12.28mm/s depending on the load. tailings also being deposited in the pit. The spare drive was rebuilt and ready for use in November 2014 but a decision was taken to continue to run the mill It is envisaged that all the TSF material will ultimately be until the end of the year while managing and monitoring reclaimed and deposited in the pit, reducing the long term vibrations. environmental impact and liability. The civil work relating to the decapping and sluicing station, as well as the water tank, Total power consumption of 101.9GWh was 20% lower was completed in December 2014. than the prior year and generated at an efficiency of 0.238l/kWh, resulting in a total power cost of $0.303/kWh A total of 750kt of TSF material at 0.48g/t from the (2013: $0.284/kWh). TSF wall B was mined and fed to the plant during 2014.

Mining of Pit 4S.

Randgold Resources Annual Report 2014 43 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 During the year the mine was To tal manpower Health and recertified in accordance with Human resources recorded at the end of safety OHSAS 18001 requirements. and industrial the year was 1 280 Three LTIs were recorded and the relations (including 978 persons LTIFR was 1.11 compared to 0.49 in 2013. employed by contractors) of which 99% are Malian. The growth in manpower from year The malaria incidence rate increased slightly during the year to year relates primarily to the mining contractor and the pit pushback project. to 26.25% compared to 23.49% in the prior year, but was still well contained. During the year the industrial relations climate was stable. Several training and employee capacity building activities Morila health workers joined other Randgold operations took place. in managing the Ebola virus threat during the latter part of the year. Details of these measures can be found in the During the year, community sustainability section of this annual report. Community relations remained good and regular meetings were held with Morila’s environmental the local development committee (LDC). Environment management system successfully completed its ISO 14001 annual Through the salvage yard fund ($114 937) the LDC surveillance assessment. constructed a health centre in the village of Fingola and a teachers’ residence at Morila while the health centre in The conformity assessment found that the mine’s EMS is Domba village was upgraded with solar panels. being implemented effectively and that there is a clear and extensive evidence of continual improvement in the In line with the closure strategy, the community radio station, mine’s pollution prevention and environment management Sanso Radio, was equipped with power from solar panels. programmes. The microfinance project (CAMIDE) has now funded 67 projects with 93% of the amounts advanced having been The mine closure plan was updated in November 2014 repaid. to meet the requirements of the government and the communities and to prevent or minimise any adverse long As per the mine closure term environmental impact while creating a self-sustaining strategy, Morila is continuing to natural ecosystem. Agribusiness establish a viable agricentre by 2017. Further progress was made on the agribusiness feasibility projects as highlighted later. This aims to: Provide an alternative income source to former mineworkers and the surrounding communities; Contribute towards ensuring food security in the community and the country; Promote local economic development; and Improve the community’s economic welfare.

The poultry project comprises 7 000 laying chickens in a facility which has the capacity to house 10 000 chickens. Six new fish ponds have been constructed to breed tilapia in addition to the seven existing tilapia ponds.

One test floating cage has been installed in the Morila fresh water dam and an additional 11 floating cages are planned.

The focus is on: Expanding the current poultry project; Expanding the current fish project; Expanding the current mango project; Establishing a honey producing unit with a partner; Establishing a juice/pulp producing unit with a partner; Investigating the possibility of ecotourism with a partner; Establishing greenhouse tomato production with a partner; and Improving community food production.

44 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 MORILA MANPOWER 2014 2013 at 31 December Expats Nationals Total Expats Nationals Total Employees 7 295 302 10 387 397 Contractors 11 967 978 11 760 771 Total 18 1 262 1 280 21 1 147 1 168

MORILA SAFETY 1.12 0.92 0.55 0.00 0.52 0.49 1.11

2008 2009 2010 2011 2012 2013 2014

Randgold Resources Annual Report 2014 45 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Operations and exploration

Tongon gold mine

Tongon mine is located within the Nielle exploration permit in the north of Côte d’lvoire, 55km south of the border with Mali and 65km north of the regional centre of Korhogo. The mine is owned by an Ivorian company, Société des Mines de Tongon SA (Tongon), in which Randgold has an 89% interest, the State of Côte d’lvoire 10% and 1% is held by a local company.

46 Randgold Resources Annual Report 2014 46 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 TONGON KEY RESULTS ACHIEVED IN 2014

12 months ended 31 December 2014 2013 227 103oz gold produced at total cash cost of $872/oz Mining Crushing plant upgrade and Phase 1 of flotation circuit Tonnes mined (000) 26 126 27 237 upgrade completed Ore tonnes mined (000) 3 566 4 081 Improved operating performance resulted in increased mill Milling throughput and recovery Tonnes processed (000) 3 984 3 866 Continued improvement in management of fresh water use Head grade milled (g/t) 2.3 2.4 in the plant Recovery (%) 78.0 77.0 OHSAS 18001 safety accreditation maintained Ounces produced 227 103 233 591 ISO 14001 environmental accreditation maintained Ounces sold 227 103 236 279 Average price received ($/oz) 1 264 1 394 Zero LTIs and 5 million LTI free hours achieved Cash operating costs1 ($/oz) 834 786 Malaria incidence decreased by 16% on prior year Total cash costs1 ($/oz) 872 828 Increased localisation of workforce; 94% of all workers are 2 Gold on hand at period end now Ivorian ($000) - - Received ‘Award for Excellence’ and recognised as the Profit from mining activity1 best mine in the country by the President of Côte d’lvoire ($000) 88 963 133 907 Gold sales1 ($000) 287 026 329 448 Randgold owns 89% of Tongon with the State of Cote d’lvoire TARGETED FOR 2015 and outside shareholders owning 10% and 1% respectively. Randgold has funded all the investments in Tongon by way of Produce 260 000oz of gold shareholder loans and therefore controls 100% of the cash flows from Tongon until the shareholder loans are repaid. Reduce total cash cost/oz of production Randgold consolidates 100% of Tongon and shows the non- Complete flotation circuit upgrade controlling interest separately. 1 Refer to explanation of non-GAAP measures provided on Maintain OHSAS 18001 and ISO 14001 accreditations page 241 of this annual report.  2 Gold on hand represents gold in dore at the mine multiplied by Maintain and improve community relations and social the prevailing spot gold price at the end of the period. development

TONGON PRODUCTION AND FIVE YEAR FORECAST (000oz) Actual Forecast

2011 2012 2013 2014 2015 2016 2017 2018 2019 0 50 100 150 200 250 300 350

TONGON TOTAL MINERAL RESOURCES AND ORE RESERVES (Moz) Reserves Resources

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

0 1 2 3 4 5 Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

Randgold Resources Annual Report 2014 47 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The geological model for the Southern Zone MALI N Mineral resources BURKINA (SZ) pit was updated in FASO and ore reserves 2014 with new grade control drilling, advanced grade control and exploration GUINEA data. The Northern Zone (NZ) pit model remains the same as the 2011 model. The 2014 resource update contains 25% more ore tonnes at a 5% higher grade than the 2013 resource model, yielding 32% more ounces. This difference can primarily be attributed to the significant increase in ore CÔTE D’IVOIRE GHANA volume in 2014 associated with the widening of ore zones LIBERIA and the merging of structures which have increased both the tonnes and grade of the ore zones previously interpreted too thin with depth. Abidjan The resource gains have resulted in the replacement of open Tongon gold mine pit ore reserves mined during the year. Drilling is currently underway to further infill drill the remaining portion of the Randgold permits SZ pit to verify whether further gains can be achieved. A 500km drilling programme is also planned to test the potential for higher grade material immediately below the current $1 000/oz pit design which could potentially extend the pit deeper.

TONGON MINERAL RESOURCES AND ORE RESERVES

Attributable Tonnes (Mt) Grade (g/t) Gold (Moz) gold3 (Moz) at 31 December Category 2014 2013 2014 2013 2014 2013 2014 2013 MINERAL RESOURCES1 Stockpiles Measured 3.0 3.3 1.3 1.4 0.1 0.2 0.1 0.1 Open pits Measured 3.9 5.7 3.1 2.6 0.4 0.5 0.3 0.4 Indicated 27 24 2.6 2.5 2.2 1.9 2.0 1.7 Inferred 4.3 4.6 2.5 2.6 0.3 0.4 0.3 0.3 Underground Indicated ------Inferred 7.5 7.5 2.8 2.8 0.7 0.7 0.6 0.6 TOTAL MINERAL Measured RESOURCES and indicated 34 33 2.5 2.4 2.7 2.5 2.4 2.2 Inferred 12 12 2.7 2.7 1.0 1.1 0.9 0.9 ORE RESERVES2 Stockpiles Proven 3.0 3.3 1.3 1.4 0.1 0.2 0.1 0.1 Open pits Proven 4.2 - 2.8 - 0.4 - 0.3 - Probable 23 28 2.4 2.3 1.7 2.1 1.5 1.8 TOTAL ORE Proven RESERVES and probable 30 31 2.3 2.2 2.2 2.2 2.0 2.0

1 Open pit mineral resources are the insitu mineral resources falling within the $1 500/oz pit shell reported at a 0.5g/t cut-off. Underground mineral resources are those insitu mineral resources below the NZ, $1 500/oz pit shell reported at a 2.0g/t cut-off. Mineral resources for SZ were generated by Mr Simon Bottoms, an officer of the company and competent person, and for NZ by Mr Babacar Diouf, an officer of the company, and supervised by Mr Jonathan Kleynhans, an officer of the company and competent person. 2 Open pit ore reserves ore reported at a gold price of $1 000/oz and 0.8glt cut-off and include dilution and ore loss factors. Open pit ore reserves were calculated by Mr Shaun Gillespie, an officer of the company and competent person. 3 Attributable gold (Moz) refers to the quantity attributed to Randgold based in its 89% interest in Tongon SA. Mineral resource and ore reserve numbers are reported as per JORC 2012 and as such reported to the second significant digit. Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

48 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The mine produced 227 103oz of resulting in a grid to generated power ratio of 97:3 in Operations gold in 2014, 3% less than the Q4 2014. By year end the mine had completed Phase 1 of prior year as a result of the lower the flotation circuit upgrade, designed to increase recoveries head grade milled, despite a 3% improvement in mill into the upper 80’s percentile, and is forecasting completion throughput and a 1% improvement in recovery. The mine of the full project by the end of Q1 2015. successfully completed the hydrocone crushing circuit upgrade in Q4 2014 following repeated breakdowns due to Gold sales amounted to $287.0 million at a total cash cost mechanical deficiencies of the vibrocone crushers. of $872/oz, resulting in a profit from mining activity (before The mine also continued to engineer out key process interest, tax and depreciation) of $89.0 million. deficiencies and improve operator skills and plant maintenance. The electricity grid supply issues which Capital expenditure for the year totalled $19.2 million, which challenged the mine in previous years were resolved, related primarily to the crusher and flotation circuit upgrades.

TONGON TIMELINE TO OPERATIONAL EFFICIENCY

Crushing lines belt intervention and changeout

CRUSHER FLOTATION Tonnes treated rate per hour CHANGEOUT UPGRADE

620 1st stream of rougher flotation 600

580 2nd stream of rougher flotation 560 540 520 Complete crusher and conveyor installation 500 Installation of crushers 3 & 4 480 Installation of 1st set of CH 660s - crushers 5 & 6 460 Forecast 440 Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Q2 2014 2014 2014 2014 2014 2014 2014 2014 2014 2015 2015 2015 2015

Randgold Resources Annual Report 2014 49 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Total material mined in 2014 at 26.1Mt, was 4% below the prior year. Total ore mined at 3 566kt was 13% below the previous year, mainly as a result of difficulties experienced in mining multiple thin orebody sections, predominantly found in the SZ pit, and controlling dilution.

The strip ratio for the year of 6.3 was up 11% on the prior year, in line with the LoM plan. SZ pit mining activity centred on hard rock mining (ore and waste) with an oxide/saprolite pushback which started in Q2 2014 in the northern side of the pit.

Mining production improved in the Q2 2014, reducing in the rainy season in Q3 as per plan and picking up once more in Q4. Mining continued in the SZ pit Mining and where development was based Groundwater and surface water management received production mainly on hard ore mining to supply continued attention and was well controlled during the year. the plant. As in 2014, mining The SZ pit 260RL stage pumping installation, including pipes activities for 2015 will focus primarily on the SZ pit although and tanks, was completed in Q3 2014. mining of both ore and waste in the NZ pit will start to ramp- up from Q2 2015. Preparation for the 2015 rainy season will start in Q1 2015, with deep sumps being developed in the northern and The LoM schedule is summarised as follows: southern parts of the SZ pit. In the NZ pit, eight borehole Mining in the SZ pit, started in 2010, will continue to pumps were installed in the perimeter of the pit together with 2019; an upgrade of the in-pit dewatering system. Mining in the NZ pit, started in 2011, will start ramping up in Q2 2015 - consisting mainly of waste stripping. Dewatering forms an integral part of the mining strategy in Mining will, however, be suspended during the rainy Tongon as the pit lies in the catchment area of the old river season and start again in Q4 2015 with an increasing system and is downstream of the water storage dam. proportion of ore being mined. Ore mining will continue to 2020; and Mining schedules and plans are developed with a view to SZ and NZ satellite pits have been included in the mine ensuring two low spots (sumps) in the pit at any time in the plan and the SZ oxide pit will be mined from 2016 and mining cycle, to allow mining to take place in dry ground NZ east pit from 2019. while the water is pumped away in the sumps.

TONGON NORTHERN ZONE – TONGON SOUTHERN ZONE – LOOKING TO EAST LOOKING TO NW

$1 000/oz pit shell $1 000/oz pit shell N

N

Gold g/t <0.50 0.50-0.90 0.90-1.40 1.40-2.50 2.50-4.00 >4.00 400m 400m

50 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Processing, plant Engineering and power supply Processing Overall mill availability for 2014 was 91.4%, an improvement and engineering of 1% on 2013 and 14% on 2012. Year on year mill availability and throughput increased by 1% and 3% respectively with 3 984kt of fresh sulphide ore being Continued engineering improvements and uplifting of local treated in 2014. workforce skills contributed positively to the overall increase in engineering mechanical availability and subsequent The change-out of the old hydrocone crushers to vibrocone overall mill availability improvement. This positive trend in crushers was completed in Q1 2014 as planned. Although plant availability was attributable to more efficient planned the vibrocone crushers delivered an improvement in maintenance, less controllable downtime stemming from crusher throughput and fineness of crushed product, mechanical failures in the milling circuit and improved power this improvement could not be sustained due to repeated management. mechanical failures. Consequently, it was agreed with the supplier to replace the vibrocone crushers with upgraded Improved maintenance of key recovery related equipment, hydrocone crushers within a new circuit configuration, which such as regeneration kilns, acid wash pumps and the elution was completed in Q4 2014. circuit, also contributed to the overall recovery improvement.

The mine is currently optimising the new crushing circuit Power supply management and stability improved during installation and is expecting to ramp up mill tonnage throughput to 4.3mtpa in 2015 with an eventual target of 2014, and in Q4 the targeted 97:3 ratio of grid and generated 4.8mtpa. power was achieved, with power supply costs reaching an all-time low. Year on year, gold recovery improved by 1% to 78%, and by Q4 2014, had improved to +80%, mainly as a result Regarding the national grid supply, critical repairs and of improving and sustaining the existing flash flotation maintenance work was carried out at the AZITO power concentrate mass pull and its treatment, while sustaining plant in Q2 and Q3 2014, following the failure of a turbine previous improvements and gains made in operating and transformer which resulted in a national grid reduction of parameters and management of the process plant. Despite 300MW. The mainline transformer situated at Man was also the increase in mill throughput and recovery, gold production replaced. Lower grid availability was absorbed by increased decreased by 3% year on year to 227 103oz due to the lower usage of generated power. head grade milled. The close cooperation between the CIE national supply The strategy for increasing gold production is to improve mill authority and Tongon mine was enhanced during the year throughput and gold recovery. to ensure effective utilisation and smooth synchronisation during extended power outage periods and to improve power The first 2% gain in recovery has been achieved by optimising stability and reduce the effect of outages. The completion of most aspects of the existing recovery circuit. The next the 225kV ringline passing from Leboa to Ferkessedougou is recovery gain, to the targeted upper 80s percentile, requires a high priority and the replacement of the Leboa transformer the installation of a rougher flotation plant with upgraded and powerline is scheduled for completion by the end of ultrafine grinding facilities. 2015.

Gold and arsenopyrite deportment studies of the Tongon The power generation plant achieved overall mechanical plant feed have confirmed that a rougher flotation circuit and electrical availability of 96% in 2014. Power demand together with ultrafine grinding facilities will effectively consumption from the grid increased from 18.7MW to an recover arsenopyrite associated gold thus increasing overall gold recovery to the original feasibility specifications. average 21.8MW for the year.

Phase 1 of the new flotation circuit was completed in Total mine consumption increased in line with the raised Q4 2014 and consists of one rougher cell, dewatering operational availability and utilisation and an increase in the cyclones and related pumping and control facilities. number of process units demanding power as new projects were installed during the year. The final phase of the flotation installation and additional ultrafine grinding capacity is scheduled for completion by The cost of power at $0.099/kWh was down by 24% on the end of Q1 2015. 2013 and by 48% on 2012.

Randgold Resources Annual Report 2014 51 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Continued focus on Health and safety effective occupational health and safety management paid dividends and enabled the mine to achieve 401 days without a LTI, equivalent to 5 030 453 LTI free hours.

Exploration in the Nielle permit Attention to safety remains a priority and the workforce Exploration comprised a drill programme continues to conduct risk assessments prior to starting each below the $1 000/oz pit of the task. SZ pit with six priority holes totalling 1 007m drilled to validate the conceptual model. The LTIFR decreased from 0.45 in December 2013 to nil in December 2014. Tongon mine maintained its OHSAS 18001 Wider zones of mineralisation with higher grades are being accreditation. targeted at the intersections between flat and steeper structures. The new drilling focused on testing areas where The mine introduced and set up an Ebola awareness and the pit is highly flexible to changes in depth at gold prices preparedness campaign together with Randgold’s other between $1 000/oz and $1 300/oz. West African operations as part of an industry-wide private initiative in partnership with state and regional health This drilling has the potential to add to the current pit reserves authorities. and extend the LoM as indicated by the results of the most recent drill intersections of 8.20m at 3.20g/t and 12.90m at Details of these measures can be found in the sustainability 3.03g/t, including 10.20m at 3.72g/t obtained in the northern section of this report. portion of the pit. The mine continued with the implementation and Infill RC drilling in near mine targets provided a better maintenance of malaria control programmes which resulted understanding of the continuity and the geometry of in the number of malaria cases reducing 17% year on year the mineralised zones at Sekala and Seydou North with and a consequent decrease in the Malaria Incident Rate indications of favourable metallurgical recoveries. (MIR) by 16% from 2013.

Greenfields work focused on the 15km Bladonon target in a Tongon mine maintained its belt parallel corridor in the SW of the Nielle permit which has Environment ISO 14001 accreditation. not received much attention in the past but is an area of belt margin structures and elevated soil anomalism. One Class 1 environmental incident occurred two weeks before year end when a ruptured tailings pipeline caused A detailed summary of the exploration work completed process water to leave the mine perimeter along a stream during the year can be found in the exploration section of causeway. The mine responded effectively and the this annual report. environmental impact was assessed as negligible to zero.

52 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The operational labour engineering employees identified for promotion to higher Human resources complement for levels of responsibility and in some cases to replace and industrial Tongon comprises 449 expatriates in the medium term. personnel, excluding relations persons employed by The mine maintained a contractors and temporary labourers. Of this, 95% are constructive working relationship Ivorians. All recruitment has been based on the company’s Community policy of giving preference to nationals of its host countries. relations with the communities during the Locally the policy of spreading recruitment between the year. A total of $274 947 was villages, according to agreed percentages, has been applied. spent directly on community development projects, 24% of To date, 75% of the operational labour is from local villages. which went on education and community training/skill This same recruitment approach has been applied to all development, 26% on potable water supply, 8% on food operational contractors. security and the remaining 42% on health projects.

Open and continuous engagement between Tongon’s Pilot agribusiness projects such workforce, union and management ensured a constructive as fish cages, piggery and work environment was maintained and a Mine Closure Fund Agribusiness convention was concluded and approved. poultry projects, as well as a mango field are in place. The plan for 2015 is to improve our As part of Tongon’s succession plan, training workshops communities’ food production capabilities and to raise the were held for 249 workers. These consisted mainly of quality of education to above national level.

TONGON MANPOWER 2014 2013 at 31 December Expats Nationals Total Expats Nationals Total Employees 23 426 449 39 494 533 Contractors 46 1 208 1 254 56 1 168 1 224 Total 69 1 634 1 703 95 1 662 1 757

TONGON SAFETY 2.33 0.19 0.22 0.45 0

2010 2011 2012 2013 2014 Driver safety briefing at the Tongon open pit mine.

Randgold Resources Annual Report 2014 53 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Operations and exploration

Kibali gold mine

The Kibali gold mine is located in the north east of the DRC, approximately 560km north east of the capital of the Orientale province, Kisangani, 180km west of the Ugandan border town of Arua and 1 800km from the Kenyan port of Mombasa. The Kibali gold mine is owned by Kibali Goldmines SA (Kibali) which is a joint venture company between Randgold (45%), AngloGold Ashanti Limited (45%) and Société Miniére de Kilo-Moto SARL (SOKIMO) (10%). The mine was developed and is operated by Randgold.

54 Randgold Resources Annual Report 2014 54 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 ACHIEVED IN 2014

Produced 526 627oz of gold in first full year of operation at total cash cost of $573/oz

KIBALI KEY RESULTS Sulphide circuit commissioned and production ramped up Nzoro II hydropower station commissioned 12 months ended 31 December 2014 2013 Construction started on Ambarau hydropower station Mining Underground decline development ahead of schedule Tonnes mined (000) 30 470 25 004 Ore tonnes mined (000) 5 632 4 335 Vertical shaft system development ahead of schedule Milling Ore mining from the KCD open pit as per plan Tonnes processed (000) 5 568 808 First production from underground stopes Head grade milled (g/t) 3.7 3.7 Recovery (%) 79.3 91.3 Continued improvement in gold recovery reaching design Ounces produced 526 627 88 200 specification by year end Ounces sold 516 902 88 200 LTIFR reduced by 16% year on year Average price received ($/oz) 1 258 1 238 Main project RAP completed and infrastructure handed Cash operating costs1 ($/oz) 528 433 over to community Total cash costs1 ($/oz) 573 464 Profit from mining activity1 ($000) 354 220 68 282 TARGETED FOR 2015 Attributable (45%) Produce 600 000oz of gold Gold sales1 ($000) 292 627 49 153 Maintain decline development schedule on target Ounces produced 236 982 39 690 Ounces sold 232 606 39 690 Complete vertical shaft sink and begin equipping 2 Gold on hand at period end Ramp up underground ore production ($000) 5 248 -

Profit from mining activity1 Start mining at Mengu Hill open pit ($000) 159 399 30 727 Commission Ambarau hydropower station

Randgold owns 45% of Kibali with the DRC State and joint Commission paste backfill plant venture partner owning 10% and 45% respectively. The group equity accounts for its 45% joint venture holding in Kibali. Obtain ISO 14001 environmental certification 1 Refer to explanation of non-GAAP measures provided on page 241 of this annual report. Start OHSAS 18001 safety accreditation process 2 Gold on hand represents gold in doré at the mine multiplied by the prevailing spot gold price at the end of the period. Expand local economic development initiatives

KIBALI PRODUCTION AND FIVE YEAR FORECAST (000oz)

Actual Forecast

2013 2014 2015 2016 2017 2018 2019 0 100 200 300 400 500 600 700

KIBALI TOTAL MINERAL RESOURCES AND ORE RESERVES (Moz)

Reserves Resources

2009 2010 2011 2012 2013 2014 0 5 10 15 20 25 Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

Randgold Resources Annual Report 2014 55 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The KCD, Mengu Hill, N Mineral resources Gorumbwa and Mofu resource models were SOUTH and ore reserves CENTRAL AFRICAN SUDAN updated during 2014. REPUBLIC This included additional grade control drilling in KCD and Mofu, advanced grade control drilling in Mengu Hill and additional CAMEROON depletion information and drilling at Gorumbwa to more

UGANDA accurately quantify the available resources. The pit shells selected to limit each of the open pit resources correspond to the CONGO shell produced using a gold price of $1 500/oz. DEMOCRATIC RWANDA REPUBLIC Kinshasa BURUNDI Total mineral resources have decreased due to production OF CONGO depletion, model changes at Mengu Hill and infill drilling at TANZANIA Gorumbwa. The Gorumbwa resource changes were mainly a result of the exclusion of all historical data. Further drilling is underway to test conceptual areas of potential mineralisation ANGOLA within the $1 500/oz resource shell of the latest model, which could result in resource gains.

ZAMBIA The underground KCD mineral resource increased on the back of the revised geological model after further resource drilling of Kibali gold mine the 9000 lodes. Randgold permits Total ore reserves are down year on year with depletion by 900km mining only partially offset by gains in the Gorumbwa open pit,

KIBALI MINERAL RESOURCES AND ORE RESERVES

Attributable Tonnes (Mt) Grade (g/t) Gold (Moz) gold3 (Moz) at 31 December Category 2014 2013 2014 2013 2014 2013 2014 2013 MINERAL RESOURCES1 Stockpiles Measured 3.8 3.6 1.4 2.2 0.2 0.2 0.1 0.1 Open pits Measured 4.4 2.3 2.4 2.4 0.3 0.2 0.1 0.08 Indicated 63 81 2.1 2.1 4.3 5.4 1.9 2.4 Inferred 21 29 1.8 2.3 1.2 2.1 0.6 1.0 Underground Indicated 68 68 5.4 5.2 12 11 5.2 5.1 Inferred 32 31 3.1 3.1 3.2 3.1 1.4 1.4 TOTAL MINERAL Measured RESOURCES and indicated 139 154 3.7 3.5 16 17 7.4 7.7 Inferred 53 60 2.6 2.7 4.4 5.2 2.0 2.3 ORE RESERVES2 Stockpiles Proven 3.8 3.6 1.4 2.2 0.2 0.2 0.08 0.1 Open pits Proven 1.6 1.9 2.6 2.5 0.1 0.2 0.06 0.07 Probable 33 40 2.4 2.5 2.5 3.2 1.1 1.4 Underground Probable 44 44 5.7 5.7 8.2 8.0 3.7 3.6 TOTAL ORE Proven RESERVES and probable 83 89 4.1 4.0 11 12 4.9 5.2 1 Open pit mineral resources are the insitu mineral resources falling within the $1 500/oz pit shell reported at a cut-off of 0.5g/t. Underground mineral resources are those insitu mineral resources at the KCD deposit that fall below the 5 685 metre RL elevation, reported at a cut-off of 1.5g/t. Mineral resources were generated by Mr Ernest Doh, an officer of the company and competent person. 2 Open pit ore reserves are reported at a gold price of $1 000/oz and an average cut-off of 0.9g/t and include dilution and ore loss factors. Open pit ore reserves were calculated by Mr Nicholas Coomson, an officer of the company and a competent person. Underground ore reserves are reported at a gold price of $1 000/oz and a cut-off of 2.4g/t and include dilution and ore loss factors. Underground ore reserves were calculated by Mr Tim Peters, an independent consultant and a competent person. 3  Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 45% interest in the Kibali gold mine. Mineral resource and ore reserves are quoted as per JORC 2012 guidelines and thus reported to the second significant digit. Refer to the notes to the annual resources and reserves declaration on page 95 of this annual report.

56 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 which added 2.2Mt at 2.8g/t for 0.2Moz of probable ore, and in gains of the underground reserve, following design updates of Mining and Open pit mining the new resource model. production

The Kibali mine is being developed The total volume of rock of 2.6 million BCMs which was Operations in two phases. Phase 1, which mined from the open pit exceeded the plan, and ore includes the KCD open pit tonnes mined of 5.6Mt were in line with plan. operation and processing plant, the mine infrastructure (including a 36 unit high speed thermal power station) and At the end of the year, tonnes stockpiled totalled 370 000t the first of three hydropower stations, was completed in at 3.1g/t of medium and high grade material and 3.35Mt at December 2014. 1.2g/t of low grade ore. Phase 2 comprises the underground mine development and two additional hydropower stations. The mine is expected Mofu, the first satellite open pit, was successfully to produce an average of 600 000oz of gold per annum over established during the year and included the construction the first 12 years of its life, which currently extends to 2031. of a haul road which will also service the Mengu Hill open pit, where mining is scheduled to begin in 2015. The Open pit mining started in July 2012 and commissioning dewatering of Mengu Hill was initiated in preparation for of the oxide circuit began in Q3 2013. Kibali poured its mining. first gold in September 2013, ahead of plan, and started commercial production in Q4 2013. Commissioning of the Underground mining sulphide circuit started at the end of Q1 2014 and, by year During 2014, 90 839t of ore was mined from underground. end, the mine had ramped up to design levels. Although this was mostly from development, stoping started in December 2014 in the C5630mL _XC2 stope as Kibali produced 526 627oz at a total cash cost of $573/oz in 2014. Gold sales amounted to $650.3 million resulting per the mine schedule. in a profit from mining activity (before interest, tax and depreciation) of $354.2 million. A total of 8 103t of ore was trammed from the stope to the ROM pad with 10 583t of blasted stocks underground by The capital estimate for Phases 1 and 2 of the project was December 2014. updated at the end of Q2 2014 of the year and is currently estimated at $1.83 billion, excluding mining preproduction Stoping is planned to ramp up during 2015 and is expenses. In 2014, capital expenditure totalled $386.5 scheduled to produce 700 000t of ore for the year. million.

Blasting at the open pit in Kibali, which produced 526 627oz of gold in 2014.

Randgold Resources Annual Report 2014 57 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 KIBALI GOLD MINE KCD OREBODY

Sessengue open pit design KCD open pit design N

$1 000/oz pit shell

Declines

Gold g/t Grade model showing 1.00-1.50 blocks above 0.5g/t Vertical shaft 1.50-3.00 within the pit design 3.00-5.00 5.00-8.00 >8.00 1km

KIBALI UNDERGROUND DEVELOPMENT

N

Open pit Exhaust shaft Twin declines Refrigeration shaft

Main shaft

Mining sequence 2014 2015 2016 2017 2018 2019

Orepass

Crushers and settlers Haulage level

Shaft bottom

1km

58 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Processing, plant Once construction of the planned hydropower stations is Processing completed and they are running as intended, the blended and engineering cost is expected to reduce to between $0.10/kWh and $0.12/kWh. A key achievement in 2014 was the commissioning of the sulphide circuit and subsequent ramp-up to design The project team production levels by the end of the year, including the rougher flotation, ultra-fine grind (UFG) and pumpcell CIP Construction kept the construction circuits. and underground programme on mine development schedule during the Flash flotation and gravity recovery units were also year, completing the commissioned during the year. metallurgical facility, all associated infrastructure and the Nzoro II hydropower station. The plant treated 5.6Mt, comprising both oxide and sulphide material, at an average grade of 3.7g/t. Although Construction of Ambarau, the second 11MW hydropower the average recovery for the year was 79%, optimisation of station, started as well as Phase 2 of the Concentrate the processing facility in the latter half of the year resulted Tailings Storage Facility (CTSF), both of which remain on in a steady improvement in performance, with December schedule for completion in 2015. averaging 86%. Construction highlights in 2014 include: Engineering and power supply Sulphide metallurgical circuit including full flotation, Due to improvements in planned maintenance, plant UFG and pumpcells commissioned; availability increased throughout the year, reaching 90% in All metallurgical plant contractors demobilised; December. CTSF Phase 2 initiated; Nzoro II hydropower station commissioned; A major milestone for Kibali during 2014 was the Ambarau hydropower station construction started; commissioning of the Nzoro II hydropower station which Mengu Hill open pit haul road completed; consists of four turbines with a capacity of 22MW. After all First phase of the junior village completed; and four turbines were commissioned, a breaker failure resulted Main project RAP completed and infrastructure in only three turbines operating in the last quarter with a handed over to the community. steady supply of 16.8MW and a 55/45% split between hydropower and thermal power. Decline development The mining team consistently achieved decline and Further optimisation of the hydropower and synchronisation underground development targets during 2014 and at a of power produced from Nzoro II with the diesel power better advance rate than planned in the feasibility. An average plant via a power management system (PMS) is expected of 300m/month per jumbo was reached in development with to increase the contribution from hydropower in 2015 and beyond. the decline contractor now ramped up to 900m/month.

Before Nzoro II was successfully commissioned, the cost To date, a total of 12.1km has been developed including 8km of power was $0.46/kWh reducing to $0.21/kWh after its in 2014. commissioning. We expect a further reduction in power cost in 2015 due to lower fuel prices and better synchronisation The underground pump chambers and ventilation required between the hydro and thermal power stations. for the current production levels were also all completed.

Randgold Resources Annual Report 2014 59 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Vertical shaft system

Under the leadership of Randgold’s team, the main shaft. Lateral development for the production and crusher contractor continued to sink ahead of schedule, ending levels also progressed ahead of target, resulting in the shaft the year at 720 vertical metres, 40m from the bottom of the being ahead of schedule at year end.

12 months 12 months ended ended 31 Dec 31 Dec Kibali vertical shaft results 2014 2013 Vertical metres 525 195 Off shaft development 531 -

12 months 12 months ended ended 31 Dec 31 Dec Kibali underground decline results 2014 2013 Ore tonnes mined 90 839 - Development metres 8 142 3 947

Development of the vertical shaft system continued ahead of schedule, ending the year at 720 vertical metres.

60 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Exploration continued to focus on contractor employee who was removing rocks from the Exploration extensions to the known deposits, footwall was struck on the head by a stage-jack extension especially KCD, where that fell down the shaft from an unknown position. mineralisation has been confirmed down plunge of the current orebody model, while the up plunge continuity of the The Environmental and Social 5000 lode into Durba Hill offers additional open pit ore. Environment Impact Assessment (ESIA) was updated during 2014 to include On a regional level, the greenfields exploration focus was the additional satellite pits and scope changes to the shifted to the KZ structure which extends over 35km and infrastructure according to IFC performance standards. In hosts multiple orebodies. It is a line of anomalous gold in soil line with DRC legislation, the environmental management values which are coincident in places with interpreted district plan (EMP) successfully underwent an annual independent scale structures that may form part of a larger regional scale audit. feature. The feature runs from Kalimva in the north, through Mengu Hill, Pakaka, KCD, Kibali South, Aindi Watsa and Kibali’s environmental management was enhanced through onto Zambula in the south. the takeover of the operational team in 2014, resulting in a 16% reduction in reported environmental incidents. Formal More than 22Moz of resources are located along or near to awareness sessions on site, inspections and environmental this feature and more than 50% of the strike length has no training and inductions contributed to the better performance. data deeper than 50m below surface. Biodiversity management was also incorporated into the site A detailed summary of the exploration work completed EMPs during the year, with over 1 450 trees successfully during 2014 can be found in the exploration section of this transplanted in the eco-centre and camps. Fauna annual report on pages 64 to 91. conservation was also enforced following the completion of the exclusion zone fence. The LTIFR continued Health and safety to decrease year on Kibali donated over $250 000, as well as JetA-1 fuel, tents year from 0.59 in and containers, to African Parks as part of a biodiversity off- 2013 to 0.51 in 2014, following sustained efforts to increase set strategy and an agreement to help combat poaching in safety awareness. the Garamba National Park. This also included the funding of elephant collaring and pilots for aerial counts and patrols. Although the labour complement decreased substantially with the completion of most of the construction, there was Further details are provided in the sustainability section of still around 5 000 people working at Kibali during the year, this annual report (see page 98). with 11.7 million man hours worked, making the continued improvement in the safety record, from the already low levels Kibali is aiming to achieve ISO 14001 certification by the end of 2013, commendable. of 2015.

Unfortunately, there was one fatality in the vertical shaft Exploration at Kibali is focused on extensions of the known development. While blowing over in the shaft bottom, a deposits, especially KCD.

Randgold Resources Annual Report 2014 61 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 With the majority of The mine’s upgrade of access roads connecting it to Human resources construction activities neighbouring towns and supply routes has enabled the and industrial ending during the year community to improve trade. This development is evident relations and contractors in the growth around the mine and the establishment of fuel demobilising, there filling stations, telecommunication companies, banks, retail, was a corresponding decrease in labour with 4 744 accommodation and service businesses. contractor and permanent employees remaining at year end. This reduction will continue, eventually stabilising during Various other local economic development initiatives such 2015. as the Peace Jobs Programme which makes use of local contractors to do stone pitching, housekeeping, bush The employee ratios are in line with Randgold’s policy clearing and other mine-related work have also contributed of recruitment prioritisation, sourcing primarily from to local economic development. local villages, then regionally followed by nationally and lastly looking for candidates outside the country. 84% of An important part of Kibali’s employees are Congolese nationals and the intention is to local economic development in continue localising the labour force during 2015. Agribusiness 2014 was the support of As construction and commissioning of the processing and agribusiness initiatives, enabling local farmers to generate power generation facilities were completed, the mines’ additional revenue. 2015 will see more local economic operational team was established and key positions were development initiatives. filled during the year. These included the plant, engineering, supply chain and financial managers as well as a general Planning for a palm oil project is at an advanced stage manager. with potential funders and partners expressing interest. The current prefeasibility study will now be upgraded to Constructive labour relations were maintained directly and a bankable feasibility study under the guidance of the with the union, without any industrial action taking place proposed operator and lead shareholder. during 2014.

Agreement was reached on the downsizing of the construction workforce which, in many instances, included the transfer of labour between contractors.

During 2014, the Resettlement Community Action Plan (RAP) was completed with only the final snagging of the Roman Catholic Church complex outstanding.

An additional small RAP, comprising 29 households was also undertaken without issue in relation to the Mofu satellite pit.

More than $70 million was paid to wholly-owned Congolese companies during the year, taking Kibali’s total to date to more than $600 million, as part of the mine’s operations and capital expenditure programmes.

Local economic development was boosted by the enhancement of infrastructure, especially road access routes to the mine.

KIBALI MANPOWER 2014 2013 at 31 December Expats Nationals Total Expats Nationals Total Employees 95 606 701 54 462 516 Contractors 651 3 392 4 043 1 561 5 324 6 885 Total 746 3 998 4 744 1 615 5 786 7 401

KIBALI SAFETY (LTIFR)

8.51 2.48 0.59 0.51

2011 2012 2013 2014

62 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Randgold Resources Annual Report 2014 63 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Exploration review Resource triangle

MINES Morila – Mali Loulo – Mali Mines Tongon – Côte d’Ivoire Gounkoto – Mali Morila Kibali – DRC Loulo Tongon FEASIBILITY Massawa – Senegal Gounkoto PROJECTS Gounkoto underground – Mali 5 Kibali Gorumbwa – DRC

12 Reserve definition 1 5 2 4 Feasibility 8 projects and Indicated and measured resource / resources 1 7 reserve 14 definition Inferred resources 4 1 4 8 Advanced targets 1 2 Exploration targets 18 Follow-up targets 2 59 Identified targets 6 Identified 12 geological Senegal 9 3 anomalies 115 Total 17 26 DRC Corporate Mali 4

Côte d’Ivoire 64 Randgold Resources Annual Report 2014 Exploration 64 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 2014 achievements

Exploration team successfully restructured Gounkoto underground feasibility study completed Two additional exploration opportunities in western Mali secured through joint ventures (JVs) Massawa feasibility review offers potential upside Additional reserves replace ounces mined during 2014 Côte d’Ivoire greenfields exploration makes progress Gorumbwa feasibility study completed Mofu project resources converted to reserves Kibali greenfields team identifies KZ structure 9km anomalous corridor identified on the KGL Ngayu project

2015 targets

Implement brownfields programmes across the group to replace ounces mined Drive greenfields programmes across mineral rights portfolio ot discover a +3Moz orebody that meets Randgold’s investment criteria Progress the Massawa project review and make a decision on revising the feasibility study scope Identify new opportunities across the Mako belt and within Senegal Expand the Loulo district deposits and continue the hunt for a new world class deposit along the Senegal-Mali Shear Zone Progress target generation and evaluation of current portfolio and continue to expand the groundholding in Côte d’Ivoire Grow Kibali mine resources and expand footprint in Central Africa Seek additional opportunities to expand portfolio in target areas in West, Central and East Africa Evaluate new business opportunities with potential to meet investment criteria

AREAS OF EXPLORATION INTEREST IN AFRICA Exploration has always been an integral part of Randgold’s strategy of creating value through the discovery and development of world- class gold mines as well as replacing the ounces

Proterozoic produced through ongoing Archean exploration around existing mines.

Randgold Resources Annual Report 2014 65 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 For projects to meet Randgold’s development and Exploration work at Loulo investment criteria, they need to have the potential Mali Loulo focused on the evaluation of for 3 million minable ounces and offer an internal rate identified targets within the of return (IRR) of 20% at a long term gold price of permit, defining drill programmes to convert resources to reserves and to identify new brownfields opportunities at $1 000/oz. Although no new discoveries were made during both Gara and Yalea. the past year, the team was able to replace the ounces mined through ongoing brownfields exploration which included the Work on the Gara South, Yalea Ridge South, Loulo 4, completion of the underground feasibility study at Gounkoto. Samaba and Sansamba West targets during the year determined that they have little potential to add significant Over the past year, the exploration strategy and management ounces to the project with only limited surface exposure to structure was thoroughly reviewed to ensure the team was mineralisation and they were removed from the resource properly equipped and motivated. Consequently, there were triangle. a number of changes within the team including a number of internal promotions. As part of this process, the targets Waraba A new target named Waraba returned encouraging early contained in the resource triangle were reduced from 160 to results from shear hosted mineralisation over a 400m 115. The group’s portfolio of mineral rights was expanded strike in an area of artisanal mining in the north of the through the acquisition of new permits as well as additional Loulo permit. 43 samples returned an average gold grade joint ventures. The current portfolio covers an area of of 2.97g/t from a narrow NS striking structure hosted in 12 213km2 over the continent’s most prospective gold belts quartzite and brecciated hematitic greywacke to the west with a further 2 796km2 under application. of the Baboto target.

WEST AFRICA

N

Senegal Legend JV

Kanoumba Loulo mine Miko Gounkoto mine Tomboronkoto Bena Bamako Mali Burkina Faso Dalema Taurus JV Ballabadji Ouagadougou

Morila mine

Tiorotieri Tengrela Sud Nielle Tongon mine Guinea Boundiali Fapoha Nord Sierra Fapoha Sud Leone Mankono Dabakala Kouassi-Datekro Ghana Côte d’Ivoire

Liberia

Abidjan

250km

66 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Three follow-up trenches were excavated and returned any economic resources at surface and the main target results of: WTR01 – 3.85m at 2g/t including 1.10m at 3.24g/t; has therefore been removed from the resource triangle. WTR02 – 3.40m at 1.65g/t including 1.30m at 3.93g/t; and However, the structure does have the potential to dilate WTR03 – 3.90m at 2.15g/t including 1.60m at 4.83g/t. at depth and will be included in an assessment of deep, While narrow, these intersections were thought to be conceptual targets around the Loulo deposits. significant because they occur at a structural discontinuity which has focused fluid flow. This structure was tested New targets with a diamond drillhole which intersected four zones of After many years of exploration along several key structures mineralisation totalling 30m downhole true width around on the Loulo permit, a 380 line kilometre induced polarisation (IP) geophysical survey was completed to the target structure. The results from WDH001 returned provide a new data layer across the most prospective and 6.0m at 5.07g/t from 153m and 15.8m at 1.43g/t from 189m most underexplored parts of the permit where only limited in a 75m wide zone of variably sheared, carbonate-chlorite- surface outcrop is available and transported soils are silica altered greywacke, heterolithic breccia and limestone. thought to partially mask underlying mineralisation.

Further trenching along the +2km strike length of the The integration of this new layer of data with updated Waraba shear zone was then executed with the aim of mapping data and other layers produced a new geological extending the target along strike. However, results from interpretation and identified 12 preliminary targets. As part the programme were weak, with only one trench out of 11 of this programme, a district-wide initiative to improve the returning a mineralised intersection with a result of 5.2m at lithological and structural understanding of the Loulo area 2.38g/t. was progressed. Fieldwork confirmed a number of existing observations and, more significantly, defined the eastern The work at Waraba defined a narrow system of 4.7m margin of the coarser shelf sediments in a conglomeratic true width over a strike of 1.2km with limited potential of unit to the immediate east of Baboto.

LOULO PERMIT - 12 TARGETS IDENTIFIED FOLLOWING IP SURVEY

New IP targets 12 potential targets being 9 6 field validated N 8 Waraba 1 2 Geochemical orientation study Brownfields exploration 4 New targets generated in Yalea and Gara structural 10 district models generate new 3 targets along strike 7

5 11

PQ10 Structural mapping Widespread Gara style Loulo 2 fold related mineralisation Resource conversion Gara potential Drilling at Yalea and Gara 12 to close gap in production profile from 2019

Loulo 3

P129

Goldfinger Fold, P129 Laterite, Waraba North, Deposit Yalea S, Gara S targets tested and High resistivity removed P125 Medium resistivity Low resistivity Yalea

2km

Randgold Resources Annual Report 2014 67 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Field mapping showed that the pervasive NNE trending resources to mineable reserves in order to support a lineaments highlighted by the geophysics represent faults, 10 year mine plan. Drilling also targeted areas within the shears and intrusives rather than bedding, and also that indicated category to increase the confidence level and to the spatial distribution of sinistral verging Gara style folds better delineate ore. are more widespread than previously recognised. This has regional implications for locating blind fold related As the mining of high grade ounces continues from mineralisation or areas where high grades are developed underground at Loulo, it is critical that the exploration as fold trains intersecting major structural trends. team continues to replace this depletion through the identification and conversion of new resources. In addition Following the testing of the Waraba target, the exploration to the programmes noted above, exploration also tested team has now moved onto the Yalea North target area models projected out to 400m beyond the limits of the which features several targets which lie under transported existing block models at both deposits with encouraging material along strike to the north of the Yalea and P125 results. deposits. Yalea Underground exploration At Yalea, 127 holes for 22 261m were drilled comprising A total of 282 DDH for 50 325m was drilled into the 113 holes (14 749m) for grade control infill drilling and Gara and Yalea deposits during the year with various 12 holes (7 512m) for resource drilling. Of these 12 holes, aims. Firstly, the establishment of advanced grade four targeted the potential for resource conversion and control coverage 12 months ahead of the rolling mine eight were resource infill holes. The infill drilling generally plan with infill grade control coverage six months ahead reported higher grades and widths than the 2013 model of the plan. Secondly, to convert areas of the inferred and allowed the weathering surfaces to be updated.

LOULO AND GOUNKOTO PERMITS LOCATION OF DEPOSITS ON GEOCHEMISTRY

Waraba N Baboto S

Falémé River PQ10 Loulo 2 Gara Loulo P129 Loulo 3 permit

P125

Yalea

Senegal Bambadji permit

Mali Toronto Gounkoto P64 permit Gounkoto

Faraba

2km

68 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The four conversion holes were drilled to test the geological Our geological understanding of the Yalea orebody has potential of the Yalea inferred zone. Results confirmed the advanced significantly this year with the definition of modelled grade but a 10% decrease in widths is thought three styles of mineralisation which overprint one another to be due to the steepening of the Yalea Shear Zone where throughout the orebody and explain the sharp contacts to it passes into a different host lithology, the argillaceous the mineralised domains without any significant structural quartzite, at depth. Hole YADH16 returned 7.00m at control to their boundaries. Substantial thickness variations have been observed within the Purple Patch at Yalea as 5.22g/t from 657m including 2m at 16.75g/t, beyond the the mineralising system moves from the rheologically limits of the current block model and indicates that the contrasting greywacke/argilaceous quartzite contact which system is open with scope for further high grade. The style permits the development of a strong shear, into the finer of mineralisation at this depth is very different to the rest grained argilaceous quartzite unit where shearing is less of the deposit with virtually no sulphides seen in the main focused and more diffuse over a larger rock volume. This altered zone but with fine particles of visible gold occurring results in a larger package of sub-economic mineralisation in very thin chloritic shears. Other results from the inferred and a thinner zone of economic grade. central area include: YaDH11 – 6.30m at 1.99g/t; and YaDH13 – 41m at 3.59g/t. Resources in the Yalea Central inferred zone increased by 1.24Mt at 5.12g/t for 204 000oz with extensions to the In Yalea South, there are narrow, very high grade zones model at depth and highlighted the potential to deliver a where the shear is seen to anastomose around resistant conversion of 700koz at +4g/t from inferred to indicated albitised blocks. The high grade material, which looks with further drilling. similar to the Purple Patch material with strong sulphides Exploration continues to focus on a number of targets around and chlorite overprinting strongly albitised breccias may the Yalea deposit based on the plunging intersections of have the potential to be mined selectively underground. structures believed to control the high grade within the Additionally, the infill drilling in the south of the deposit deposit. Hole YDH270 was drilled to test the plunging has shown the depth of weathering to be deeper than intersection of two ore controlling structures and returned previously modelled. Results include: YaDH06 – 42.10m 11.05m at 2.02g/t from 1 106.05m, including 3.18m at at 8.16g/t; YaDH09 – 32.75m at 5.66g/t; and YaDH05 – 4.81g/t from 1 106.05m, 400m south of the deposit. This 29.49m at 8.71g/t. The immediate hanging wall in this area result points to considerable untested potential around the is consistently a limestone unit which is believed to have deposit with several areas highlighted for further testing in acted as a seal to the mineralising fluids. 2015.

YALEA UNDERGROUND

Intersection Yalea structure N

Dip change Yalea Yalea shear South

Purple Patch Yalea YDH270 North 11.05m @ 2.02g/t

Gold g/t >8g/t Drilling 200m 4–8g/t YDH269 Target: Purple 3–4g/t 10.72m @ 4.67g/t Patch plunge Phase 1 YDH259 0.5–3g/t extension 6.95m @ 6.02g/t <0.5g/t Phase 2

Randgold Resources Annual Report 2014 69 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gara Additionally, exploration targeting to the south of Gara At Gara, 155 diamond core boreholes were drilled predicts further high grade along the hinges of tight (28 064m) during the year comprising 125 holes south-plunging s-type folds, especially where they (12 900m) for GC drilling and 30 holes (15 164m) for cross through the axis of a sub-horizontal warp in the resource infill or conversion drilling. Gara orebody. The wavelength of s-type folds within the orebody suggests that the target area would be A total of 9 holes (4 018m) were drilled in the southern 300-500m south of the existing model. This model was inferred area between -400 and -500m level to upgrade tested with LOCP187 which returned an intercept of 2.93m the resource to indicated status. These holes reduced the at 7.44g/t from 544.60m, 400m south of the existing block average width of the orebody by about 35% compared model and confirmed strong mineralisation and alteration to the model but increased the grade by 50% with an is open along the system. This, when combined with average intersection of 6.89m at 5.46g/t and permitted the conversion of 147koz to the indicated category. the strong results at depth at Gara, confirms an exciting High grade mineralisation is associated with the hinge potential for further resource growth. of a south plunging anticline which remains open down plunge and presents further opportunity for reserve Gounkoto growth. Individual drill results include: LOCP161 – 4.7m The main highlight of the work at Gounkoto this year has at 7.71g/t from 332.7m; LOCP162 – 4.1m at 22.00g/t from been the completion of the underground feasibility study 473.10m; LOCP165 – 4.65m at 17.83g/t from 465.85m; in the Jog Zone (JZ). This project targeted the high grade L0CP173 – 9.00m at 6.16g/t; and L0CP167 – 6.25m at mineralisation in the MZ2 and MZ3 zones beneath the pit, 6.01g/t. a large portion of which was drilled out in previous years.

The resource infill drilling was undertaken to increase As part of the feasibility programme, work focused the confidence level in the indicated zone. Overall the on improving the understanding of the controls on intersections returned a lower grade and width compared mineralisation in the JZ, infill drilling to upgrade the to the block model. However, holes along the base of resource and step out drilling in MZ3 where high grade the deposit confirmed that the system is open, strongly altered and intensely mineralised, highlighting potential for rods of mineralisation plunge to the north of the current step-out drilling around the block model to incrementally underground project for a total of over 12 000m of core add to resources. Results from this area this quarter drilled during the year. The conclusion of this work include: LOCP176 – 8.5m at 6.74g/t from 370.65m; was the delivery of a reserve of 4.69Mt at 6.00g/t for L0CP177 – 4.55m at 5.63g/t from 370.65m; and L0CP175 – 910 000oz with good potential to increase this through 16.2m at 5.96g/t from 180.2m. further exploration drilling.

GARA UNDERGROUND

Gara style S fold axes

N

LOCP187 2.93m @ 7.44g/t Warp fold axis

Gold g/t >8g/t Drilling 4–8g/t Gara Central LOCP148 3–4g/t Phase 1 8.8m @ 4.75g/t 0.5–3g/t 200m <0.5g/t Phase 2

70 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GOUNKOTO - LOCATION OF MINERALISED ZONES

N P64E P64W New model extends potential to north MZ4 MZ3 MZ2NW

HW FWNE

MZ1 FWFE

MZ2NE

Jog Zone underground MZ1 underground feasibility adds potential of 910 000oz @ 6g/t 300 000oz @ 4g/t to reserve being tested 500m

Randgold Resources Annual Report 2014 71 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The high grade plunge in the Gounkoto deposit is thought intersection of west dipping footwall shears with the to be controlled by the intersection of the east-dipping main east dipping orebody. A number of holes have hangingwall shear and steeper west-dipping footwall intersected strong mineralisation in the target including: structures which exhibit different alteration suites and may GKDH200 – 11.8m at 6.05g/t; GKDH205 – 17.2m at 11.04g/t; represent zones of fluid mixing and gold precipitation. and GKDH218 – 40.3m at 3.03g/t. At present this target Drilling shows that the highest grades are either related area hosts a potential of 300 000oz at 4g/t, which will be to carbonate, silica/albite and hematite alteration in the further tested in 2015. hangingwall, or in a ferruginous, chlorite rich, footwall shear. Highlights of the drilling programme targeting P64 the high grade mineralisation in the MZ3 zone this year P64 is an old exploration target immediately to the include infill hole GKDH418 which returned 14.5m at north west of the Gounkoto deposit where a short strike 31.59g/t where the block model was predicting a grade length of high grade mineralisation was discovered over of 18g/t, GKDH414 drilled 200m down plunge from 418m 10 years ago. This year a review of all the data for P64 which intersected 23.65m at 6.45g/t and GKDH412 drilled was completed along with further trenching which led a further 300m down plunge which intersected 13.65m at to the identification of new controls to the mineralisation 5.34g/t. and the updated model was then further tested by infill drilling in Q4 2014. The existing model at P64 interpreted Work on the extensions of the Gounkoto orebody was the high grade mineralisation to be hosted in the eastern completed this year, with holes testing and eliminating limb and south plunging hinge zone of a synformal fold deep targets both in the footwall and down plunge to the in tourmaline altered greywackes. The new structural south of the deposit. Work continued to define MZ4 and model at P64 shows that mineralisation is controlled explore its relationship with P64 and has confirmed it to by the intersection of NS and NE trending structures, be a relatively small lens of mineralisation hosting 653kt similar to that observed in Gounkoto Pit at MZ1 and MZ3. at 3.61g/t for 76 000oz in the footwall of MZ3. This zone Implications of this new model for exploration are that of mineralisation is interpreted to be the continuation of the high grade NE trending mineralisation at P64 is open the left-stepping Gounkoto system to the NNW which down plunge, rather than having a depth extent that is continues towards and now incorporates the old P64 limited by folding. Additionally, intersections between NS target. and NE striking structures can be targeted for follow-up work, particularly in the Gounkoto North area between In addition to the JZ underground project, there is P64 and Toronto. A model of NS and NE trending also high grade mineralisation located beneath the structures matches the general pattern of soil anomalism southern MZ1 pit where, similarly to the JZ, the high in this area, and preliminary target areas have been grade mineralisation is controlled by the north-plunging identified for further work.

GOUNKOTO UNDERGROUND POTENTIAL PLUNGING SHOOTS BENEATH SOUTHERN MAIN ZONE 1 PIT AND JZ UNDERGROUND PROJECT

MZ1 MZ2 MZ3 N

Ore shoots open Ore shoots open Underground Legend for alteration development design Albite/sericite Albite and chlorite Albite/silica, iron

400m

72 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GOUNKOTO OREBODY IN LONG SECTION WITH SKETCH IN PLAN VIEW Gounkoto MZ1, 2 and 3 long section looking west showing Sept 2014 block model, 2014 significant drill hole intersections and MZ1 underground with $1 000/oz pit shell

2.2km MZ1 MZ2 MZ3 N GKDH421 - 6.5m @ 4.49g/t GKDH430 - 6.6m @ 3.25g/t GKDH428 - 6.75m @ 2.76g/t

GKDH423 - 5.7m @ 0.69g/t

GKDH422 - 11.7m @ 0.85g/t

700m GKDH426 - 37.5m @ 3.29g/t GKDH411 - 14.6m @ 1.18g/t GKDH407 - 9.2m @ 0.70g/t GKDH417 - 15.8m @ 3.45g/t

GKDH404 - 2.95m @ 2.19g/t GKDH418 - 14.5m @ 31.59g/t GKDH406 - 29.75 m @ 0.78g/t GKDH424 -16.95m @ 11.03g/t GKDH412 - 13.65m @ 5.34g/t GKDH415 - 6.05m @ 3.52g/t GKDH413 - 26.2m @ 6.84g/t GKDH414 - 23.65m @ 6.45g/t GKDH408 - 37.35m @ 4.65g/t GKDH402 - 20.6m @ 5.21g/t GKDH409 - 1m @ 2.83g/t

Gold g/t Indicated surface >8g/t Underground portal position 5–8g/t MZ4 long section looking west showing Sept 2014 block model, 2014 significant drill hole 3–5g/t 2014 feasibility underground intersections with $1 000/oz pit shell 1–3g/t design area 0.5–1g/t MZ1 underground resources area MZ4AGDRC013 - 18m @ 5.81g/t N MZ4AGCRC012 - 4m @ 2.06g/t MZ4AGDRC014 - 20m @ 0.82g/t MZ4AGDRC005 - 4m @ 9.81g/t MZ4AGDRC016 - 9m @ 0.37g/t MZ4AGDRC003 - N 12m @ 0.81g/t MZ4AGDRC002 - MZ4AGDRC017 - 15m @ 0.24g/t 23m @ 0.33g/t

P64W MZ4AGDRC015 - Northern 26m @ 0.4g/t Zone MZ4AGDRC010 - 31m @ 2.69g/t

P64E MZ4AGDRC007 - MZ4AGDRC008 - 14m @ 6.70g/t

Fault gouge Fault 7m @ 1.68g/t

MZ4 JZ MZ4AGDRC006 - 11m @ 1.58g/t MZ3 MZ4AGDRC004 - 17m @ 2.03g/t underground 100m project total strike length 0.7km MZ2 Jog P64W long section looking NW showing Sept 2014 block model, 2014 significant drill hole Zone

intersections with $1 000/oz pit shell FWF West Dipping West FWF FWNE

N Pinch NS NE NS Zone HW P64AGC005 - 4m @ 0.55g/t P64AGC007 - 25m @ 5.27g/t P64AGC002 - 11m @ 4.45g/t P64AGC008 - 42m @ 3.24g/t Total strikeTotal length 2.2km P64AGC009 - 24m @ 2.40g/t

P64AGC001 - 16m @ 3.29g/t MZ1 P64AGC003 - 13m @ 1.64g/t Wrench Zone

FWFE Southern Domain boundary Zone 100m (Dip change) Ore domain P64AGC004 - 8m @ 2.94g/t P64AGC006 - 38m @ 3.58g/t

Randgold Resources Annual Report 2014 73 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gounkoto region and greywackes which is intersected by ductile NE Around Gounkoto, several targets were tested and striking cross-structures with chlorite-sericite alteration. rejected from the resource triangle. The team returned Higher grades are localised at the intersections of these to the old Toronto target which has remained in the structures, a relationship which has also been observed resource triangle over many years due to its structural at P64 and MZ3 at Gounkoto. However, most of the complexity and high grade results from shallow orpaillage target is very narrow with artisanal miners targeting high workings. The work highlighted a 2km long anomalous grade vein related mineralisation along the full strike. system striking NS with the main Toronto target at its core and the Toronto Gap target in the south. Encouraging A coherent mineralised zone with a maximum 300m strike lithosample results were returned from the Toronto Gap length and average true width of 5.19m was identified at (33g/t and 7g/t) to the south of Toronto and an extensive Toronto and a sectional estimate of this mineralisation trenching programme was carried out around the existing was completed to 130m vertical depth and returned mineralisation at Toronto itself, the best result of which was 13.2m at 3.64g/t from the main artisanal pit in the 308 000t at 2.13g/t for 21 000oz, which, with a strip target. ratio of 8:1, does not meet Randgold’s filters in terms of size and grade for a satellite resource. The exploration This work over the target area confirmed the structural work to date points to limited near-surface mineralisation model of a main N to NNW striking, silica-carbonate potential and, consequently, Toronto was removed from altered, anastomosing shear zone developed in quartzite the resource triangle.

GOUNKOTO PERMIT AND EXPLORATION TARGETS ON CONTOURED OVERBURDEN THICKNESS

Nomila Target N Thick transported cover over main structure Overburden thickness (m) 0 – 1 1 – 2 2 – 3 3 – 5 Toronto 5 – 10 Detailed work identifies potential for 10 – 15 20 000oz @ 2.2g/t 15 – 30 > 30

Toronto South Previous work FARC514 - 6m @ 2.39g/t Gounkoto North FRDH12 - 16m @ 2.61g/t P64 model applied to advance FRDH18 - 20.5m @ 3.2g/t targets Investigating potential at depth

Gounkoto Further drilling to test down plunge extensions to MZ1 and MZ3

Ancient Falémé River Gounkoto South Anomalous NNW trending EM/IP response cross cuts geology under Faraba West weak soil anomaly NNW trending dip change Previous work FARC037 - 6m @ 1.35g/t FADHIOC - 3.85m @ 4.22g/t FT44ex - 13.6m @ 6.98g/t Gounkoto SW Blind target potential Historical drill results including 12m @ 1.12g/t and 28m @ 0.82g/t

1km

74 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The exploration team has again focused on the thickness mineralised systems and a significant percentage of of the transported alluvium over the Gounkoto area its strike remains unexplored. It is one of the two key and the Gounkoto SW target and were able to look structures in the Kedegou-Kenieba inlier, the other being through the cover using remote exploration techniques, the Main Transcurrent zone (MTZ) where Massawa is specifically targeting the 1.2km SW strike extension to the located. main Gounkoto deposit. It features limited work in the form of drilling which returned wide zones of alteration: As a result, the structure and its surrounding formations GSWRC11 – 12m at 1.12g/t from 40m; GSWRC03 – - the Kofi and the Keniebandi - form a key part of our 28m at 0.82g/t from 152m, including 2m at 4.61g/t; and exploration strategy in West Africa and our groundholdings GSWRC13 – 4m at 1.59g/t from 248m, and is the next along the structure give us access to approximately 70km priority area for exploration on the permit. of strike. This year, we have completed programmes over the Bakolobi project on the SMSZ in the south of Mali greenfields the inlier. The Bakolobi project is a JV with Taurus Gold The Senegal Malian Shear Zone (SMSZ) on the Mali- Limited (Taurus Gold). We have signed a new JV with Senegal border is one of the most prospective goldfields Legend Gold Corporation (Legend Gold) (Djelimangara in the world with a +50Moz gold endowment along its project) which lies along the SMS to the immediate 200km of strike. The structure is an essential control south of the Sadiola mining concessions and we have on the Sadiola/Yatela, Loulo/Gounkoto, Fekola/Boto renewed permits at Bena, south of the Gounkoto mining

KEDOUGOU-KENIEBA INLIER

Loulo permit Follow up Legend JV work on Positive trench and pit 12 targets results over 18km of SMS

Yatela

N

Sadiola

10 kilometres Senegal

Gounkoto permit Mali Underground feasibility 2km delivers 90 000oz @ 6g/t

Massawa Sabodala

Gara

Petowal Yalea

Gounkoto

Fekola

Boto 1km Senegal Malian Shear Bakolobi JV 2km Follow-up trenching programme in progress

Randgold Resources Annual Report 2014 75 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 concession and Bambadji in Senegal, which is a JV with 26m at 3.53g/t from trench BNT02 in the north and 13m Iamgold Corporation (Iamgold), see Senegal section of at 1.57g/t from reconnaissance RC in the south. These this report. results occur within the overall NW trending target area and the strongest soil anomalies within this trend are Bena interpreted to be at the intersections of NW and NS The Bena permit has been granted again to our partner, structures. The target lies on the western margin of a New Mali Mining, and Randgold is the operator under the thick laterite plateau, which is composed entirely of terms of the JV. A review of the existing targets and data transported alluvial material. on the permit has concluded that the Boulandissou target has the greatest potential to host a major system and the Prior to the year end, one trench (BNT11) out of five model has been updated, incorporating elements of the planned was completed in the south of the target and Gounkoto model with intersecting NW and NS structures intersected a series of quartzite, argillite, breccias, over an extended strike compared to the original model, argillaceous quartzite, quartzite and greywacke intruded which is now 3km. by albitite and mafic intrusives. Results received for trench BNT11 included 1.80m at 0.66g/t from 55.45m on Historical work on the target identified a 50m wide the contact between albitite and breccia. This result is alteration envelope with best intersections including: from a narrow zone of silica-albite alteration with sulphide

BAKOLOBI JV WITH TAURUS GOLD WORK ON SOIL GEOCHEMISTRY GRID

Trenching in progress DLRC004 - 17m @ 1.55g/t Dioula target incl 3m @ 2.15/t New trench BKTR003 - 16.15m @ 2.23g/t

DLRC023 - 19m @ 0.86g/t Trenching confirms altered, west incl 3m @ 2.29g/t dipping mineralised structures across permit. Generating infill Koliyurda target Koliyurda targets for further testing.

Trenching in progress KGRC037 - 4m @ 4.03g/t incl 1m @ 15.4g/t KGRC036 - 2m @ 0.55g/t, [email protected]/t incl 1m @ 5.70g/t GARC024 - KGRC035 - 8m @ 3.05g/t 16m @ 0.87g/t incl 2m @ 4.58g/t incl 4m @ 2.08g/t N Trenching in progress

1km Gamaye target

GARC040 - 14m @ 2.47g/t incl 5m @ 4.56g/t GARC039 - 6m @ 1.54g/t incl 2m @ 2.83g/t Fekola 8km New trench BKTR002 - 10.40m @ 2.41g/t with 3.35m @ 5.92g/t and 2.15m @ 2.43g/t

Priority corridor

76 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 boxworks observed in the trench and, despite being 5.67g/t in quartzites, and 10.4m at 1.98g/t, including 4.4m at narrow, the structural readings from the trench confirmed 4.25g/t, in a porphyry. Auger holes returned: BaA221 – 15m the NNW structural interpretation for the target. at 1.28g/t; and BaA228 – 22m at 2.34g/t in quartzite.

Further mapping and sampling are progressing along Regolith mapping over the area highlighted a more erosional the target, with recent lithosample results of 1.33g/t and regime in the north of the target area with the majority of the 4.02g/t. priority area overlain by extensive paleao-alluvial gravels in the flood plain of the nearby Falémé River which have been Bakolobi permit (Taurus Gold JV) lateritised in situ and can be up to 6m thick. Following initial fieldmapping and ground geophysical programmes completed in late 2013, a priority corridor Geologically, the N-S corridor is interpreted to represent for detailed soil sampling was established within the Kofi a terrain boundary between a thrusted, less deformed formation on strike between the Fekola and Gounkoto package of rocks in the east and a more complex, deposits. This work led to the generation of 11 targets folded sequence of sediments in the west. Early where soil anomalism occurs over dolomites, siliciclastic lithosampling across this area returned an average rocks and narrow intermediate to felsic intrusive dykes, grade of 3g/t from 15 samples. which have been overprinted by intense brittle ductile deformation related to movement on the SMSZ. A reconnaissance RC drilling programme was carried out to fast-track the location of mineralised structures Historical work from this corridor on the Bakolobi permit through the transported material in the area and this included trench results of 27m at 2.23g/t, including 9m at identified a number of mineralised zones within the

LEGEND JV WEST MALI

Kamana target N Over 2.5km soil anomaly >100ppb and NS-NNW structures. Manakoto target Anomalous new trench KMT001 3km soil anomaly >100ppb and and KMT002 - 9.10m @ 0.24g/t NS-NNE structures and (48.90m) with 1.10m @ 1.22g/t, 2m chargeability anomaly. @ 0.11g/t (64m) and 2m @ 0.31g/t New trench MAT001 - 6.25m @ (74m), and pits >0.1g/t over 15m potential widths tested. 2.03g/t (38.10m) incl 4.85m @ Sadiola 8km 2.52g/t (38.10m) and rock/groove Detailed mapping in progress with values up to 8.4g/t and 13g/t. planned recon pits across SMS Detailed mapping in progress system. with recon pitting planned to test system’s potential across SMS. Woyanda target Several 1km soil anomalies >100ppb. High prospectivity limestone/ West side of SMS dominated coarse sediment contact under by medium-strong mag units regolith cover. interpreted to be mainly volcanics Fences of reconnaissance pits in and intrusives. progress.

Souroukoto target Interpreted fine grained sediments. 1.5 to 4km >50ppb soil anomalies and NNE and NS-NW structural intersections. Fences of reconnaissance pits in progress.

5km Interpreted prospective coarser grained Koffi sediments.

Randgold Resources Annual Report 2014 77 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 target corridor with results including: 14m at 2.47g/t, Morila including 5m at 4.56g/t; 17m at 1.55g/t, including 1m at Exploration was halted at Morila some years ago 8.9g/t; 31m at 1.01g/t, including 7m at 2.37g/t; and 9m after exhaustive work failed to locate any economic at 1.31g/t, including 1m at 4.09g/t. mineralisation outside the main deposit. However, the team is having a last look as the mine prepares to close. These define a system of sub-parallel N-S structures Pit mapping and a core review highlighted or reinforced with Silica-Albite-Carbonate alteration and strong some of the key features associated with mineralisation at sulphide mineralisation. Morila, such as flat faulting, the presence of magnesium rich biotite associated with arsenopyrite and leucocratic A programme of trenching along these structures, to plagioclase veins around felsic intrusive bodies. Two understand their geometry, controls and the extent of conceptual targets were generated and have been overlying transported material, is in progress but has reviewed with one of the targets hosting all the above been slow due to the layer of transported gravels at mentioned features. Further work is now in progress to surface. The structures have been exposed, however, map the distribution of these features around the deposit and results include: BKTR003 - 16.15m at 2.23g/t from to further reinforce the observations and potentially 25.70m, including 3.47m at 1.53g/t from 25.70m and generate a target which, due to the existing deep drilling 5.10m at 5.33g/t from 33.5m; and BKTR002 - 10.40m over the area, would be significantly deeper than 500m. at 2.41g/t from 23.60m, including 3.35m at 5.92g/t, from steeply west dipping shears. The team will move The Massawa to infill trenching in the most prospective areas once Senegal Massawa deposit lies the Phase 1 trenching is complete and the results have within one of been fully analysed to generate follow up targets. the largest continually mineralised systems in Africa, located on a major geological discontinuity, the Main Djelimangara project (Legend Gold JV) Transcurrent Zone (MTZ), in Eastern Senegal. The MTZ is As part of the strategy to consolidate the mineral rights a major terrain boundary structure which marks the portfolio around Randgold’s key footprints in the West contact of the Mako Volcanic Belt and the Diale Dalema and Central African goldfields, a new JV agreement sedimentary basin to its east. was signed with a subsidiary of Legend Gold who hold the rights to six permits (363km2) which straddle the There are two main zones of mineralisation in the deposit, SMSZ directly south of the Sadiola gold mine. Subject Northern and Central. They are part of the same NE to results, Randgold will fully fund exploration as far as trending mineralised structure, which extends over 8km completion of a prefeasibility study to acquire a 51% and has been offset by NS belt discordant structures. interest in the project. Legend Gold has the option to The mineralised system occurs at a volcanic/sedimentary cofund the feasibility study to retain 49% or dilute to 35% contact, where a prominent and continuous lapilli tuff unit with Randgold increasing its stake to 65%. Both parties acts as a marker horizon. The host sequences have been would fund development. The ground has previously intruded by felsic dykes, gabbros and granitic bodies, been worked by Barrick Gold Corporation. particularly in the Central Zone (CZ) and mineralisation is hosted in a variety of rocks including greywackes, A comprehensive dataset has been received from volcanoclastics and both mafic (gabbros) and felsic Legend over the portfolio of permits including: airborne intrusives. The mineralised system features pyrite and electromagnetic and magnetic data, ground Mag and IP arsenopyrite sulphides within an alteration assemblage and resistivity, geology, regolith, soil geochemistry, drilling composed of sericite, silica and carbonate in a zone of (auger, RAB, RC and diamond), pitting and trenching. The strong brittle-ductile deformation. results highlight anomalism coincident with the SMSZ. A large component of the northern portion of the Massawa Four targets were generated over a narrow band of ore is refractory, with microscopic gold locked in the limestones and greywackes to the east of the SMSZ and sulphide lattice of arsenopyrite. Efficient extraction of this a programme of mapping pitting and trenching began in gold requires an oxidation processes such as pressure Q4 2014. oxidation (POX) or bio-oxidation (Biox) and the power costs associated with such metallurgical processes Initial results from the work have been encouraging, with impact negatively on the project returns. Reserves at trench MAT001 returning 4.40m at 0.41g/t from 24.20m of Massawa are currently 21Mt at 3.1g/t for 2Moz. altered medium grained sheared silicified greywacke and a main zone of 6.25m at 2.03g/t from 38.10m, including Ongoing evaluation of the phases and controls of the 4.85m at 2.52g/t. However, we have yet to see evidence mineralisation points to a set of narrow, high grade shears of a large system of alteration and work is continuing containing quartz stibnite veins and coarse gold that along the SMSZ which exists over 18km strike within the overprints an early disseminated arsenopyrite-gold phase permit area. in the CZ.

78 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Randgold Resources Annual Report 2014 79 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Recent close spaced drilling as well as ongoing trenching MASSAWA DEPOSIT CENTRAL ZONE programmes have confirmed these vein filled structures are more continuous than previously interpreted. This work highlighted a significant potential for gravity recoverable and free leaching gold within the Massawa CZ deposit.

Following the recognition of a significant coarse gold fraction in the CZ, the sample and assay methods employed at Massawa were reviewed. This programme included the re-assaying of existing NQ drill core Trenches confirm and larger samples from grade control RC drilling by structural interpretation Leachwell and screen fire assay methods. Additionally, six RC/DDH twin pairs were drilled in the south of the CZ to compare the assay results from RC and larger HQ core Oxide orientation programme complete samples in fresh rock. The results of this work indicate that sample size and the orebody’s high variability are the keys to the accurate estimation of the Massawa orebody. Sulphide RC drilling It also confirmed that RC drilling was a suitable method orientation programme to collect a large sample from the deposit, thereby in progress reducing the cost and time of additional drilling. As the majority of the CZ is sampled by NQ core at a 50m x 50m spacing, further work is required to accurately estimate

SENEGAL MAKO BELT EXPLORATION FOCUS Central Zone 885m ON MTZ AND SOPHIA SABODALA STRUCTURE

N Bambaraya inferred resource 21 114oz @ 2.33 g/t

Tina inferred resource Delya 50 126oz @ 1.06 g/t inferred resource 122 675oz @ 3.85g/t

Sofia inferred resource Massawa 730 846oz @ 1.66g/t 3.36Moz @ 2.57g/t

Tombo geological potential 579 587oz @ 0.97g/t

Kawsara geological potential 1 413 374oz @ 0.65 g/t

Existing deposit

New target

10km

80 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 the contained gold within the overprinting coarse-gold Corporation, our joint venture partner, for a further three event. Our analysis, based on the close spaced drilling years. completed in the oxides of the CZ, shows that a spacing of 15m x 10m is required to accurately estimate the grade A review incorporating all historical data was carried out of the mineralised lodes and the completion of a close during the wet season which identified twelve second spaced orientation programme in the fresh rock of the CZ and third order soil anomalies which have received limited is in progress before a decision is made on progressing to follow-up work. They are located within favourable a phased infill drilling programme across the CZ. geological and structural settings. However, the regolith is complex with transported cover being a significant Exploration factor over the eastern limits of the permit. On the Kanoumba permit around Massawa, four satellite deposits (Sofia, Bambara, Tina and Delya) contain Randgold continues to believe that the Bambadji permit inferred resources of 16.5Mt at 1.74g/t for 0.92Moz with is prospective and hosts the lithologies, alteration and two further satellite targets, Kawsara and Tombo, hosting structures required to generate world-class orebodies. a combined geological potential of 1.9Moz at 0.7g/t. However, after seven years of exploration without significant success, it represents too high a risk under our During the year, the team tested and rejected a number current agreements and we are therefore renegotiating of targets within the Mako belt where results from terms with both our JV partner and the Senegalese State. lithosampling, pitting and trenching failed to identify the potential for a large hydrothermal system.

The West KA target, 20km to the south of Massawa, yielded some interesting results with values of up to 15.4g/t returned from the sampling of a set of multiple shear zones in a corridor of approximately 200m width over a 2km strike. However, the ongoing feasibility work at Massawa has been prioritised and exploration will resume pending the conclusion from a prospectivity study of the Mako belt.

Bambadji Work on the Bambadji permit was paused for a significant part of the year because the permit had expired. It has now been renewed and granted to a subsidiary of Iamgold

Randgold Resources Annual Report 2014 81 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Côte d’Ivoire Nielle Tongon overprinting the original lithology and strong pervasive In the Tongon SZ pit, infill drilling targeting an updated biotite alteration. Both domains host strong disseminated and improved geological model incorporating the Skarn to patchy sulphides with a strong association between type alteration added 475 000oz to the reserve which biotite alteration and arsenopyrite mineralisation. replaced the 2014 depletion from mining, while a number of additional opportunities were identified within the Tongon Potential gains are thought to be most likely in the northern deposit for further resource conversion. A programme limits of the southern zone pit where higher grades exist to convert the remaining inferred ounces within the pit and one hole returned 8.2m at 3.2g/t and 12.9m at is underway and has the potential to convert 0.64Mt at 3.03g/t where the model predicted 6.5m at 2.44g/t and 2.84g/t - 58.6Koz (at 0.5g/t cut-off). At the same time, six holes (1 007m) were drilled to test for higher grades 6.5m at 2.39g/t respectively. or wider zones of mineralisation at the intersections between flat and steeper structures below the base of the Satellites $1 000/oz pit. Due to the structural complexity of the As Tongon moves towards repaying its capital in 2015 Tongon SZ, it is believed that the model can be upgraded, and with the mine being supplied by low cost gridpower, particularly where the drill spacing is relatively wide at depth. a number of low grade opportunities around the deposit can provide optionality to the operation. Four satellite The drilling intersected zones of intense alteration targets within 10km of the Tongon deposit were further associated with strong sulphides and occurrences of drill tested during the year. The most advanced of these crosscutting structures in most of the holes, which is Sekala where an updated resource estimate returned confirmed the targeted model. In a number of cases 825 057t for 41 434oz at 1.55g/t. In addition to the work mineralisation was stronger or wider than the existing at Sekala, further modelling of the Seydou S, Seydou N model and additional mineralisation was intersected on structures outside the current model, all pointing to the and Tongon E targets to determine their potential was potential to add to existing resources. completed. At Seydou N and S, it is interpreted that higher grade lodes are linked to crosscutting structures Two main styles of alteration are readily observable in the between the brittle NE structures and NS shears. Further mineralised zones: strong silicification almost completely work is required to fully understand this.

TONGON SOUTH ZONE

N TND392 11.60m @ 3.11g /t 7.80m @ 4.51g/t TND396 13.53m @ 1.83g/t TND393 10.50m @ 2.35g/t 15m @ 1.05g/t 17.17m @ 5.04g/t incl 5.81m @ 1.52g/t 5.94m @ 1.43g/t 9.11m @ 8.96g /t 4.50m @ 2.36g/t

TND397 Potential to TND395 TND394 8.20m @ 3.20g/t deepen 10.54m @ 2.22g/t 7.60m @ 1.50g/t 12.90m @ 3.03g/t $1 000/oz pit incl 6.41m @ 3.13g/t 9.80m @ 1.58g/t incl 10.20m @ 3.72g/t under review 6.41m @ 1.01g/t incl 3.8m @ 3.20g/t

500m Current pit

82 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 POTENTIAL LOW GRADE SATELLITES AROUND TONGON MINE

Coucal Infill drilling results insignificant. N Target rejected Jubula 0.33Mt ore at 1.02g/t in $1 000/oz pit

Tongon SZ New drill results highlight Seydou North potential to add ounces to Mineral inventory: 986 408t @ $1 000/oz pit 2.67g/t. New results include: 10m @ 1.09g/t; 12m @ 0.44g/t; 11m @ 1.85g/t incl 1m @ 14.60g/t. Sekala Model being reviewed 0.67Mt ore at 1.47g/t in $1 000/oz pit

Seydou South 0.72Mt ore at a grade of 1.93g/t in $1000/oz pit

Tongon East Mineral inventory 2.5Mt @ 1.35g/t New results include: 5m @ 1.90g/t 18m @ 0.62g/t incl 2m @ 1.55g/t 6m @ 2.03g/t incl 2m @ 4.48g/t

10km

At Tongon E, RC drilling returned narrow zones of low be used to redefine the structural model of the Tongon grade mineralisation and failed to extend the previously orebody and identify potential targets for further testing. modelled anomalism. Therefore, no further work is suggested at this target.

Skarn Tongon was identified as a skarn gold deposit in 2013 and well-developed spatial and temporal mineral zonation patterns, typical of gold skarns, are evident in both the SZ and NZ. Zonation is classified based on garnet: pyroxene ratios, chemistry of the major calc-silicate phases, the skarn colour and grain size, and the degree of retrograde replacement (epidote-clinozosite, prehnite-pumpellyite).

Relogging of the Tongon orebody was completed to create a detailed model of the skarn system, which can be used to improve the resource estimate through the modelling of the alteration and garnet fronts as well as for exploration targeting around the pit. Skarn mineral zonation could be useful as a mineralisation vector, as gold is largely confined to the intermediate skarn zone at Tongon. A 3D model of the various alteration assemblages (clinopyroxene-garnet skarn and retrograde alteration zones) is being completed and this model will

Randgold Resources Annual Report 2014 83 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 SCHEMATIC SHOWING THE TYPICAL MINERAL ZONATION AT TONGON S - SECTION 42

Section Line 41 Mineralised structures

TND256 - 34.51m @ 5.37 g/t from 45.83m

Late Granodiorite Pluton 20m

TND341 - 13.62m @ 5.22 g/t Granodiorite TND098 - from 149.7m Weak to moderate silica alteration + sulphide-Au 3.75m @ 1.92 g/t from 213m Strong silica alteration + sulphide-Au Calc-silicate alteration Non-mineralised Garnet-bearing calc-silicate alteration garnet alteration Unaltered Tuff zone Polymictic volcaniclastic

Satellite targets within a 15km radius of Tongon have been Boundiali belt. The permit features a NE striking volcanic/ investigated and seen to be unrelated to Skarn alteration. sedimentary contact along its axis intruded by mafic, and More regionally the Ouobolo granodiorite at Fapoha was felsic intrusions. shown to closely match the generalised composition of gold Skarn related intrusions and is very similar to the The permit features four large gold in soil anomalies Tongon granodiorite, a relatively reduced high-K to calc- prioritised for follow-up work. Infill soil sampling over the alkaline granodiorite. priority 1 anomaly, Bafretou, confirmed the 21km long regional soil anomaly with a significant number of high Further afield across the Nielle permit, the team is working values of up to 4g/t within a high tenor anomaly of over on a review of all historical exploration data. This will lead 50ppb on residual soils close to the contact between to an updated geological interpretation and prospectivity volcanic and sedimentary rocks. Pitting, trenching and analysis for the Nielle permit which will be used to direct reconnaissance aircore drilling over the anomaly returned exploration work going forward. Early stage fieldwork weakly anomalous results from narrow altered zones has started over the Bladonon-Bodonon corridor, which around dioritic dykes within a wide package of relatively is a relatively untested anomalous trend over 15km in homogenous andesites and failed to explain the surface the SW of the permit. The targets of Coucal, Nafoun E, anomaly. Intersections from the drilling include: 15m at Forrest, Calao and Nielle S were all further tested during 0.21g/t from 0m; 6m at 1.08g/t from 15m; 21m at 0.95g/t the year with the Coucal and Calaou being rejected. The from 9m, including 3m at 5.13g/t from 9m; 26m at 0.33g/t remaining targets are still in the resource triangle and will from 21m; 12m at 0.62g/t from 0m; 3m at 1.06g/t from be reprioritised with the completion of the permit scale 12m; and 3m at 2.01g/t, and the target’s priority was prospectivity review. downgraded. However, it remains in our resource triangle and further work is planned including the completion of a Greenfields ground magnetic survey and further interpretation leading The Côte d’Ivoire exploration strategy was reviewed early to a phase of pitting and trenching. in the year and, as a result, we decided to concentrate resources and skills on the most promising parts of a large Meanwhile, the team has been progressing the second groundholding of 4 500km2 across the north of the country. priority target, Gbongogo, in the NW of the permit, which Intensive exploration work over Diaouala during the past features an interesting regional fold axis with a coincident four years failed to find any indication of a large mineralised 3.5km long soil anomaly returning values up to 2.3g/t. system and a decision was taken to drop the permit. Pitting and trenching over the hinge of the fold exposed schistose sediments, which have undergone silica- Mankono permit sericite, moderate carbonate and magnetite alteration The Mankono permit lies 160km to the SW of Tongon and are a higher metamorphic grade than surrounding on the intersection of the Senefou belt (Tongon) and the rocks.

84 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Trench intersections include: BGTR001 – 23m at 1.25g/t, within this mineralised corridor and continue the infill work including 7m at 3.05g/t; and BGTR003 – 103m at 1.30g/t, to test this concept. Additionally, several large untested including 26m at 1.82g/t and 34m at 1.33g/t. Both anomalies remain to be investigated. trenches, however, include a number of sub-parallel quartz vein sets which are mineralised and inevitably Boundiali influencing results. The team is now investigating whether At Boundiali, promising results at the Fonondara target these veins represent a stockwork in the brittle deformed have been received from trenches across an east dipping sediments in the fold hinge. structure which is being interpreted as a thrust. This target was discovered through a reconnaissance drilling Fapoha permit programme two seasons ago where results of 30m at The Fapoha permit is located along the southern strike 1.43g/t and 19m at 0.88g/t were received beneath a large extension of the Senefou belt to the south of the Nielle regional soil anomaly. permit. The permit features a sheared volcanic/sediment contact over the full 40km strike with a number of large Encouraging results from early Fonondara trenching (+15km) gold in soil anomalies along the belt. Work this (16m at 2.87g/t including 9m at 4.92g/t) over these drill year on the southern anomaly adjacent to the Oubolo intersections were followed up by further trenches this Granodiorite, a Tongon type intrusion, has identified a year which have confirmed the strike of the mineralised +4km long anomalous corridor with results from aircore structure over 1.5km with an average grade of 2g/t within drilling including: 39m at 1.54g/t including 12m at 3.86g/t; moderately silicified volcanics. Trench intersections 33m at 0.51g/t; 27m at 0.45g/t; and 12m at 0.53g/t. include: 17.26m at 2.16g/t, including 5.48m at 4.59g/t; Trenching over this corridor for more structural information 14.10m at 1.56g/t, including 1.30m at 3.18g/t; and 16m has returned results of: 25m at 0.43g/t, including 3m at at 2.50g/t including 11m at 3.49g/t. Trench intersections 1.12g/t; and 21m at 1.55g/t, including 8m at 3.50g/t, along do not represent true widths due to the shallow dipping with a number of mineralised samples from pits along the nature of the mineralised structure but the target same trend hosted in sheared volcanics and greywacke represents a significant mineralised structure which may with silica, sericite and carbonate alteration. We believe dilate at depth or along strike and will be the focus of that zones of high grade mineralisation could be located further work in 2015.

BOUNDIALI PERMIT - FANONDARA TARGET

N FSTR007 3.40m @ 2.49g/t Fanondara N Boundiali target permit FSTR008 Potential upside 16m @ 2.50g/t along strike incl 11m @ 3.55g/t

FSTR013 AC LINE 08 7.30m @ 0.24g/t 15m @ 1.05g/t 14m @ 1.00g/t 19m @ 0.90g/t incl 3m @ 3.27g/t FSTR004 16m @ 2.89g/t incl 9m @ 4.50g/t

FSTR012 AC LINE 11 14m @ 1.00g/t and 30m @ 1.43g/t 23m @ 1.28g/t incl 18m @ 2.20g/t 23m @ 0.30g/t 2km 15m @ 0.51g/t

FSTR006 14.10m @ 1.56g/t incl 4m @ 3.12g/t AC LINE 12 8m @ 2g/t 27m @ 1.00g/t FSTR011 36m @ 0.56g/t 13m@ 1.56 g/t 6m @ 1.77g/t 10km incl 6m @ 2.10g/t 250m 2m @ 1.04g/t

Randgold Resources Annual Report 2014 85 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 CÔTE D’IVOIRE EXPLORATION

Tengrela North Tongon mine

Boundiali permit Nielle permit 3.5km of soil anomalies N Exploration in trenching defined Nielle started on new a 1.5km potential Tengrela South targets in SW of mineralised corridor with the permit flat structures and strong Fapoha Nord New drilling Tiorotieri hydrothermal alteration below the Tongon New intersections SZ pit highlighted include: potential upside 16m @ 2.50g/t incl 11m Fapoha with 11.60m @ @ 3.50g/t; 13m @ 1.54g/t Mankono Boundiali Sud 3.11g /t; 7.17m @ incl 4m @ 4.83g/t and Kouassi-Datekro 5.04g/t; 12.90m +5g/t in pits Sirasso @ 3.03g/t Further trenching is ongoing Fapoha permit Trenching and pitting are Mankono permit confirming 3.5km soil anomalies in mineralisation the core of the Gbongogo Agnansue from AC drilling fold with up to 2.3g/t with 21m @ in soil 1.55g/t incl Trenches return 23m @ Bongobo 8m @ 3.50g/t 1.30g/t incl 7m @ 3.05g/t New opportunities in the fold limb and 10m @ Daguikoi being generated 1.07g/t; 103m @ 1.30g/t incl at Fapoha North 26m @ 1.82g/t; 34m @ 1.33g/t through infill soil in the fold axis associated Abidjan Adzope sampling with mineralised quartz- Attobrou tourmaline veins Permits held Magnetic survey is Permits under underway 300km application

Regional Subsequently, ten permit applications were submitted in As part of Randgold’s long term strategy in Côte d’Ivoire, priority areas in the south of the country. we have upgraded our understanding of the geology We have also been granted two new permits through through a programme of regional mapping across the old applications, Tengrela South and Kouassi Detekro country. This resulted in a reinterpretation of the country- North. Currently, Randgold and its Ivorian partners hold scale geological map with notable changes, mainly to the a portfolio of eight permits for 4 500km2 which provides extent of the intrusive bodies and the delineation of new the flexibility to prioritise permits as well as targets within areas of greenstones. the portfolio.

86 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 DEMOCRATIC REPUBLIC OF CONGO FOOTPRINT

Central African Republic N

South Sudan

Democratic Kibali Gold Mine Republic of Congo Uganda

KiloGold JV

100km

The Kibali project is The team also started a trenching and mapping DRC Kibali located over a world-class programme over Durba Hill to test for the extension of gold belt in the Archean of mineralised lodes between Gorumbwa and KCD. NE DRC where Randgold holds ground over 35km strike of the KZ structure, a regional mineralised trend which Anomalous results had been received from one trench has a global inferred resource of over 22Moz and which and one road cutting including 4m at 1.14g/t, including hosts the giant 17Moz KCD deposit with a banked LoM of 2m at 1.35g/t within a foliated, silicified metaconglomerate with boxworks. over 10 years. Brownfields exploration this year focused on the conversion of inferred resources to the indicated category at Gorumbwa and Mofu. Follow-up work on early stage targets at the base of the resource triangle continued as part of a wider initiative along the KZ structure, which is believed to be a major transcrustal discontinuity that has focused deformation and fluid flow along its strike.

KCD The priority of brownfields exploration work moved from KCD to Gorumbwa and other satellite deposits in 2014. Limited work was completed at KCD as the geology teams have been busy with the start of underground operations. A target generation exercise around the development at KCD identified seven targets immediately beneath the base of the $1 000/oz pit. Four holes were drilled into a gap on the 3000 lode where a 250m x 50m by 50m gap in drilling between 5600 and 5720 levels existed. Results failed to highlight significant high grade continuity with the exception of hole DDD598 which intersected 59.15m at 4.07g/t from 103.85m (including 20m at 9.01g/t from 103.85m) compared to the model prediction of 71.19m at 1.53g/t. The hole also intersected 16.05m at 2.35g/t from 223.25m and 10.9m at 3.05g/t and the potential for mineralisation continuing further to the west is being reviewed.

Randgold Resources Annual Report 2014 87 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 KCD UPSIDE POTENTIAL

Historical adits on Durba Hill

8 Durba hill N

3

Ironstone White house 5 Dolerite Chert 2 Dispatch 3003

3000 lode low grade 5105 3005 halo high grade 3004

1 6 7 4

5110 - HG 8 targets defined around the $1 000/oz pit 5000 UG

3 principal lodes, 3000, 5110 - HG 5000 and 9000 3000 UG

9000 UG 400m

Mofu at 4.39g/t for 301 040oz (within a $1 500/oz gold price pit Mofu is located approximately 3km NW of the Mengu shell), of which less than 5 000oz occur as fresh material. Hill deposit and features a mineralised zone at surface The deposit was subsequently added to reserves as a of 12.2m average width at 7.8g/t extending over 300m satellite pit and was being mined by the end of the year. strike. However, strong grades pinch out approximately 50m down plunge. This shallow mineralisation was Gorumbwa further investigated by a combination of 69 close spaced Gorumbwa is an old Belgian mine located approximately exploration and advanced grade control RC holes 800m west of KCD. Mineralisation is hosted in eight (3 062m). The drilling produced a revised geological vertically stacked, NE plunging lenses which are located model and a depleted mineral resource of 213 415 tonnes within a fine grained meta-arenite package overlain by

KIBALI GORUMBWA DEPOSIT

Historical pit $1 000/oz pit shell $1 500/oz pit shell

GRC114 16m @ 4.35g/t GDD098 8m @ 4.95g/t GDD099 29.1m @ 4.92g/t

Historical shaft

GRC114 16m @ 4.35g/t Mining depletion 200m

88 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 KIBALI KZ STRUCTURE HOST TO +20MOZ OF RESOURCES

N Kalimva-Ikamva KZ structure anomalism The feature runs from Kalimva in the north, through Mengu Hill, Pakaka, KCD, Kibali S, Aindi Watsa and onto 50m depth gaps Zambula in the south. Currently, all of the resources and in drilling 6km reserves at Kibali are located along or near to the feature. Analysis of the historical work along the structure shows over half the strike to be untested below 50m. 6km – 3.1oz Mofu Ongoing analysis of the structure has confirmed it to be a complex, multiply reactivated zone of folding and faulting with at least three pre- to syn-mineralisation phases of folding and faulting and at least three post mineralisation deformation events. The lack of continuity of stratigraphic Megi units along the KZ structure, at least as planar features parallel with the foliation measurements, reinforces the S2 observation that tight localised folding is a key part of the structure KZ structure beyond the immediate vicinity of KCD pit.

KCD Exploration at Kibali is concentrated along this structure. In the KCD area a gradient array surface IP survey over Gorumbwa the Agbarabo, Rhino, Kombokolo to Kanga Sud target areas highlighted features in both the chargeability and 7.5km – 18.2Moz resistivity data which are interpreted as being ironstone units and carbonaceous shales respectively. Surface work to test these anomalies is ongoing and has returned weak coarser grained conglomeratic units, and cut by bedding results, such as 4m at 0.68g/t from trench KKTR0002 sub-parallel dolerite dykes. Drilling of 69 diamond holes at Rhino SE and 10m at 1.4g/t in trench KKTR0001 at (15 012m), 47 RC holes (4 467m) and sonar surveys Kombokolo SW in weakly, silica-altered sediments. of underground and historic open pit workings were completed as part of a feasibility study during the year. Aindi Watsa The results contributed to the development of revised At Aindi Watsa, located approximately 6km SSW of geological and mineralisation models and an indicated KCD, mapping, lithosampling, pitting and trenching resource of 2.2Mt at 2.81g/t for 202koz in a $1 000/oz activities defined low order gold mineralisation trending pit. This pit also contains a further 0.45Mt at 2.44g/t for ENE associated with a ridge of hemetitic chert-BIF unit 34koz of inferred resource which is the current focus of that dips moderately to the north. Sixteen trenches further conversion work. The Gorumbwa open pit will excavated over 850m of strike length returned an average require the relocation of 650 households and carries an intersection of 7.9m at 1.51g/t with mineralisation open to appreciable capital cost. The team is also reviewing the the west and down plunge. Lineations and small scale Megi opportunity which currently hosts 4.8Mt at 1.8g/t for fold hinges plunge to the NE, and host high grades of up 283koz of inferred resources within a $1 500/oz open pit to 14.1g/t. This target has now been reprioritised within and which is 6.5km from the plant. Further work will be the KZ structure portfolio. conducted to increase our knowledge of this opportunity and complete a full trade-off between the profitability of Ikamva-Kalimva Gorumbwa and Megi. During the last quarter of the year, work resumed at the Ikamva-Kalimva target which is considered to be one of KZ Structure the more prospective parts of the KZ structure, in a folded The Kibali project is located on a major transcrustal area with strcutural similarities to the KCD area. structure or set of structures, which is strongly anomalous compared to anything else on the project and is our The target features a number of old Belgian workings priority target for greenfields exploration. within an area where NE striking structures disrupt the NW-SE striking ironstone units. Mineralisation is hosted The KZ structure is an anomalous trend, which extends in plunging folds close to the ironstone contact and in over 35km and may represent a deep mantle tapping close proximity to the NE structures. Historical drilling at structure, in many ways comparable to the SMSZ in Kalimva-Ikamva has returned a number of intersections Western Mali. These features are known to propagate from these shoots of mineralisation including: KVDD0001 through the crust and often mark major breaks in the sub – 73.65m at 3.41g/t from 20.4m; KVDD0002 – 26.03m continental lithospheric mantle where giant orebodies are at 2.57g/t from 50m; and IVDD0006 – 31.4m at 2.65g/t more likely to form. from 31.7m. Recent work has focused on an area of

Randgold Resources Annual Report 2014 89 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 YAMBENDA YASUA TARGET MAP

Old Belgian pit YBPT0055 - 0.12g/t QV in felsic intrusives

YBPT0060 - 0.50g/t N

YBPT0064 - 0.12g/t

Litho - Litho - 0.15g/t 0.53g/t

NGPT0097 - YBPT0060 - 0.13g /t 0.29g/t YBPT0029 - 0.19g /t NGPT090 - 0.48g/t Litho - 0.11g /t YBPT0021 - 2.77g/t YBPT0022 - 0.64g/t Litho - 0.12g/t YBPT0023 - 1.72g/t Litho - 0.10g/t YBPT0068 - 2.70g/t YBPT0011 - 0.52g/t and 0.85g/t YBPT0012 - 0.17g/t Litho - YBPT0013 - 1.31g/t 1.71g/t YBPT0014 - 0.56g/t Litho - 0.19g/t

Litho - 0.16g/t YBTR001 - 11.30m @ 1.02g/t YBPT0028 - 0.15g/t incl 4m @ 1.30g/t YBPT0029 - 0.29g/t and 4m @ 1.50g/t YBPT0030- 0.23g/t within a 76.1m wide anomalous zone

YBPT0039 - 0.21g/t YBPT0033 - 0.24g/t YBPT0040 - 0.53g/t YBPT0034 - 0.13g/t YBPT0042 - 0.22g/t YBPT0035 - 0.38g/t 1km YBPT0043 - 0.14g/t YBPT0036 - 0.12g/t

800m x 300m which features prospective geology of NGAYU BELT BIF, banded chert, metaconglomerate, metasandstone, metasiltstone and carbonaceous shale with results from Preliminary target areas pits of between 0.6g/t and 3.9 g/t with lithosamples grading up to 4.3g/t and trenching is in progress to N evaluate this mineralisation.

Isiro (Kilo Goldmines JV) Randgold has entered into a JV with a subsidiary of Kilo Goldmines Limited (Kilo Goldmines) in the DRC. This provides Randgold with access to 1 920km2 of prospective Archaen age geology over the Northern Ngayu and Isiro greenstone belts in NE DRC (Kilo Goldmines JV). Work on both belts continued through the year. 10km

Ngayu belt is haematite rich in the ESE and more magnetite rich in Work this season has progressed the Yambeda/Yasua, the WNW possibly reflecting the lateral facies changed Bonzuzu and Mbese targets, with results from Yambenda in the environment or possible demagnetisation along confirming the regional soil results, revealing a 9.6km the structure. Litho sampling has returned values up to WNW trending 50ppb anomaly including seven pods of 1.71g/t in the BIF. +100ppb measuring up to 750m x 300m in strike. The anomaly sits in residual soils overlying a WNW trending The results from an infill pitting programme over the target ridge of banded iron formation. The banded iron formation have identified a wide anomalous corridor beneath the

90 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 strongest soil anomalies. The width of anomalism varies identified in the southern part of the belt which features between 65m and 120m with saprolite values reaching wide sequences of thrusted BIFS in a regional scale, open 2.77g/t. The anomalous corridor coincides with the fold. topographic ridge and structural readings have produced an interpretation of a parallel antiform-synform pair with Follow up mapping and sampling over the targets has hinges plunging gently to the ESE. not returned any significant results this year and our work indicates that parts of the belt are of a relatively high, low Trench YBTR001 excavated within the anomalous to mid amphibolite metamorphic grade. Further work is corridor intercepted 11.30m at 1.02g/t from 28m planned over the targets, as well as a review of the more (including 4m at1.30g/t and 4m at 1.50g/t) within a 76.1m linear western extension of the belt. wide anomalous zone. ISIRO BELT Further pitting and trenching are planned to confirm the fold model and the continuity of the anomalous zone N while also extending its strike. The team is working on Preliminary target areas the identification of controls on the higher grades within the anomalous corridor to identify targets for follow up work in 2015.

Isiro belt A regional soil sampling and mapping programme has been completed over the southern part of the Isiro belt.

The soil results generally reported a low background 10km value over the permit with only five +70ppb anomalies

The ongoing turmoil in the gold CONGO CRATON Generative mining industry continues to Adumbi N Mara work generate potential opportunities 1.67Moz 4.97Moz NGAYU BELT and the generative team is continuously reviewing these projects. Kibali Geita N 22.4Moz 10.67Moz

Randgold’s focus remains on the identification of new world class gold districts within Africa, specifically around the West African and Congo/Tanzanian Cratons with the potential to meet our investment criteria of a 20% return at a $1 000/oz gold price with a minimum deposit size of 3Moz. Our four principal target areas are the Mako Belt in eastern Senegal, the SMSZ in western Mali, Côte d’Ivoire and NE DRC, with further research being conducted Mongbwalu 2.93Moz across Cameroon, South Sudan and Tanzania. Zani Kodo As can be seen from this section of the report, Randgold 2.97Moz continues to maintain its focus on organic growth through the discovery and development of world-class Buzwagi orebodies, and has a pipeline of high quality projects and 3.43Moz exploration targets. Notwithstanding this core strategy, Makapela given the increased balance sheet stress across the 1.16Moz Golden Pride industry and our view that the industry needs to reinvent 1.36Moz itself, the company’s routine review of corporate and 100km asset acquisition and merger opportunities is receiving Twangiza Bulyanhulu 6.3Moz 15.63Moz additional attention.

Randgold Resources Annual Report 2014 91 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Resources and reserves

92 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Resources and reserves 29fb55e7-d3fa-4122-a799-cab70edd9422 - WorldReginfo Annual resource and Annual resource declaration reserve Schedule of mineral rights 94 95 Annual resource and reserve declaration at 31 December 2014

Attributable Tonnes (Mt) Grade (g/t) Gold (Moz) gold (Moz) Mine/project Category 2014 2013 2014 2013 2014 2013 2014 2013 MINERAL RESOURCES Kibali 45% 45% Measured 8.1 5.9 1.9 2.3 0.5 0.4 0.2 0.2 Indicated 130 149 3.8 3.5 16 17 7.2 7.5 Sub total Measured and indicated 139 154 3.7 3.5 16 17 7.4 7.7 Inferred 53 60 2.6 2.7 4.4 5.2 2.0 2.3 Loulo 80% 80% Measured 15 11 3.8 3.8 1.9 1.4 1.5 1.1 Indicated 36 40 4.5 4.9 5.2 6.3 4.2 5.0 Sub total Measured and indicated 52 52 4.3 4.6 7.1 7.7 5.7 6.2 Inferred 20 18 3.2 3.5 2.1 2.0 1.7 1.6 Gounkoto 80% 80% Measured 5.5 4.9 3.6 4.1 0.6 0.6 0.5 0.5 Indicated 22 23 4.4 4.4 3.2 3.3 2.5 2.7 Sub total Measured and indicated 28 28 4.3 4.4 3.8 4.0 3.0 3.2 Inferred 7.5 3.5 3.2 3.7 0.8 0.4 0.6 0.3 Morila 40% 40% Measured 0.02 0.6 4.0 1.1 0.003 0.02 0.001 0.01 Indicated 14 16 0.6 0.7 0.3 0.3 0.1 0.14 Sub total Measured and indicated 14 16 0.6 0.7 0.3 0.4 0.1 0.1 Inferred 11 12 0.6 0.6 0.2 0.2 0.1 0.1 Tongon 89% 89% Measured 6.8 9.0 2.3 2.2 0.5 0.6 0.5 0.6 Indicated 27 24 2.6 2.5 2.2 1.9 2.0 1.7 Sub total Measured and indicated 34 33 2.5 2.4 2.7 2.5 2.4 2.2 Inferred 12 12 2.7 2.7 1.0 1.1 0.9 0.9 Massawa 83% 83% Measured 0.2 0.2 5.1 5.1 0.03 0.03 0.03 0.03 Indicated 35 35 2.6 2.6 2.9 2.9 2.4 2.4 Sub total Measured and indicated 35 35 2.6 2.6 3.0 3.0 2.5 2.5 Inferred 24 24 2.1 2.1 1.7 1.7 1.4 1.4 TOTAL RESOURCES Measured and indicated 301 318 3.4 3.4 33 35 21 22 Inferred 128 130 2.5 2.5 10 11 6.6 6.7 ORE RESERVES Kibali 45% 45% Proven 5.4 5.5 1.8 2.3 0.3 0.4 0.1 0.2 Probable 78 84 4.3 4.1 11 11 4.8 5.0 Sub total Proven and probable 83 89 4.1 4.0 11 12 4.9 5.2 Loulo 80% 80% Proven 2.2 2.2 1.8 1.9 0.1 0.1 0.1 0.1 Probable 31 31 4.8 5.1 4.7 5.1 3.8 4.1 Sub total Proven and probable 33 34 4.6 4.9 4.9 5.3 3.9 4.2 Gounkoto 80% 80% Proven 4.4 1.9 3.8 2.5 0.5 0.1 0.4 0.1 Probable 18 15 4.6 4.5 2.6 2.1 2.1 1.7 Sub total Proven and probable 22 17 4.4 4.3 3.2 2.3 2.5 1.8 Morila 40% 40% Proven 0.02 - 4.0 - 0.003 - 0.001 - Probable 13 14 0.7 0.7 0.3 0.3 0.1 0.1 Sub total Proven and probable 13 14 0.7 0.7 0.3 0.3 0.1 0.1 Tongon 89% 89% Proven 7.1 3.3 2.2 1.4 0.5 0.2 0.4 0.1 Probable 23 28 2.4 2.3 1.7 2.1 1.5 1.8 Sub total Proven and probable 30 31 2.3 2.2 2.2 2.2 2.0 2.0 Massawa 83% 83% Probable 21 21 3.1 3.1 2.0 2.0 1.7 1.7 Sub total Proven and probable 21 21 3.1 3.1 2.0 2.0 1.7 1.7 TOTAL RESERVES Proven and probable 201 205 3.6 3.6 24 24 15 15 See facing page for notes to the annual resources and reserves declaration.

94 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Schedule of mineral rights at 31 December 2014

Country Type1 Area (km2) Area (miles2) Equity (%) MALI Loulo EP 263 101 80 Gounkoto EP 100 35 80 Morila2 EP 200 77 40 Bena West EEP 22 8 90 Bakolobi2 EEP 120 46 51 Djelimangara2 EEP 55 21 51 Djelimangara West2 EEP 48 19 51 Kanda EEP 75 29 51 Kata EEP 64 25 51 Keniebandi EEP 65 25 51 Sebesounkoto EEP 29 11 51 Sebesounkoto Sud EEP 28 11 51 Djidian EEP 325 125 90 CÔTE D'IVOIRE Nielle EP 751 290 89 Boundiali EEP 1 320 510 81 Dabakala EEP 191 74 81 Mankono EEP 704 272 81 Tiorotieri EEP 86 33 89 Kouassi Datekro N EEP 350 135 89 Kouassi Datekro C EEP 396 153 89 Kouassi Datekro S EEP 400 154 89 Fapoha North EEP 387 149 81 Fapoha South EEP 398 154 81 Tengrela South EEP 400 154 81 SENEGAL Kanoumba EEP 621 240 90 Miko EEP 61 24 90 Dalema EEP 401 155 90 Tomboronkoto EEP 225 87 90 Bambadji2 EEP 236 91 51 DEMOCRATIC REPUBLIC OF CONGO Kibali2 11447 EP 227 88 45 11467 EP 249 96 45 11468 EP 46 18 45 11469 EP 92 36 45 11470 EP 31 12 45 11471 EP 113 44 45 11472 EP 85 33 45 5052 EP 302 117 45 5073 EP 399 154 45 5088 EP 292 113 45 Kilo2 2226 EEP 137 53 51 2227 EEP 137 53 51 2229 EEP 126 49 51 2230 EEP 154 59 51 2231 EEP 196 76 51 2285 EEP 196 76 51 2286 EEP 184 71 51 2287 EEP 182 70 51 2288 EEP 172 67 51 2289 EEP 194 75 51 2290 EEP 189 73 51 2291 EEP 190 73 51 TOTAL AREA 12 213 4 713 1 EP Exploration permit EEP Exclusive exploration permit 2 Subject to a joint venture agreement (see pages 75, 77, 81, 87 and 90 of this annual report for further details). NOTES TO THE ANNUAL RESOURCE AND RESERVE DECLARATION Randgold reports its mineral resources and ore reserves in accordance with the JORC 2012 code. As such numbers are reported to the second significant digit. They are equivalent to National Instrument 43-101. Mineral resources are reported at a cut-off grade based on a gold price of $1 500/oz. The reporting of ore reserves is also in accordance with Industry Guide 7. Pit optimisations are carried out at a gold price of $1 000/oz, except for Morila which is reported at $1 300/oz. Ore reserves are reported at a cut-off grade based on $1 000/oz gold price within the pit designs. Underground reserves are also based on a gold price of $1 000/oz. Dilution and ore loss are incorporated into the calculation of reserves. Cautionary note to US investors: The United States Securities and Exchange Commission (the SEC) permits mining companies, in their filings with the SEC, to disclose only proven and probable ore reserves. Randgold uses certain terms in this annual report such as ‘resources’, that the SEC does not recognise and strictly prohibits the company from including in its filings with the SEC. Investors are cautioned not to assume that all or any parts of the company’s resources will ever be converted into reserves which qualify as ‘proven and probable reserves’ for the purposes of the SEC’s Industry Guide number 7. See glossary of terms on website at www.randgoldresources.com.

Randgold Resources Annual Report 2014 95 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Sustainability report

96 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Sustainability report 29fb55e7-d3fa-4122-a799-cab70edd9422 - WorldReginfo A developing business

99 Foreward 100 Our host countries 101 2014 at a glance 102 External recognition for our sustainability work in 2014 102 2014 sustainability performance summary 104 Sustainability governance Management of sustainability Corporate governance Anti-corruption measures Stakeholder engagement Materiality assessment Scope and boundary of this report 108 Economic development Our policies and performance Economic value statement Revving up local economic engines Knowledge transfer Closing mines, opening the future 115 Prepared for crises: 134 Managing health risks Managing the Ebola risk Access to healthcare 116 Community development Net benefits in our fight against malaria Our policy and performance Helping prevent and live with HIV/AIDS Community development activity in 2014 Occupational health Providing alternative livelihoods for artisanal 138 Environmental management miners Our policies and performances Hearing and resolving grievances Energy use and greenhouse gas emissions Peaceful and progressive resettlements Water management Respecting human rights Water monitoring Finance for development Waste and cyanide management Meeting the development challenge together Protecting biodiversity 128 Protecting and empowering our Dust management workforce 146 Looking ahead: Our materiality Our workforce assessment in 2014 Safety as a top concern Our process Training Our emerging findings Industrial relations Priority issues

98 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 “When an issue needs resolving we seek to ask ‘why and how’, rather than simply saying ‘yes or no’.”

In 1995 we set out to build an African gold mining Côte d’Ivoire, improving pass rates in schools around company, run by Africans, focused on African assets and our Mali mines or building one of Africa’s largest gold which delivered value to all stakeholders. Two decades mines in the north eastern DRC. on, we can reflect with some pride on a company which produced over a million ounces of gold last year, has The final pillar of our approach to outperformed the industry benchmark over the short and Leaving a sustainability is to define it in its long term and which has contributed more than $2 billion legacy most literal sense: as the ability to in taxes, royalties and dividends to its host governments. continue. We know that our mines In the process, Randgold has created over 20 000 jobs have a limited lifespan but we want to ensure that the for citizens of those nations and now boasts a workforce benefits of mining this national resource are felt by our of which over 90% were host country nationals in 2014. host communities for generations to come. That’s why our projects are not just homes for mining but also for Our commitment to sustainability has been central to fish farms, mango plantations and other agribusiness this success; but what does sustainability mean? At enterprises that will create a legacy of economic Randgold our definition has three pillars: shared benefits, opportunity for future generations. dialogue and durability. This sustainability report aims to explain in more detail how these sustainability policies and commitments have The first pillar of been put into practice throughout 2014. Delivering genuine our sustainability shared value mindset is our The journey hasn’t ended. A colleague from another commitment to mining company once asked whether we planned creating benefits for all stakeholders. We form genuine, to reduce our level of investment in these areas and I robust partnerships with our countries of operation that said, “I’ve bad news for you. We really do believe in it.” since 1995 have evolved through coups d’état, wars and Sustainability is part of our mindset. It has helped shape 2014’s outbreak of Ebola – which we discuss in this report. every decision Randgold has made in the last 20 years, Delivering value to all also means managing a safe and and will continue to do so in the decades to come. rewarding workplace for our employees and improving the quality of life for the local communities that host us.

We aim for our gold mines to have a catalytic effect on the development of the local communities around our mines – fast-tracking improvements in areas such as economic development, local healthcare and education. Mark Bristow Delivering value for all would not be possible without careful Chief executive stewardship of the environment and, over the last two decades, we have shown that it is in our core commercial interests to constantly improve energy efficiency, water recycling rates and to protect biodiversity. That is why some of our key achievements of 2014 have included the creation of a new hydropower plant in the Democratic Republic of Congo (DRC) and the achievement of a 19% improvement in our energy efficiency across the group.

The second pillar of Open and robust sustainability for partnerships Randgold is our commitment to open and transparent discussion with our stakeholders whether they are traditional chiefs, fund managers, trade unions or government ministries.

As explained in the stakeholder engagement section of this report, we engage regularly with all parties, and when an issue needs resolving we seek to ask ‘why and how’, rather than saying ‘yes or no’. That leads to a genuine partnership, whether the matter under discussion is creating a microfinance facility in

Randgold Resources Annual Report 2014 99 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Mali Senegal Our host countries1 AFRICA

Côte Mali d’Ivoire DRC Mali is the eighth largest country in Africa, with a population of just over 16 million. Randgold has three mines in Mali – Morila, Loulo and Gounkoto. Despite a thriving Mines and entrepreneurial culture, over half the Loulo population of Mali live below $1.25/day. The country has also had to overcome

Gounkoto recent challenges such as the political Morila coup d’état in 2013 and the outbreak of Ebola in 2014. It was declared Ebola-free in January 2015.

Development indicators from the UN: Population: 16.46 million Life expectancy at birth: 55.03 Côte d’Ivoire Gross National Income/head: $1 499 Randgold has one project in Côte d’Ivoire, Adult literacy rate: 33.4% our Tongon mine, which is located around 50km south of the border with Mali. Côte Mean years of schooling: 1.99 d’Ivoire is enjoying a peaceful period of Expenditure on education (GDP): 4.73% Mine growth after experiencing civil wars earlier Expenditure on health (GDP): 6.81% in this century and has the largest gross Proportion of population living below $1.25/day: Tongon national income per head of our four 50.43% countries of operation. Like all countries in the region, however, it still faces difficult  Human Development Indicators ranking by UNDP: development challenges such as a life 176/187 expectancy of only 50 years.

Development indicators from the UN: Population: 20.32 million Life expectancy at birth: 50.72 Democratic Republic of Congo Gross National Income/head: $2 774 (DRC) Adult literacy rate: 56.9% Mean years of schooling: 4.26 The DRC is Randgold’s newest country Expenditure on education (GDP): 4.6% of operation and the one with the most Expenditure on health (GDP): 6.78% development challenges, according to the UN Development Programme (UNDP) Proportion of population living below $1.25/day: Mine which ranks it 186 out of 187 countries. 23.75% Now emerging from many years of civil Human Development Indicators ranking by UNDP:

Kibali war, the country is enormous and has 171/187 great economic potential. For example, it is notable that the DRC has the highest adult literacy rate of all our countries of Senegal operation. Its development challenges include its low ranking in the World Bank’s Randgold does not have any operational ‘Ease of Doing Business’ survey and mines in Senegal but has its Massawa the assessment that over 87% of the project located there, which is at the population lives on less than $1.25/ day. feasibility phase. The Republic of Project Senegal is a country with a rich history of trading and commerce and scores Development indicators from the UN: Massawa the highest ranking of our countries of Population: 67.51 million operation in the UN’s human development Life expectancy at birth: 49.96 ranking. However, it also faces notable Gross National Income/head: $444 development challenges. Adult literacy rate: 61.2% Development indicators from the UN: Mean years of schooling: 3.07 Population: 14.13 million Expenditure on education: 2.51% Life expectancy at birth: 63.45 Expenditure on health (GDP): 8.55% Gross National Income/head: $2 169 Proportion of population living below $1.25/day: Adult literacy rate: 49.7% 87.72% Mean years of schooling: 4.45 Human Development Indicators ranking by UNDP: Expenditure on education (GDP): 5.63% 186/187 Expenditure on health (GDP): 5.98% Proportion of population living below $1.25/day:

29.61% 1 All sustainable development indicators taken from UNDP Human Development Report 2013. Human Development Indicators ranking by UNDP: Data source: www.doingbusiness.org/rankings 163/187

100 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 2014 at a glance

91% 18% +$288 million of the 11 800 strong reduction in group spent on procurement workforce were host LTIFR; 3rd successive from host country country nationals year of improvement suppliers

4 $985 million +800 mines certified to total economic value local companies ISO 14001 & OHSAS created in 2014 supported through 18001 standards procurement, microfinance & mentoring

4% 75% 24% improvement in energy of all process water reduction in number efficiency recycled of malaria cases. Incidence rate below 50% for first time

20 Catholic Helping fight schools built in DRC. Church Ebola Average 50 pupils per completed in resettled by steering an expert class community of Kokiza in committee (established vs national average DRC by Randgold), of 75 providing training for government staff & the wider community and launching awareness- 64% 1 147 414oz raising film

increase in community of production with Lost development spend - Time Injuries at lowest supporting maternity levels in 5 years facilities, schools and agribusiness

Randgold Resources Annual Report 2014 101 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 External recognition for our sustainability work in 2014

Our Tongon mine was awarded the Prix D’Excellence by the President of Côte d’Ivoire for, among others, its contributions to community health, education and job creation.

Randgold was included in the internationally-respected FTSE4Good Index acknowledging our performance against globally recognised sustainability standards.

Our 2013 sustainability report was commended at the prestigious UK Institute of Chartered Secretaries and Administrators’ Annual Report Awards.

Randgold was awarded DRC’s Corporate Social Responsibility trophy of excellence.

CEO Mark Bristow was awarded the honorary title of ‘Knight of the National Order of Mali’ (Chevalier de l’Ordre National du Mali) for his role in the development of the Malian mining industry.

2014 SUSTAINABILITY PERFORMANCE SUMMARY

Focus Key performance indicators 2012 2013 2014 Trend Targets

Gold sales $1 318m1 $1 267m1 $1 435m1 Our production target for 2015 is 1.20Moz – 1.26Moz

Our target is for 80% of locally available items to be Economic development Payments to suppliers in countries of operation $537m1 $480m1 $288m1 (see page 108) procured by mines

1 Our target is to increase economic value distributed in line Total economic value distributed $790m $910m $985m with production

1 Our target is to increase health, education and economic Total spend by community development committees $0.83m $1.62m $2.65m development outcomes for communities Our target is to maintain the number of nationals in our Percentage of host country nationals in workforce 92% 86% 91% workforce above 80% Our target is to resolve 100% of grievances registered Community Proportion of grievances resolved by 31 December 94% 99% 99% (see page 116) through our grievance mechanism Our target is to reduce malaria incidence across the group Malaria Incidence rate 62.0% 52.7% 49.9% by 25% each year Our target is to raise awareness of HIV across the group, Amount of Voluntary Counselling and Testing (VCTs) for HIV 2 298 2 908 3 207 measured as number of VCTs

Lost Time Injury Frequency Rate (LTIFR) at operational mines 1.5 0.57 0.47 Our target is to reduce the LTIFR by 10% year on year

Number of workplace fatalities 1 1 1 Our target is for zero fatalities Human capital (see page 128) Our target is to have all fully operational mines to be OHSAS Number of mines certified to OHSAS 18001 standards 2 4 4 compliant Our target is to maximise the number of host country Number of internationals replaced by trained nationals - 45 59 nationals in senior roles 0 - Class 1 0 - Class 1 1 - Class 1 Number of class 1 (major) or 2 (medium) environmental incidents Our target is for zero class 1 and 2 environmental incidents 10 - Class 2 13 - Class 2 20 - Class 2 42.6 CO - 50.47 CO - 42.43 CO - Our target is to reduce GHG emissions to 23.45 tonnes Emission intensity 2 2 2 e/kt milled e/kt milled e/kt milled CO2-e/kt milled by 2015 Total water recycled 69% 85% 75% Our target is for 85% of water to be reused each year

Number of water discharge quality tests that do not conform with national or Our target is for zero non-compliance with relevant national Environment - - 1 (see page 138) IFC standards and IFC standards

Number of environmental or health incidents related to cyanide Our target is for zero environmental or health incidents - - 1 related to cyanide Our target is to have all fully operational mines certified to ISO 14001 certification 4 4 4 the ISO 14001 standard

Develop site specific Biodiversity Action Plans (BAPs) for all our operations 2 4 5 Our target is to introduce BAPs at all fully operational mines

102 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 2014 SUSTAINABILITY PERFORMANCE SUMMARY

Focus Key performance indicators 2012 2013 2014 Trend Targets

Gold sales $1 318m1 $1 267m1 $1 435m1 Our production target for 2015 is 1.20Moz – 1.26Moz

Our target is for 80% of locally available items to be Economic development Payments to suppliers in countries of operation $537m1 $480m1 $288m1 (see page 108) procured by mines

1 Our target is to increase economic value distributed in line Total economic value distributed $790m $910m $985m with production

1 Our target is to increase health, education and economic Total spend by community development committees $0.83m $1.62m $2.65m development outcomes for communities Our target is to maintain the number of nationals in our Percentage of host country nationals in workforce 92% 86% 91% workforce above 80% Our target is to resolve 100% of grievances registered Community Proportion of grievances resolved by 31 December 94% 99% 99% (see page 116) through our grievance mechanism Our target is to reduce malaria incidence across the group Malaria Incidence rate 62.0% 52.7% 49.9% by 25% each year Our target is to raise awareness of HIV across the group, Amount of Voluntary Counselling and Testing (VCTs) for HIV 2 298 2 908 3 207 measured as number of VCTs

Lost Time Injury Frequency Rate (LTIFR) at operational mines 1.5 0.57 0.47 Our target is to reduce the LTIFR by 10% year on year

Number of workplace fatalities 1 1 1 Our target is for zero fatalities Human capital (see page 128) Our target is to have all fully operational mines to be OHSAS Number of mines certified to OHSAS 18001 standards 2 4 4 compliant Our target is to maximise the number of host country Number of internationals replaced by trained nationals - 45 59 nationals in senior roles 0 - Class 1 0 - Class 1 1 - Class 1 Number of class 1 (major) or 2 (medium) environmental incidents Our target is for zero class 1 and 2 environmental incidents 10 - Class 2 13 - Class 2 20 - Class 2 42.6 CO - 50.47 CO - 42.43 CO - Our target is to reduce GHG emissions to 23.45 tonnes Emission intensity 2 2 2 e/kt milled e/kt milled e/kt milled CO2-e/kt milled by 2015 Total water recycled 69% 85% 75% Our target is for 85% of water to be reused each year

Number of water discharge quality tests that do not conform with national or Our target is for zero non-compliance with relevant national Environment - - 1 (see page 138) IFC standards and IFC standards

Number of environmental or health incidents related to cyanide Our target is for zero environmental or health incidents - - 1 related to cyanide Our target is to have all fully operational mines certified to ISO 14001 certification 4 4 4 the ISO 14001 standard

Develop site specific Biodiversity Action Plans (BAPs) for all our operations 2 4 5 Our target is to introduce BAPs at all fully operational mines 1 On a group consolidated basis.

Randgold Resources Annual Report 2014 103 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Sustainability governance

“Risk management is at the root of our ability to deliver good financial returns over the long term.”

This section explains how sustainability is managed within the company. This includes the policies and procedures we have in place to ensure we engage effectively with our stakeholders and for identifying and reporting on sustainability risks and opportunities.

Sustainability governance flows from Management of the top down at Randgold, with our sustainability board holding ultimate responsibility for all our efforts in this area. The board is supported by the environmental and social (E&S) oversight committee, which meets quarterly and is chaired by our CEO. Although ultimate responsibility for our sustainability work rests at the top, we avoid a hierarchical structure by also enabling a bottom-up approach. That is why, for example, our CEO attends regular mass meetings with employees, community leaders and other local representatives or why community grievances may be discussed at the board meeting.

Day to day executive responsibility for implementing our sustainability policies and for achieving the sustainability targets and KPIs outlined in this report rests with the group environmental, community and safety managers. They report directly to the chief operating officers (sitting above the general managers), providing an important layer of independent sustainability oversight. In 2014, the corporate and sustainability reporting function was contracted to an independent, external consultant, reporting directly to the E&S committee and the board of the company.

The key role of this governance structure is to ensure we identify all sustainability issues and opportunities at an early stage, and have in place the right people and policies to deal with them. This risk-based approach is at the root of our ability to deliver value.

104 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 A key part of our management approach is to ensure bonuses will also be contingent on recording zero class that sustainability is considered at all stages of a mine one environmental incidents from 2015. We also build project. For example, even at the earliest stage of a succession planning in every executive management mine project (the exploration phase), Randgold will put position, including our CEO, to ensure that our a formal grievance mechanism for the local community sustainability work is built into the DNA of our company. into operation. During the feasibility phase of a project we conduct detailed Environmental and Social Impact As part of our tendering procedure we also encourage Assessments (ESIAs) to understand what sustainability all contractors and service providers to implement our risks exist; and when a mine begins production (the human rights, environmental and social standards, anti- operational phase) we put in place detailed management corruption and anti-bribery policies in their organisations. structures, targets and performance assessments, including an environmental management system, to As detailed throughout this sustainability report, Randgold ensure these risks are controlled. From day one of has a comprehensive set of policies and practices in place operation, each mine is therefore focused on ensuring to deal with all our sustainability challenges. We rely on that it does not create any long term environmental our people to effectively implement these policies, which liabilities and that it puts in place a viable strategy for post- have evolved through years of experience and are crafted closure economic growth. to comply with host country legislation. This means that we tend not to officially adopt or endorse specific Each year, this sustainability report focuses on international charters or sustainability initiatives, even documenting our sustainability performance in an though we often agree with them and work to support open and transparent way, and reports against the them. GRI G4 guidelines to ensure we comply with international best practice. In 2014 we were delighted to be highly Examples of international standards or initiatives that commended by the respected UK Institute of Chartered fall into this description include the IFC Performance Secretaries and Administrators at their Excellence in Standards, World Bank Operational Guidelines, OECD Governance Awards. Convention on Combating Bribery and the Voluntary Principles on Security and Human Rights. Throughout Randgold operates in this sustainability report we refer to international best accordance with the highest Corporate practice standards such as these and where they have standards of corporate governance helped shape our own policies. governance. The company complies with the requirements of the UK Corporate Our stance on bribery and Governance Code published in September 2012, is listed corruption is a very clear on both the London Main market and the NASDAQ stock Anti-corruption one – we have zero exchanges, and is incorporated in Jersey. We file our measures tolerance for corruption annual report Form 20-F with the US Securities and and will not offer, pay or accept bribes. The group’s Code Exchange Commission, complying with the appropriate of Conduct requires all our personnel, and the personnel legislation including the Dodd-Frank Wall Street Reform and Consumer Protection Act. of our contractors, suppliers and partners not to engage in any form of bribery or corruption. Randgold undertakes Our overarching Code of Conduct (available on our due diligence on all parties it does business with and website www.randgoldresources.com) helps ensure ensures stringent anti-bribery and corruption clauses are our values are applied throughout the company and included in its contracts. Our personnel are also trained defines the standards of behaviour expected of all in anti-bribery and corruption measures to ensure the directors, employees and contractors. It sets out group’s Code of Conduct is fully adhered to. our standard on a range of issues including bribery, whistle blowing, record-keeping, fraud, interactions The group operates a whistle blowing policy where all our with governments and sustainable development. personnel and the personnel of our suppliers, contractors Contravention of this code would lead to disciplinary and partners are encouraged to report any breach or action and the potential termination of employment. The suspected breach of the group’s anti-corruption and anti- importance of complying with our Code of Conduct is bribery policies to the group’s compliance officer. Our explained to all new employees as a central part of their anti-bribery and anti-corruption policies and practices induction training. are regularly audited to assess the adequacy of and compliance with our Code of Conduct. Where appropriate, we include achievement of sustainability targets as a component of bonus-based We believe in full transparency in our dealings with remuneration packages. For example, part of both our governments and we fully encourage our host CEO’s and CFO’s annual bonus payments are dependent governments’ efforts to establish procedures to ensure on achieving a Lost Time Injury Frequency Rate of revenue transparency in accordance with international below 0.5 for the maximum payment and part of both standards.

Randgold Resources Annual Report 2014 105 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Ongoing, unrestricted, two- Stakeholder way discussion with our stakeholders is at the heart of engagement our approach to sustainability. It allows us to understand their needs and therefore to build the deep partnerships that enable us to succeed. Our stakeholder engagement programme aims to facilitate these discussions.

Our engagement programme categorises our stakeholders into eight specific groups: shareholders, employees, local communities, governments, relevant NGOs, trade unions, suppliers/contractors and the media. It ensures we communicate with all eight groups regularly throughout the year. Some of the elements included in this are: Quarterly results presentations to local authorities, and an annual presentation of results and performance to local communities; Community leaders attend a feedback session on our Monthly updates with local chiefs and community sustainability report at Kibali, DRC in 2014. committees; The attendance of trade union representatives at In 2013, Randgold conducted mine-level board meetings and strategic planning Materiality a materiality assessment, sessions; assessment surveying both internal and Community grievance mechanisms in place at all external stakeholders to ask sites; what they perceived our most critical sustainability risks Annual materiality assessment; to be. The assessment was instigated in line with Mass meetings with our CEO which are open to guidance set out by the GRI G4 guidelines and helped shape this report to be In Accordance - Core with the GRI all mine employees, community leaders and other G4 standard. representatives. This exercise helped us to compare what both internal This year our programme also included formal public management and external stakeholders perceive to be meetings with community leaders and local authorities our most pressing sustainability issues. This was useful to receive feedback on last year’s sustainability report as it showed that while issues such as safety, community (pictured). Comments were mostly positive although engagement and cyanide management all featured in the negative comments were also useful and fully responded top five priorities for both parties, there were differences to. There were also a total of three public participation too. For example, the issue of water pollution appeared programmes (PPPs) this year linked to ESIAs around as the third highest priority among external stakeholders, proposed new pits and hydropower stations at Kibali, but was listed ninth by internal stakeholders. This gives DRC and the underground development at Gounkoto, our executive management a useful tool to help ensure Mali. we are better aligned with all our stakeholders’ needs.

106 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 At the conclusion of the process we were able to The scope and measurement methods have not changed produce the Material Issue Matrix below, showing which if compared to Randgold’s previous sustainability report sustainability issues were assessed to be of highest published in March 2014. priority by all stakeholders combined. The data used to populate this document is collated on For the purposes of this report we have set thresholds a monthly basis and reviewed by management. Data to determine the top material issues, of which 19 were for previous years is provided in certain instances for identified. It is our performance against these issues in comparative purposes. A selection of the sustainability 2014 that form the bulk of the content for this sustainability information has been assured by an independent report. assurance provider, Environmental and Sustainability Please note that we also comment in this report on some Solutions (ESS). The complete assurance statement issues that fell outside these top 19 priorities but which as well as the GRI Content Index in accordance with we nonetheless consider important to report on. the G4 Guidelines are attached as appendices to the standalone sustainability report on our website We refer to this materiality assessment in the introduction www.randgoldresources.com. to each chapter of this report to show how our policy implementation in 2014 has managed the priority risks it In terms of our value chain, all our gold (100%) is sold highlighted. to the South African based refinery, Rand Refinery (Pty) Limited (Rand Refinery), which has an internationally The aim of this respected reputation for integrity and ethics. Rand Scope and boundary report is to Refinery is able to certify that its entire chain of custody represent a is responsible and ‘conflict free’ and this certification is of this report balanced and independently audited. Rand Refinery is also a member reasonable view of our company’s sustainability of the World Gold Council and the Responsible Jewellery performance, covering all material aspects. The data on environmental, safety and economic impacts presented Council. Randgold does not buy any minerals from covers all six of our operational and development sites artisanal miners. situated in Mali, Côte d’Ivoire, Democratic Republic of Congo and Senegal. With the exception of GHG We welcome feedback on this sustainability report and emissions, it excludes our offices and guesthouses. the activities described within.

RESULTS OF 2013 MATERIALITY ASSESSMENT

55 Critical

44 Safety

Community engagement

Community development and investment Water pollution

3 Local economic development Cyanide management

Importance stakeholders >> to Waste management Local and national employment HIV/AIDS Malaria 3 Indigenous populations Occupational health Staff training and skills transfer High Air pollution Community grievance resolution Security forces Local procurement Closure Water 2 planning use Environmental incidents Fair wages Legal compliance Corporate governance Bribery and corruption Artisanal R & C Freedom of association mining Revenue transparency Land disturbance Human rights Energy use and efficiency Gender equality Product responsibility 2 Climate change and adaptation Supplier human rights Material use/efficiency Ecology Financial assistance 1 Supplier labour practices Strike action

Medium Very minor Minor Moderate Severe Very severe 10 Current potential impact on the business >>

Randgold Resources Annual Report 2014 107 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422

0 1 2 3 4 5 6 Economic development

$985 million total economic value distributed in 2014, up 8% $212 million revenue created for host states $288 million spent on host country suppliers 809 local companies supported through procurement practices, microfinance or community business mentoring

“We help to turn remote corners of some of the world’s poorest countries into robust economic dynamos.”

Local economic development Local and national employment Staff training and skills development Local procurement and partner development Legal compliance Revenue transparency Importance stakeholders >> to Current potential impact on the business >>

Our materiality assessment highlighted several ‘economic development’ issues to be managed including the need to create jobs and value in our host countries, to source products and services from local suppliers, to improve skills and to be transparent about revenue flows.

We see all these issues as not only important risks to be managed but also a crucial pillar of our business strategy. We make large contributions to host government revenues through

TOTAL TAXES AND DIVIDENDS TO HOST COUNTRIES Democratic Republic of Congo Mali Côte d’lvoire $ million $ million $ million 300 80 25

70 250 20 60 200 50 15

40 150

30 10 100

20 50 5 10

0 0 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014

108 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 taxes, royalties and dividends; and we create gold mines Infrastructure is widely lacking across much of sub- that act as a commercial engine to power local economic Saharan Africa, where we operate, and is estimated to growth. Our strategy is that this combination helps to turn limit the continent’s GDP growth by two percentage remote corners of some of the world’s poorest countries points each year. For this reason, the creation of roads, into robust economic dynamos, in turn helping us form the power stations and telecommunication networks plays an strong relationships that enable our business to succeed. important role in our contribution to national economic development. In this section we report on our approach not just to the economic development priorities highlighted in the Our infrastructure projects are by nature mutually materiality assessment but also to important areas such beneficial: they both enable the construction and efficient as mine closure planning. operation of our mines and also ensure the ongoing ability of the local community to thrive and prosper. Examples Randgold has a set of of this in recent years are the creation of the Doko-Aru Our policies and policies that aims to road in the DRC, a journey which used to take several performance ensure that our mine days and now takes around four hours, and in 2014 the projects are genuine bringing online of the new 20MW Nzoro II hydropower partnerships with our host countries. These include joint plant near Kibali, DRC which will be given to the local ownership structures for all our respective mines (the community after the mine has closed (see ‘Giving a dam’ states of Mali, Côte d’Ivoire and the DRC all have stakes in the environmental management chapter). of at least 10% in our respective mines), investments in major infrastructure, a commitment to transparency and In all cases, we aim not to assume the role of government long term agreements within our mining code obligations. but to act as a partner to local authorities and a catalyst for

ECONOMIC VALUE STATEMENT ECONOMIC VALUE DISTRIBUTED OR TO BE for the year ended 31 Dec ($000) 2014 2013 DISTRIBUTED Economic value generated $ million Gold sales 3 1 434 872 1 266 712 1 000 Finance income 3 2 769 10 452 Sundry income (net) 9 760 4 394 Government portion of Morila 1 - 4 500 Total economic value generated 1 447 401 1 286 058 800 Economic value distributed or to be distributed Operating costs 4 592 956 459 137 600 Finance costs 3 7 848 11 885 Employee salaries, wages and other benefits before taxes 75 772 74 100 Dividend payments to providers of capital 46 274 46 137 400 Payments to governments (including corporate taxes, custom duties, dividends, etc) 214 966 243 321 Exploration and corporate expenditure 3 40 869 51 858 200 Community investment 2 6 742 23 590 Total economic value distributed or to be distributed 985 427 910 028 0 Economic value retained and re-invested 461 974 376 030 2011 2012 2013 2014

The information in this economic value statement is extracted from the financial statements, underlying accounting records and other financial data. This non-GAAP information is, however, intended to summarise the overall contribution of the group to its stakeholders and is not intended to replace or provide an alternative to the audited IFRS financial statements. 1 This amount represents 50% of the dividends paid to the State of Mali, and is also included in ‘Payments to governments’. The State of Mali’s attributable portion of the Morila operation is not included in the Randgold financial statements. 2 Total spend on community development, including advantageous infrastructure development and philanthropy. 3 Refer to page 233 note 16 of the financial statements for further information on this figure. 4 Total cash costs excluding royalties, salaries, employment taxes and custom duties.

Randgold Resources Annual Report 2014 109 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 For example, at Loulo, at least 80% of all the food on the mine now comes from local farmers who work in a cooperative, while much of the meat eaten at Kibali is provided by a local abattoir service (see case study).

We actively encourage wider economic activity and wealth creation that is not directly linked to the mine. For example, the town of Durba, DRC has been transformed, since the arrival of Kibali, from a very rural district with hardly any facilities to a location with four banks, a Vodacom Mobile Telecommunication shop, petrol stations and a motorcycle dealership.

Local villagers jokingly call it ‘the CBD’, after the Central Business District in Johannesburg. The sphere of economic opportunity can also be much wider than expected. For example, in the DRC, the success and stability of Kibali has encouraged the Garamba National Park (located approximately 200km from the mine) to The new Doko-Aru road, which Randgold built, has reduced travel time for the route from several days to just a few hours. invest in consultants that will seek to boost tourism to the park in the coming years.

When local suppliers do not development – helping to give previously remote areas Knowledge have the right level of quality or the connectivity and facilities that they need to grow. transfer expertise to meet our procurement requirements, we An important part of try to facilitate skill training or mentoring support from our contribution to Revving up local leading international companies in order to build local national economic economic engines capacity. We believe this is an important contribution to development is our national economic development as it helps world-class preferential procurement policy which commits us to buying products and services from local companies whenever possible. This helps foster a thriving local ATMs, banks and other facilities all now appear for the first time in economy around each of our mines. the town of Durba near Kibali.

With thousands of people coming and going through the gates of our gold mines every day, the mines become an economic hub that we want local companies to use to spark sustained regional economic growth. The four case studies from the DRC on pages 112 and 113 give a good example of this.

This year we spent $288 million on host country suppliers. Our procurement includes a wide range of goods and services from Congolese bottled water supplier O’Kapi to Malian caterers Food and Events Africa (FEA) and Ivorian fuel suppliers Klenzi.

To support local small and medium sized enterprises (SMEs), we also provided business mentoring and training to a set of community companies in 2014 – including those working in areas such as borehole management, gardening, jam making and waste management. In Côte d’Ivoire, we hosted an ‘entrepreneur day’ in 2014 to encourage national companies to invest in the area around Tongon and we have worked hard in 2014 to connect our procurement contracts with our efforts in local community development.

110 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 skills to enter and stay in the local workforce. For example, in the DRC we encouraged experts from South Africa to train local brick makers to use hydroform machines in place of traditional techniques. This has made brickmaking enormously more efficient, environmentally- friendly and more cost effective.

Our policy of requiring all suppliers to respect our sustainability and human rights policies also helps improve the quality and standards of local businesses and builds their capacity to access opportunities with other multinational companies in the future.

With over 90% of our workforce comprised of nationals, we are helping to improve skills and knowledge levels for each host country’s mining sector. We also support excellent science students across West Africa and in 2014 Randgold awarded three scholarships to two promising masters students at the University of Kinshasa, DRC, and one from the University of Ouagadougou, Burkina Faso.

More details of skills transfer through our employee In DRC we introduced modern construction techniques which training programmes can be found in the ‘protecting and made brickmaking enormously more efficient, environmentally empowering our workforce’ section of this report. friendly and cost-efficient.

Case study: FUELLING HIGHER QUALITY STANDARDS AT KLENZI

Gold mining is an energy intensive business and we tend to need large amounts of fuel delivered to the often remote areas where our mines and projects are based. Where possible we try to use local suppliers for this job.

Klenzi is a specialist petroleum distribution company in Côte d’Ivoire, which has supplied our Tongon mine with fuel since 2010. We initially found that their distribution trucks did not meet our standards, often sporting damaged tyres, leaking fuel and being mechanically unreliable. Given the volatile nature of petroleum, this caused real safety concerns, particularly given the poor roads in sub-Saharan Africa.

Our approach, in line with a policy of mentoring and supporting local companies to reach world-class standards, has been to work with Klenzi to improve all the sub-standard aspects of their business.

In particular, we have worked with Klenzi to improve the quality of their trucks and to improve driver protocols. Every truck is now subject to daily mechanical inspection to ensure safety and reliability and they are inspected for cleanliness prior to loading. Trucks that were found to be in very poor condition have been replaced with new ones. We have also provided training to Klenzi, and sought to cultivate a safety culture in the company, with their drivers now attending our safety induction training. The Klenzi site manager provides drivers with daily refreshers on mine safety rules as well as risk assessments for routes. The roads are also inspected on a weekly basis and drivers informed of any new hazards.

This has created a win:win situation, where we avoid the costs and sourcing issues associated with hiring an alternative fuel supplier and Klenzi now boast international standards that will give them the foundation to expand their business.

Randgold Resources Annual Report 2014 111 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Case study: STIMULATING ECONOMIC DEVELOPMENT IN THE DRC

Kibali is Randgold’s newest mine and one of its major impacts has been to turn a neglected area of one of the world’s poorest countries into a thriving local economy. Although the mine only poured its first gold in 2013, it has already supported the growth of hundreds of local companies. Examples of four of these are detailed here.

Down a slope from the main road With around 5 000 workers Bricks and through Durba, local entrepreneurs Cooking up a on site, spread across a slaughter have grabbed the opportunity to healthy profit sprawling exclusion zone, not create a slaughterhouse service all workers can easily get to that now generates a regular income for community the mine’s canteen for lunch. To help meet this challenge, Kibali has encouraged the development of Mama Malewa – members. a collective of around 50 women (all mothers) from the local Durba area, who run small mobile kitchens that feed over The service is a crucial intermediary that enables local 2 000 workers daily. livestock farmers to bring their animals to be slaughtered and cut. This means the meat can then be sold to caterer Collectively, the ladies generate approximately $60 000 per ATS, who supplies food to the Kibali mine as well. Local month, and buy all their products locally, making an even farmers bring a range of livestock including cows, pigs, bigger social impact. For many of the ladies, theirs is the goats and sheep. only income for their family.

To help get the business off the ground, Randgold helped By giving workers access to healthy, home cooked local food establish the electricity supply and loaned capital to buy such as beans, beef and cassava leaves, we also believe there is a boost to health and productivity for our workforce. equipment such as an industrial freezer unit and meat Mama Malewa – which in the local Lingala language is hooks. They also encouraged ATS to provide equipment slang for any provider of food – is an idea that was born and training in quality, hygiene and animal welfare during DRC’s long civil war when local mothers provided standards to the slaughterhouse workers. food for refugees who concentrated in a single area.

One member of the team explained: “The ATS training was Since its formation in May 2011, the Mama Malewa collective a big eye-opener and really improved the way we transport has moved from an ad-hoc payment system to a more stable and cut the meat, how long we keep the meat and our booking system that means lunch payments come straight cleanliness standards.” from a worker’s payroll.

Nadine who sits on the cooperative’s main committee The service already employs 23 people and has ambitious commented: “We are very happy that Kibali has encouraged plans to grow. us to create the Mama Malewa system. We don’t want to be housecleaners, we’d like more economic opportunities Profits from the service are currently being reinvested into for women here.” the business and they hope to grow to around 80 people and supply all the meat for the Kibali mine in the coming “For example, why do we get all the soft drinks from abroad, years. we can make them here and create more jobs.”

112 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Case study: STIMULATING ECONOMIC DEVELOPMENT IN THE DRC

“When I returned to the region I Inter Oriental Builders (IOB) is a A vehicle knew that it would be a big Building Congolese business that has used for growth challenge, but I have a vision to the future the opportunities provided by Kibali see this area grow and grow, long to expand massively. after the mine has closed.” IOB provide a wide range of related services including This is mechanic Jean Bakomito, who after years of construction, supply of building material and road repair. working in places such as Belgium, Tunisia and South Africa met with Randgold in Johannesburg and decided to return They recently set up an office in the nearby town of Durba to his native Durba to start Uele Motors, a growing garage and have worked with Kibali on a number of major projects on the banks of the Kibali River. including construction of houses and schools, supplying concrete for the mine’s construction and the building of the The garage opened in May 2013 and has already grown from new Roman Catholic Church in Kokiza. four to 40 people – practically all of whom are from the local area. We estimate that Randgold has spent around $20 million on services from the company. It repairs up to 200 vehicles a month, including all of Randgold’s light vehicles and generates a turnover of around Guy Aime Bompengo, a local IOB representative $80 000/month. explains: “Kibali helped increase our construction business by around 60% but we also know that they might disappear The garage has a policy to provide training for as many as one day and we have built many other customers too. 18 local youngsters each year and works with local schools This includes building houses in Kisangani, work with the to recruit several apprentices teaching them slowly but Central Bank in Kinshasa and providing building supplies steadily to do a complete engine overhaul. all over the country.”

Jean explains that the garage hopes to treble its capacity in IOB currently has a permanent workforce of around 300 the next two years. people and also employs up to 1 000 casual workers. Many of the staff are local residents that IOB have trained He also wants to diversify the business into property themselves. development and export. He hopes it is part of the wider growth of the area. “It’s in our business interests to see the As part of our partnership approach, Randgold has area prosper.” provided IOB with full safety training, and this has helped them improve safety standards to recognised best “At the moment, for example, we have to buy parts from practice standards and to then win work with other mining abroad which is expensive. But as more people have cars companies in Lubumbashi in southern DRC. in the area we can start to buy reconditioned parts and drive down costs,” says Jean. IOB has big ambitions for the company and its country.

He adds: “Because we work for Randgold we have to comply Mr Bompengo explains, “This part of the DRC is in very with a lot of their environmental policies. For example, we are bad shape with roads, houses and offices all run down. building an oil separator to ensure there is no oil discharge We want to be part of regenerating and transforming this into the river.” area.”

Randgold Resources Annual Report 2014 113 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 From the moment Closing mines, our mines prepare to opening the future pour first gold, we ensure we have in place a detailed plan for their closure. It is a work stream that we call ‘the future’ because we know that the successful closure of a mine is just as important to our host countries as its successful operation. which includes the government of Mali and the local We ensure that post-mining land use is established communities. By 2017, we expect to have set the path for a and clearly defined to the satisfaction of the community vibrant sustainable agrivillage after the mine closes. and government, that future health and safety are not compromised and that environmental resources (such as In 2014, Morila also welcomed a delegation from Tongon water) are not subject to physical and chemical deterioration. community representatives to help share best practice and The framework of our policies is set by the requirements of ideas for agribusiness projects in Côte d’Ivoire. the relevant country legislation, Equator Principles and the IFC. Closure planning is underway at all other mines too, although we expect them to have many years of production ahead. Within this framework, we also engage in detailed business At Kibali, a community cooperative called the ‘Federation planning to try and think about how the mine’s infrastructure Agricole de Kibali’ has been formed to implement an can best be converted into viable economic activity that will agribusiness strategy and it has already reported $25 000 sustain the communities long after the mine has closed. revenue from farming projects in 2014. Plans for a potential Given the rural African context of most of our mines this palm oil production facility in an already deforested area of tends to be based on large scale agribusiness. the province are also under discussion. At Tongon, Loulo and Gounkoto we have begun to introduce agribusinesses In 2014, there has continued to be a major focus on the within the main site and continue to support market gardens agribusiness programmes at Morila, which is our mine within the community, training and capacity building in closest to the end of its life. Active businesses being fostered agriculture activities and technical support for the use of at Morila – all owned by a community-based cooperative – tractors. include fish farms, hens, honey and mango production, and the results this year have been favourable. For example, In total, Randgold has provisions of over $91 million as part the hen business is now producing an average of 6 000 of its closure planning (including the attributable share of its eggs/day. Most effort at Morila last year was focused joint venture partners). on finding local entrepreneurs to participate in the Morila agribusiness initiatives. Over 10 proposals were presented ABOVE AND BELOW: A vibrant agrivillage is being established at during the 19th meeting of the Morila closure committee Morila for when the mine closes.

114 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Prepared for crises: Managing the Ebola risk

The outbreak of the Ebola virus in West Africa in 2014 was one of the most widely reported stories of the year. Randgold is no stranger to crises having managed our gold mines at times of civil wars and coups d’état, and this has been a situation that we continue to manage with high levels of alertness, preparedness and in partnership with relevant local authorities in each country of operation.

The Ebola virus is a serious It is a great advantage that most of Randgold’s medical Preparedness infectious disease that can officers are West African and consequently very familiar and prevention be easily transmitted with local practices and tropical diseases. In addition, the through contact with body group’s chief medical officer, Dr Haladou Manirou, has fluids, traditional burial services or as a result of handling become the only West African on the Ebola Private Sector bushmeat. At the time of writing, all our host countries have Mobilisation Group (EPSMG) – one of the main international been declared Ebola free, but we continue to apply the bodies leading the medical response to the virus. As it medical protocols for the identification, treatment and did to resume the region’s failing tropical disease control containment of the virus that we established in 2014. programme a few years ago, Randgold mobilised industry These include a prevention programme that means all support through EPSMG for the Malian health authorities mine personnel are screened for fever with contactless in their effort to contain the spread of the virus after it was temperature monitors outside the mine entrance, and has first reported. EPSMG meets weekly to share information seen all mines equipped with Ebola personal protective on best practice in dealing with the disease. Due to the equipment (PPE), disinfection kits and mobile isolation units. additional medical expertise, capacity and funding the Should any cases of the virus be detected, we have worked private sector provided, Mali was officially declared Ebola- with international medical experts to establish a strict free at the beginning of 2015 by the United Nations Mission protocol for tracing and disposing of infected or potentially for Ebola Emergency Response. infected materials. Working with local NGOs has been crucial to our partnership In 2014, we also formed a crisis team that included all our approach. In 2014, our health teams have worked with local senior medical officers who met weekly, and continue Malian NGO SOMAPIT to help train community healthcare to do so, and who remain in constant contact with host workers on Ebola management and have worked with governments, the World Health Organisation and other NGOs to ensure that we are fully up to speed with the state the National Programme of Hygiene at Borders to raise of the epidemic and the measures being taken to contain it. awareness and screening levels at Doko airport in the DRC.

The key to Randgold’s crisis It was also notable that in October 2014 when the first Partnerships management approach is to reported Ebola case occurred in Mali, Randgold continued integrate our responses with with it operational companies board meetings in Mali while in health those of our host countries. In some international mining companies were drawing up plans the case of the Ebola outbreak, this included working with to evacuate their senior teams. Production at Randgold’s the Malian authorities in October 2014 to act swiftly to identify West African mines has not been effected by the Ebola crisis. and contain the country’s first confirmed case of Ebola. At times like these, we believe that the value we place on Randgold provided medical supplies to the hospital where the employing and upskilling local managers helps set us apart. young victim was taken and was in close contact with the regional health director and national director of health. We have Continued alertness and also been working closely with the Ivorian minister of health and awareness is the key to the wider mining industry to coordinate our efforts against the Alertness and disease throughout the year. continuing our successful awareness response to the virus so far, and ensuring it does not spread to currently uninfected areas. Randgold’s own medical staff as well as the personnel from Randgold is continuing an intensive drive to raise awareness the local health centres are fully trained in the identification and treatment of suspected Ebola cases. among our employees and local communities about the manifestation and treatment of Ebola symptoms. In 2015, this will include face-to-face updates, radio broadcasts and 24-hour hotlines. We have also organised and funded the production of a public information film, which was premiered in January 2015 to encourage people to take all measures necessary to avoid contracting the Ebola virus. The film has been distributed across Mali, Liberia, Guinea and Sierra Leone. We believe that heightened awareness should ensure that any suspected cases can be handled quickly and effectively. We are also involved in the production of a similar public information Ebola awareness film for Côte d’Ivoire.

We are confident that with continued support for local education and skills, alongside international efforts to develop inoculations and medical treatment, the world can eradicate Ebola.

Randgold Resources Annual Report 2014 115 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Community development

64% increase in spending by local community development committees 57% decrease in number of grievances registered, with over 99% resolved 130 small community businesses funded through Randgold supported microfinance 22 boreholes drilled or rehabilitated to provide drinking water, maternity facilities, youth complex and agribusiness training centre among community projects in 2014

“We see community issues as opportunities to be grasped.”

Community engagement Community development and investment Local economic development Local and national employment development

Local procurement and partner development R&C Importance stakeholders >> to

Current potential impact on the business >>

Engagement with, and investment in, the local community both ranked very highly in our materiality assessment in 2013; and they sit alongside other community based issues such as artisanal mining, grievance management, resettlement and human rights as vital areas of our sustainability work.

As explained in this section, we see all these community issues not just as risks, but as opportunities to be grasped. That is because our local communities provide us with talented workers, competent and cost effective suppliers and a secure environment for our mines – giving the company a vital competitive advantage. In return, we want our mines to catalyse lasting advancement in education, health care, poverty alleviation and local economic development.

We believe that the people who are best equipped to shape Our policies and community development are the local community themselves. performance That is why we have established elected community development committees (CDCs) which is the heart of our community investment.

CDCs consist of local leaders as well as women and youth group representatives who become responsible for the allocation of a community investment budget.

116 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 COMMUNITY DEVELOPMENT POLICY IN ACTION 2014

Community development committees

Communities filter projects through five sustainable development categories

Primary Food Potable Local healthcare Education economic security water development

$83 000 on $85 000 road maternity facilities in maintenance in Côte d’Ivoire; Côte d’Ivoire; Ebola prevention $53 000 for a youth supplies for complex building communities in Mali Over $200 000 to develop an agribusiness training centre in Mali

2 schools, 22 boreholes 5 classrooms drilled or constructed across rehabilitated all host countries

Examples of projects in 2014

Randgold Resources Annual Report 2014 117 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Each community investment budget is designed to reflect ANNUAL CDC EXPENDITURE a mine’s production levels and is spent on local projects that fall within five broad sustainable development $ 2014 2013 2012 categories: primary healthcare, education, food security, potable water and local economic development. Loulo 238 068 435 211 222 448 Gounkoto 735 838 406 198 115 347 Each Randgold mine works closely with its CDCs to Morila 182 862 147 872 190 748 ensure that the projects they invest in can be maintained Tongon 587 690 343 459 304 191 after the mine has closed. For example, if the CDC invests in drilling boreholes, we ensure there is also training for Kibali 909 047 284 826 n/a villagers to maintain and repair those water sources in the Total 2 653 505 1 617 566 832 734 future. Where possible, we partner with local NGOs to harness their knowledge and expertise too. committee’s activity below. As shown here, total spend CDCs have been functioning well around all our mines by all committees rose by 64% in 2014 to a total of more throughout 2014 and we include a snapshot of each than $2.6 million.

CDC EXPENDITURE

Loulo Gounkoto Morila Tongon Kibali

$000

1 000

800

600

400

200

0 2012 2013 2014 2012 2013 2014 2012 2013 2014 2012 2013 2014 2012 2013 2014

118 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Community development committee activity in 2014 Tongon The Tongon CDC increased its spending by over 70% in 2014, community radio station for the region, following successful investing over $580 000 in community projects. work to support Radio Sanso in Mali. Local radio has proved both a popular medium for the local communities and a useful communication tool for the mine. One of the highlights of Among other initiatives, this helped fund two new maternity the year was an award from Côte d’Ivoire President Alassane wards, the Korokara water project (see case study below) Ouattara which recognised the mine’s contributions to the and the construction of five school classrooms in the town community in the fields of health, education and in encouraging of M’bengue. There was also support for the creation of a youth entrepreneurship.

Tongon case study: ENSURING SAFE DRINKING WATER In Côte d’Ivoire, an estimated four million citizens lack access to a reliable clean water supply, which can cause diarrhoea and serious debilitating illnesses1.

In the village of Korokara near Tongon, the wells often dried up during the dry season and forced the women of the village to travel large distances to find water for their families, often from unsafe sources. This not only increased the risk of illness but also limited their opportunity to earn an income or spend time caring for their children.

In 2014, the Tongon CDC acted to help the village to guarantee its water supply all year round, by spending $148 000 to drill new boreholes, build a water tower and install an electric pump. The village has also created a water management committee to oversee the water supply and ensure it is properly maintained.

To ensure the project is sustainable for the long term, a small contribution is requested of users per ten litres of water drawn, which covers the costs of maintenance and electricity for the pump.

1 www.unicef.org

Morila Spending by the Morila CDC increased by over 23% in 2014 members in tractor management and the creation of a major reaching $182 862. Morila is the longest-standing CDC and new youth complex (see case study below). A fund established projects last year included fixing a solar-powered borehole, for the sale of scrap metal also enabled a new health care financial support to local schools, training for community centre to be built at Figola, a nearby village.

Morila case study: GIVING YOUTH A CHANCE IN MALI Mali has a very young population. It is estimated that nearly 80% of the population is under 35. This makes youth unemployment a critical issue for the country with young job seekers said to represent 81% of all unemployed people in the country.

To help address some of the issues facing the youth In 2015, solar panels will be installed to provide the around our Morila mine in 2014, the CDC funded and centre with electricity and there are also plans for sound oversaw the construction of the Domba youth and cultural equipment. centre which was completed and handed over to the The centre has capacity for about 400 people and community in late 2014. It comprises three buildings, provides a much needed training venue and entertainment including a theatre with a raised stage for performances facility for 16 nearby villages. Since completion, the centre and presentations and a large projection screen to show has been in constant use and very well received by local movies. communities.

Randgold Resources Annual Report 2014 119 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Loulo Spending by the Loulo committee decreased in 2014, but assistance to the elderly, teacher salary payments and work the committee still invested over $238 000 in local projects. to improve the profitability of several businesses in the local This included training in new economic sectors for local community. During 2015, the construction of infrastructure women (see case study below), financial assistance to for the agribusiness project, to the value of $1.3 million, will a local committee to help prevent the spread of Ebola, be completed Loulo case study: SOAP AND JAM TRAINING FOR WOMEN

Opportunities for paid employment for women tend to be limited in rural Mali. In order to create new economic activities for local women in the region, the Loulo CDC invested in training for both soap and jam production in 2014.

This included bringing in Bamako-based NGO RESERD to train 30 women from 15 villages around Loulo in soap production. The ladies have since returned to their villages and trained others in the process and formed collectives to sell soap to their communities. It is estimated that the trained women now sell over 1 400 bars of soap each week, creating a turnover of around $500.

In 2014, we also encouraged our catering company Food and Events Africa (FEA) to train ten women from the local villages of Loulo and Djidian to make jam.

The women now make enough jars each month to supply FEA with jam for the onsite supermarket and for use in Loulo’s staff canteens.

120 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Gounkoto The Gounkoto committee benefited from a large increase in Other projects that the committee funded included the spending in 2014, due largely to the upfront costs required to distribution of Ebola-prevention kits, the equipping of a high construct a new agribusiness centre in the community (see school computer laboratory in the town of Kenieba and the case study below). In total, committee spending increased drilling of a new water borehole. by 81% on 2013 levels to over $735 000. Gounkoto case study: SOWING THE SEEDS FOR AN AGRICULTURAL BOOM

Agriculture plays a crucial role in Mali’s rural and national economic development. It is responsible for about 40% of Malian gross domestic product and is likely to be the main employment sector in the area when the Gounkoto mine eventually closes.

However, most agricultural activity in the Gounkoto area is Every year, the centre will train 100 locals on all aspects currently done by small holders and subsistence farmers, of farming from cattle rearing to crops to composting, who have difficulty accessing markets and developing their along with leadership and entrepreneurship skills. Those businesses to scale. trained will also include artisanal miners, helping in our

challenge to find alternative livelihoods for illegal miners. To help local farmers to scale up their businesses and to therefore create employment and food security for the local Training at the centre will be led by Mali based agro- community, the Gounkoto CDC spent $280 000 in 2014 establishing an agricultural training centre. pastoral consultants Tambaroua Business Farming (TBF) and graduates will be provided with access to finance to Construction began late last year and is due to be completed help establish their own farms or to gain greater market in May 2015. access for their produce.

Kibali At Kibali, the committee is now entering its second year and We believe that passing the ownership and management of increased its spending by over 200% in 2014. The committee assets such as health clinics to local control is key to ensuring helped fund the construction or maintenance of several local that development is locked in for the long term. facilities including Surur School, road and bridge repair and the handover of the local health clinic to the provincial government Further examples and case studies of community development in the Orientale Province. work around Kibali can be found throughout this report.

Randgold Resources Annual Report 2014 121 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Managing the livelihood. This policy is in line with both IFC and International Providing alternative i s s u e o f Council on Mining and Metals (ICMM) guidance. livelihoods for artisanal mining artisanal miners is one of our In both Mali and the DRC, significant numbers of artisanal most challenging miners were present on our sites before the mine’s exclusion areas of sustainability. Artisanal and small-scale mining zone was created and much work has been done in (ASM) activity is present at our Kibali mine and at the conjunction with local and national authorities to offer them Loulo-Gounkoto complex. work on the mine or in new economic sectors such as agriculture, construction or the service economy. Their presence is problematic because although we respect As is the case with Asiah Logo (see case study) this can be a the fact that artisanal mining is the traditional source of great success, but it remains challenging to many individual income for most of these individuals, a large proportion of orpailleurs who have known no other work and can find it it is illegal and its presence can create tensions for local difficult to adapt to the ‘slower but steadier’ income of a communities. It encourages child labour and endangers sector such as agriculture. With this in mind one of our main both human health and the environment. For example a areas of work in 2014 has been to develop a more structured water quality survey of the rivers around the Loulo mine in approach to creating agribusiness on designated sites for 2014 concluded that local artisanal mining activities had illegal miners, and which uses more up-front payments to resulted in large increases in pollutants in the water. encourage them to down tools and try it.

Randgold’s policy for managing illegal artisanal mining We also offer non-mining jobs in or around the mine such as is centred on a ‘no conflict’ and ‘no invasions’ approach stone pitching, administration, tree planting or sweeping of that seeks to encourage the individuals into an alternative power lines.

Case study: CREATING ALTERNATIVE LIVELIHOODS FOR ARTISANAL MINERS Asiah Logo grew up in the town of Durba just near Kibali, DRC and spent many years as an artisanal miner before the Kibali mine started production.

“Artisanal mining was hard work,” he says. “You could sometimes do well and find many kilograms of gold, but it was very dangerous and I saw many, many friends die, both in the pit and from mercury poisoning. I once saw a tunnel collapse killing around 40 people.”

“When Randgold arrived in 2010, they encouraged me to register a proper company with the Congolese authorities and to take some of the opportunities that were on offer. My first job was to help with stone pitching on the main site and then to help fix two bridges in the area.”

Asiah formed a company called Le Coq and soon became a reliable and efficient constructor and maintenance agent that the mine could turn to. As Le Coq won more work from the mine, including the construction of houses for the new resettlement town of Kokiza, the company continued to grow.

Asiah explains that knowledge transfer has been key to Le Asiah Logo (right), now running a 65 person company, in front of the house he lived in as an artisanal miner. Coq’s growth. “At first, I got outside people to help do the jobs. We had someone from Uganda fix the first bridge but we also made them teach us the skills so the second Asiah explains: “We have set up other branches of the bridge was done by me and a local team.” business now. We sell timber and other items used in construction now and we are building a shopping As of late 2014, Le Coq employed 65 people, all of them from complex that will have shops and a garage as tenants. the local area and most of whom are former artisanal miners. I have a wife and seven children so they drive me on!”

122 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 It is an area we will continue to monitor and manage closely We strive to avoid resettling in 2015. Ultimately, the existence of the ASM community is Peaceful and households when we create our linked to the historic levels of poverty that exist in many of our progressive mines, but when resettlement areas of operation and a viable long term solution requires a resettlement does need to take place our broad initiative devised in partnership with governments and policy is to make sure that the the international community. affected person is at the centre of the process. Affected households are engaged at an early stage and throughout Creating and sustaining an the process in order to create an agreed Resettlement Hearing and open, two-way channel of Action Plan (RAP), and our process commits to ensuring resolving communication between that their standard of living is improved or at the very least grievances each mine and its restored. surrounding community is at the heart or our community development approach. Our In 2013, Randgold completed the largest resettlement grievance mechanism is therefore a key tool for Randgold. programme in its history, settling over 4 000 households into The mechanism is based on guidance laid out in the IFC the new $84 million town of Kokiza in the DRC. Details of this Performance Standards and the Equator Principles and large scale project can be found in last year’s sustainability aims to be an approachable, transparent and fair way for report and, in 2014, one of our main focuses was about community members to register any non-employment helping to ensure that the new town has all the support related worries or complaints they have on the impacts of the it needs to grow and thrive. For example, a successful mine. It is a mechanism that we set up at a very early stage initiative in 2014 was our ‘Pride of Ownership’ competition, and which we advertise widely using local radio, posters and sponsored by Randgold’s CEO, which offered a prize to the local notice boards. We commit to responding to all resident who had done the most to improve the aesthetics of their house since resettlement. At Christmas 2014, grievances within one week. the construction of the new Roman Catholic Church was also completed. This sits on a hill overlooking the largely As shown below, just under 500 grievances were received Christian town and serves as a major landmark for the region in 2014, a 57% decrease on last year, with over 98% being as a whole. resolved by 31 December 2014. The vast majority of grievances were registered at Kibali. This is because the In total, 29 families were resettled in 2014, all as part of an grievance mechanism is also the tool that is used for any additional RAP created to facilitate the creation of the new resettlement issues to be adjudicated on and Kibali is the Mofu pit at Kibali. At the time of writing, we estimate that only site which had resettlement underway in 2014. in 2015 there will be between 600 – 1 000 households potentially resettled, depending in part on the results of a Apart from resettlement related claims at Kibali, examples feasibility study for another satellite pit at Kibali which is of grievances in 2014 included complaints about flooded currently underway. crop land in Côte d’Ivoire that received compensation, an objection from two casual workers at Kibali who thought that RESETTLEMENT FIGURES alternative jobs were to be made available at the end of their contract when no such commitment had been made, and 2014 2013 2012 a grievance from the Renzi village in DRC expressing fears Number of of pollution in their water source. The latter grievance was households resolved when extensive testing, shared with the community, resettled 29 4 216 1 208 showed that there was no contamination of the water. RAP expenditure $0.4 million $92.4 million $51.0 million GRIEVANCES REGISTERED AND RESOLVED

Randgold published a detailed Grievances Respecting update of our human rights Registered Resolved Resolved Resolved policy in 2012, outlining our 2014 20141 2013 2012 human rights commitment to upholding Loulo 2 2 (100%) 8 5 fundamental human rights wherever we do business. The Gounkoto 2 1 (50%) 1 10 policy covers all aspects of our business including, but not limited to, areas of employment, resettlement, engagement Kibali 481 479 (99%) 1 130 1 013 of private security forces and our work with suppliers and Morila - - 2 - contractors. Tongon 5 2 (40%) 22 16 Total 490 484 (99%) 1 163 1 044 We track any human rights infringements through our grievance mechanism, and none of the 500 grievances this 1 At 31 December. year was human rights related.

Randgold Resources Annual Report 2014 123 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 We recognise that our commitment to human rights requires us to take positive steps to ensure our projects do not infringe on the enjoyment of human rights in our areas of impact. That is why in 2014 we have continued to include human rights clauses within all our supplier contracts – thereby putting a legal duty on them to comply with our zero tolerance policies in areas such as bribery or child labour in the supply chain. We monitor conformance with these clauses, alongside all our terms and conditions, as part of our annual inspections of suppliers – and there were no Nos Vies en Partage infringements recorded in 2014. f o u n d a t i o n S H A R I N G P R O S P E R I T Y It is Randgold’s policy not to arm any security forces on our mines. Instead, we agree legally binding contracts with the Separate to Randgold’s core work, we were delighted relevant local authorities that take into account the Universal that the newly created charitable foundation Nos Vies en Declaration of Human Rights and aim to ensure safety and Partage Foundation (which roughly translates as ‘sharing security for any military or policing matters. We also provide prosperity’) enjoyed its first full year of operation in 2014. relevant staff, including security personnel, with appropriate cultural and human rights training and guidance and, where The foundation aims to spread the benefits of development possible, invite relevant agencies of the United Nations to beyond the surroundings of Randgold’s mines including in conduct training. countries such as Angola, Benin, Gabon and Ghana.

In total, 733 security staff members received human rights One of the foundation’s focuses is on projects supporting training in 2014, including agents at the Kibali, Tongon, women and children – who typically benefit the least from Morila, Gounkoto and Loulo mines. economic growth.

As part of our efforts to Already Nos Vies en Partage Foundation has supported Finance for catalyse sustainable projects across 11 sub-Saharan African countries. These development economic development, include assistance to orphanages, a centre for physically Randgold has begun to and mentally disadvantaged children, a home caring for the increasingly use microfinance as a tool. This fosters elderly, a number of NGOs providing assistance to women entrepreneurialism in areas where there have historically and ill or neglected children and a charity supporting children been no banks or access to other kinds of credit. with cancer.

As of 2014, we have supported a microfinance institution The foundation is funded partly from the money raised by for the communities around Morila (CAMIDE) and Tongon the sponsored motorbike tour from Abidjan in Côte d’Ivoire (PAMF-CI) and are at an advanced stage of progress with to Cape Town, South Africa, that Randgold’s CEO Mark a provider for the Loulo-Gounkoto communities. The Loulo Bristow, his son Craig, and a number of friends completed mine also extended microfinance loans directly to two in 2014. businesses in 2014. We want to ensure Our policy is to support existing appropriately accredited Meeting the that by building world- institutions to lend where possible rather than doing so development class gold mines, in directly. This is because we want to harness their expertise challenge together partnership with our but also to ensure that we foster a culture of independence host countries, we and not reliance on the mine. We also encourage the create tangible and lasting development benefits for local institutions to lend at a low interest rate. communities. However, the challenges on the ground every day are very real and very extensive, so the question of where In 2014, over 130 small enterprises received funding in this to ‘draw the line’ on community investment is one that is way with businesses ranging from cattle to clothes, battery regularly discussed. charging to bracelets and cellphones to cereal. On the one hand, our commercial interests lead us to invest There was particularly encouraging progress in Côte d’Ivoire significantly in areas such as primary healthcare, drinking where, in its first full year of operation, the microfinance water and education. Yet on the other hand, as a business, facility proved popular and recorded a 98% recovery of loans a limit has to be placed on our role so that more permanent, with approximately 30% of loans going to women. In 2015, publicly-owned entities can take over and ensure the social we will work to establish a microfinance facility for Kibali. development we foster lasts long after our mines have closed.

124 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 SUSTAINABILITY REPORT (CONTINUED)

Randgold Resources Annual Report 2014 125 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Finding the line We are delighted that by taking a similar approach at the We believe that every citizen should benefit from a national asset main primary school in Loulo village in Mali we have seen such as gold but, for everyone to benefit, we must maximise the examination pass rate surge from just 6% (7 out of 117 every dollar that can be extracted from that asset. Therefore students) to 87% in 2014. all our sustainable development efforts are done in partnership From outputs to outcomes with the local community with a view to establishing how it will To constantly improve our impact in the communities where we run once the mine closes, whenever that will be. operate, we have also committed to monitor the ‘outcomes’ of our community development work more closely, instead of just For example, rather than running a workers’ bus from local the ‘outputs’. towns to the mines, we prefer to extend a repayable travel allowance to each individual worker. Employees tend to use This year, therefore, instead of only measuring how many this to finance the purchase of a small motorbike or even a car, schools or classrooms are built, we have also looked at areas enabling flexibility rather than dependence on mine-sponsored such as class sizes because smaller class sizes are commonly transportation and giving each individual a potential asset they regarded to lead to better overall educational outcomes for can own in the future. the student. We have also monitored the provision of basic resources to schools. We try to tread a similar line when it comes to improving education in our local communities. It’s in our core business As shown on the next page, the new schools built by Randgold interests to have good quality schools in the areas around our are delivering smaller than average class sizes in DRC and Mali mines as this helps attract and retain the best talent; but we and higher than average connectivity to drinking water and, in also know that transforming schooling standards is ultimately Mali only, electricity. However it is clear that more work needs the responsibility of governments or other local agencies. to be done to reduce class sizes in Côte d’Ivoire and to improve access to electricity and water both in Côte d’Ivoire and DRC. This is why at Kibali the mine facilitated a workshop with tribal chiefs and local authorities in 2014, to discuss how we could We believe that our partnership approach is not only central to all work together to improve school standards in the area. our commercial success but crucial to ensuring that our mines The workshop took a businesslike approach, identifying the act as a catalyst for genuinely sustainable development. blockages and then drawing up a plan of action involving a The new Catholic Church in Kokiza was completed in range of stakeholders including the national education minister. December 2014.

126 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 MEASURING LOCAL OUTPUTS Randgold extends a repayable travel allowance to employees who tend to use this to finance the purchase of a small motorbike Average size of classes in primary schools or even a car, enabling flexibility and giving them a potential asset they can own in the future. (number of pupils)

1 National average Schools newly Randgold works together with local stakeholders to improve constructed by school standards. our mines Côte d'Ivoire 46 65 DRC 75 50 Mali 52 ( 2011) 40

Percentage of primary schools with access to electricity and potable water Access to electricity National %1 Schools newly constructed by our mines Côte d'Ivoire 25% (2009) 0% DRC 9% ( 2011) 0% Mali 8% 44% Access to water National %1 Schools newly constructed by our mines Côte d'Ivoire 51% (2009) 50% DRC 35% (2010) 35% Mali 43% 55%

1 Source: UNESCO data 2012.

Randgold Resources Annual Report 2014 127 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Protecting and empowering our workforce

18% reduction in group LTIFR; 3rd consecutive year of improvement. Unfortunately we experienced one fatality at Kibali gold mine 91% of all employees and contractors are host country nationals 4 out of 5 mines, certified to international OHSAS 18001 safety standard with certification for Kibali planned for 2016 Zero Lost Time Injuries at Tongon and Gounkoto throughout the year New research and training centre created at Kinshasa University, DRC

“Our business depends on the skill and passion of our workers, so these issues are our top priority”

Safety

Local and national employment Occupational health Staff training and skills transfer Importance stakeholders >> to

Current potential impact on the business >>

It was no surprise that, in our 2013 materiality assessment, ‘safety’ was selected as the most pressing sustainability issue by both internal and external stakeholders. It sits alongside the need to maximise local and national employment, the need to develop skills to meet the demands of the organisation and the need to protect workers from occupational hazards – as a key set of human capital risks we must manage.

Simply put, our business depends on the skills and passion of our workforce so these issues are our top priority. We aim to create an engaged and motivated team led by host country nationals and with each individual taking responsibility for delivering our business goals and a safe environment. We believe that all occupational injuries and fatalities can and should be prevented and we work towards that target.

This section reports in detail about the composition of our workforce, safety management and industrial relations.

128 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 TOTAL WORKFORCE

GROUP Loulo Gounkoto Morila Tongon Kibali

at December Expat- Nation- Expat- Nation- Expat- Nation- Expat- Nation- Expat- Nation- Expat- Nation- 2014 riates als riates als riates als riates als riates als riates als

Employees 200 2 569 68 877 7 144 7 295 23 462 95 606

Contractors 869 8 184 133 1 783 28 834 11 967 46 1 208 651 3 392

Combined total 11 822 2 861 1 013 1 280 1 703 4 744

Randgold’s mines created At Loulo, expatriate numbers were reduced by 10% and Our employment for a total of 11 822 the entire management team is now Malian. In total, nine workforce people in 2014 of which 91% senior international employees were replaced by trained were nationals from our host nationals in 2014. This is a relatively low number but is countries of operation. an indicator that we hope to increase over the medium term reflecting the time needed to transition skilled senior The total workforce of 11 822 is a significant contraction workers. from over 15 000 persons in 2013. This reflects the conclusion of the major construction phase at Kibali. In terms of gender diversity, Randgold is an equal opportunity employer. We have transparent non- Hiring and upskilling host country nationals is central to discrimination policies and strive to employ the best Randgold’s human resources approach. Competent people at each site, especially from local communities. management is arguably the biggest business asset for We actively encourage women to apply for roles with us, any gold mine and by recruiting outstanding candidates however attracting women to mining in our countries of operation is particularly difficult for a range of cultural and from host countries and training local people to world- legislative reasons. For example, in the DRC there is a class standards, we develop cost effective, accountable law that restricts women from working in jobs classified management that deliver highly productive gold mines. as heavy duty – a category that the majority of our jobs fall into. Currently about 8% of our total workforce are Our target in this area is to maximise the number of host women with the highest level of female mine employment country nationals in senior roles. In 2014, it was therefore an important achievement that 91% of our mining being at Kibali and Tongon. workforce were nationals and that localisation efforts moved forward at mines such as Loulo and Tongon. We recognise the limitations we have in attracting women to our workforce and this is one of the reasons that we seek to support women in our local communities through We actively encourage women to apply for employment. a number of other gender focused initiatives, including Currently they comprise 8% of our total workforce. support for women’s associations, developing market gardens for women’s groups and encouraging greater participation in education for girls.

Sustainability begins at home Safety as our and Randgold’s primary top concern commitment is to the safety of its employees. We have a wide range of measures in place across all our mines to protect employees in all parts of our operations.

We view safety as a continuous and constant programme of work and every day our employees meet for ‘toolbox’ morning sessions on safety, engage in regular safety training, check personal protective equipment and are encouraged to speak out should they see any risks not being dealt with appropriately.

We take a preventative approach to safety and use the internationally recognised OSHAS 18001 standard as a framework for our health and safety management. In

Randgold Resources Annual Report 2014 129 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 safety themes and a fast response protocol for when a Lost Time Injury (LTI) occurs that can include safety stand downs, the issuing of flash reports and detailed analysis by supervisors.

We were pleased to record an 18% reduction in our Lost Time Injury Frequency Rate (LTIFR) for 2014, reducing the rate for the third year in succession to a historic low. This is particularly gratifying at a time when the scale and complexity of our operations continues to grow, including reaching the highest level of production in our history.

At group level, LTIs were reduced to 13 this year, a reduction of 35% on 2013, and a decrease of 65% on 2012. The teams at Tongon and Gounkoto both achieved zero LTIs throughout 2014 and there have been significant improvements at Kibali with a 50% reduction in the Morning sessions on safety take place every day as part of Randgold’s operations. number of LTIs compared to 2013.

We also seek to introduce new technology where it has 2014, all our mines were certified to the OHSAS 18001 been shown to add proven and tangible benefits for standard with the exception of Kibali which will, as a newly the safety of our workforce. In 2014 we upgraded the operational mine, be applying for its accreditation in due ventilation systems to improve temperatures underground. course. Our policy is to combine both the top-down We are, however, sad to report one fatality in 2014, the approach that flows from constant supervision and the tragic loss of Mr Atafo Claude Manabe. The incident bottom-up approach of asking every individual employee occurred at Kibali where Mr Manabe worked as an to be their ‘brother’s keeper’ ie to take responsibility for assistant driller for one of the site’s contractors on the shaft the safety of themselves and those around them. Other sinking contract. As is policy at Randgold, we conducted measures include, but are not limited to, the wide use of an in-depth investigation into the cause of this incident, signage in multiple languages, the use of rotating monthly together with the contractor, to prevent a recurrence of

GROUP SAFETY PERFORMANCE

2014 2013 2012 Total labour2 12 341 15 3731 11 9901 Person hours 27 583 588 35 246 261 25 327 309 LTIs 3 13 20 38 LTIFR4 0.47 0.57 1.50 Fatalities 1 1 1 Near misses 189 128 120

1 Restated from last year due to slightly updated recalculation. 2 Including persons employed by our contractors calculated as an average over the year. 3  Defined as injuries that occur in the execution of duties which prevents our workers from performing those duties for at least one day. 4 Number of LTIs per million person hours worked.

Individual mine level Loulo Gounkoto Morila Tongon Kibali 2014 2013 2014 2013 2014 2013 2014 2013 2014 2013 Person hours 6 410 729 6 103 322 2 152 358 2 408 290 2 697 840 2 035 248 4 628 717 4 480 840 11 693 944 20 218 560 LTIs 4 5 0 0 3 1 0 2 6 12 LTIFRs 0.62 0.82 0 0 1.11 0.49 0 0.45 0.51 0.59 Fatalities 0 0 0 0 0 0 0 0 1 1 Near misses 29 34 36 40 6 2 34 37 84 0

130 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Case study: USING NEAR MISSES AS AN EARLY WARNING SYSTEM

In 2014, the number of ‘near misses’ that occurred across the group rose by over 67% to 189 incidents.

Although it may seem slightly counter intuitive, Randgold crashed, particularly at night. This triggered action on regards this as a positive trend. This is because in the last fatigue management by the Kibali SHE (safety, health and couple of years we have been trying to foster increased environment) team. Even driving six metre high mining awareness and reporting of ‘near misses’ across the group. trucks can become wearisome and when the repetition of going back and forth to the pit is considered, it can create Near misses are incidents where no personal injury or dangerous conditions. property damage was sustained, but given slightly different timing or positioning an injury may have occurred. At After the reporting of near misses, the Kibali team introduced Randgold the reporting of a near miss triggers remedial measures such as compulsory short breaks every hour and action procedures and this helps prevent accidents. rotating shift schedules to allow adequate time for recovery Therefore the more near misses we have, the less minor and sleep. serious injuries should occur. This issue is an ongoing challenge, requiring constant A good example of this came in the main pit at Kibali in vigilance but we were pleased that there was only one injury 2014. In the early part of the year, several near misses related to driver fatigue at Kibali in late 2014 after these were recorded by truck drivers, who had swerved but not measures were introduced.

a similar incident within the group. A regional prosecutor of our other mines. Such informal training continues until a line also undertook an independent investigation concluding manager certifies them to be able to undertake the role to the that the incident was an accident. We express our sincere required standards themselves. condolences to Mr Manabe’s family and friends.

We are constantly investing in training to To help develop the leaders of tomorrow, we also invest in Investing improve the performance of our formal training for our most talented employees, including in training employees so that Randgold meets its courses and diplomas at leading international universities. In business goals. 2014, a total of 210 employees received formal training at a total investment cost of $543 225. With such a large number of employees coming from local communities, many of whom had never worked in the sector before, training is central to our working culture. We strongly believe in nurturing young, local talent in the regions in which we operate. Randgold employs the top We use psychometric testing to identify local people with the science graduates from several leading universities in West aptitude for skilled positions and then require each worker to Africa and, in 2014, awarded two scholarships to promising learn their position through shadowing a mentor, often on one masters students at the University of Kinshasa.

Randgold has awarded two masters scholarships to promising geology students at the University of Kinshasa, DRC and a further bursary to a student at the University of Ouagadougou, Burkina Faso.

Randgold Resources Annual Report 2014 131 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Case study: NEW SKILLS, NEW OPPORTUNITIES

Our emphasis on employing local people provides our mines with driven and capable workforce and changes lives. We asked three of the 5 000 strong workforce at Kibali to tell their story.

Sangbaid Kulindema was born in 1978 in an old clinic which is now the site of the main Kibali pit. He explains that before the mine, he had been unemployed and pessimistic about his future.

“Before Kibali, I was without a job. I studied to be a nurse but had to stop because I couldn’t pay the fees. I drifted to do some work with my uncle in Sudan, trading, but there was a rebellion so we only made very little money.”

Sangbaid joined Randgold in 2010 as a casual worker in the brickyard during construction, before being retrained as an Left to right: Kulimaru Kayazo, Agoyo Adasayi and Sangbadi elution operator. Kulindema are local villagers who are now part of the permanent workforce at Kibali. Commenting on his on-the-job training he says: “I spent three coming to us. Also the roads are so much better, it used to months on a Randgold mine in Mali watching what other be very tough to get to Aru, now you can do it in a day.” people did before having an opportunity to do the job myself. I wasn’t nervous the first time I had to do it myself as the Agoyo Adasayi joined Randgold in 2010 when he was 37, trainers were there to help and correct me. At the end I sat a initially working as a casual worker cutting grass. At the test and got a certificate.” prompting of his manager he undertook the interview and testing for the operational mine and now works as a core He adds: “It’s hard not to be sad that the clinic I was born in doesn’t exist anymore, but there is a new and better clinic for sampler, having spent three months training at our Tongon my family now and that makes me happy. Because of Kibali, mine in Côte d’Ivoire. I have a job and I think I can learn anything.” Agoyo describes how Kibali has helped create more security “My children can become better too because I can send in his life: “Before I joined Randgold I taught biology at high them to school to study and they have more chances. My school two days a week, and worked in agriculture growing children won’t go through what I did.” cassava, potatoes and rice. If it was a good year I could make enough money but in the bad years it was very hard.” Kulimaru Kayazo is 37 and joined Randgold as a casual worker fabricating bricks and as a carpenter during “Working at Kibali I have a stable income, I can plan, I can construction. save a little and my children can attend school.” Agoyo’s ambition is to become a supervisor on the mine. He underwent Randgold’s psychometric testing to work on the mine once it become operational, scoring over 90% and He says that the improvements brought by Kibali extend to being trained to become a reagent operator – controlling all aspects of the town: “The new roads are much better and reagent dosing into the plant. that has brought food prices down, there is a good phone network and we have banks.” He explains: “Before joining Randgold, I worked in agriculture, as I own a field, with rice, maize and beans. When the harvest “I know my money is safe in the bank. I don’t have to worry was good I could produce up to 60 bags of each crop and about thieves coming to my house and taking my money.” sell each bag for around 30 000 francs ($40). So in a good year I could earn about the same as I do at Kibali, but the “When I grew up this area was blacklisted, there were rebels big difference with working at Kibali is that the company also and the army, lots of fighting. My children don’t have to grow looks after my family. I receive a family allowance and they up with the worry of war like I did. I think this mine helps with can also visit the health clinic on site or in Durba.” that. Because of that they can focus on their studies and do better than me. They will have more opportunities. If they “Also our world is growing, we never used to see so many want to, I would tell them to get work at the mine because if other people and cultures here so it seems like progress is you work hard you can meet your ambitions.”

132 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 In 2014, we also created a research and training programme Our strategy of continuous meetings with worker at the University of Kinshasa to provide four geology students representatives, sub-contractor management and all from the university with on-the-job experience at the Kibali stakeholders continued to drive a calm industrial relations mine. We plan to roll out similar programmes at the Universities climate in 2014. of Lubumbashi, Bukavu and Haut-Uélé in the DRC. In Mali, there were numerous calls from unions in other Our employees are a core sectors in the country for the Mali mines to join them in Industrial stakeholder in our business and sympathy strikes but there was only one occasion when relations that belief forms the cornerstone of they agreed to – at Morila, when less than 15% of the our industrial relations policies. workforce followed the strike for two days.

All employees are free to join unions and our countries of There was also one industrial relations stoppage at operation are strongly unionised with the right to freedom Tongon in the second quarter when our mining sub- of association enshrined in law. contractor TOMI experienced a wild-cat five-day strike without warning. We estimate that approximately 85% of our employees are union members with the remaining 15% set apart In total, 11 days’ work were lost to strike action over the due to a long term incentive programme we introduced for senior employees. This programme effectively moves course of the year across the whole group. participating employees into management and out of the employee side of negotiated work conditions. Mine Level Agreements (MLAs) are the basis of our industrial relations policy. These are collective agreements We recognise all groups that legitimately speak for our with the unions at each mine. They are designed to workers and meet with union representatives at each complement national labour laws and to establish the way mine site on a monthly basis; they also attend quarterly each mine operates with regards to detailed items such board meetings. as salary increments or acceptable behaviour in a strike situation. There are also other initiatives such as the general manager’s weekly safety meetings to encourage open MLAs are reviewed every three years, and no MLAs were and constant dialogue. due for review in 2014.

Kibali underground rescue training.

Randgold Resources Annual Report 2014 133 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Managing health risks

+100 000 medical consultations provided for employees, their families and local communities 24% reduction in number of malaria cases Group level malaria incidence falls below 50%, and at least 30% below initial baselines at all mines 10% increase in number of employees attending voluntary testing for HIV/AIDS

“We believe that a healthy workforce and their immediate family are critical to the productivity and functioning of our mines.”

HIV / AIDS Malaria Occupational health Importance stakeholders >> to

Current potential impact on the business >>

Our mines are located in isolated parts of Africa where access to basic healthcare tends to be extremely limited and where infectious diseases can create significant human and business risks. That is why health issues, such as malaria and HIV/AIDS, appeared prominently in our materiality assessment in 2013.

We believe that a healthy workforce and the security of knowing their immediate family are healthy are critical to the productivity and functioning of our mines.

As part of our sustainability policies, we provide free basic medical Access to services to employees, their immediate family and to community healthcare members within a 10km radius of each of our mines.

Our policy is to establish health clinics both on the mine and in nearby villages, with the aim of the latter being to transfer control to local authority over the medium-term. In 2014, the community clinic in Kibali was transferred to the provincial authority.

In 2014, we operated seven clinics across our five mines and their communities. This resulted in just over 100 000 medical consultations of which around 70% were for employees. The total number of consultations is down slightly on last year, reflecting the contraction in the size of the workforce as a whole.

134 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The Loulo and Tongon clinics are two of seven across Randgold’s operations which provide free basic healthcare to employees and the surrounding communities.

One of the biggest health issues of 2014 was the Ebola outbreak, which threatened West Africa and the DRC. A full explanation of our approach to this crisis can be found earlier in this report (see: ‘Prepared for crises: Managing the Ebola risk’) and the appropriate policies and protocols will continue to be applied at all our sites throughout 2015.

As with all our health initiatives, we have sought to work with local partners whenever possible. Some of the local NGOs that we worked with in 2014 included IDEAL (Initiative Développement Environnement Afrique Libre), BFED (Bureau de Formation et de Conseil en Développement) and CSP (Coalition of the Private sector in the fight against HIV/AIDS). We also helped with the distribution of medical equipment through North American partners (CURE).

TOTAL MEDICAL CONSULTATIONS

2014 2013 Total number of medical consultations 100 644 112 678

% employees 70% 67%

% employee dependents 18% 18%

% local community 12% 15%

Randgold Resources Annual Report 2014 135 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 As well as our core Our programme in 2014 included the distribution of almost Net benefits provision of basic 16 000 impregnated mosquito nets, extensive spraying in our fight healthcare, Randgold also campaigns, pro-actively encouraging early diagnosis runs a focused programme at our clinics and entomological surveys to understand against malaria at each of our mine sites which chemicals will be most effective in our spraying. to combat malaria. This disease kills around 25 000 In total, we invested just over $470 000 in our malaria people in our three countries of operation each year but programme last year. it is preventable and we are glad to report zero deaths from the disease among our host communities in 2014. The total number of malaria cases across the group reduced from 8 102 in 2013, to 6 163 in 2014 – a reduction We believe that the battle against the disease is one of of 24%. This brought group level malaria incidence below our best investments. Over 4 000 sick leave days were 50% for the first time, and puts incidence at all mines at recorded due to malaria in 2014 – around 28% of total least 30% below the initial baselines set before the mine absenteeism – and reducing these losses helps make started. While this is encouraging, it does not meet our a strong business case for our anti-malaria programme. ambitious target to reduce incidence of the disease by More than this, however, we also find that the productivity 25% year-on-year and we were disappointed by slight and morale of our workforce is boosted enormously when increases in the rate at both Kibali and Morila. they know that they, their family and friends need not live in fear of this disease. Early analysis of these results led to several measures now being implemented, which we hope will have a positive impact in 2015. These include an increased focus on 1 EMPLOYEE MALARIA INCIDENCE RATE protecting night shift workers (as malaria mosquitoes are most active at dusk), and increased training and 2013 2012 % Baseline 2014 supervision for those conducting the spraying. In 2014, Morila 192.0 (2000) 26.3 23.5 31.3 we started working with the Research and Malaria Training Centre in Bamako to increase the expertise of our Loulo 51.1 (2005) 33.6 34.0 57.9 sprayers. For example, in order to be effective spraying must be extremely thorough, leaving no safe place for a Gounkoto 74.0 (2011) 51.3 55.2 77.5 mosquito to land and it needs to be adapted for difference Kibali 113.1 (2011) 65.7 61.1 70.3 surfaces (such as wood, concrete or mud).

Tongon 132.7 (2010) 50.7 61.1 65.0 At Kibali the slight increase in incidence may point to a Group 49.9 52.7 64.0 need to widen the coverage of our insecticide spraying. In 2015, we will undertake a cost-benefit analysis to 1 Defined as the number of new positive cases among determine whether we should increase the scope of the employees, multiplied by 100, divided by total employees community spraying. during the reporting period. Note that incidence rate can be over 100% as a single employee can contract malaria more Randgold believes that its spend on the battle against malaria than once in a year. is one of its best investments.

136 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 HIV/AIDS is widespread Helping prevent across sub-Saharan and live with Africa, particularly in the DRC. Our HIV/AIDS HIV/AIDS programme aims to help stop the spread of the disease by encouraging safe sex, raising awareness and promoting Voluntary Counselling and Testing (VCTs).

The target for our HIV programme is no new infections among our employees.

In 2014, we spent over $27 000 on our HIV/AIDS programme. Among other measures, this helped to enable the distribution of over 161 000 condoms, funded mobile video education units in the communities and AIDS awareness month in December, and supported training for peer educators. Our peer educators are members of the community, including employees and sex workers, who are trained in counselling about HIV such as heavy metal in the blood, silicosis, tuberculosis and communicating the risks and tend to have more and hearing issues and include biological and radiation resonance with their peers than others can. testing for those departments with exposure to chemicals or other hazards. Our employees must all pass minimum It was very encouraging that the number of employees fitness standards. and sub-contractors tested for HIV on a voluntary basis at our mine clinics rose by 10% in 2014, rising to 3 207 Each workplace undertakes a risk assessment to identify people in 2014, from 2 908 in 2013. This is important occupational health issues and we use appropriate because early awareness of the disease helps to arrest equipment and engineering controls to minimise risk. its spread and makes treatments generally more effective. All staff are provided with relevant personal protective equipment from high visibility vests, safety glasses, ear We also work with NGOs and local authorities to help defenders to helmets and safety boots. Our occupational remove the stigma attached to those who already have the health processes are certified against the OHSAS 18001 disease. Modern treatments mean that a HIV diagnosis health and safety standards. no longer means death. If identified and treated, then a good standard of life is possible. First aid training is also regularly provided and our underground projects have two specially trained mine We were disappointed by a slight increase in the HIV rescue teams on site with specialist equipment. prevalence rate in 2014 and in the number of positive cases among employees – which rose from 95 in 2013 We also seek to use the latest technology where possible to 109 in 2014. However, it is encouraging to see the and improvements to equipment in 2014 have included prevalence rate at Kibali drop after an increase last year the introduction of quieter fans to reduce the risk of and that, at 11.3%, it is now some way below the baseline industrial deafness. recorded in 2010.

1 The business of gold mining EMPLOYEE HIV PREVALENCE RATE BY MINE Occupational presents a number of health health hazards and we undertake a % Baseline 2014 2013 2012 2011 wide range of healthcare Morila 0.6 (2000) 0.6 1.9 1.4 1.5 programmes to fit the specific circumstances of each Loulo 0.7-1.3 (2005) 1.1 1 1 - department and operation. Gounkoto 0.7 (2011) 0.3 1 1 - At group level, there were 27 new cases of occupational Tongon 3.2 (2011) 0.8 2.7 152 - health conditions in 2014. These were all related to Kibali 17.7-37.6 (2010) 11.3 12.8 11.5 16.8 hearing impairments and all from two specific sites, Tongon (9) and Loulo (18). Group 3 3 4 6

Our occupational health work aims to both reduce 1 Number of positive cases x 100/total of VCT. 2 exposure to risks and to pro-actively spot potential The relatively high HIV prevalence rate at Tongon in 2012 is due to an unrepresentative sample that was taken among patients health issues through regular medical consultations that the doctor judged to already have a high possibility of for employees. These consultations monitor for issues infection.

Randgold Resources Annual Report 2014 137 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Environmental management

4% improvement in energy efficiency rate 75% of process water recycled 1 million m3 less water abstracted from Mali’s Falémé River in 2014 due to water saving measures Nzoro II hydropower plant online in DRC 4 out of 5 mines certified to ISO 14001 standards Creation of community waste management companies 8 250 trees planted across all mines

“We believe it is in our commercial interests to manage our natural capital to a world-class standard.”

Water pollution Cyanide management Waste management

Environmental incidents

Energy use and efficiency Importance stakeholders >> to

Current potential impact on the business >>

Global trends such as climate change and growing water scarcity continue to raise the profile of environmental issues across the mining sector and this was reflected in our 2013 materiality assessment. Over a quarter of our priority issues in the assessment were environmental risks including water pollution, energy usage and cyanide management.

We believe firmly that it is in our commercial interests to manage our natural capital to a world- class standard. That’s why we work hard to minimise our energy and water use and to carefully manage waste and land, both in our exclusion zones and in the communities around our mines.

The focus of our environmental practices on each mine is Our policies and defined by the detailed environmental impact assessment that performance we conduct at the feasibility phase of any project. This sets a baseline for our understanding of environmental risks and defines our approach to energy, water, waste and biodiversity management.

Once the mine is operational these findings become the basis of an Environmental Management System (EMS) that is drawn up in line with ISO 14001, national regulations and local community input. Ultimately, our aim is to keep our negative environmental impact to a minimum and to ensure we do not leave any long term environmental liabilities.

All our sites, with the exception of the newly-opened Kibali, are ISO 14001 certified, which helps us to identify and deal with any environmental risks and thereby comply with international best practice. We also conduct independent audits to check our compliance with the IFC Performance Standards. We had no significant environmental fines or non-monetary sanctions in 2014 and Morila’s ISO certification was reviewed and recertified.

138 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Our environmental management systems track three ENVIRONMENTAL INCIDENTS 2014 types of environmental incidents ranging from major Class 1 Class 2 Class 3 class 1 incidents (such as incidents resulting in destruction of community property), to moderate (class 2) and more Loulo - 10% 47% minor class 3 incidents (such as release of effluents within Gounkoto - - 21% the boundary fence). Morila - - 1% Tongon 1% 1% 10% In 2014, there was one major and 20 moderate environmental incidents across the group. This was the Kibali - 9% 17% first class 1 incident in three years. The incident occurred Total 1% 20% 96% at Tongon in December 2014 when a tailings pipeline burst and, although initially contained in a small dam, Overall, our energy usage across the group this year was accidentally pumped into a diversion trench linked was 764 140MW, an increase of around 30% on our to the river. While the leaked slurry was contained in the 2013 usage and reflecting the increase in production dam it was treated with an iron sulphate, to neutralise levels. Encouragingly, our energy efficiency improved chemicals such as cyanide. However, the incident caused from 46.3kWh for each tonne of ore milled in 2013 to the death of some fish and required remedial action to be 44.5kWh/tonne ore milled, meaning we used around 4% taken including water sampling to test levels of sulphates less energy for each tonne milled. and toxins in the local water supply and information and awareness sessions with communities downstream and Some of the biggest increases in energy use in the early part along the river. A formal report was submitted to the of 2014 were at our Loulo mine and, towards the end of the year, we commissioned an independent audit into power minister of mines in Côte d’Ivoire who also undertook their efficiency at the site to identify where energy could be own investigation as is the standard for such incidents. We better managed. This resulted in a number of innovations will continue to monitor closely for any negative effects in for power saving that are now being implemented including 2015. running the CAT machines and spinning reserves at more optimum levels, improving underground efficiency by In 2014, the Kibali Environmental and Social Impact installing a single pump and by stopping the underground Assessment (ESIA) was updated to include new satellite conveyors running continuously. By the end of 2014, pits. This entailed completing numerous specialist studies the overall milling system at Loulo had already observed as well as public consultation, all of which was in line with significant improvements in power efficiency. IFC standards. One of the highlights of 2014 in this area was the bringing Gold mining is an energy online of the Nzoro II hydropower station at Kibali (see case Energy use and intensive operation but study). Our increased use of hydropower last year has greenhouse gas we strive to reduce our been one of the contributing factors in our improvements energy use using in emission intensity from 50.47 tonnes CO2-e/kt milled in emissions measures that are 2013 to 42.43 tonnes of CO2-e/kt milled in 2014. Also in appropriate for each site. For example, at Kibali there is an 2014, solar panels were introduced at Loulo to generate abundance of water so we are working to maximise use of power for the offices and administrative buildings. In 2015, hydropower; while in Tongon most of our energy savings we may consider commissioning feasibility studies into come from connections to the national grid. We also seek where further use of renewables may be viable, especially to instigate energy efficiency measures at all operations. in Mali where return on investment is likely to be highest.

ENERGY AND EMISSIONS

Energy efficiency (000kWh/t ore milled) Number of operating mines Electricity use (000MWh) Number of operating mines

2012 4 2012 4

2013 5 2013 5

2014 5 2014 5

0 10 20 30 40 50 0 100 200 300 400 500 600 700 800

1 GHG emissions (Tonnes CO2-e) Number of operating mines Emission intensity (Tonnes CO2-e/t milled) Number of operating mines

2012 4 2012 4

2013 5 2013 5

2014 5 2014 5

0 100 200 300 400 500 600 700 800 0 10 20 30 40 50 60

1 Figures relate to sites where Randgold has management control and are not based on the equity share that the company owns. Includes both Scope 1 emissions – which are direct emissions occurring from sources that are controlled by the company and Scope 2 emissions – which include emissions from the generation of purchased electricity.

Randgold Resources Annual Report 2014 139 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Case study: GIVING A DAM - HARNESSING HYDROPOWER IN THE DRC

It is reported that only 30% of people in sub-Saharan Africa have access to reliable power and only around 1% of DRC’s rural population.

The largely rural communities around our Kibali mine know total cost of $88 million, we estimate that the station will have all about this with no connection to the national grid – and paid for itself completely within 15 months. Randgold’s work to develop hydropower in the region has transformed the area. Hydroelectricity stations are a much cleaner way of generating electricity than the burning of fossil fuels such Our first step was to refurbish a smaller hydropower station as diesel but they are not without sustainability impact. (Nzoro I) originally built in the 1930s by Belgian miners, which For example, hydropower stations have been criticised for now provides around 1.4MW of power for local communities. their need to flood a large amount of land. However, Nzoro However, a more significant step in terms of power generation is a run of the river station and so did not require a large was taken in May 2014 when we concluded the construction flooding area and its canal did not require any resettlements of the much larger Nzoro II station. to take place. There was wide consultation with the local community throughout the construction of the station. The station is located on the banks of the Nzoro River and is a run of the river hydrostation with a four kilometre canal Nzoro II is not the end of Randgold’s hydropower plans leading to four turbines. for Kibali. We have another hydropower station, Ambarau currently under construction and plans for a further The station makes a major contribution to power use at hydrostation, which will take total power output from Kibali, generating around 60% of its power needs. Nzoro II Randgold’s hydrostations to 42MW, enabling Kibali to obtain generates up to 20MW of power – enough to power up the over 90% of its power from hydro by 2016. equivalent of 1 000 Western European houses – and saves Randgold around $7 million a month in diesel costs. At a When the mine closes, our hydrostations will be handed over to the local government to provide more electricity for The turbines of the newly-built Nzoro II hydropower station. the area.

140 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 A recent survey by Ernst & country. In Mali and Côte d’Ivoire, which are prone to drought, Water Young named water as one of security of water supply and efficient use of water are our most management the top 10 business risks facing critical concerns whereas our Kibali mine receives nearly two global mining companies and metres of rainfall each year so does not have such issues water management is certainly a major issue for Randgold. around security of supply. From processing to irrigation, drinking water to sanitation, managing our water is fundamental to the functioning of our The amount of water that we take from freshwater sources such mines and to the well-being of surrounding communities and as rivers is governed by permit restrictions set by the relevant, environments. governing authority. Our water abstraction last year totalled 17 471Ml, an increase on 2013 levels which reflects our Our individual operations develop site-based action plans on increased production. Our water efficiency improved from water management due to the variations in climate in each 1.07m 3/tonne to 1.01m3/tonne.

OUR APPROACH TO WATER RECYCLING

Evaporation

Any water flowing out of our system 75% is regularly tested of process water was recycled and monitored for in 2014 contaminants

Processing plant Tailings & dams

Vast majority of water is used at the processing plant and funneled into our closed loop system

FRESHWATER Uses such as SOURCES drinking water, irrigation and dust The amount of suppression freshwater we can take is set by permits agreed with government

River

Groundwater

Randgold Resources Annual Report 2014 141 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 At the centre of our water management policy is our ambitious group target to recycle 85% of process water. Water recycling helps to reduce overheads, ensures security of supply in drought prone areas and mitigates the potential of environmental incidents. It also reduces energy use as less electricity is needed to pump from freshwater sources.

Our water recycling levels reached 75% in 2014. Although this total did not meet our group target, it was still a relatively high level of recycling. Water saving measures that helped achieve this figure included measures to maximise return water from tailings dams and the creation of water champions in some teams. The commissioning of Kibali’s TSF was a big factor in lowering levels of return water recycling in 2014, as the return water line was only operational some six months after the commissioning of the TSF. With this now in place we are confident of achieving the group recycling target of 85% in 2015. Efforts at Loulo were also notable in 2014 as improvements in water efficiency there reduced abstraction from Mali’s Falémé River by around one million cubic meters, the equivalent of Randgold regularly monitors surface and groundwater as well as 13 million bath tubs of water. drinking water for pollutants.

We regularly monitor surface and Our total volume of planned and unplanned water discharges in Water groundwater quality and test drinking 2014 was 19 117 196m3 of which 19 098 071m3 was controlled monitoring water on and off site for the risk of and 19 125m3 (0.1%) was uncontrolled. water pollution. In line with international standards and local legislation, we test for over 30 A new innovation that is being piloted at Loulo in 2014 has been chemical elements including various heavy metals, cyanide and to introduce a wetlands system below the water treatment plant arsenic. In the DRC, a government agency conducts an for underground water. The wetlands remove sediments and independent audit of our monitoring processes every two pollutants such as nitrates from the water. Nitrates can appear years. in the water system due to residue from the use of explosives, however the wetlands feed on them, using them as nutrients There are also regular checks and reinforcements made to our and removing them from the water cycle. tailings storage facilities (TSFs) where the waste products from our processing plant are deposited. An independent auditor We have site-specific regularly checks the management of these facilities. This year Waste and cyanide waste management we took remedial action at Loulo when a borehole near the management plans in place at each TSF showed elevated levels of iron and sulphates. We have site covering the commissioned a survey to look carefully at what the source of variety of wastes that we produce including organic, inorganic this pollution might be and to present the best options to deal and hazardous materials. Each plan details how each type of with it including updating the TSF model. This will be enacted material should be handled, stored, separated, recycled or in early 2015. disposed of. We strive to recycle and reuse waste wherever

WATER USE Total fresh water offtake (000Ml) Number of operating mines Total withdrawal efficiency (m3/tonne1) Number of operating mines

2012 4 2012 4

2013 5 2013 5

2014 5 2014 5

0 5 10 15 20 0.0 0.2 0.4 0.6 0.8 1.0 1.2

Total water recycled (%) Number of operating mines

2012 4

2013 5

2014 5 1 This refers to the water extracted by the mine, with the 0 20 40 60 80 100 denominator being the total processed tonnes.

142 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Case study: GENERATING VALUE FROM WASTE

GIE Kanimadyba (GIE) is a community-based waste collection company in Loulo village near our Loulo-Gounkoto complex in Mali.

The company began as part of a local economic development programme aimed at both improving quality of life for residents and creating alternative (non-mining) jobs in the region.

In the past, there was no waste collection service or dump and waste was disposed of in a haphazard way around the village, often left to litter the streets or fields. GIE provide residents of Loulo with waste collection and disposal services for a small fee. Collected waste is taken to a new site for sorting and disposal.

GIE was started by two entrepreneurs in the village, who now each earn $123 a month, and is run by a management committee comprised of villagers who share the remaining profits. The village is now significantly cleaner and community leaders say that attitudes towards waste disposal are beginning to change. re-usable rubbish is recycled. In 2015, Randgold aims to To help GIE get started, Randgold provided 212 bins and establish similar community companies in the much bigger an interest free loan of $1 710 to cover other start-up costs. village of Djidjan near the Loulo-Gounkoto complex and In the future, Randgold plans to train GIE staff to ensure all around our Kibali mine in the DRC. possible and to ensure all materials are dispatched safely. In 2014, we continued to ensure that all staff are trained in our When required, we bring in outside expertise such as using new cyanide standard, including extra training and supervision geotechnical engineers to ensure that waste rock dumps are for those transporting cyanide and burning waste packaging stable with correctly angled slopes. and increasing the frequency of monitoring at tailings dams. Throughout the year, the company used 10 468 tonnes of Arguably the most important part of our waste management cyanide with one environmental incident relating to cyanide is the handling of hazardous waste including acids, chemicals taking place in 2014 (the class 1 incident at Tongon detailed and, in particular, cyanide. previously).

In 2013, we reviewed our cyanide management and introduced We also see waste management as an opportunity to partner a new internal cyanide code to ensure we are aligned with with local communities and to develop self-sustaining, profit- international best practice for its production, transportation, generating waste management companies. In 2014, for storage and use. This includes conducting annual cyanide example, we found a local buyer for waste oil near Tongon and, audits at each site. at Loulo village, encouraged the creation of GIE Kanimadyba (see: ‘Generating value from waste’). TONNES OF WASTE GENERATED In Durba in the DRC, over 100 tonnes of scrap metal each year Tonnes 2014 2013 is sold to traditional chiefs who have created an NGO to recycle and sell it with the proceeds spent on community projects such Tailings1 17 174 516 12 749 069 as road and bridge maintenance. Waste rock 86 209 131 79 546 766 Hazardous 6 189 8 090 Our mines have an impact on the flora and fauna present on General2 5 025 5 763 Protecting biodiversity the original sites but we go to great lengths to minimise our 1 Does not include data from Gounkoto. negative effects and to repair damage done wherever 2 Includes organic and inorganic. possible. No habitats of any endangered species are TOTAL LAND REHABILITATED AND DISTURBED affected by Randgold mines.

Detailed records of the full range of biodiversity present 2014 2013 2012 on a site are taken during the initial ESIAs on any project Total hectares and each site has a large and detailed biodiversity rehabilitated 16 5.8 153.4 action plan, detailing various habitats across the site to Total hectares help restore our sites to match the original ecosystems disturbed 682 1 063 5 791 as much as possible.

Randgold Resources Annual Report 2014 143 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Land restoration is an on-going process and we In the DRC, this has resulted in an innovative partnership are continually working to replant indigenous plants with the Garamba National Park in the north of the throughout the life of the mine. country. The park’s elephant population is under extreme pressure, having halved over the past five years, In 2014, we rehabilitated six hectares of land and planted and in 2014 Randgold sponsored the collaring of eight a total of 8 252 trees at all sites. This included the planting elephants. The collars will provide Garamba staff with a of around 2 000 trees at Kibali to form a botanic garden better understanding of the home range of the elephants, area where wildlife has returned to the site – including determine conservation boundaries and focus anti- bush buck, snakes and white tailed mongoose which poaching patrols. were all observed last year.

We have signage on all sites to indicate areas where We have also paid for a pilot and Jet A-1 fuel for a plane animals may be present and staff are encouraged to to allow aerial surveying of the park and are working with respect animals on site through wildlife awareness the park to study aquatic diversity. It is hoped that the education programmes. Hunting of wildlife is also Garamba partnership will help to secure the future of prohibited within our mining permit zones. this national asset and have the potential to kick-start the development of an eco-tourism industry which could In 2014, we also undertook a monitoring survey in the benefit the whole region. Falémé and Gara river systems around Loulo in Mali which is helping us assess whether there are adverse effects on Management of ambient air aquatic life around the mine and what measures need to quality, and in particular the be undertaken to protect it. Dust management suppression of dust, is an Where land cannot be rehabilitated, we consider the use important part of our of biodiversity offsets to achieve a net biodiversity gain environmental policy. Most of our countries of operation in line with guidance from the International Union for are dusty, particularly during the dry season, and many of Conservation of Nature (IUCN). the processes of mining such as blasting, dumping and

The Garamba partnership will not only help to secure the future of this national asset but has the potential to kick-start the development of an eco-tourism industry which could benefit the whole region.

144 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 crushing can combine with this climate to create limits for staff. We also work to plant areas of exposed significant amounts of dust. dirt and rock as soon as possible to help keep dust on site to a minimum. High levels of airborne dust can cause sore eyes and result in breathing problems for workers, nearby communities Throughout 2014, Kibali, Morila and Tongon mines and livestock exposed to it. recorded low to moderate dust levels at all monitoring stations. However, dust management around our Loulo That is why we work to keep dust levels as low as possible and Gounkoto mines (and particularly on the Loulo- with policies and procedures for dust control governed by Gounkoto service road) has been a particular area of IFC guidelines. Airborne dust is monitored both on site focus for us in 2014 as monitoring stations returned dust and in local communities through a series of monitoring levels in excess of the 500mg/m2/day level. stations with dust buckets capturing airborne particulate. Monitoring stations are checked monthly to monitor how In response to the high dust levels around Loulo- much dust has been in the air. Gounkoto, we have run a pilot programme trialling the application of different substances including polymers, The main way we suppress dust across all our sites is molasses and bitumen to roads to consider which is most through regular road wetting with priority given to heavily effective. Results will be analysed and the most effective used roads and those in the community. Where required, dust suppression method rolled out in 2015. we also make use of dust suppressants.

We have also run a number of speed awareness Workers in areas such as the pit, which are inevitably very programmes for our drivers and enforce strict speed dusty due to the nature of the processes taking place, are provided with personal protective equipment to protect Dust management on the busy Loulo-Gounkoto service road was their eyes and lungs and receive regular medical checks an area of focus in 2014. and if necessary to allow for appropriate action taken.

Randgold Resources Annual Report 2014 145 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Looking ahead by updating our materiality assessment in 2014

Throughout November and December 2014 Randgold The Randgold team will work to address these gaps in 2015 undertook an exercise to update and build on its materiality and ensure that the issues of importance to each group are assessment, and so understand which sustainability issues adequately attended to. might need to be prioritised in 2015. This exercise will be reported in full in next year’s sustainability report but we wanted In order to draw a threshold for our to include a snapshot of it here. Priority reporting, we set boundaries to identify issues high and medium impact issues. We define To carry out the update to our materiality high impact issues as those that appear in Our assessment we presented both internal both internal and external stakeholders’ top 10 most important and external stakeholders with a long list issues, while medium impact issues are defined as those process rd of over 40 potential sustainability topics appearing in the top 3 (13) of either internal or external stakeholder lists. and asked them to score the potential impact on Randgold’s business of each of these issues. As listed below, the 2014 assessment showed four high priority issues and 16 medium-impact issues. This compares to five For internal stakeholders, we asked heads of key departments high impact issues in 2013 – local and national employment and the executive management team to update their being the issue that slips back. assessment of the priority issues for the business, discounting last year’s results. For external stakeholders, we combined The results also introduced four new issues within the medium survey responses from 2013 with an additional set of external impact category, these are: air pollution, artisanal mining, stakeholders that were approached for the first time this year. community grievance mechanism and corporate governance. The complete group of over 100 external stakeholders included local and regional authorities, local businesses, external There are also three issues that dropped below this medium- contractors, staff, worker’s unions and police. impact line in 2014 they were: resettlement, energy use & efficiency, and local procurement & partner development. The results were reviewed and agreed internally by Randgold management to ensure they provided balanced coverage of High impact issues the company’s most material issues wherever they occur in the value chain. Safety Cyanide management The results of the update to our  Our emerging materiality assessment Community engagement findings showed that 80% of our Water pollution highest-impact issues remained in this top category, but there were also some notable movement around which issues both internal and external Medium impact issues stakeholders placed in their top third of priorities. Air pollution Artisanal mining Among internal stakeholders, the top two issues of safety and cyanide management remained the same as in 2013 but the Bribery and corruption issues of water pollution, corporate governance and community Community development and investment grievance resolution all rose considerably up the internal priority list to complete the top five in 2014. Community grievance mechanism Corporate governance Among external stakeholders, the top three issues (safety, Environmental incidents community engagement and community investment) all remained the same. Below that there were eleven issues that HIV/AIDS moved between five and ten places in the priority list. The Legal compliance fastest rising issue among external stakeholders in 2014 was  artisanal mining, which rose eleven places and entered the top Local economic development third of priorities for external stakeholders. Local and national employment Malaria One of the most useful outcomes of the materiality assessment exercise is that it helps the Randgold team to identify where Revenue transparency gaps in perception exist between internal and external Staff training and skills transfer stakeholders. The 2014 results showed nine issues where Waste management comparative rankings showed a difference of 15 places or more. These included issues such as HIV/AIDS, corporate governance and bribery and corruption where a gap of over The relative importance of all issues considered according to 20 places existed between the internal and external rankings. this analysis is illustrated on the scattergraph alongside.

146 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 RESULTS OF 2014 UPDATE TO THE MATERIALITY ASSESSMENT 5 5 Critical

4

4 Safety

3

Importance stakeholders to >> Community engagement Community development and investment Local and national employment Cyanide management High Local economic development 3 Indigenous populations Waste Staff training and Water pollution management skills transfer 2 HIV/AIDS Malaria Occupational health Artisanal mining Security forces Community grievance resolution Air pollution Local procurement Water Revenue transparency Closure planning use Legal compliance Human Fair wages rights Environmental incidents Gender equality Energy use and efficiency R & C Freedom of Corporate governance 1 Land disturbance association Bribery and corruption Ecology 2 Climate change and adaptation Product responsibility Supplier human rights Supplier labour practices Strike action and Financial assistance Material use/efficiency

Medium Very minor Minor Moderate Severe Very severe 0 Current potential impact on the business >> 1

00 1 2 3 4 5

Randgold Resources Annual Report 2014 147 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Directors’ reports

148 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Directors’ reports 29fb55e7-d3fa-4122-a799-cab70edd9422 - WorldReginfo Remuneration report 168 Audit committee report 156 Corporate governance report Governance and nomination committee report 191 148 Corporate governance report

Randgold is incorporated in Jersey. The company complies with the United Kingdom’s Corporate Governance Code.

The company has been in compliance with the UK Corporate Governance Code published in September 2012 (the Code) throughout the year ended 31 December 2014 and to the date of this annual report. In September 2014, a revised Code (the 2014 Code) was issued, which applies to accounting periods beginning on or after 1 October 2014 which will be applied by the company for the year ending 31 December 2015. The Code and the 2014 Code can be viewed on the website of the Financial Reporting Council, at www.frc.org.uk, and a copy of both codes is available on the company’s website www.randgoldresources.com.

The remuneration paid by the company to members of the board is set out in the remuneration report, which can be found on pages 168 to 190 of this annual report. In addition, the audit committee report and the governance and nomination committee report can be found on pages 156 and 191 respectively of this annual report.

The board acknowledges that to continue to be a successful world class gold mining company it must be led by an effective board, with appropriate skills, experience, independence and knowledge of the activities of the company and its industry and environment. The board has adopted a board charter (in accordance with the Code) which clearly sets out its duties as a board and includes the duties of the chairman, the chief executive officer and the senior independent director.

The board reviewed the board charter at its January 2014 and February 2015 board meetings and determined no amendments were necessary. A copy of the board charter is available on the company’s website.

Details of the company’s share capital are set out in note 5 of the financial statements of this annual report and details of key shareholders are provided on pages 244 to 246 of this annual report. There are no special rights attached to the company’s shares or restrictions on voting rights. Each notice of general meeting of the company will specify the time for determining a shareholder’s right to attend and vote at the meeting, and the deadline for submitting proxy appointments.

BOARD MEMBERSHIP AND MEETING ATTENDANCE

Number of board meetings Director Position held attended in 2014 CL Coleman1 Non-executive chairman1 4/4 DM Bristow Chief executive officer 4/4 GP Shuttleworth Chief financial officer 4/4 NP Cole Jr Senior independent director 4/4 S Ba-N'Daw2 Independent non-executive director - K Dagdelen Independent non-executive director 4/4 J Kassum3 Independent non-executive director 4/4 J Mabunda Lioko Independent non-executive director 4/4 AJ Quinn Independent non-executive director 4/4 K Voltaire Independent non-executive director 4/4

1 Mr CL Coleman was appointed chairman of the board with effect from 6 May 2014. Mr P Liétard retired as a non-executive director and chairman of the board with effect from 6 May 2014. There were two board meetings between 1 January 2014 and 6 May 2014, all of which Mr Liétard attended as chairman. 2 Mrs S Ba-N’Daw was appointed to the board with effect from 1 March 2015. 3 Mr Kassum was appointed to the board with effect from 31 January 2014.

148 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The powers of the directors are set out in the Articles of and nomination committee and the corporate governance Association of the company (Articles), which are available report; and the approval of the annual report on the on the website of the company, and are subject to relevant Form 20-F as required by the United States’ Securities and legislation and, in certain circumstances, authority given by Exchange Commission (SEC). the company’s shareholders. Details relating to the powers of directors in respect of share capital are set out in the In order to facilitate its supervision of the company, the notice of annual general meeting (AGM) 2015. The Articles board has established three board committees: the also govern the appointment and replacement of directors. audit committee, the remuneration committee and the The Articles may only be amended with shareholders’ governance and nomination committee. Details of the approval in accordance with relevant legislation. terms of reference of each committee and the members of each committee are available on the company’s website www.randgoldresources.com. The members of the The information that fulfils the requirements of the committees for the year are set out on pages 16 and 17 corporate governance statement in accordance with of this annual report and in the respective committee DTR 7.2 can be found in this corporate governance report reports. and in the reports of the audit committee, remuneration committee and the governance and nomination committee The day to day management of the company is delegated to on pages 148 to 193 of this annual report. the chief executive officer (CEO). An executive committee has been established by the CEO and membership of Biographical details of each director of the company as at that committee is made up of the CEO as chairman, the the date of this annual report can be found on pages 16 to chief financial officer (CFO) and senior executives of the 17 of this annual report. company and the other general managers of each of the company’s operations (as set out on page 22 of this annual The measures taken by the company to satisfy the report). The company regards the executive committee as requirements of the Code are set out in this report, with a good management tool as it allows senior management the headings below following the Code’s main principles. to debate on a regular basis the company’s business and operations together with any other issues that may Every company should be headed by an effective arise. The executive committee has also proved a vital board which is collectively responsible for the long forum for sharing information concerning the company term success of the company. among the management team. When the need arises the executive committee establishes sub-committees The board guides the strategic development of the company to deal with a specific scope of work, which are then and supports the principle of collective responsibility for tasked with reporting back to the executive committee. In the success of the company. addition, the CEO chairs the company’s environmental and sustainability committee, details of which can be found in The board has reserved certain matters for its sole the sustainability report on pages 98 to 147 of this annual discretion, as set out in the board charter. These include: report. the finalisation and adoption of the company’s strategic plan; the approval of the annual operating budget, and Management provides the board, ahead of each quarterly board meeting, with a detailed briefing pack of documents monitoring its performance against budget; the approval of which cover the operations and business of the company interim and final financial statements; the dividend policy; and includes reports from each mine, major projects and the approval of any significant change in the accounting activities, along with sections covering health and safety, policies and practices; fiscal policies including treasury financial, legal, technical, human resources, treasury, and hedging policies; approval of all financial, legal, social, tax, environmental, sustainability and investor relations environmental and ethical controls of the company to activities. ensure the appropriate procedures are in place; significant mergers and acquisitions and other material transactions; During the year, the board met four times in person. Board approval of all significant mining developments; new issues meetings typically take place over a two day period, with of long term debt; capital issues and material changes to the first day allocated to the board committee meetings the company’s capital structure; remuneration of executive and the second day allocated to the board meeting. The directors and senior managers; nominating candidates for intervening evening allows the board members to engage election by the annual general meeting of shareholders in informal discussions among themselves on the activities to membership of the board; approval of all circulars, of the company and the group’s strategy. prospectuses and listing particulars; approval of the annual report and accounts, including the directors remuneration In January 2014, the board visited the Loulo gold mine report, audit committee report, report of the governance in Mali and was afforded time with senior management

Randgold Resources Annual Report 2014 149 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 CORPORATE GOVERNANCE REPORT (CONTINUED) while touring the Loulo-Gounkoto complex including The board charter sets out those powers which are reserved the underground mines. In May 2014 the board visited solely for the board’s discretion and consideration, while the Kibali gold mine to coincide with the formal opening listing separately those issues for which the chairman and of Kibali. The board spent three days on site which CEO would be respectively accountable. included tours of the operation and the underground mine and the opportunity to discuss the mine’s progress The chairman is responsible for the leadership of the and its relocation action and social programmes with the board and ensuring its effectiveness on all aspects mines’ employees, contractors and consultants, social of its role. programmes and local stakeholders. The chairman, in conjunction with the CEO and the The board held its first meeting of 2015 (together with its company secretary, sets the agenda of each meeting and committees’ meetings) at the Tongon gold mine, which ensures throughout the year that sufficient time is provided took place over two days and enabled board members for discussion regarding key strategic and operational to visit the Tongon operation and spend time with senior issues of the group. The practice of the board and management. committee meetings taking place over two days allows for active debate among all members of the board. Consideration of the results of the board’s 2014 evaluation session, which was led by an independent external Mr CL Coleman was appointed chairman of the board with facilitator, Theano Kosmas, took place at the board’s effect from 6 May 2014 and, as required under the Code, February 2015 meeting. Theano Kosmas has not provided at the time of his appointment as chairman he met the external facilitator services to the board before. However requirement of independence. she has previously assisted senior management with its strategic meetings as an external facilitator. The board As part of their role as members of a unitary board, considers its evaluation meetings (and its evaluation of non-executive directors should constructively its committees) with an external facilitator vital to ensure challenge and help develop proposals on strategy. the board continues to perform at the level required of an international mining company. Further details of the An atmosphere of open constructive debate exists at the board’s 2014 evaluation can be found on page 193 of this company’s board meetings, allowing directors to engage annual report. with executive management on key aspects of policy and performance. Over the course of a typical two day period when the board holds its committee and board meetings, the The non-executive directors believe that the format of the non-executive directors will meet without the executive board, in conjunction with the activities of the three board directors being present and throughout the year committees, is sufficient to allow them to effectively assess non-executive directors also meet informally to discuss the performance of management in achieving set goals matters without the executive directors being present. and objectives. The members of the audit committee believe that their discussions, under the direction of the During the course of the year the company reviewed its audit committee terms of reference, provide assurance insurance policies. Following that review, the company regarding the integrity of the financial information and that is comfortable with the directors’ and officers’ insurance the financial controls and the systems of risk management which it has in place. are robust. There should be a clear division of responsibilities at the head of the company between the running Likewise the remuneration committee has actively been of the board and the executive responsibility involved in the determination of the levels of remuneration for the running of the company’s business. No for the executive directors. The governance and nomination one individual should have unfettered powers of committee has continued its involvement with regard to decision. board and senior management succession planning.

The roles of the chairman and CEO are separate, with each Issues relating to the financial performance of the company having clearly defined responsibilities. In accordance with are addressed both by the audit committee and at board clearly defined parameters, the chairman is responsible meetings. for the leadership of the board and for ensuring effective communication exists between the executive and The company has had a senior independent director non-executive directors. since October 2003. Mr NP Cole Jr has served in this role since May 2009. He continues to make himself The CEO has been delegated authority to manage the available to shareholders whenever they wish to contact day to day administration of the company. A formal job him. During 2014, Mr NP Cole Jr (in his capacity as senior description has been prepared and this, together with the independent director and chairman of the remuneration CEO’s role and duties as detailed in the board charter, is committee) along with Mr CL Coleman (in his capacity reviewed annually by the board. as chairman of the company, and a member of the

150 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 remuneration committee), following the practice instigated the operations), candidates are expected to combine a in previous years, had several meetings with representatives strongly independent perspective and demonstrate sound of the company’s major investors, shareholders and judgment with the ability to share a cohesive vision of the various voting guidance services where issues concerning company’s future. general corporate governance and executive directors’ remuneration were discussed. On 1 March 2015, following a thorough selection process led by the governance and nomination committee and The non-executive directors under the leadership of the following that committee’s recommendation, the board chairman regularly meet without the presence of executive appointed Mrs S Ba-N’Daw to the board as a non-executive directors. The non-executive directors also meet without director. The board determined that Mrs Ba-N’Daw’s skills the chairman. In addition, the audit committee has met with and experience as detailed in her biography on page 17 of the company’s external audit partner without either the CFO this annual report would be advantageous to the role of or CEO being present and it has also met the company’s non-executive director on the company’s board and that head of internal audit on several occasions, again without her appointment would be beneficial to the company. the CFO or CEO. The non-executive directors find these sessions particularly useful in supporting their assessment The board considers that all the non-executive directors of internal controls and financial reporting quality and it is are independent and the chairman was independent on their intention to have further sessions without the executive appointment. directors being present over the course of 2015. Having given the matter careful consideration, the board is satisfied that both Mr NP Cole Jr and Dr K Voltaire The board and its committees should have remain independent in character and judgement, the appropriate balance of skills, experience, notwithstanding that the ninth anniversary of their independence and knowledge of the company to appointment to the board will fall in May 2015, shortly enable them to discharge their respective duties before the 2015 annual general meeting of the company’s and responsibilities effectively. shareholders.

The board currently comprises ten members, two The board is of the view that Mr NP Cole Jr continues to executive and eight non-executive directors. As detailed make a valuable contribution through his role as senior below, all of the non-executive directors are considered to independent director as well as to the work of the board be independent both in terms of character and judgement, more broadly. Mr NP Cole Jr’s international business and have the necessary balance of skills, experience and experience adds significantly to the skills and expertise of knowledge to discharge their duties as directors of the the board. The board is also of the view that Dr K Voltaire company pursuant to the terms of the Code. continues to make a valuable contribution to the work of the board. Dr K Voltaire’s extensive international finance The governance and nomination committee continues experience adds significantly to the skills and expertise of to be charged with the duty of identifying suitable the board especially when the company is dealing with its candidates to fulfil the role of director of the company. host countries. The board believes that both directors Mr CL Coleman was appointed chairman of the board and continue to act independently in the best interests of the chairman of the governance and nomination committee on company. 6 May 2014 when Mr P Liétard retired as chairman of the board and from the committee. Furthermore, the board considers that the experience of both Mr NP Cole Jr and Dr K Voltaire provides valuable Prior to Mr CL Coleman’s appointment as chairman, insight, knowledge and continuity to the board. The board a special committee of non-executive directors was believes that mining is a long gestation business and, as convened by the senior independent director to report such, justifies a longer period of service for non-executive to the governance and nomination committee on the directors than many other industries and that reasonable appointment of a new chairman. Neither Mr PL Liétard periods of service are therefore needed for the stability of nor Mr CL Coleman were involved in the appointment the board. The board values the deep understanding of process and neither contributed to the special the group brought by the board’s long serving members, committee or the governance and nomination committee while recognising the need for new appointments to be when the chairmanship succession was discussed. made from time to time to add fresh perspectives. This Mr CL Coleman’s profile is set out on page 16 of this annual is evident with the appointment of Mr J Kassum and report. Mrs S Ba-N’Daw to the board in January 2014 and March 2015 respectively, and the board shall continue to look for The committee continues to consider the optimal balance suitable candidates for new non-executive directors to of skills on the board as well as an appropriate gender ensure the board structure is refreshed as appropriate. The and geographic balance. In addition to possessing the continuity benefits which Mr NP Cole Jr and Dr K Voltaire expertise required for the strategic direction of a major provide will greatly assist the more recently appointed international mining company, and having sufficient time members of the board as they integrate and develop in to commit to their responsibilities (including field visits to their non-executive director roles.

Randgold Resources Annual Report 2014 151 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 CORPORATE GOVERNANCE REPORT (CONTINUED)

The board will continue to keep the independence of deal with new appointments to the board and succession Mr NP Cole Jr and Dr K Voltaire under review during of the CEO and the chairman are appropriate. The the year, however the board has agreed that both procedure followed when appointing Mrs S Ba-N’Daw Mr NP Cole Jr and Dr K Voltaire should remain in office to the board is detailed in page 192 of this annual report. until 2016 in order to maintain a degree of certainty, ensure Further information on the work of the governance and a smooth handover of board and committee experience nomination committee can be found on pages 191 to 193 and knowledge, and help to integrate more recently of this annual report. appointed non-executive directors. Mr NP Cole Jr will step down as chairman of the remuneration committee All directors should be able to allocate sufficient time following completion of the committee’s May 2015 meeting to the company to discharge their responsibilities (but will remain as a member of the committee), and effectively. Mr AJ Quinn will be appointed as chairman of the remuneration committee. Mr NP Cole Jr intends to step The board believes that all its members have sufficient down from the board of the company in November 2016. time to devote to the company. Details of any candidate’s Dr K Voltaire will step down as chairman of the audit existing board commitments are disclosed at the time of committee following the committee’s 4 May 2015 meeting consideration of his or her appointment and the board does (but will remain as a member of the committee), and not believe that any other board commitments adversely Mr J Kassum will be appointed chairman of the committee. affect any board member’s contribution to the company. Dr K Voltaire intends to step down from the board of the No current director, whether executive or non-executive, is company at the AGM in 2016. a director of another FTSE 100 company, however Messrs

The company continually evaluates the composition of the NP Cole Jr and CL Coleman are also non-executive board and the board’s succession plans to ensure board directors of the board of Papa John’s International Inc, the members continue to bring objectivity and independent New York NASDAQ listed company, and Dr DM Bristow judgment to the role and that a plan is in place for their is a non-executive director of Rockwell Diamonds Inc, succession. the Johannesburg Stock Exchange and Toronto Stock Exchange listed company. The board devotes During 2014 each non-executive director received an a considerable amount of time to company business award of 1 200 ordinary shares in the company which including attending at least one site visit each financial vested on grant. This policy was introduced following year; during 2014 the board undertook site visits to both shareholder consultation and is not considered to impinge the Loulo gold mine and the Kibali gold mine and in 2015 on the directors’ independence. Details of the non- the board made a site visit to the Tongon gold mine where executive directors’ shareholdings in the company are they spent time at the company’s operations including time provided on page 186 of this annual report. With effect with the site management. The board finds attending site from 1 January 2015 and subject to shareholders approval visits valuable and increases their day-to-day knowledge of at the 2015 AGM, each non-executive director (save for the the issues facing the group’s operations. chairman) will receive an award of 1 500 ordinary shares in the company. The chairman will receive an award of 2 500 All directors should receive induction on joining the ordinary shares in the company. board and should regularly update and refresh their skills and knowledge. Disclosures in respect of all related party transactions are included in note 20 of the annual financial statements of The board continues to operate in a field which is technically this annual report. complex and directors are provided with a comprehensive set of materials, including information in relation to The company’s policy is for directors to disclose their environmental, sustainability, social and governance interests pursuant to the Companies (Jersey) Law 1991 issues, which enables them to fulfil their duties effectively. when they are appointed to the board and at each Visits to the mines and offices, and technical presentations subsequent board meeting. The company maintains a provided by management are used to further board register of directors’ interests at the company’s registered members’ knowledge in various areas of specialisation. office. There are no interests that have been disclosed that are considered to impinge on the directors’ independence. A new director is taken on site visits, and is afforded an During the year, Mr CL Coleman, the chairman of the board, opportunity to meet with employees and managers and was appointed a director of NM Rothschild & Sons Limited. be provided with a comprehensive pack of corporate induction materials, including a memorandum of the role There should be a formal, rigorous and transparent and responsibility of a director prepared by the company’s procedure for the appointment of new directors to general counsel and company secretary. As part of her the board. continuing induction process, Mrs S Ba-N’Daw will attend a series of corporate governance training sessions in The board, together with the governance and nomination 2015 conducted by the company’s Jersey, English and committee, considers that the procedures and policies to United States’ lawyers.

152 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 As in previous years, Dr K Dagdelen has worked with the A meeting of the non-executive directors under the company’s mining, exploration and mineral resources leadership of the senior independent director also departments to facilitate mine optimisation and geological assessed the chairman’s performance. The findings of knowledge. that session confirmed the chairman provides strong leadership to the board and to the board committees in Members of the audit committee come from a financial which he participates. background and have the necessary skills and experience to undertake their role on the committee. The audit Information regarding Theano Kosmas’ other work with committee also receives on a regular basis legislative, the company can be found on pages 150 and 193 of this corporate governance and market updates from the annual report. company’s general counsel, the company’s internal auditor, and the company’s external auditor and accountants. All directors should be submitted for re-election at regular intervals, subject to continued satisfactory As set out on pages 168 to 190 of this annual report, the performance. members of the remuneration committee have continued to liaise closely with consultants Towers Watson Limited and All directors stand for re-election annually. Pursuant to English lawyers Allen & Overy LLP, with regard to executive the Articles, any newly appointed director will be subject and non-executive remuneration. The committee has also to election by shareholders after his/her appointment by been provided with periodic information concerning market the board. The Articles do not specify either an age limit remuneration and legislation changes from the company’s for directors or any restriction about the period of service. general counsel. Biographies of the directors can be found on pages 16 and 17 of this annual report. The board should be supplied in a timely manner with information in a form and of a quality appropriate to Copies of the letters of appointment of the non-executive enable it to discharge its duties. directors and the service agreements for each executive director are available for inspection at the company’s Under the guidance of the chairman, it is the duty of registered office and at each annual general meeting of the the company secretary to ensure an effective flow of company. information occurs between the board, its committees and the management of the company. The information sharing The board is responsible for determining the nature process utilises a secure online platform to allow the board and extent of the significant risks it is willing to to access all current and historical board and committee take in achieving its strategic objectives. The briefing packs as well as key corporate and operational board should maintain sound risk management and documentation. The board and committee briefing packs internal control systems. cover such areas as health and safety, governance, financial, legal, technical, treasury, tax, human resources, Please refer to the sections headed ‘control environment’ environmental, sustainability and communications in and ‘risk management’, which can be found on pages 161 respect of the operations and the company as a whole. The to 166 of this annual report. company secretary ensures that the board is appraised on all corporate governance matters. Levels of remuneration should be sufficient The board should undertake a formal and rigorous to attract, retain and motivate directors of the annual evaluation of its own performance and that quality required to run the company successfully, of its committees and individual directors. but a company should avoid paying more than necessary for this purpose. A significant proportion Please refer to the report of the governance and nomination of executive directors’ remuneration should be committee, which is set out on pages 191 to 193 of this structured so as to link rewards to corporate and annual report. individual performance.

The board considered the results of its 2014 evaluation Please refer to the remuneration report, which can be session assisted by an external facilitator, Theano Kosmas, found on pages 168 to 190 of this annual report. at its February 2015 board meeting. The process started in December 2014 with each director completing a detailed There should be a formal and transparent procedure questionnaire concerning the operation of the board and for developing policy on executive remuneration and of the board’s committees, followed by a round table for fixing the remuneration packages for individual discussion on the questionnaires’ results and individual directors. No director should be involved in deciding directors’ performance. No areas of weakness in any his or her own remuneration. individual director’s performance were identified. The board is therefore recommending to shareholders that they The remuneration committee regularly reviews the vote in favour of the re-election of each director proposed executive directors’ salary. When such reviews occur the in the 2015 notice of AGM. executive directors do not participate in any resolution on

Randgold Resources Annual Report 2014 153 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 CORPORATE GOVERNANCE REPORT (CONTINUED) their remuneration. The chairman does not participate significant financial reporting judgments and deals with the in any resolution on his remuneration. The senior appointment of the auditors and monitors their relationship independent director does not participate in any resolution with the company and its management. on his remuneration. The other non-executive directors of the company do not participate in any resolution The audit committee makes recommendations to the on their remuneration. For further details please refer board in relation to the appointment, re-appointment to the remuneration report, which can be found on and any changes to the external auditors. BDO LLP pages 168 to 190 of this annual report. (BDO) was appointed in 2007 following a formal review and tendering process. In 2011, the board established a The board should present a fair, balanced and formal policy relating to the periodic review of the external understandable assessment of the company’s auditors, which stipulates that the external audit shall be position and prospects. put out to formal tender every five years. During the tender process the audit committee will review the credentials of The board considers that the procedures it has in place other providers of external audit services as well as the to ensure that information presented is fair, balanced and incumbent auditors, along with other information, to assess understandable, are appropriate. In particular the board their capability to conduct the audit while delivering a high has charged the audit committee to oversee the preparation quality and cost effective audit service. Further details of of the company’s annual report and accounts and to liaise the audit committee’s process for appointing auditors of with the company’s internal and external auditors. The the company are set out on page 160 of this annual report. audit committee regularly meets with the internal auditor A copy the of audit committee’s terms of reference is and separately with the external auditor without the CEO available on the company’s website. and CFO being present. The audit committee also invites the CFO and the company secretary to attend its meetings. There should be a dialogue with shareholders based The CFO makes himself available to the committee both on the mutual understanding of objectives. The at its committee meetings and at other times to deal board as a whole has responsibility for ensuring with questions from the committee on the company’s that a satisfactory dialogue with shareholders takes financial statements and the group’s operations generally. place. Following the audit committee’s sessions it then reports directly to the board on the work it has undertaken. As The board acknowledges responsibility for maintaining part of the procedures and measures the audit committee effective communication with all shareholders and and the board have in place, the audit committee provides for ensuring that members of the board develop an its views to the board on whether the company’s annual understanding of the views of major shareholders about the report and accounts, taken as a whole, is fair, balanced company. The CEO, corporate communications manager and understandable. and the company’s investor relations consultants prepare a quarterly report for the board detailing the activities Please refer to the financial statements, which can be and presentations given to shareholders. In addition, the found on pages 200 to 242 of this annual report, together company employs international market intelligence experts with the CEO’s review and the CFO’s financial review on to provide a global shareholder identification service which pages 10 to 13, and 18 to 21 respectively of this annual enhances the company’s communications. While general report, and the statement of directors’ responsibilities corporate communication with shareholders is conducted on page 196 of this annual report for the board’s formal by the CEO, the chairman regularly participates in dialogue statement in this regard. with shareholders and other stakeholders. In addition members of the remuneration committee undertake Details of the significant areas of judgement or estimate are annual meetings with the company’s shareholders and further discussed in the report of the audit committee on voting guidance agencies. pages 156 to 167. It has been the policy of the company that twice a The board should establish formal and transparent year extensive roadshows are conducted by the CEO, arrangements for considering how they should accompanied by various members of the executive team, apply the corporate reporting and risk management where meetings are held with most of the company’s major and internal control principles and for maintaining institutional shareholders to brief them on the activities of an appropriate relationship with the company’s the company and to enable company representatives to auditors. interact directly with shareholders and other stakeholders. In addition, after the publication of each set of quarterly Further details of the company’s approach to corporate results the CEO follows up with a conference call available reporting, risk management and internal control for interested shareholders, investors and international principles are dealt with in the audit committee report media, and conducts meetings with many of the on pages 156 to 167 of this annual report. The audit institutional shareholders. The roadshows are in addition committee reviews the company’s financial reports, internal to the company’s attendance at several key international control principles and risk management systems, reviews mining and investment conferences around the world.

154 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Randgold held investor days in New York, Toronto and The board should use the AGM to communicate with London during 2014 and, in the light of their success and investors and to encourage their participation. positive feedback, will do so again in 2016. The board believes that the AGM continues to be an Where possible, the CEO asks non-executive directors appropriate forum for contact with shareholders and to join him at presentations made to shareholders and encourages their attendance and participation. In institutional investors. During their visit to the Loulo accordance with the Articles, at any general meeting all gold mine, in January 2014, and the investor days in resolutions put to the meeting shall be decided on a poll. November 2014, the board had the opportunity to interact The number of proxies received is disclosed to members in with investors and fund managers who were attending site attendance at each AGM. visits and the presentations. At the 2014 AGM, the board chairman, all committee In 2014 the chairman, and in 2015 the chairman and one chairmen and all other non-executive directors were other non-executive director, attended the Mining Indaba present and available to address any queries raised by Conference in Cape Town, South Africa, where they had shareholders. an opportunity to interact with various investors and fund managers who attended the conference. Results of the AGM are published on the day of the meeting to inform shareholders not present of the results of the The board continues to use the internet for publication voting. of announcements and to file these on the company’s website to assist with communication with shareholders. The company is pleased to see the increasing trend of In addition, the board encourages shareholders to access institutional shareholders now exercising their rights to the annual report from the website. The structure and vote at annual general meetings. In the past three years accessibility of our website is regularly monitored through the percentage of shareholders present and voting has a process of internal and external reviews. steadily increased, which is welcomed by the company.

INVESTOR FORUMS ATTENDED 2014

Location Forum Cape Town, South Africa Mining Indaba Denver, USA Denver Gold Forum Frankfurt, Germany BARCLAYS Select Series: UK Frankfurt Hollywood, Florida, USA BMO Global Metals and Mining Conference Kinshasa, DRC Infrastructure Partnerships for African Development London, United Kingdom dbACCESS Metals and Mining Conference RBC Capital Markets Gold Conference Mines & Money Miami, USA BOAML Global Metals, Mining and Steel Conference New York, USA Metals and Minerals Investment Conference Toronto, Canada PDAC

Randgold Resources Annual Report 2014 155 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Audit committee report

The audit committee has oversight of fnancial reporting, systems and controls, and risk management.

Karl Voltaire1 Jeanine Lioko Mabunda Andrew Quinn Jamil Kassum2 Chairman

The audit committee monitors the decisions and processes designed to ensure the integrity of financial and corporate reporting while ensuring that robust systems of internal control and risk management are in place and adhered to.

The audit committee’s duties, roles and responsibilities are described in its terms of reference (available on the company’s website www.randgoldresources.com) and include: Monitoring the integrity of the financial statements and formal announcements relating to the group’s financial performance and reviewing significant financial and other reporting judgements; Reviewing and challenging, where necessary, the consistency and appropriateness of accounting principles, policies and practices which have been adopted by the group in the preparation of the annual financial statements, financial reporting issues and disclosures in the financial reports; Reviewing and monitoring the effectiveness of the group’s internal control and risk management systems, including reviewing the process for identifying, assessing and reporting key risks and control activities; Approving the internal audit plan and reviewing regular reports from the head of internal audit on the effectiveness of the internal control system; Making recommendations to the board on the appointment, re-appointment or change of the group’s external auditors and approving the remuneration and terms of engagement of the group’s external auditors; Overseeing the board’s relationship with the external auditors and ensuring the group’s external auditors’ independence and objectivity and the effectiveness of the audit process is monitored and reviewed; Developing, implementing and maintaining a policy on the engagement of the group’s external auditors’ supply of non-audit services; Reporting to the board any matters which have been identified that the committee consider need to be considered, actioned or improved upon; Monitoring the group’s compliance with legal and regulatory requirements including ensuring that effective procedures are in place relating to the group’s whistleblowing and anti-corruption policies; and Assessing whether the annual report, considered in its entirety, is fair, balanced and understandable, then subsequently recommending its approval to the board.

1 Dr K Voltaire will retire as chairman of the audit committee with effect from 4 May 2015 but will remain a member of the audit committee. 2 Mr J Kassum will be appointed chairman of the audit committee with effect from 4 May 2015.

156 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 MEMBERSHIP AND MEETING ATTENDANCE professional advice is always sought. In relation to tax and value added tax (TVA) disputes as well as general tax matters, management has sought the expertise of external Appointed Number of advisors during the year, which has been provided to the to the meetings audit committee to help support its assessment of these Members committee attended matters. K Voltaire1 (chairman) 1 August 2006 6/6 CL Coleman2 11 May 2009 3/3 In terms of the directors’ remuneration policy, for providing services to the audit committee for the year, J Mabunda Lioko 3 May 2014 3/3 members of the committee were paid $35 000 each, or AJ Quinn 1 Nov 2011 6/6 a proportionate amount for those members who joined J Kassum3 3 May 2014 3/3 during the year, and Dr K Voltaire, as chairman of the audit committee, was paid $50 000, comprising a membership 1 Dr K Voltaire will retire as chairman of the audit committee with fee and an additional $15 000 chairmanship fee. These effect from 4 May 2015 but will remain a member of the audit fees were paid in addition to the other fees and an award committee. of shares made to each non-executive director as detailed 2 Mr CL Coleman resigned from the audit committee with effect from 3 May 2014. on page 176 of this annual report. 3 Mr J Kassum will be appointed chairman of the audit committee with effect from 4 May 2015. The primary role of the committee in Financial relation to financial reporting is the Each of the four members of the audit committee is reporting review, with key management and an independent non-executive director. The audit the external auditor, as applicable, committee oversees the group’s financial reporting of the appropriateness of the annual report, Form 20-F, and internal controls and provides a formal link with quarterly financial reports and other published information the group’s external auditors. It performs its duties by for statutory and regulatory compliance. The committee’s maintaining effective working relationships with the board, views are reported to the board to assist in its review and management and internal and external auditors. Under the approval of results announcements, the annual report the governance of the chairman, the audit committee and annual report on Form 20-F. met six times during the year to discharge its duties and Significant issues considered by the audit responsibilities. Attendance of members of the audit committee in relation to the financial committee during 2014 is shown in the table above. statements In planning the year-end audit and at the conclusion of The audit committee members have extensive experience the audit of the financial statements, the audit committee in relation to financial matters, as detailed in the considered with management and the external auditors biographies on pages 16 to 17 of this annual report, and the key areas of focus for the audit and their significance the board believes that this level of experience continues to the group’s reporting of results and the degree of judgement involved in their evaluation. The significant to be sufficient to meet the standards set by the United areas of consideration or judgement deliberated by Kingdom’s Corporate Governance Code published in the audit committee in 2014, through assessment September 2012 (the Code). In the event that any issues of management reports to the audit committee and arise which are deemed outside the areas of expertise presentations by the external auditors, in respect of the of the members of the audit committee, independent annual report and financial statements related to.

Significant issue How the audit committee addressed it

The assessment of the carrying value of The audit committee considered and scrutinised management’s mining assets detailed assessment of the carrying value of mining assets and investments in joint ventures; and the underlying assumptions used As explained in notes 3, 9 and 10 to the in the impairment testing of the group’s assets in support for their financial statements the group has incurred carrying value, including key judgements and estimates, LoM plans significant capital expenditure during and the analysis of assumptions used. Key judgements and estimates the year. The group’s mining assets and undergo extensive internal review and challenge prior to submission investments in joint ventures represent a to the audit committee. The audit committee was satisfied that the substantially material balance as well as assessment was appropriate and robust. This review included having commercial significance to the various challenge over the gold price used, discount rates, LoM plans and projects and the long term plans of the operational assumptions and sensitivities. group. The future viability and recoverability of these balances are underpinned by the group’s Life of Mine (LoM) plans.

Randgold Resources Annual Report 2014 157 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 AUDIT COMMITTEE REPORT (CONTINUED)

Significant issue (continued) How the audit committee addressed it

The assessment of the carrying value of BDO LLP reviewed and critically challenged these calculations and mining assets (continued) audits the underlying economic models to satisfy themselves of the integrity of the impairment tests and the key estimates contained The LoM plans are supported by a number therein. As this is a recurring area of judgement, BDO LLP provided of variables which are subject to various detailed reporting on these matters to the audit committee including significant judgements and estimates, their own assessment of key judgements and estimates made by including the gold price, oil prices, management along with sensitivity testing and analysis. production, expenditure, inflation and discount rates used. This continued to Having critically assessed the key assumptions, such as future gold represent a significant area of focus for the prices, the audit committee concluded no reasonable sensitivities audit committee, including the judgements would give rise to impairment; reflecting the group’s strategic planning in relation to the assumptions underlying the and the proven and probable reserves being determined at a assessment of the carrying value, primarily $1 000/oz cut off. being the sustainability of the long term business plans and the potential volatility in The audit committee reviewed and scrutinised the group’s the gold price. depreciation policy and its application, including the judgemental factors such as the application of asset commissioning and the In addition, the carrying value of mining determination of ore reserves attributable to key asset categories in assets and investments in joint ventures is the use of a units of production depreciation policy. impacted by the group’s unit of production depreciation charge, which involves a Following the assessment, the audit committee is satisfied as to number of key judgements including the the continued appropriateness of the depreciation policy and its allocation of assets to relevant reserves. associated estimates.

The carrying value and the recoverability of Management presented an assessment of the recoverability of TVA and the tax disputes in which the group the group’s TVA receivables to the audit committee including the is currently engaged estimated timing for the recovery of amounts outstanding and, where appropriate, whether balances could be offset against future As detailed in notes 3, 7 and 17 in the taxes payable in accordance with the group’s legally binding mining financial statements, the group is carrying conventions. The audit committee interrogated management’s significant TVA receivable balances and the assessment of the recoverability of the TVA receivables along with assessment of the carrying value and the the timing and were satisfied that the carrying values are recoverable. recoverability of the TVA receivables held This conclusion was based on the future corporate tax payment by the group represents a significant area of profile at Loulo and history of cash receipts and the absence of focus for the audit committee. disputed TVA receivables at Kibali.

The group is subject to a range of tax claims The audit committee received management’s report on the position of and related legal action in the jurisdictions current tax claims (including specifically the additional $190.0 million where it operates which have arisen in the of new claims in 2014) and a review of the arbitration status and the ordinary course of business. The most legal foundation for the dispute of tax claims, along with external material claims being from the Malian tax expert advice in relation to these matters. The audit committee, with authorities, including the Loulo tax claim. management, reviewed in detail the reports and correspondence Certain of the claims from the Malian tax relating to the tax claims and arbitration case. Management authorities are currently under arbitration. presented their view of the disclosure of tax claims and provisioning to the audit committee for scrutiny. The audit committee is satisfied that the evidence produced, both from internal assessment and from external legal and tax advice, supports the view that the material claims are wholly without merit or foundation in the context of the tax laws of the countries in which it operates.

Both matters are areas of higher audit risk and accordingly the audit committee received detailed reporting from BDO LLP on these matters. BDO LLP reported on the results of the testing performed in respect of TVA and tax claims, including their critical assessment of the recoverability of TVA receivables in Mali and the DRC, management’s judgements that the material tax claims are without foundation, as well as the appropriateness of the financial statement disclosures in respect of each area.

Capital expenditure, related controls and The audit committee received detailed reports on material capital areas of estimation expenditure during the period and challenged management’s assessment of areas of estimation such as depreciation, asset During 2014 the group continued to make commissioning dates, production phase, opencast stripping cost significant investment in its mines and policy application and allocation of costs between operational and projects through capital expenditure. The capital expenditure. The audit committee sought to assure itself magnitude and commercial significance of through the review of the assessment from internal audit over the capital expenditure, along with the related capital expenditure procedures and controls, including controls capital expenditure controls, allocation around authorisation, capital cost allocation and the application of the of costs and, where applicable, areas of group’s accounting policies, that controls in place were sufficient. estimation, continued to represent a key area of focus for the audit committee. BDO LLP reported on their testing performed on the capital expenditure related controls and areas of estimation. On the basis of their audit work, the external auditor reported to the audit committee no inconsistencies or misstatements that were material in the context of the financial statements as a whole.

158 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 The committee assisted the board in carrying out its responsibilities in relation to Main activities financial reporting requirements, risk management and the assessment of internal controls. During the year, it also reviewed the effectiveness of the group’s internal audit during the year function and managed the group’s relationship with the external auditor.

During the six meetings in the year, the committee focused on and considered the following main activities as detailed in the table below:

Meeting date Main activities

30 January 2014 Reviewed the group’s fourth quarter preliminary announcement, draft report and accounts for 2013 and the group’s assessment of going concern. Considered a dividend in light of the financial results for 2013 and subsequently proposed the declaration of a final dividend. Reviewed accounting policies and recent accounting pronouncements. Reviewed key accounting estimates and judgements for the 2013 financial statements. Considered reports from the external auditor on its audit and its review of the 2013 accounts including accounting policies and areas of judgement, and its comments on control matters, significant risks and corporate governance matters. Assessed the independence of the external auditor for 2013. Met with the external auditor without management being present. Reviewed and approved the group’s non-audit services policy. Approved the audit committee’s terms of reference. Considered reports from management relating to tax, TVA, risk factors, litigation and treasury. Reviewed reports from internal audit on the effectiveness of internal controls and Sarbanes- Oxley Act 2002 (SOX) compliance. Reviewed the performance of internal audit and approved the internal audit strategy and plan for 2014. Reviewed the group’s insurance update.

12 March 2014 Reviewed and approved the annual financial statements for the year ended 31 December 2013, including discussion with the external auditors and detailed evaluation of that report.

27 March 2014 Reviewed and approved the annual report on Form 20-F for the year ended 31 December 2013, including discussion with the external auditors and detailed evaluation of that report.

3 May 2014 Reviewed the group’s interim management statement for the first quarter 2014. Considered reports from management relating to tax, TVA, risk factors, litigation and treasury. Reviewed reports from internal audit on the effectiveness of internal controls and SOX compliance. Considered a report on cyber security from internal audit and IT.

3 August 2014 Reviewed the group’s interim management statement for the second quarter 2014. Considered reports from management relating to tax, TVA, risk factors, litigation and treasury. Reviewed reports from internal audit on the effectiveness of internal controls and SOX compliance. Considered the risk management update and risk review for the year, including considerations on risks facing the business. Met with internal audit without management being present. Reviewed the company’s revolving credit facility.

2 November 2014 Reviewed the group’s interim management statement for the third quarter of 2014. Considered and approved the group annual insurance renewal. Approved the proposed external audit scope and fees for 2014. Considered reports from management relating to tax, TVA, risk factors, litigation and treasury. Reviewed reports from internal audit on the effectiveness of internal controls and SOX compliance. Reviewed a report from internal audit regarding the transition to the updated Committee of Sponsoring Organisations of the Treadway Commission (COSO) framework (2013) framework for internal control. Considered the performance of the external auditor, assessed its independence, qualification, expertise and resources, the effectiveness of the audit process and partner rotation; considered the appointment of BDO LLP for 2014 and recommended its appointment to the board. Received an update from the external auditor on accounting, reporting and governance developments.

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The audit committee is regularly updated on proposed and after the completion of the audit by reviewing the quality new legislation and best practice in which the committee and scope of the audit planning and its reaction to changes has an interest. To assist management in providing the in our business and environment; and by considering the information to allow the audit committee to discharge auditors’ methodology; sector experience; their ability to its responsibilities, the group’s CFO, other executive challenge management on significant areas of judgement; management, external auditors and the head of internal and their demonstration of such robust challenge around audit, regularly attend audit committee meetings. The audit key areas. committee and the board derive considerable value from engagement with the operational management teams and BDO rotates the audit engagement partner every five discussing first hand with management the core control, years; the current audit partner has acted as the BDO risk identification and risk mitigation processes in place at audit engagement partner to the group for three years. the operations. In January 2014, the board visited the Loulo gold mine in Mali, the Kibali gold mine in the DRC in May The audit committee makes recommendations to the 2014 and the Tongon gold mine in Côte d’Ivoire in February board in relation to the appointment, reappointment 2015, during which time they inspected the operations and and any changes to the external auditors. BDO were appointed in 2007 following a formal review and tendering engaged with the on-site group management extensively. process. In 2011, the board established a formal policy relating to the periodic review of the external auditors, The committee considers which stipulates that the external audit shall be put out the going concern basis of Going concern to formal tender every five years with the next planned preparation for the financial assessment tender following the 2016 financial year. During the tender statements to be responsibilities process, the audit committee will review the credentials appropriate having of other providers of external audit services as well reviewed cash flow forecasts prepared by management as the incumbent auditors, along with other pertinent and challenged the assumptions used in such forecasts. information, and conclude on their capability to conduct Refer to page 205 of this annual report for further details. the audit while delivering a high quality and cost effective audit service. The audit committee Audit committee conducts a formal Taking into account the output of the audit committee’s evaluation review of its review of the group’s external auditors’ independence effectiveness on an and objectivity, and the effectiveness of the audit process, annual basis and concluded that its performance during together with other relevant review processes conducted 2014 was effective in accordance with the guidance in the throughout the year, the audit committee is satisfied to Code. Details of the board and committee evaluation recommend that the board proposes to shareholders process may be found on page 153 of this annual report. that BDO be reappointed as external auditors to the group. Their reappointment will be recommended to The group’s external auditors are BDO shareholders at the company’s AGM in May 2015. There External LLP (BDO). The external auditors from are no contractual restrictions on the board’s ability to audit BDO undertake their audits at all the appoint alternative external auditors. group’s significant operations including any joint venture operations as well as at the corporate The external auditors are regularly invited to attend and offices. The audit committee monitors the external participate in audit committee meetings to report on their auditors’ independence and objectivity taking into account activities. The audit committee met with the external relevant professional and regulatory requirements. Both auditor, without the executive directors or management the board and the external auditor have safeguards in place being present. Such meetings took place in January to avoid the possibility that the auditors’ objectivity and 2014, November 2014 and January 2015. Details of the independence could be compromised. The external fees paid to the external auditors are shown below. The audit committee approved the auditors’ fees for 2015 auditors’ independence is reviewed on at least an annual after reviewing the audit plan, level and nature of work basis. to be performed as detailed in the audit scope and after being satisfied that the fees were appropriate for the work The audit committee is committed to maintaining the highest required. standards of audit quality. The audit committee monitors the external auditors’ performance and the effectiveness of the audit process. This is undertaken within the framework Auditors’ fees (£) 2014 2013 of the detailed audit committee’s terms of engagement Audit services 718 500 720 000 and agreed audit scope and approach. Management Non-audit services n/a n/a receives regular feedback from the business on the audit process and the audit committee uses this feedback, The audit committee is responsible along with other formal and informal processes, to assess Non-audit for monitoring and reviewing the the effectiveness of the external audit process, including services objectivity and independence of seeking feedback from BDO on any external quality review the external audit which is of the BDO audit. The audit committee also considers supported by a policy which stipulates that the external audit quality during the planning stages, execution and auditor is prohibited from providing non-audit services to

160 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 the group. In line with the audit committee’s policy during engaging third parties, entering into partnerships and joint the year no non-audit services were provided by BDO. ventures and updating that due diligence periodically On 4 February 2015, the audit committee reaffirmed the during the relationship. group’s non-audit services policy. As in previous years, the group continued with its Internal audit independently reviews the whistleblowing programme at all its operations and sites. Internal risks and control processes operated This programme allows all staff and contractors to raise audit by management. It carries out any concerns about the group’s business practices, independent audits in accordance with confidentially. The programme is monitored by the an internal audit plan which is reviewed and agreed with audit committee and ensures that the group’s general the audit committee at the beginning of each financial counsel’s contact details are widely distributed among its year. The internal audit plan agenda is driven by the operations and sites, and highlighted periodically to staff group’s assessment of its principal risks and uncertainties, and contractors, to allow any person who has information which are contained on pages 163 to 165 of this annual regarding unethical practice within the group to contact report. The head of internal audit has responsibility to the the group’s general counsel. All reports received by the audit committee and has direct access to members of the general counsel are treated in confidence and are either audit committee, the chairman of the audit committee investigated by the general counsel or referred to an and the chairman of the board. The head of internal audit appropriate line manager or the internal audit function attended four audit committee meetings during the year. for investigation and resolution, depending on the At these meetings, the audit committee considered and seriousness of the information received by the general counsel. discussed various committee reports, internal audit plans, SOX and internal audit reports and internal audit findings. The audit committee considers the whistleblowing procedures in place to be appropriate for the group. During the year, the audit committee held discussions However, these procedures are periodically reviewed by with the head of internal audit without the presence of the audit committee to ensure that appropriate safeguards management as well as outside of the formal committee to protect whistleblowers are in place and maintained. processes. The head of internal audit works across Suspected fraudulent incidences which are identified the group with responsibility for reviewing, evaluating, under this programme are investigated by internal audit developing and providing assurance on the adequacy and reported on directly to the audit committee. of the internal control environment, operating efficiency and risk identification and management across all of The audit committee reviews the outcomes of such the group’s operations while reporting back to the audit investigations and has done so in the past year in line committee on findings. The audit committee is also with its responsibilities, in order to assure itself that such responsible for the oversight of the group’s compliance instances are appropriately addressed and controls in activities in relation to Section 404 of SOX, under which place are effective. internal audit report to the committee on each quarter.

The company has adopted policies pursuant to the United The audit committee assessed the effectiveness of the States’ Foreign Corrupt Practices Act of 1977, United group’s internal audit function during the year, finding that States’ Dodd Frank Wall Street Reform and Consumer sufficient work had been undertaken providing effective Protection Act of 2010 (Dodd Frank Act), the United assurance around financial processes and controls in Kingdom’s Bribery Act 2010 and Corruption (Jersey) relation to the SOX work performed in the year and that Law 2006. All the group’s operations and sites, key the internal audit function has had full access to all areas employees, customers, major suppliers, managers and of the group. The board notes that no cost effective other key stakeholders have been briefed, through written system can preclude all errors and irregularities and notification and where possible through workshops with therefore the group’s system of internal controls provides management, concerning the implication of the policies reasonable, but not absolute, assurance against material and the company’s obligations under that legislation. The misstatement or loss. company continues to work with its external legal counsel regarding the effects of the Dodd Frank Act and any The group prohibits applicable regulations which have been published. Anticorruption and b r i b e r y a n d business integrity corruption in all The audit committee has forms throughout its Control assessed t h e g r o u p ’ s business and those of its contractors and suppliers. The environment c o n t r o l environment group’s code of conduct and its general conditions of including controls around contract assist its business and employees in countering fraud prevention and detection such as whistleblowing bribery, corruption and unethical behaviour. The group procedures. This assessment, which included assessment considers and addresses bribery and corruption risks as of reports by the internal and external auditors, enabled the part of its ongoing risk management process, which committee to be satisfied that risks of management override includes performing appropriate due diligence when of controls or material fraud were suitably mitigated.

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The group maintains a sound system of internal control This review includes quarterly reports from the head of which is imbedded at all its operations and sites, as part internal audit in respect of findings from internal control of the board’s commitment to the long term success reviews and testing, assurances obtained in relation to of the company and the protection of the value of its the certifications required under SOX necessary for the reputation and assets in order to safeguard the interests company’s NASDAQ listing and other assurances from of its shareholders. regular management reviews as appropriate.

An effective system of operational and financial controls, The group carried out an assessment of its internal including the maintenance of qualitative financial records, control over consolidated financial reporting pursuant to is an important element of the group’s internal control. Section 404 of SOX and the United States’ Disclosure The system of internal control provides reasonable rather Rules and Transparency Rules. The management of the than absolute assurance that the group’s business company, which is responsible under SOX for establishing objectives will be achieved within the risk tolerance levels and maintaining an adequate system of internal controls defined by the board. over consolidated financial reporting, evaluated the effectiveness of that system using the COSO framework The board has ultimate responsibility for the group’s (2013). Based on that evaluation, the management of system of internal control and risk management and the company concludes in its annual report on Form discharges its duties through determining the risk appetite 20-F filed with the SEC that the system of internal control of the business and its risk tolerance, as detailed in the over consolidated financial reporting was effective as at risk management section, as well as overseeing the risk 31 December 2014. management strategy and ensuring that management is responsible for maintaining the established control The board is responsible for environment. The group’s executive committee develops determining the nature and and monitors the internal control environment and also Risk extent of the significant risks oversees risk management including the identification management the group has to manage in of risks and development and implementation of order to achieve its strategic objectives. The board risk mitigation plans. The executive committee has believes in the maintenance of sound risk management established a strategic planning, budgeting and forecasting system against which it monitors monthly and internal control systems. financial and operational information along with trading results and cash flow information. On a quarterly basis, Every year, the board reviews the effectiveness of the the executive management reviews performance against group’s risk management and internal control systems, budget and forecast along with financial and operational which cover all material financial, operational, compliance, reviews and analysis of material variances at local mine reputational and sustainable development risks. This board meetings and also reports performance and review relies on assessments undertaken by the audit findings to the board. committee and such assessments occurred throughout the 2014 financial year. Risk is managed by means of the The audit committee reviews the internal control risk management triangle shown below. The board, at process, including quarterly financial reporting, and its the pinnacle of the triangle, has reserved for its approval effectiveness on an annual basis to ensure it remains the management of risk. The board considers the group’s robust in identifying control weaknesses as well as to strategic plan annually and when issues arise which may comply with SOX and internal audit requirements. The affect the strategic plan. In addition, at its quarterly group is focused on maintaining a sound system of internal meetings the board considers the company’s five-year control, based on the group’s policies, procedures and plan, group valuation and the group’s corporate models guidelines, in all operations. for this purpose.

RISK MANAGEMENT TRIANGLE

Board Board charter Group strategy Five-year plan and evaluation Annual report and form 20-F

Quarterly reports Audit committees Risk evaluation and assessment Annual insurance review Internal audit reports

Executive Quarterly operational board meetings committee and Monthly management meetings management Weekly executive meetings Environmental, health and safety committee meetings

162 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 At the audit committee meeting held in August 2014, the The group’s management team was actively involved in committee reviewed the annual risk register and the risk all the group’s operations throughout the year, including management framework which are used by the board numerous visits to the group’s sites and operations, and management to identify and scrutinise key risks attending monthly meetings with general managers facing the group, and considered whether those risks are and participating in weekly meetings with other senior appropriately managed. The risk register was presented to members of staff, in each case to discuss critical issues the audit committee by the head of internal audit following affecting the operations, all of which are undertaken to its update in conjunction with senior management. The assist in reducing the group’s risk exposure. risk register and framework use the company’s existing risk matrix and universal risk prioritisation and rating scale, As part of the preparation of the company’s annual report which grade and prioritise perceived and known risks. on Form 20-F, which is filed with the SEC, the substantial The risk register assists management in identifying and risk factors are again identified and set out, highlighting assessing the key risks facing the business. Features of to the market those aspects which could have a material the risk register include the risk area; the actual risk; detail effect on the company’s business. regarding responsibility; the inherent risk assessment; controls and mitigation in place; and the residual risk The board identified and assessed the principal risk assessment. The inherent risk assessment features two factors and uncertainties which it considers either key components, the first being a measure of probability individually or in combination as having the potential to and the second a measure of the impact were such a risk have a material adverse effect on the group’s business. to arise. The audit committee acknowledges there are The group’s strategy takes into account known risks but many risks inherent to a mining business that will always there may be additional risks unknown to the group and exist and the challenge is to manage them effectively. other risks, currently believed to be immaterial, which could develop into material risks. Full details relating to By its nature, the risk register is a dynamic document the group’s industry generally can be found in the annual subject to change. However, it is used by management report on Form 20-F filed with the SEC, a copy of which is to perform their duties while at the same time allowing the available on the company’s website. internal audit function to review and evaluate the activities of management in their efforts to control issues of risk From its assessment the board has itemised several key and assess whether these activities are sufficient for the risks, including the Key Performance Indicators (KPIs) mitigation and management of risk. and how these are being managed.

Key risks and uncertainties

KPI Impact Policies and systems Mitigation External risks

Risk: Gold price volatility Realised gold Earnings and cash flow volatility Long term financial The group constantly monitors the price from sudden or significant strategy and market in which it operates. The internal declines in the gold price or monitoring. treasury committee’s responsibilities reserves downgrades as a result Treasury policies. include monitoring and discussing the of changes in the gold price. gold price which is reported to the executive committees and the board on an ongoing basis. Forecasting and budgeting assumptions relating to commodities are prudent and monitored by the board and executive committee. Risk: Country risk Total Inadequate monitoring of in- Policies to ensure Successful relationships with shareholder country political instability and that the group is governments, senior in-country officials return changes to political environment meeting the terms and other key external stakeholders performance may impact the ability to sustain of its agreed and are built and maintained. This operations. signed licences and includes delivering on and adhering conventions. In- to agreements. The group actively country monitoring monitors regulatory and political and stakeholder developments as well as the country risk management ratings on a continuous basis. policies. Risk: Corporate, social and environmental responsibility Total Poor management of stakeholder, Social and Attention is placed on maintaining shareholder community and government environmental sound relations with local communities return expectations and a lack of policies. and working with these groups to performance corporate and social responsibility Commitment to enhance these relationships. The may lead to the inability to sustain improvement of group’s environmental committee, operations in the area and impact communities. under the chairmanship of the CEO, on the group’s ability to expand Regular continues to address these issues and into other regions. communication with reports quarterly to the board. Review stakeholders. of stakeholder relations at executive committee meetings. Regular dialogue with the affected communities by senior executives.

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Key risks and uncertainties (continued) External risks (continued)

KPI Impact Policies and systems Mitigation Risk: Supply routes Total Due to the remote location of the Stock cover policies Utilisation of local partners and shareholder group’s operations the disruption with minimum levels knowledge of the region. Buffer stocks return of supply routes may cause delays set for operations. maintained including strategic spares. performance with construction and ongoing Commitment to Alternative supply routes tested and mine activities. local and regional utilised. partnerships from executive level. Financial risks

Risk: Production and capital cost control Cash cost Failure to control cash costs Budgeting and Comprehensive budgeting process per ounce. per ounce will result in reduced reporting processes. encompassing all expenditure Capital profits. Failure or inability to Project approval approved by the board. Executive expenditure monitor capital expenditure process. Capital approval for all major expenditure and and cost and progress of capital projects expenditure policy. capital expenditures. Commitment management resulting in financial losses and and expenditure incurred made with targets. overspend on projects. approved budgets only. Review of Return expenditure against budget on regular on capital basis and reporting to the board and employed. executive committee. Risk: Insufficient liquidity, inappropriate financial strategy and inability to access funding from global credit and capital markets Liquidity The group may be required to Financial strategy, The board closely monitors the group’s profile seek funding from the global cash forecasting operational performance and cash credit and capital markets to and management. flows against plan, along with a five- develop its operations and Capital forecasting year forecast. This assists the board projects. The recent weaknesses and monitoring. in understanding the variety of risks in those markets could adversely facing the group and the likelihood affect the group’s ability to obtain that future external funding might be financing and capital resources required. This advanced understanding required by the business. of the cash requirements of the group allows the board to manage the risks of sourcing funding in difficult market conditions. The group limits exposure on liquid funds through a treasury policy of minimum counterparty credit ratings, counterparty settlement limits and exposure diversification. Risk: In-country tax regimes Taxation Failure to adapt to changes in Use of experts to The board regularly monitors tax related fines tax regimes and regulations may review changes in positions and changes in conjunction or penalties result in fines, financial losses and legislation and tax with management and where necessary corporate reputational damage. regulations. Regular engages experts. The chief executive Failure to react to tax notifications meetings with officer and chief financial officer, along from authorities could result in government officials. with in-country executives, regularly financial losses or the seizure Review of regulatory engage with tax authorities and of assets. Inability to enforce filings to ensure governments to address the impact of legislation over tax or incorrectly compliance. any proposed changes to taxation or applied legislation could result fiscal regimes. Where necessary the in lengthy arbitration and loss of company will seek resolution through profits or company assets. arbitration. Operational risks

Risk: Sustained resource and exploration failure Resources The group’s mining operations Resources and The group publishes its resources and and reserves may yield less gold under reserves committee. reserves calculations based on gold actual production conditions Resources and prices which are lower than the current than indicated by its gold reserves policy. market prices. Review at committee reserves figures, which are Adherence to and board level of the gold price during estimates based on a number of industry standards. the year as well as any changes to the assumptions, including mining cost of production. Close monitoring and recovery factors, production and reconciliation of resource to mined costs and gold price. ore on a continuous basis.

164 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 KPI Impact Policies and systems Mitigation Risk: Environmental, health, safety and security incident No significant Failure to maintain environmental Environmental, Formal safety system in place. incidents. and/or health and safety health, safety and Recording and certification of training. Lost Time standards resulting in a significant security policies. Reporting procedures in place with Injury environmental or safety incident Environmental, breaches reported to the executive Frequency or deterioration in safety incident health, safety and committee if necessary on a weekly Rates. rates or deterioration in safety security team. basis and quarterly reporting to the performance standards resulting Monitoring system of board. Leadership accountability in loss of life or significant loss of incidents. Ebola crisis for incidents throughout the group time and disruption or damage to committee. Ebola by setting of environmental, health operations. outbreak monitoring. and safety performance targets. A lack of preparedness and Use of external experts in respect safe-guarding in relation to the of environmental, health, safety and outbreak of Ebola in the countries security matters. A dedicated Ebola and the local communities within crisis committee is in place actively which the group operates in could monitoring developments in relation to result in disruption to operations. the current outbreak. Ebola outbreak preparedness in place at all sites including: specialised Ebola training for medical staff, designated Ebola quarantine areas and equipment, screening of all personnel at entry and exit points, and emergency procedures in place should a suspected case arise. Risk: Risks associated with underground mining Ore tonnes The group’s underground projects Annual business plan. Assistance with the underground produced. at the Loulo gold mine in Mali Monthly reporting. operations from a third party mining Cost per and at the Kibali gold mine in the Annual strategic contractor. Close management by tonne. Democratic Republic of Congo review. Dedicated executive team and monthly review of are subject to the risks associated owner mining team in performance against budget. Board with underground mining which place at operations. review of actual performance against may affect the profitability of the plan on a continuous basis. Established group. The group is anticipating owner mining team at the Loulo gold to transition from contractor mine. Comprehensive underground to owner mining at the Loulo mining business and operational plans in gold mine in Mali and therefore place which include a detailed transition the group may be subject to plan. Business plans and performance the risks associated with this are actively reviewed and managed by change. The changeover to owner the executive committee. mining will include significant capital requirements and may affect the production levels and profitability of the operation. The owner mining model may not yield the same performance and efficiencies as has historically been achieved. Strategic risks

Risk: Lack of identification of new exploration targets Resources Lack of identification of new Exploration Continuous management, review and and reserves exploration targets may lead to project pipeline monitoring of the exploration targets by statement a loss of revenue and an inability and evaluation management and board including use to grow and meet strategic policies. Long term of the resource triangle which identifies objectives. Exploration and business strategy the number of exploration targets and development are costly activities and investment in the stage of development of an asset. with no guarantee of success, but exploration activities. Regular review of exploration activities by are necessary for future growth of executive committee. Board review of the group. exploration targets on a quarterly basis. Risk: Failure to attract and retain key staff and poor succession planning Staff turnover The loss of key staff, the lack of Succession planning. Executive team conducts formal 360° internal succession planning and HR policies, training reviews of teams against performance the failure to attract appropriate and development of measures. Communication staff may cause short term staff. mechanisms in place to ensure disruption to the business and grievances are reported and resolved. operations. Executive and employee incentive schemes in place. Board review of manpower situation on a continuous basis, which includes review of market trends and skills analysis, as well as approval from board for action to be taken where gaps have been identified.

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As part of the risk Political stability management process Country ranking Multiparty politics established and and in fulfilment of A system functioning – accepted by general its risk management population and world bodies responsibilities, management regularly undertakes a No serious underlying ethnic conflicts detailed analysis of all countries in Africa, based on the Low crime risk following formulated mechanism, which is presented and agreed with the audit committee and the board on an Freedom of press annual basis, as outlined on page 167 of this annual Functioning civil service report. Recent multiparty politics to ‘benevolent’ B non-representative government Ranking is dependent on a qualitative assessment General population acceptance of combining: government Geological opportunity Low level of political unrest Economic and fiscal regime Dissatisfaction with non-representative Political stability C government Infrastructure. Some political unrest and/or sporadic rebellion Geological opportunity Totalitarian government Potential for reserves of +3Moz A General unrest, severe repression, civil war Known gold potential D No centralised controlling government Extensive mineralised sequences of: Archaean or Infrastructure Lower Proterozoic or Cenozoic to recent in accreted A Good access and telecommunications links terraines/island arcs and GPRS mobile Readily available geoscientific data Terrain easily traversable B Gold potential of +3Moz Access to grid power and/or hydropower No significant new projects in the pipeline Perennial water Some known gold potential B Reasonably easy access Fairly good telecommunications Geology is sufficiently known or understood C Pipeline and dam required for water D Little prospective geology Potential for grid power and hydro sites or infrastructure good enough to support own thermal power stations Economic and fiscal regime C No maintained infrastructure A Clearly defined and implemented minerals Telecommunications uncertain and slow policy where the State shares in, but does Access to remote areas made difficult by not control, the mineral industry desert or tropical rain forest Acceptable mining and tax legislation including reasonable royalties and free D Access only practical by air carried rides which, if higher, are offset by Communications only possible by radio/ tax holidays satellite links Security of tenure and guaranteed right-to- No power mine Acceptable foreign exchange regulations Overall ranking Ability to move management and technical Country actively targeted for exploration and skills in and out of the country A development opportunities Close adherence to World Bank principles Randgold will invest in grassroots projects Availability of foreign investment insurance Will establish an office and acquire goods B State participation required in mining Will invest in existing projects where the industry but investors still control their B potential for deposits that meet Randgold’s business criteria have been demonstrated Economy stable with moderate inflation Early risk must be taken out of exploration Bribery generally not prevalent in country Opportunity for joint venture to reduce risk C Major state control of mining industry exposure Economy unstable with excessive inflation Country in state of change Bribery common in all areas of business C Country to be monitored if geology ranks ‘A’ D No set rules or regulation for improvement in the other three criteria Major state interference and control of all No investment to be made aspects of the official economy D The possibility of change considered to be Bribery very common in all areas of business long term

166 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 RANDGOLD’S COUNTRY RANKING OF AFRICA

Tunisia Morocco

Algeria Libya Egypt Western Sahara

Mauritania Mali Niger Sudan Eritrea Senegal Chad Burkino Faso Guinea Bissau Guinea Benin Nigeria Togo South Ethiopia Sierra Leone Côte Ghana Central Sudan d'Ivoire African Republic Liberia Cameroon Somalia

Eq. Guinea Uganda Kenya Congo Gabon Democratic Rwanda Republic of Congo Burundi

Tanzania

A Angola Malawi Zambia B

C Zimbabwe Mozambique Madagascar D Namibia Botswana

Swaziland

South Africa Lesotho

Cash management is a key In 2014, the focus of the treasury committee was to Treasury focus for the group. The role manage counterparty risk with banks and other financial management of group treasury is to institutions where the group places cash deposits, manage and monitor the as well as ensuring the group’s cash resources were group’s external and internal funding requirements as well appropriately managed to meet the substantial capital as financial risks to support the group’s strategic expenditure requirements, given the lower average objectives. Treasury activities are governed by policies received gold price. and procedures approved by the audit committee and where necessary by the board. The treasury policy was In December 2014, the company renegotiated its last approved in January 2015 by the board with no $200 million unsecured revolving credit facility with a amendments necessary. syndicate of banks led by HSBC replacing it with a four year facility of $400 million which matures in December The company has put in place a treasury committee, chaired by the company’s CFO, which meets on a monthly 2018 and at present is undrawn. The treasury committee basis to review the group’s treasury activities. Its members oversees the compliance of the terms of this facility. receive management information relating to the group’s treasury activities. The committee recommends group Unless specific dispensation is obtained from the audit policy, relating to all aspects of funding, management of committee, the group treasury policy ensures surplus interest rate and foreign exchange exposures, hedging cash is placed with institutions with credit ratings of: and other financial risk management, to the audit ‘A’ and higher, on strict terms concerning placement committee at least every six months for approval. It also duration (maximum three months) with no more coordinates relationships with banks, rating agencies and than 5% or $12.5 million (whichever is the higher) other financial institutions. The committee monitors all being placed with any one institution noting that no significant treasury activities undertaken by the group investment can exceed $25 million; or companies and ensures compliance with the group’s ‘AA-’ and higher, on strict terms concerning treasury policy. placement duration (maximum three months) with no more than 20% or $50 million (whichever is the The overall objective of the treasury committee is to higher) being placed with any one institution noting effectively manage credit risk, financial risk, liquidity risk, that no investment can exceed $100 million. foreign currency risks and other market risks in accordance with the group’s strategy. Other responsibilities of the treasury committee include safeguarding and managing Credit ratings and market information are continually the group’s cash resources and funding programmes, reviewed by the treasurer to ensure the treasury approval of counterparties and relevant transaction limits, committee is kept aware of all necessary information ensuring the most competitive return on surplus cash pertinent to ensuring effective management of the group’s resources, and the monitoring of all significant treasury cash resources. The group also uses a Fiduciary Deposit activities undertaken by the group. The group uses Service provided by Rothschild Bank International to conventional financial instruments to manage these risks. assist with the flow and quality of market information.

Randgold Resources Annual Report 2014 167 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Remuneration report

The remuneration committee has oversight of the executive directors and senior management remuneration.

Norborne Cole Jr1 Christopher Coleman Andrew Quinn2 Karl Voltaire Chairman

Producing over 1 million ounces in 2014 represents a significant increase in production, more than doubling the 2010 output and further supporting Randgold’s strategy and long term value delivery proposition. The achievement of this outstanding milestone, together with a focus on management of capital investment and reduced production cost per ounce, once again allowed Randgold to deliver significant profits and increased dividends to its shareholders. This profitability was in contrast to the bulk of the gold mining industry which, following a further drop in the gold price, has seen significant asset impairments and losses over the last two years.

Randgold’s continued growth evidences the success of the company’s long term strategy. The final dividend we are proposing for the 2014 financial year is $0.60 per share, which is a 20% increase on the dividend declared and paid in respect of the 2013 financial year. Randgold outperformed the Euromoney Global Gold Index (formerly the HSBC Global Gold Index) by 25% during 2014, outperformed its peers (as set out in the graph on page 169 of this annual report), and outperformed the Euromoney Global Gold Index by 112% over the past five years.

While our past performance is outstanding, we continue to look to the future, growing capacity and maintaining quality that delivers our required internal rate of return and long term value to shareholders. The company continues to grow capacity through the further ramp up of the new Kibali gold mine in the Democratic Republic of Congo. The successful commissioning and ramp-up of Kibali, given its size and remote location, was a spectacular achievement and remains instrumental in supporting current and planned future production growth. Our growth is self-funded through our strong cash flow and without recourse to shareholders, and we are well placed to replace the reserves we deplete through mining as we did this past year.

Randgold was very pleased to receive strong support from its shareholders for last year’s first separate vote on the directors’ remuneration policy, with 98% of shareholders voting in favour. As discussed with shareholders and stated in Randgold’s Remuneration Principles, the board has decided to implement a one year remuneration policy period and have two votes for shareholders each year: one in respect of the policy section, and one in respect of the annual report on remuneration, each proposed for approval by ordinary resolution. This is different to the standard UK approach but we believe it allows for less discretion and the ongoing engagement and involvement of our shareholders with the company’s remuneration policies and practices. Consequently, this report has three separate sections: this annual statement by the remuneration committee chairman, our 2015 directors’ remuneration policy and a remuneration report covering the 2014 financial year. The report and policy will each be submitted for shareholder approval at the company’s annual general meeting (AGM) on 5 May 2015.

Our remuneration policy is aligned to the culture, philosophy and long term success of the company to build sustainable value for all our stakeholders. In formulating its policy, Randgold has followed international best practice and good corporate governance and regularly engages

1 Mr NP Cole Jr will retire as chairman of the remuneration committee with effect from 4 May 2015 but will remain a member of the remuneration committee. Mr NP Cole Jr is the company’s senior independent director. 2 Mr AJ Quinn is to be appointed chairman of the remuneration committee with effect from 4 May 2015.

168 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 SHARE PRICE PERFORMANCE GRAPH

Rebased to Randgold ($) 140

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0 Jan 05 Jan 06 Jan 07 Jan 08 Jan 09 Jan 10 Jan 11 Jan 12 Jan 13 Jan 14 Jan 15

Randgold $ Spot gold Newcrest Goldcorp Barrick Gold Newmont Kinross Gold AngloGold with shareholders on its structure and implementation. Annual bonus The remuneration policy provides for stretching Addition of an environmental KPI to further recognise performance targets for the delivery of reward-based, and support the importance of environmental issues variable short term and long term incentive plans for and sustainable mining. Randgold’s executive directors. Base pay In 2014, Randgold made some changes to its incentive Effective from 1 January 2015, base salaries of the plans to simplify the plans and further manage risk. In chief executive officer and the chief financial officer particular, we added ‘malus’ to the Annual Bonus Plan have been increased by 4% and by 6% respectively. and three-year clawback provisions to our Restricted These increases reflect general increases among Share Scheme and the Co-Investment Plan. We also senior management and the company. The increase highlighted our intention to review the operation of the also recognises that the CEO did not receive an incentive plans and the performance metrics. Following increase in the prior year, and the continuing strong extensive shareholder consultation by the remuneration performance of the CFO. committee, the principal points of change to note for our director remuneration and awards under the incentive Shareholding policy plans for 2015 are as follows: Effective from 1 January 2015, the shareholding requirement for the CEO has been increased from Restricted Share Scheme 200% to 400% of base salary. Performance metrics amended: total cash cost per ounce to replace EPS growth; Recruitment policy relative TSR to replace absolute TSR; and, While not a formal change to our policy for 2015, we retain reserves as a measure based on reserve have clarified the operation of the recruitment policy replacement. in line with the statement made to shareholders on 22 April 2014. Reduction of threshold vesting from 40% to 30%.

The remuneration report has been prepared by the The performance ranges remain stretching but we have remuneration committee and was approved by the board made some amendments to the calculation methodology for the year ended 31 December 2014, in accordance to reflect the current focus and economic volatility within with the relevant requirements of the Listing Rules of the the gold mining industry. United Kingdom’s Financial Conduct Authority.

Co-Investment Plan As a company incorporated in Jersey, voting on the Increased the investment opportunity in the Co- directors’ remuneration policy and on the directors’ Investment Plan by 25%, raising the current level of remuneration report will be advisory and the policy match to 250% of base pay for the CEO and 125% for section will become effective from 5 May 2015, being the the CFO based on relative TSR performance; and date of the company’s AGM. The board will give due and Introduced a further one year holding period on careful consideration to shareholder feedback and will the three year time horizon for this plan. The total operate in line with the approved policy. We welcome incentive period under this plan now equates to dialogue with our shareholders on the remuneration of four years. our executive directors and appreciate our shareholders’ continued support. The combination of these changes reflects our desire to lengthen the time horizon within the plan for vesting as well as providing for a greater level of incentive for outperformance particularly given the consistent upper quartile TSR performance of Randgold in comparison to Norborne P Cole Jr its international gold mining company peers. Chairman, remuneration committee

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people strategy and the remuneration objective and Directors’ Executive principles that have been developed to support its remuneration business and its corporate culture. Randgold is a unique remuneration principles and entrepreneurial company, focused on Africa and growing policy philosophy value through discovery and development, that has at its heart the creation of value for all stakeholders including its Background host countries and local communities where the company Randgold operates in a variety of international markets operates. and jurisdictions. In formulating its principles, the regulatory requirements of Jersey, the United Kingdom Randgold’s alignment with shareholder value creation and the United States were taken into account and the encourages empowerment, energy, ownership and company has followed international best practice and responsibility, as well as a results-based growth culture. good corporate governance. The company’s executive Randgold’s remuneration plans support this through remuneration principles provide the underlying standards encouraging investment and ownership in the business, on which the remuneration policies and goals are based. as well as setting stretching performance targets for the delivery of reward-based variable short term and long The remuneration principles are applied across the group term incentive plans for its executive directors, non- and the remuneration policy is applied to the executive executive directors and senior management. and non-executive directors. The principles are reviewed annually by the remuneration committee and at such Objective other times as the remuneration committee considers To ensure Randgold’s principles on directors’ necessary. remuneration encourage, reinforce and reward the delivery of sustainable value to the company’s shareholders and Randgold’s business strategy for success is enduring, its other stakeholders in the host countries where the consistent, sustainable and long established, as is the company operates. Remuneration principles Principles Long term success Building sustainable long term value for shareholders and other stakeholders is the key overriding objective. Accordingly a significant proportion of our remuneration is aligned to the long term success of the company through both shares and performance-related awards. In addition, to support the alignment with shareholders and the desired corporate culture of the company, senior executives are encouraged to invest in and hold shares in the company. Randgold’s people Randgold’s belief is that a key part of that value creation strategy is ensuring the company has the right people in the right places to deliver this value with the appropriate balance and alignment between the interests of shareholders and an attractive and appropriate reward package for its people.

Randgold’s people are highly motivated and have energy and tenacity to achieve and succeed in delivering Randgold’s long term vision. Randgold believes in rewarding highly for delivering value, showing flexibility and mobility, as well as demonstrating a proactive entrepreneurial approach.

Randgold rewards high performance and alignment with Randgold’s culture when it is consistently delivered, and consequently value to Randgold and its shareholders is seen as increasing from an individual’s contribution. Executive directors Competitive total remuneration is used to attract and retain high-calibre executive directors, who have the personal attributes, skills and experience necessary to deliver the company’s strategy in the environment within which it operates.

Randgold operates in the international mining industry and, specifically, the international gold mining industry. Reward packages need to be commensurate with its comparator groups to attract and retain high calibre people with exceptional industry ability in mining and in Africa. As well as being appropriately reflective of the industry, Randgold’s pay philosophy is to ensure its entrepreneurial culture and principles are maintained by ensuring leverage through its variable pay plans. Performance-related pay Randgold’s strategy of delivering value in Africa through its partnerships with other companies (international and local), governments, Randgold’s people and the people of Randgold’s host countries in Africa is clear and this flows through to Randgold’s performance in terms of its KPIs.

A significant proportion of total remuneration should vary with performance, aligning the executive directors’ interests with the interests of the company’s shareholders and stakeholders. Randgold’s only material element of fixed remuneration will be base pay, supplemented by performance-related short term and long term remuneration. A high level of performance, measured with reference to predetermined objective criteria, will be rewarded with higher levels of remuneration.

170 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Principles (continued) Performance measures Financial and non-financial KPIs are Randgold’s measurement of success and are reflected in its remuneration plans.

Randgold believes sustainable long term growth is a fundamental strength of its strategy, its people and its way of working. Consequently, its long term incentive plans reward sustained and exceptional stretching performance over a three to five year period (including the required holding period).

The use of stretching performance measures and key performance indicators are crucial to benchmark performance. In terms of comparative performance, Randgold will use relevant comparator groups.

Individual executive directors’ performance, pay and performance metrics and ranges will be reviewed annually to ensure alignment with Randgold’s business plans and its overriding objective. Risk In addition to the delivery of sustainable value, remuneration arrangements should be aligned with Randgold’s approach to sustainability and business risk management which takes into account the company’s environmental, social and governance responsibilities. Expenses and benefits Our culture is to deliver value for shareholders as entrepreneurs. Accordingly, we reduce long term fixed elements of pay and as such there are no company-funded pension plans within the company and, while we provide access to a company-facilitated medical insurance policy, the company does not fund the contributions. However, as a responsible employer, we support our workforce and executives in delivering social benefits related to workplace events or events whilst at work such as ill health and disability. Any expenses incurred in the course of work are reimbursed. Shareholding Ownership of shares in the company is encouraged and executive directors are required to build a material shareholding in the company which over time will form a meaningful portion of reward and will align executive directors’ interests to shareholders’ interests. Randgold will require each executive director to have a minimum shareholding in the company. Recruitment The company will not offer any more than is necessary to attract and retain executive directors of the right calibre and experience. The company may compensate a new executive director for forfeiture of salary and other remuneration from a previous employer on a comparable basis taking into account performance achieved or likely to be achieved and aligning this new executive director with other executive directors as far as possible. Service contracts and letters of appointment Executive directors’ service contracts and non-executive directors’ letters of appointment will be clear, transparent, and will be drafted by reference to ‘best practice’. Where governance principles vary or conflict across relevant jurisdictions, the board will adopt what it considers to be the appropriate standards that reflect the overriding objective. Termination payments On determining loss of office payments, consideration will be given to any contractual provisions, the circumstances under which an executive director leaves and the executive director’s performance. Whether a loss of office payment is made is at the discretion of the remuneration committee. Non-executive chairman and directors To attract and retain a high calibre non-executive chairman and non-executive directors who have the necessary skills, experience and commitment, the company will offer competitive remuneration which recognises the time commitment and work required for the roles of non-executive chairman and non-executive directors. Engaging with shareholders The non-executive directors will maintain an open transparent dialogue with shareholders and regularly seek their views on the company’s remuneration practices and policies.

Remuneration policy, practices and outcomes will be clearly explained in the context of performance, to the extent not commercially sensitive, and shareholders will be given the opportunity to vote (by way of ordinary resolution) on Randgold’s remuneration policies and practices at least once a year. Approval will be sought in relation to the directors’ remuneration report at each annual general meeting.1 Fairness and judgement Appropriate judgement will be applied by the remuneration committee in determining remuneration with consideration given to the conditions affecting the company, including the countries where the company operates, and where the executive directors are required to spend their time.

1 As the company is incorporated in Jersey, this approval will be on an advisory rather than on a binding basis. In line with the company’s commitment to follow international best practice and good corporate governance, it is the board’s intention to operate in line with the remuneration policy and the board will give careful consideration to shareholder feedback on this policy.

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Remuneration structure summary Remuneration policy The group’s total remuneration together with each element The remuneration policy is based on the remuneration of remuneration is benchmarked against a comparator principles set out on pages 170 and 171 of this annual group of FTSE 100, FTSE mining and comparable report and remains unchanged from 2014, except as international gold mining companies. Further details on detailed in the policy table below. the company’s remuneration policy and remuneration arrangements are contained in this remuneration report. Any commitment made before an executive becomes a For 2015, the remuneration of the executive directors will director will be honoured even if inconsistent with this or comprise of the following: any future policy. Base salary. 4 years (including 5 years (including Annual bonus with the requirement to defer one third of 1 year 1 year post vesting 1 year post vesting any annual bonus earned into the Co-Investment Plan. Base salary period) period) A Co-Investment Plan rewarding relative performance over three years subject to investment by the executive Annual bonus director and with a further requirement of a one year Deferred annual bonus post-vesting retention period. A Restricted Share Scheme rewarding operational performance over four years with a further requirement Co-Investment Plan of a one year post-vesting retention period. Restricted Share Scheme

Policy table on remuneration payments Maximum opportunity/ Purpose Operation performance metrics/changes Overall To ensure that the The remuneration Maximum opportunity levels for company’s executive committee reviews the individual pay elements are set remuneration policy structure of the executive out below. encourages, reinforces directors’ arrangements Page 178 of this annual report and rewards the delivery every year. sets out the total opportunity of sustainable shareholder Total remuneration and each levels for executive directors value. element of remuneration is under different performance To ensure that pay benchmarked periodically scenarios. arrangements are against a comparator fully aligned with the group of FTSE 100, FTSE company’s approach to mining and comparable risk management and international gold mining take into account our companies. obligations in respect of environmental, social and governance policies. Base salary Competitive base salaries Base pay levels are The CEO’s base salary was to attract and retain high reviewed annually by the increased from $1 575 000 to calibre executives, based remuneration committee $1 638 000 with effect from on personal performance (with effect from 1 January 1 January 2015 – an increase and relevant experience. each year), taking account of 4% in line with the average Base salary is the only of company performance, increase for employees across material element of fixed individual performance, the company. remuneration. changes in responsibility The CFO’s base salary was The company does and levels of increase for increased from £495 600 to not fund any pension the broader employee £525 336 with effect from contributions. population. 1 January 2015 – an increase of Reference is also made to 6% which recognises the CFO’s median levels within FTSE strong performance in the role 100, FTSE mining and and current positioning below comparable international the market median. gold mining companies, as Under normal circumstances, mentioned above. there will be no base salary The remuneration increases during the one committee considers the year policy period. In impact of any base salary exceptional circumstances, increase on the total the remuneration committee remuneration package. reserves the right to make adjustments to the executives’ remuneration to recognise, for example, development in role, change in responsibility and/or specific retention issues.

172 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Maximum opportunity/ Purpose Operation performance metrics/changes Annual bonus Designed to encourage Target and maximum annual The annual bonus payable to and reward superior incentives are determined the CEO for achieving target performan ace on an as a percentage of base performance is 150% of annual basis. salary. base salary. The maximum One third of the annual bonus payable to the CEO for bonus is compulsorily achieving outperformance is deferred into the Co- 300% of base salary. Investment Plan. The annual bonus payable to Subject to ‘malus’ provision the CFO for achieving target to allow reduced payment performance is 100% of at the discretion of the base salary. The maximum remuneration committee bonus payable to the CFO for based on the overall achieving outperformance is performance of the 200% of base salary. company. The performance metrics used Subject to clawback for a to determine the annual bonus three year period from the cover the same categories for date of payment in the event both the executive directors, of a material misstatement weighted as follows: of the company’s annual Financial measures (30%). report and accounts on Role-specific operational/ which they were based. financial performance targets (25%, decreased from 30% in 2014 to incorporate an additional environmental KPI as detailed below). Role specific strategic/non- financial targets (30%). Safety and environment (15%, increased from 10% for 2014 by adding 5% towards an environment KPI). Deferred The deferral of annual One third of any annual Deferred bonuses are bonus bonus encourages bonus is compulsorily compulsorily deferred into executive share ownership deferred into shares under the Co-Investment Plan and if and provides longer term the Co-Investment Plan and certain metrics and targets are alignment with shareholder paid in shares after three satisfied, are paid in matched interests. years. shares after 3 years. Subject to clawback for a three-year period from the date of payment in the event of a material misstatement of the company’s annual report and accounts on which the award was based.

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Policy table on remuneration payments (continued) Maximum opportunity/ Purpose Operation performance metrics/changes Co-Investment To reward sustained Each year an executive The maximum commitment Plan performance relative to director may choose to which may be made into the global peers. commit shares into the Co- Co-Investment Plan is 250% Each year, when Investment Plan in addition (200% in 2014) of base salary considering new awards to the compulsorily deferred by the CEO and 125% (100% under the plan, the bonus. in 2014) of base salary by the remuneration committee Committed shares must CFO. will review and may make be retained for four The remuneration committee adjustments to the metrics years (which includes an has determined that this and targets to which the additional one year holding maximum increase is seen vesting of new matching period post-vesting), as important to provide for a awards granted under the an increase of one year greater level of incentive for plan will be subject, before compared to the 2014 outperformance against the the grant of such awards, policy and may be matched, TSR peer group, particularly taking into account the depending on relative Total given the consistent upper strategic objectives of the Shareholder Return (TSR) quartile TSR performance of company for the relevant performance against the Randgold in comparison to periods. Euromoney Global Gold its international gold mining Index (formerly the HSBC company peers. Global Gold Index) over The extent to which the match three years. depends on the performance of Matched shares are subject the company’s TSR compared to a ‘malus’ provision to with the Euromoney Global Gold allow reduced vesting Index over three years. at the discretion of the The match will be 0.3 shares remuneration committee for each share committed for based on the overall performance equalling the performance of the performance of the Euromoney company. Global Gold Index. For Matched shares are subject performance at 10% above the to clawback for a three index the match will be 1:1 with year period from the date stepped changes in between. of vesting in the event of a material misstatement of the company’s annual report and accounts on which the award was based. Restricted Rewards sustainable long Awards of shares are The remuneration committee Share term performance. made annually under the has determined that the Scheme Focus on operational and Restricted Share Scheme, maximum annual award of performance financial performance determined as a percentage shares is 200% of salary for the shares measures and rewards of base salary. CEO and 100% of salary for the absolute delivery of key Awards vest after 4 years CFO. strategic imperatives to subject to the achievement Three separate measures of build the company for the of stretching operational business growth, each weighted future. and financial targets. one third: Four-year performance Subject to ‘malus’ provision Additional reserves including period supports to allow reduced vesting reserve replacement. sustainability of growth. at the discretion of the Relative TSR vs a tailored One year post-vesting remuneration committee peer group. retention period further based on the overall Total cash cost per oz. supports long term performance of the The threshold vesting level will sustainability. company. be 30% to bring the threshold Each year, when Subject to clawback for a in line with the Co-Investment considering new awards three year period from the Plan. under the scheme, the date of vesting in the event Awards prior to 2015: remuneration committee of a material misstatement Additional reserves including will review and may of the company’s annual reserve replacement. make adjustments to the report and accounts on Additional reserves excluding metrics and targets to which they were based. reserve replacement (only for which the vesting of new awards prior to 2014). awards granted under the Absolute TSR. Restricted Share Scheme EPS growth. will be subject, before The changes to the the grant of such awards, performance measures for the taking into account the 2015 awards detailed above strategic objectives of the have been made to improve company for the relevant the robustness of performance periods. Any adjustments measurements and to are to ensure stretching desensitise Restricted Share performance targets are Scheme vesting outcomes to set. volatility in the gold price.

174 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Maximum opportunity/ Purpose Operation performance metrics/changes Pension Funded entirely by the Executive directors can Not applicable. executive directors from elect to allocate up to their base salary. 20% of their base salary to contribute to a defined contribution provident fund. The company does not make any further contributions to the fund. Other Main benefits funded from Executive directors can Set at a level that the benefits base salary by executive elect to participate in a remuneration committee directors. medical aid scheme funded resolves to be required for the out of the executive’s base executive director to carry out salary. their role. Where appropriate, executive directors may be provided with benefits while travelling for work. Life assurance cover is provided by the company through the group life assurance scheme which also provides cover for the company’s senior management. Other To secure the appointment For external appointments Maximum value determined by commitments. and promotion of high the remuneration commit- reference to the policy in relation Recruitment calibre executives. tee may offer additional to each element of pay outlined and promotion cash/share-based elements above (for executive directors) arrangements where they consider it is and below (for non-executive in the best interests of the directors). company (and therefore In unforeseen and exceptional shareholders). Such pay- circumstances, in order to at- ments would take account tract the right talent at an ex- of remuneration forfeited ecutive level, and after consulta- when leaving the former tion with major shareholders, employer and would reflect the remuneration committee the nature, time horizons may make compensatory one- and performance require- off payments on recruitment ments attaching to that re- which might not otherwise be muneration. Full details on covered by the remuneration any such payments would policy, but in all cases the value be announced to sharehold- of such arrangement would be ers on appointment. within the financial limit of the For appointment of an policy for that element of remu- internal candidate, any vari- neration. able pay element awarded in respect of the prior role may be allowed to pay out according to its terms, adjusted as relevant to take account of appointment. In addition, any on-going remuneration obligations existing before appointment may continue in place, to the extent they are incon- sistent with the policy out- lined above, provided that they are put to shareholders for approval at the earliest opportunity. For both external and inter- nal appointments, the re- muneration committee may agree that the company will meet certain relocation expenses as appropriate.

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Policy table on remuneration payments (continued) Maximum opportunity/ Purpose Operation performance metrics/changes Chairman To attract and retain a The decisions on the The chairman receives a retainer fees high calibre chairman chairman’s arrangements fee of $60 000 pa. by offering a market are made by the The chairman also receives competitive fee. remuneration committee in the chairman fee of $225 000 The company’s policy consultation with the CEO. (which is inclusive of committee on the chairman’s fees The chairman is paid an membership fees but exclusive takes into account the annual retainer fee, a fee of the committee chairman fee). need to attract and retain and receives an annual The chairman, subject to an individual of the right award of shares, which shareholder approval, will receive calibre and experience, since 2012 is fully vested an annual award of: their responsibilities and from grant. 2 500 shares. time commitment. The shares are seen as The chairman is required to an important element of retain and maintain from his the company’s approach vested shares a number of to remuneration policy in shares in the company at relation to the chairman. least equal in value (as at the They encourage share beginning of the financial year) to ownership and are provided an amount equivalent to 200% in lieu of cash. of the annual retainer fee. The chairman fee Prior to 2015 the chairman’s arrangements are retainer was $50 000, with a periodically reviewed by the chairman’s fee of $200 000 remuneration committee in and an annual award of 2 000 consultation with the CEO. shares aggregated over the last three years. The increases to the 2015 retainer are to reflect the increased workload and additional time commitment required of the role. Non- To attract and retain a high The decisions on the Each non-executive director executive calibre of non-executive arrangements of the non- receives a retainer fee of: directors’ director by offering market executive directors are the $60 000 pa. fees competitive fees. responsibility of the board Each non-executive director, The company’s policy on taking into account the subject to shareholder approval, non-executive directors’ fundamental principle of will receive an annual award of fees takes into account the corporate governance that 1 500 shares (2 000 for the need to attract and retain no individual is involved in senior independent director and individuals of the right the determination of their 2 500 for the chairman). calibre and experience, own remuneration. The Non-executive directors are their responsibilities and chairman, the CEO and the required to retain and maintain time commitment. CFO make the decisions on from their vested shares a the non-executive directors’ number of shares in the company fees. at least equal in value (as at the The chairmen of the board beginning of the financial year) to committees and the senior an amount equivalent to 200% of independent director the annual retainer fee. are paid an additional The senior independent director fee to reflect their extra receives a fee of $85 000 pa. For responsibilities. 2015, this fee will be payable in The non-executives are paid addition to other committee fees an annual retainer fee, a to reflect the role’s increased committee membership fee, workload. and subject to shareholder Each committee chairman approval receive an annual receives an additional fee of award of shares which fully $20 000 pa. vested from grant. Each member of a board The shares are seen as committee receives the following an important element of fee: the company’s approach Audit: $35 000 pa to remuneration policy in Remuneration: $25 000 pa relation to non-executive Governance and nomination: directors. They encourage $10 000 pa. share ownership and are Fees paid to non-executive provided in lieu of cash. directors prior to 2015 consisted Non-executive directors’ of an annual retainer of $50 000, fees are reviewed a committee chairman fee of periodically by the chairman $15 000 and share awards of and executive directors. 1 200 shares. The increases to the 2015 retainers and awards are to reflect the increased workload and additional time commitment required of the roles. Before the changes above, non-executive director fees have remained the same since 2008.

176 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Performance Relative TSR – TSR is measured over the three months Why performance measures are before the start and the three months before the end measures were selected by the of any four year performance period and compared chosen and how remuneration to the TSR, calculated in the same way, of a defined committee on the comparator group of international listed gold mining targets are set basis of their companies. Vesting is based on the relative TSR alignment to the remuneration principles and the company’s outcome over the four year period. Threshold vesting strategy, and to ensure the measures remain fundamental occurs at median and maximum at upper quartile. to the operational management of the business. Measures The defined comparator group for 2015 (subject to the are reviewed annually by the remuneration committee remuneration committee discretion to add or amend taking into account business performance and priorities. the group from time to time) is:  Agnico Eagle Mines Limited; AngloGold The performance metrics for the annual Ashanti Limited; Barrick Gold Corporation; Annual bonus are set annually and are based on Eldorado Gold Corporation; B2 Gold bonus the business priorities. The remuneration Corporation; Gold Fields Limited; Goldcorp committee is of the view that the specific Incorporated; Kinross Gold Corporation; metrics for the annual bonus are commercially sensitive Newcrest Mining Limited; Newmont Mining and it would be detrimental to the company to disclose Corporation; Yamana Gold Incorporated; them in advance of or during the relevant performance Buenaventura Mining Company Incorporated; period. The remuneration committee will, when they are no and New Gold Incorporated. longer commercially sensitive, disclose those metrics at Reserve replacement ratio is calculated as a ratio of the the end of the relevant performance period in the cumulative four year reserves added compared with the appropriate year’s annual report. cumulative four year reserves mined. Threshold vesting will occur if this ratio is at least 75% with maximum The gold mining industry is vesting occurring if the ratio is 110%. Co-Investment capital intensive, cyclical Plan and long term. Outstanding These measures provide an equal balance between asset performance comes from sustainability, profitability and relative shareholder returns, finding and accessing high quality resources, successfully taking into account the current economic and gold price developing new projects, managing production costs, and volatility. Awards vest on a straight-line sliding scale for maintaining efficient and safe operations. performance between the minimum and maximum performance range for the relevant performance metric. The remuneration committee believes that, in this context, success can best be measured by the company’s The remuneration committee will review the performance total shareholder return (TSR) performance against the metrics of the Restricted Share Scheme in the event that Euromoney Global Gold Index. The Euromoney Global the company issues a material number of shares. Gold Index is a capitalisation-weighted index calculated in US dollars, representing more than 50 mining companies As a result of the company’s from around 20 countries. The company’s performance Indicative total remuneration policy, a against its peers is set out in the graph on page 169 of this opportunity significant portion of the annual report. rewards available to the levels for 2015 executive directors is The performance metrics dependent on the performance of the company. The Restricted for the Restricted Share tables on the next page illustrate how the total pay Share Scheme Scheme have been opportunities for the CEO and the CFO vary under three selected on the basis that different performance scenarios; maximum, target and they are among the company’s key performance indicators minimum. These charts are indicative only as share price and drive shareholder value. movements and dividend accrual have been excluded. The tables are based on the following assumptions: The remuneration committee further believes that the Minimum consists of base salary. performance necessary for awards to vest towards the Target consists of base salary and incentive awards at upper end of the performance ranges is stretching. They 50% of maximum. should not, therefore, be interpreted as providing guidance Maximum consists of base salary and incentive awards on the company’s expected performance over the relevant at 100% of maximum. periods. The maximum value of the Co-Investment Plan award assumes a maximum investment from the respective For 2015 awards executive director. The proposed equally weighted performance metrics are total cash cost per ounce, relative TSR and reserve The executive replacement. These measures are calculated as follows: Service agreement directors’ service Total cash cost per ounce – measured over four provisions relating agreements are consecutive one year periods, with vesting at the end to salary and available for of four years. The overall vesting will be the average inspection at the annual outcome against market guidance weighted benefts c o m p a n y ’ s by annual production in ounces. Threshold will equal registered office and at each annual general meeting of the the maximum cost per ounce each year and maximum company. The information below provides a summary of vesting at the minimum cost per ounce as set by the the provisions in the executive directors’ service contracts board and communicated to the market in February that could give rise to a remuneration or loss of office each year. payment.

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CHIEF EXECUTIVE OFFICER

$ Maximum 12% 24% 12% 53% Target 21% 21% 11% 47% Minimum 100% 0 4 000 000 8 000 000 12 000 000 16 000 000

Fixed elements Annual variable amount (cash) Annual variable element (deferred shares) Long term variable elements

CHIEF FINANCIAL OFFICER

₤ Maximum 19% 25% 13% 43% Target 32% 21% 11% 36% Minimum 100% 0 500 000 1 000 000 1 500 000 2 000 000 2 500 000 3 000 000

Fixed elements Annual variable amount (cash) Annual variable element (deferred shares) Long term variable elements

The above tables do not include any potential increase or decrease as a result of a fluctuation in the share price of share-based awards and present the policy and grants made under the directors remuneration policy from 2015. Reinvestment of dividends on awards has been excluded. Salary and benefit The CEO will be paid a salary of $1 500 000 per annum1 and the CFO will be paid a salary of £390 000 per annum2 or, in both cases, such other rate as may be agreed between an executive director and the company. The salary will be reviewed by the board annually with no obligation to award an increase. The service agreements provide that the executive directors are entitled to participate in such pension funds as may be nominated by the executive director and participate in the company’s medical aid scheme, in both cases funded entirely by the executive director from their base salary. The company will provide life assurance against death and disability for each of the CEO and CFO. Annual bonus The executive directors will be eligible to participate in the Annual Bonus Plan subject to the rules of the plan as amended from time to time. The board consults with each of the executive directors with respect to the setting of performance metrics. The service agreements note that under the rules of the Annual Bonus Plan, where a participant ceases employment as a ‘good leaver’ or there is a change of control event, a participant will be entitled to an award based on the extent to which the performance conditions have been satisfied and pro-rated to reflect the shortened performance period. Incentive schemes The executive directors are eligible to participate in the Co-Investment Plan and the Restricted Share Scheme subject to the rules of the plans as amended from time to time. The service agreements note that under the rules of the plan and scheme, where the participant is a ‘good leaver’ or there is a change of control event, a participant will be entitled to an award based on the extent to which the relevant performance conditions have been satisfied and pro-rated to reflect the shortened performance period. The board consults with each of the executive directors with respect to the setting of performance metrics.

1 As at 31 December 2014, the annual base salary of the CEO was $1 575 000. The base salary of the CEO was increased to $1 638 000 with effect from 1 January 2015. 2 As at 31 December 2014, the base salary of the CFO was £495 600. The base salary of the CFO was increased to £525 336 with effect from 1 January 2015.

Any pension benefit due from contributions made by the period. The executive directors’ duty to mitigate will be executive directors to the company’s provident fund will taken into account on termination. also be paid out on termination or at such other time as the executive director chooses. The company does not The provisions contained in the executive directors’ contribute to the provident fund. service agreements, as summarised in the above table, reflect Randgold’s termination policy including in Both Dr DM Bristow and respect of notice periods, the principles for calculating Termination Mr GP Shuttleworth agreed each element of a termination payment, and whether policy updated service agreements circumstances of termination are taken into account. in June 2011 (which were both varied on 28 January 2013) under which the company and each executive director can terminate their Consideration of conditions respective service agreement by giving six months’ notice elsewhere in the company in writing. in developing policy The employment relationship can be ended immediately Given the geographic spread of the company’s workforce, by the company making a payment in lieu of notice, the remuneration committee does not consider that equivalent to the base salary payable for the notice consulting directly with employees on the remuneration

178 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 policy for executive directors is the most appropriate use Where unforeseen or of resources, although executive directors’ pay is carefully Payments exceptional considered in the context of pay and conditions across circumstances arise, the company as a whole. already agreed after consultation with major shareholders, the remuneration committee may The remuneration committee has oversight of make payments the structure of which might not otherwise remuneration policies for senior management below the be set out in the remuneration policy. However, the value board, and applies the principles of transparency, clarity of any such element would be limited to the usual financial and alignment of reward with performance. limit for the element of remuneration to which the arrangement relates. Any such event and resultant To support the alignment of interests with those of payments will be announced on a timely basis to shareholders, the company in 2009 extended a form shareholders in the usual way via the stock exchange of the Restricted Share Scheme to senior management information service and on the company’s website. The below the board. Awards under the Restricted Share remuneration committee will continue to honour all Scheme are not made annually, but on an ad hoc basis existing arrangements under existing contracts and any as and when key events warrant it or when new senior payments already agreed with shareholders. managers are recruited. Vesting of restricted share awards for senior managers is conditional on satisfactory Executive individual performance. Annual directors’ report on remuneration – Further, the board extended the Co-Investment Plan to remuneration senior management below the board, in line with the single figure existing rules of the plan, with effect from 1 January 2013. The figures contained in the table below reflect the base This will further enhance the link between pay and long salary and annual bonuses actually paid during the period term value creation and recognises the significant value and the value of awards that vested under the Restricted the senior management team as a whole has created over Share Scheme, CEO performance shares and the Co- the years. Investment Plan where the performance period ended in the year under review (with such value determined by reference to the market price of the vested award shares Consideration of shareholder on the relevant vesting date, in accordance with the views in developing policy United Kingdom’s Large and Medium-Sized Companies and Groups (Accounts and Reports) (Amendment) The remuneration committee, following the practice of Regulations 2013 (the UK Regulations) which, being previous years, has engaged extensively during the year a Jersey incorporated company, the company is not with its larger institutional shareholders and the voting required to follow but does so in the interest of disclosure guidance services on pay, and has made certain changes to its shareholders. to reflect the views expressed. The remuneration committee acknowledges and listens to the views of the Where a share award or part of a share award has vested company’s shareholders and has taken account of their on 1 January 2014, it has been included in the 2013 figure opinions in formulating the remuneration principles, the and where a share award has vested on 1 January 2015, remuneration policy and this remuneration report. it has been included in 2014.

EXECUTIVE DIRECTORS’ REMUNERATION – SINGLE FIGURE

Total Total Total Annual LTI award variable Director ($) Year salary Benefits Pension fixed pay bonus1 value pay Total DM Bristow 2014 1 575 000 n/a n/a 1 575 000 2 866 579 4 183 887 7 050 466 8 625 466 2013 1 575 000 n/a n/a 1 575 000 2 565 956 3 224 699 5 790 655 7 365 655 GP Shuttleworth 2014 816 5512 n/a n/a 816 551 1 150 0083 481 223 1 631 232 2 447 782 2013 738 230 n/a n/a 738 230 1 184 771 1 952 894 3 137 665 3 875 895

EXECUTIVE DIRECTORS’ REMUNERATION – ACCOUNTING CHARGE

Base salary Annual bonus1 Other payments4 Total Director ($) 2014 2013 2014 2013 2014 2013 2014 2013 DM Bristow 1 575 000 1 575 000 2 866 579 2 565 956 3 217 825 2 170 219 7 659 404 6 311 175 GP Shuttleworth 816 5512 738 230 1 150 0083 1 184 771 442 494 545 417 2 409 053 2 468 418 Total 2 391 551 2 313 230 4 016 587 3 750 727 3 660 319 2 715 636 10 068 457 8 779 593

1 For detail of the portion of bonus deferred and performance measures met, see page 181 of this annual report. 2 Mr GP Shuttleworth’s salary was paid in pounds but converted to dollars at the average rate for the year of £1:$1.65. 3 Mr GP Shuttleworth’s bonus will be paid in pounds in March 2015 but has been converted to dollars at the rate of £1:$1.52. 4 Other payments include expenses for restricted share awards performance share awards and Co-Investment Plan awards which are costed in accordance with IFRS 2, based on the valuation at the date of grant rather than the value of the awards that vested in the year. Vesting is subject to a number of vesting conditions which may or may not be achieved.

Randgold Resources Annual Report 2014 179 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REMUNERATION REPORT (CONTINUED)

NON-EXECUTIVE DIRECTORS’ REMUNERATION – SINGLE FIGURE Restricted share Total fees Benefits award value Total Director ($) 2014 2013 2014 2013 2014 2013 2014 2013 P Liétard1 83 333 250 000 n/a n/a 96 876 172 836 180 209 422 836 NP Cole Jr 135 000 135 000 n/a n/a 96 876 120 644 231 876 255 644 CL Coleman 206 668 120 000 n/a n/a 96 876 120 644 303 544 240 644 K Dagdelen 60 000 60 000 n/a n/a 96 876 120 644 156 876 180 644 J Kassum2 75 833 n/a n/a n/a 96 876 n/a 172 709 n/a J Mabunda 73 333 45 833 n/a n/a 96 876 94 548 170 209 140 381 Lioko3 AJ Quinn 101 667 85 000 n/a n/a 96 876 120 644 198 543 205 644 K Voltaire 125 000 125 000 n/a n/a 96 876 120 644 221 876 245 644 S Ba-N’Daw3 n/a n/a n/a n/a n/a n/a n/a n/a

1 Mr P Liétard retired from the board with effect from 6 May 2014. 2 Mr J Kasum was appointed to the board with effect from 31 January 2014. 3 Mrs S Ba-N’Daw was appointed to the board with effect from 1 March 2015.

NON-EXECUTIVE DIRECTORS’ REMUNERATION – ACCOUNTING CHARGE Fees Other payments1 Total Director ($) 2014 2013 2014 2013 2014 2013 P Liétard2 83 333 250 000 97 128 94 548 180 461 344 548 NP Cole Jr 135 000 135 000 97 128 94 548 232 128 229 548 CL Coleman 206 668 120 000 97 128 94 548 303 796 214 548 K Dagdelen 60 000 60 000 97 128 94 548 157 128 154 548 J Kassum3 75 833 n/a 97 128 n/a 172 961 n/a J Mabunda Lioko 73 333 45 833 97 128 94 548 170 461 140 381 AJ Quinn 101 667 85 000 97 128 94 548 198 795 179 548 K Voltaire 125 000 125 000 97 128 94 548 222 128 219 548 S Ba-N’Daw4 n/a n/a n/a n/a n/a n/a Total 860 834 820 833 777 024 661 836 1 637 858 1 482 669

1 Other payments consisted only of the annual 1,200 award of restricted shares to each non-executive director approved at the AGM (NASDAQ Global Select Market closing price on day preceding date of grant or if a public holiday, the next trading day – 2014: $80.94 per share; 2013: $78.79 per share). 2 Mr P Liétard retired from the board with effect from 6 May 2014. 3 Mr J Kassum was appointed to the board with effect from 31 January 2014. 4 Mrs S Ba-N’Daw was appointed to the board with effect from 1 March 2015.

The figures contained CEO and less than 32% for the CFO of the total Non-executive in the table above remuneration package (based on target performance). directors’ reflect the fees actually paid during the period Base salary remuneration – and the value of share The CEO’s and CFO’s base salaries are determined single figure awards that vested by the remuneration committee, taking into account under the Restricted Share Scheme and other shares the performance of the individual. The company also issued and allotted to the non-executive directors during benchmarks each element of its remuneration and the the period (with such value determined by reference to total remuneration package in comparison to FTSE 100, the market price of the vested award shares on the FTSE mining and comparable international gold mining relevant vesting date). However, in order to be broadly companies. consistent with the approach taken in respect of executive directors’ single figure remuneration (in accordance with When setting base salaries, the remuneration committee the UK Regulations), where a share award or part of an also takes into consideration the requirement for extensive award has vested on 1 January 2014, it has been included travel and time spent at the company’s operations in the 2013 figure and where a share award has vested on in Africa. This is considered critical to the effective 1 January 2015, it has been included in 2014. management of the company’s business.

At 31 December 2014, the annual base salaries of the Additional details Fixed executive directors were as follows: on elements of remuneration CEO: Dr DM Bristow $1 575 000 pay in single fgure CFO: Mr GP Shuttleworth £495 600 tables Following a review of all aspects of the remuneration Fixed remuneration comprises only base salary. No packages of the executive directors, it has been pension contributions are funded by the company. In decided that the CEO’s base salary be increased from 2015, fixed remuneration represents less than 21% for the $1 575 000 to $1 638 000 and the CFO’s base salary be

180 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 increased from £495 600 to £525 336 with effect from and may make adjustments to the criteria used for 1 January 2015, which represent increases of 4% and measuring performance, taking into account the strategic 6% of base salary respectively. The CEO’s and CFO’s objectives of the company for the year, before the metrics base salary increases are in line with wider increases and targets are agreed for the annual remuneration cycle. across the group. In addition, the CFO has continued his strong performance and the base salary award reflects CEO this contribution in the context of Randgold’s general pay The annual bonus payable to the CEO for achieving increases and the CFO’s market positioning. ‘target’ performance in 2014 was 150% of base salary. The maximum bonus payable to the CEO for achieving As is the remuneration committee’s usual practice, it outperformance in 2014 was 300% of base salary. The sought the views of our larger institutional shareholders annual bonus for the CEO for 2014 was based on the and voting guidance services before deciding on these achievement of the following performance metrics: increases. CEO The base salary increases for the CEO and CFO also took account of the increases within the broader Randgold Performance criteria Measurement Proportion employee population. These increases took effect in Financial performance EPS growth 15% October 2014 and ranged from 0% to 8 %. The average (Part A) increase in employee salaries was approximately 4.2%. Financial performance Total cash cost 15% (Part B) per ounce of gold Retirement benefits Operational (Part C) Growth in 15% Executive directors can elect to sacrifice up to 20% of absolute reserves their base salary to contribute to a defined contribution Operational (Part D) Production of gold 15% provident fund. The provident fund is offered to all senior ounces management within the company. The company does Strategic outputs Individual 30% not make any contribution to the provident fund. (Part E) strategic outputs Other benefits (as agreed with the remuneration Executive directors can elect to receive other benefits, committee) including medical aid, funded out of their base salary. Safety (Part F) Where appropriate, executive directors may be provided LTIFR 10% with benefits while travelling for work and the cost of membership of professional associations. Life assurance CFO cover is provided to the executive directors by the The annual bonus payable to the CFO for achieving company through the group life assurance scheme ‘target’ performance in 2014 was 100% of base salary. which is also made available to the company’s senior The maximum bonus payable to the CFO for achieving management. outperformance in 2014 was 200% of base salary. The annual bonus for the CFO for 2014 was based on the Variable remuneration achievement of the following performance metrics: Variable remuneration represents the major proportion of each executive director’s remuneration package. CFO Performance criteria Measurement Proportion In 2014, variable remuneration of the executive directors Financial performance EPS growth 15% comprised: (Part A)  An annual bonus opportunity, coupled with the Financial performance Total cash cost 15% requirement to defer a third of annual bonus earned (Part B) per ounce of gold into the Co-Investment Plan. Operational (Part C) Capital expenditure 15%  Participation in a Co-Investment Plan rewarding control performance over three years.  Performance shares awarded under the Restricted Operational (Part D) Inventory control 15% Share Scheme, rewarding performance over four Strategic outputs Individual 30% years, with a further one year post-vesting retention (Part E) strategic outputs requirement of the vested award. (as agreed with the remuneration In 2015, to further support long term sustainability an committee) additional one year post-vesting retention requirement has Safety (Part F) LTIFR 10% been introduced into the Co-Investment Plan, to increase the total restricted period from three to four years. No bonus was payable to executive directors in respect of individual strategic outputs for a level of achievement 2014 annual bonus below 70%. The annual bonus encourages and rewards superior 2014 annual bonus outcomes performance on an annual basis. Executive directors Based on performance achieved against targets during are eligible to receive an annual bonus, subject to the 2014 financial year, the remuneration committee the achievement of stretching performance criteria. determined, based on the performance metrics, that The performance metrics are intended to reward the Dr DM Bristow and Mr GP Shuttleworth receive bonus achievement of challenging strategic and financial targets payments of $2 866 579 and $1 150 008 respectively, that contribute to the creation of sustainable shareholder which amount to 37% and 48% of total accounting charge value. Each year, the remuneration committee reviews remuneration respectively.

Randgold Resources Annual Report 2014 181 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REMUNERATION REPORT (CONTINUED)

CEO CFO The determination of the bonus for the CEO for 2014 took The determination of the bonus for the CFO for 2014 took account of the following performance metrics: account of the following performance metrics:

CEO CFO Performance Performance criteria Outcome Achievement criteria Outcome Achievement Financial EPS for the year was 0% out Financial EPS for the year was 0% out performance $2.54, a decrease on the of 15% performance $2.54, a decrease on the of 15% (Part A) prior year of 16%. The (Part A) prior year of 16%. The range for the bonus was range for the bonus was $3.02 to $3.32. $3.02 to $3.32. Financial Total cash cost per 6.3% out Financial Total cash cost per 6.3% out performance ounce of gold was $698, of 15% performance ounce of gold was $698 of 15% (Part B) a decrease of 2%. The (Part B) a decrease of 2%. The range for the bonus was range for the bonus was $740/oz to $640/oz. $740/oz to $640/oz. Operational Growth in reserves at 6.7% out (Part C) the end of the year, after of 15% Operational Capital expenditure was 15% out depletion, was 1% positive. (Part C) less than budgeted level. of 15% The range for the bonus The range for the bonus was negative 1% to was 0% to 10% more than positive 3%. budget. Operational Production of gold ounces 7.7% o u t Operational Total inventory reduced 15% out (Part D) was 1 147 414oz an of 15% (Part D) by 30%. The range of 15% increase of 26%. The for the bonus was a range for the bonus was reduction of 0% to 13.3%. 1.045Moz to 1.245Moz. Strategic Individual strategic 30% out Strategic Individual strategic outputs 30% out outputs outputs (as agreed of 30% outputs (as agreed with the of 30% (Part E) with the remuneration (Part E) remuneration committee) committee) achievement achievement of 95%. The range for the bonus was of 92%. The range for the 70% to 90%. bonus was 70% to 90%. Safety The LTIFR was 0.47. The 10% out Safety The LTIFR was 0.47. The 10% out (Part F) range for the bonus was of 10% (Part F) range for the bonus was of 10% 1.0 to 0.5. 1.0 to 0.5. Total 60.7% out of 100% Total 76.3% out of 100%

Deferred annual bonuses Performance shares awarded under the Restricted The deferral of annual bonus encourages and rewards Share Scheme, rewarding performance over four superior performance on a sustained basis. One third years, with a further one year post-vesting retention of any annual bonus earned is compulsorily deferred and requirement for the vested award. paid in shares after three years. Deferred bonuses may Awards outstanding under the Co-Investment Plan and be matched under the Co-Investment Plan. the Restricted Share Scheme are detailed in the tables on pages 189 and 190 of this annual report. The annual bonus amounts that were deferred for 2014 are $855 319 for the CEO and $394 924 for the CFO. Co-Investment Plan

The Co-Investment Plan rewards sustained performance Deferred bonuses are subject to clawback in the event of relative to peers over a three-year period. a material misstatement of the company’s annual report and accounts on which they were based. Each year, one third of any annual bonus earned is compulsorily deferred and an executive director may also The company choose to commit further shares to the Co-Investment Long term incentive focuses on longer Plan. For 2014 the maximum commitment which may outcomes for 2014 term value and be made in the Co-Investment Plan was 200% of base long term incentives salary by the CEO and 100% of base salary by the CFO. for executive directors which comprise, on an annual Committed shares must be retained for three years and basis: may be matched, depending on relative TSR performance Participation in a Co-Investment Plan rewarding over three years against the Euromoney Global Gold performance over three years. Index.

182 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 In 2014, the CEO committed 39 004 shares, and Three year TSR (performance per annum) was granted an equal matching award under the Co- Level of matching on committed shares Investment Plan. The CFO committed 10 170 shares, and was granted an equal matching award under the Co- Compound Awards Awards Awards Investment Plan. growth (per made in made in made in annum) 2015 2014 2013 Below the Compulsory deferral Voluntary commitment index Nil Nil Nil One third of annual Additional commitment Equal to the bonus is automatically subject to cap index 0.3 for 1 0.3 for 1 deferred into Randgold 0.3 for 1 shares Index +2% 0.44 for 1 0.44 for 1 0.44 for 1 Index +4% 0.58 for 1 0.58 for 1 0.58 for 1 Index +6% 0.72 for 1 0.72 for 1 0.72 for 1

Performance measured Index +8% 0.86 for 1 0.86 for 1 0.86 for 1 After the end of three years relative TSR performance Index +10%, is measured or higher 1 for 1 1 for 1 1 for 1

The company’s performance compared with the Shares matched performance of the Euromoney Global Gold Index and If the performance target is met share may be matched the FTSE 100 Index over the last five years and ten years on a stepped scale up to 1 for 1 respectively is displayed below.

If, after three years, the TSR performance of the company Restricted Share Scheme – performance equals or exceeds the performance of the Euromoney shares Global Gold Index, then the committed shares may Each year, awards of performance shares are made under be matched on a stepped scale, as shown in the next the Restricted Share Scheme. The Restricted Share table. The maximum level of matching is one for one Scheme was approved by shareholders in July 2008. and is awarded for TSR performance of 10% per year (compounded) above the Euromoney Global Gold Index. This is considered to be a stretching level of performance Awards are determined as a percentage of base salary, and the remuneration committee considers this target to with the maximum annual award in 2014 being 200% of be challenging in the context of the company’s historical base salary for the CEO and 100% of base salary by the sustained outperformance of the market. CFO.

VALUE OF HYPOTHETICAL £100 HOLDING OF ORDINARY SHARES IN RANDGOLD COMPARED AGAINST THE FTSE 100 (AT 31 DECEMBER)

₤ 1 200

1 000

800

600

400

200

0 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014

RRS LSE FTSE 100

VALUE OF HYPOTHETICAL $100 HOLDING OF AMERICAN DEPOSITARY RECEIPTS IN RANDGOLD COMPARED AGAINST THE EUROMONEY GLOBAL GOLD INDEX (AT 31 DECEMBER)

$ 160 140 120 100 80 60 40 20 0 2009 2010 2011 2012 2013 2014 GOLD ADR Euromoney Global Gold Index

Randgold Resources Annual Report 2014 183 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REMUNERATION REPORT (CONTINUED)

For awards made in 2014, following feedback from Level of vesting Year 4 shareholders, the Restricted Share Scheme was simplified with a performance measurement period of four years Reserve replacement ratio: cumulative over four years and the requirement of an additional post-vesting holding period of one year for 100% of the vested award. Nil Less than 75% 30% 75% Three separate measures of business growth were used, Pro-rata 30% - 100% on More than 75% and less each weighted one third: a straight line basis than 110% Additional reserves including reserve replacement 100% 110% EPS growth Total cash cost per oz: Average of four years Absolute TSR weighted by annual production in ounces Nil more than the higher end In 2015, following a review of performance measures, the of costs guidance range remuneration committee has determined that in order to improve the robustness of performance measurement 30% equal to the higher end of the costs guidance range and desensitise outcomes to volatility in the gold price the following three measures will apply, each weighted one Pro-rata 30% - 100% on between the higher and a straight line basis lower costs guidance third: range Additional reserves including reserve replacement 100% equal to or lower than the Total cash cost per oz lowest end of the costs Relative TSR (versus industry peers) guidance range Relative TSR: Four year TSR v comparator Vesting of Restricted Share Scheme awards group granted in 2014 Nil Less than 50th percentile The award of performance shares under the Restricted Share Scheme for the CEO and CFO for 2014 will vest 30% 50th percentile subject to the achievement of the following performance Pro-rata 30% - 100% on More than 50th percentile targets: a straight line basis and less than 75th percentile

Level of vesting Year 4 100% 75th percentile

Additional reserves including reserve The remuneration committee will review these replacement performance targets in the event that the company issues a material number of new shares. Nil Less than 24% 40% 24% CEO performance shares At the company’s annual general meeting in 2013 Pro-rata 40% - 100% on More than 24% and less shareholders approved a one-off award of performance a straight line basis than 40% shares to the CEO, as set out in the table on page 185 of 100% 40% this annual report.

EPS growth The vesting of the performance shares is subject to the Nil Less than 10% per achievement of the conditions set out below and the CEO annum continuing to hold office or employment with the company during the period of three years from 29 April 2013, the 40% 10% per annum date of grant of the award of performance shares. Pro-rata 40% - 100% on More than 10% and less a straight line basis than 20% The achievement of each of the following conditions, which reflect the value enhancement and focus on 100% 20% per annum establishing and operating the Kibali gold mine, will result Absolute TSR in the vesting of one-fifth of the shares subject to the award: Nil Less than 8% per annum the first gold pour occurs at the Kibali gold mine; the cumulative production at the Kibali gold mine in 40% 8% per annum aggregate equals or exceeds 500 000oz of gold; Pro-rata 40% - 100% on More than 8% and less gold production of the Randgold group in a straight line basis than 12% aggregate equals or exceeds 1Moz per annum, for any financial year of the company; 100% 12% per annum the vertical shaft at the Kibali gold mine is completed and signed-off by the contractor of the Vesting of Restricted Share Scheme awards vertical shaft and by the representative of the Kibali granted 2015 gold mine; and the Nzoro II hydroelectric power station provides The award of performance shares under the Restricted electricity to the Kibali gold mine. Share Scheme for the CEO and CFO for 2015 will vest subject to the achievement of the following performance Vesting of each one-fifth of the award is to occur on the targets: later of expiry of the third anniversary after the date of

184 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 grant and the date on which a condition is achieved, Co-Investment Plan provided the CEO holds office or employment as at the The vesting of the above Co-Investment Plan awards date of achievement of the condition. The award is subject in respect of the CEO and the CFO were subject to a to clawback (up to a maximum value of $4 000 000) at performance condition which measures the company’s the discretion of the Remuneration Committee where a Total Shareholder Return (TSR) performance against the material misstatement is found contained in the annual Euromoney Global Gold Index. As the company’s TSR report and accounts of the company on which vesting of performance exceeded the index by over 10% compound the award (or any part thereof) is or is to be based. per year, the performance condition was met in full in respect of each of the awards and accordingly, the awards vested in full on the dates set out in the above tables representing a At 31 December 2014, four of the five performance value of $1 944 307 and $435 603 for the CEO and CFO conditions have been met. Details of the three respectively, at a closing share price on 31 December 2014 performance conditions which were met in 2014 of $ 67.41. and the shares that are now scheduled to vest on 29 April 2016 are provided below. CEO Performance Share Award Vesting of share plan awards for the The vesting of each one-fifth of the performance shares for performance period ending in 2014 the CEO is dependent on a number of conditions. During The following awards, granted to the CEO and CFO, the year under review, the cumulative production at the vested (or were capable of vesting) in respect of a Kibali gold mine in aggregate exceeded 500 000oz of gold, performance period ending in 2014: the gold production of the Randgold group in aggregate exceeded 1Moz and the Nzoro II hydroelectric power station CEO provided electricity to the Kibali gold mine. Accordingly, CO-INVESTMENT PLAN the three performance conditions, each in respect of 10 006 shares were met at a total value of $2 023 554 Number using a closing share price at 31 December 2014 of of award $ 67.41. These shares will be transferred to the CEO provided Date of Award of Date of shares the CEO is in office or employment by the company on grant shares vesting vested 29 April 2016. 16 Mar 2012 28 843 1 Jan 2015 28 843 Restricted Share Scheme RESTRICTED SHARE SCHEME The vesting of the above restricted share scheme awards Number for the CEO and CFO, were subject to the achievement of of award operational and financial targets. Four separate measures Date of Award of Date of shares of business growth were used, each weighted 25%, with grant shares vesting vested tranches of awards vesting after three, four and five years, as follows: 13 Jun 2011 38 456 13 Jun 2014 3 205 Additional reserves including reserve replacement 16 Mar 2012 28 843 16 Mar 2015 - Absolute reserves excluding reserve replacement EPS growth PERFORMANCE SHARE AWARD Absolute TSR Number of award None of the performance conditions were met in respect of Date of Award of Date of shares the 2012 Award, and accordingly no shares were awarded. grant shares vesting vested In respect of the 2011 Award none of the threshold targets 29 Apr 2013 50 031 29 Apr 2016 30 018 were met except the EPS performance metric. The EPS performance condition was met in full resulting in 25% CFO vesting of one-third of the tranche of shares awarded in CO-INVESTMENT PLAN 2011. Using a share price of $67.41 at the end of the 2014 Number performance period, the value of that award is $216 027 and of award $45 620, respectively for the CEO and CFO. Date of Award of Date of shares grant shares vesting vested The graph on the next page compares Randgold’s TSR performance to that of the same investment in the Euromoney 16 Mar 2012 6 462 1 Jan 2015 6 462 Global Gold Index.

RESTRICTED SHARE SCHEME This comparison has been chosen because the Euromoney Number Global Gold Index is used by Randgold as a comparator for of award the TSR performance measure. Date of Award of Date of shares grant shares vesting vested) TSR is the measure of the returns that a company has 13 Jun 2011 8 121 13 Jun 2014 677 provided for its shareholders, reflecting share price movements and assuming reinvestment of dividends. Data 16 Mar 2012 6 462 16 Mar 2015 - is based on a one month average of trading day values.

Randgold Resources Annual Report 2014 185 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REMUNERATION REPORT (CONTINUED)

CEO total pay and TSR performance over six years

Value of a hypothetical ₤100 investment ₤300

₤250

₤200

₤150

₤100

₤50

₤0 2008 2009 2010 2011 2012 2013 2014

Randgold Resources Euromoney Global Gold Index

CEO SIX YEAR TOTAL REMUNERATION CEO six year 2009 2010 2011 2012 2013 2014 Total remuneration (single figure) ($) 10 577 200 6 000 000 7 483 769 5 423 276 7 365 655 8 625 466 Annual variable pay (% of maximum) 100% 100% 69% 57% 54% 61% Long term variable pay (% of maximum) 100% 0% 100% 100% 100% 76% Change in annual TSR 101% (15%) 16% (4%) (35%) (2%) Change in remuneration - (43%) 25% (28%) 36% 17%

DIRECTORS’ SHAREHOLDINGS Beneficial/ non- Directors1 At 28 Feb 2015 At 31 Dec 2014 At 31 Dec 2013 beneficial Executive DM Bristow 728 929 728 929 716 507 Beneficial GP Shuttleworth 76 156 76 156 62 390 Beneficial Non-executive P Liétard2 42 427 42 427 40 027 Beneficial NP Cole Jr 10 527 10 527 8 927 Beneficial CL Coleman 9 800 9 800 8 200 Beneficial K Dagdelen 6 000 6 000 4 400 Beneficial J Kassum3 1 200 1 200 n/a Beneficial J Mabunda Lioko 2 400 2 400 1 200 Beneficial AJ Quinn 4 828 4 828 3 800 Beneficial K Voltaire 10 527 10 527 8 927 Beneficial S Ba-N’Daw4 n/a n/a n/a Total 892 794 892 794 854 378

1 See pages 189 and 190 of this annual report for directors’ share awards. 2 Mr P Liétard retired from the board with effect from 6 May 2014. 3 Mr J Kassum was appointed to the board with effect from 31 January 2014. 4 Mrs S Ba-N’Daw was appointed to the board with effect from 1 March 2015.

186 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Implementation of policy for 2015 Payments to past directors and loss of Due to the one year policy period, there is a low level of office payments discretion in respect of the implementation of policy. The There were no payments to past directors or loss of office policy sets out the parameters of the directors’ remuneration payments in 2014. arrangements for 2015, with minimal scope for change expected during the year under normal circumstances. Percentage change in CEO remuneration In 2014, the CEO’s salary was increased by 4% and his Shareholding policy total remuneration increased by 17%. This compares to an average increase in salaries across the group of 4.2%. The shareholding requirement ensures that the interests of directors are aligned with shareholders. Executive directors Remuneration committee are required to build up a holding in shares in the company The remuneration committee is committed to the at least equal in value to four times base salary for the CEO principles of accountability and transparency and to and two times base salary for the CFO from the value of ensuring that remuneration arrangements align reward vested long term incentive awards. At 31 December 2014, with performance. The remuneration committee’s Dr DM Bristow held shares in excess of four times base responsibilities are set out in its terms of reference, salary and Mr GP Shuttleworth held shares in excess of which can be found on the company’s website two times base salary. www.randgoldresources.com.

New directors have three years in which to acquire the These cover: Remuneration policy and its specific application to the required shareholding and this period could be extended executive directors, as well as its general application to at the discretion of the remuneration committee. the senior executives below the board. The determination of levels of reward for the executive Non-executive directors are required to build up and directors. hold shares at least equal in value to 200% of the Providing guidance on evaluating the performance annual retainer fee of $60 000, from the value of vested of the CEO, management development plans and awards. All non-executive directors held shares equal succession planning. to the value of 200% of the annual retainer fee as at Awards made under the Restricted Share Scheme and 31 December 2014 with the exception of Mr J Kassum the Co-Investment Plan. who was appointed to the board on 31 January 2014 and Communication with shareholders on the remuneration Mrs S Ba-N’Daw who was appointed to the board on policy and the remuneration committee’s work on 1 March 2015. behalf of the board.

Distribution statement Membership During 2014, the members of the remuneration committee The following table demonstrates the relative importance of were Mr NP Cole Jr (chairman), Mr CL Coleman, AJ Quinn remuneration spend, and requires year-on-year percentage and Dr K Voltaire. change in each of (1) profit, (2) dividends, and (3) overall spend on pay. The current members of the remuneration committee are independent non-executive directors in line with Underlying group profits 2014 2013 the independence requirements of the United Kingdom Corporate Governance Code published in September $ million 271.2 325.7 2012. % (decrease)/increase (17%) (36%)

Dividends paid during the Remuneration committee meetings year (group) The remuneration committee met four times during 2014, and attendance is set out below. At the invitation of the $ million 46.3 46.1 remuneration committee chairman, the chairman of the % increase 0% 26% board and the CEO attended all four meetings, although Employee numbers neither the chairman nor the CEO was in attendance when (group) 1 2 764 2 979 decisions taken on his own remuneration were considered.

% (decrease)/increase (7%) 45% MEMBERSHIP AND MEETING ATTENDANCE Payroll costs for Meetings employees1 (including Appointed attended taxes) NP Cole Jr (chairman) 1 August 2006 4/4 $ million 88.1 87.7 CL Coleman 2 February 2009 4/4 % increase 0.5% 20% K Voltaire 29 April 2006 4/4 1 Excludes people employed by contractors and inclusive of joint AJ Quinn 3 May 2014 3/3 venture employees.

Randgold Resources Annual Report 2014 187 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REMUNERATION REPORT (CONTINUED)

Advisors Both the Restricted Share Scheme and the Co-Investment During the year, the remuneration committee also Plan contain a dilution limit of 10% in any 10 year period received independent external advice from three separate for all plans and as at 31 December 2014 the company advisors (see the independent external advisors table had 4.5% available under this limit. The company’s share on the following page). Towers Watson is a member of option scheme contains a dilution limit of 15% in ten years the Remuneration Consultants’ Group (which oversees for all plans but the company has, for several years, and the voluntary code of conduct in relation to executive expects to continue to operate within a dilution limit of remuneration consulting in the United Kingdom) and 10% in ten years for all plans. the remuneration committee is satisfied that the advice provided on executive remuneration is objective and 31 December 2014 Number of shares independent and that no conflict of interest arises as a Total issued share capital 92 724 116 result of other services. Outstanding share options Other information under the Share Option Scheme capable of being exercised 137 277 Share usage and dilution The company currently intends, as far as possible, to use Outstanding share awards under the Restricted Share Scheme and existing shares to satisfy the vesting of awards granted Co-Investment Plan capable of under the Restricted Share Scheme and matching vesting 1 381 414 awards granted under the Co-Investment Plan and an employee benefit trust was set up for this purpose. At Enlarged issued share capital 94 242 807 31 December 2014, no ordinary shares were held by the Maximum percentage of share employee benefit trust. capital issued to satisfy vestings 1.6%

To the extent that it is not possible to use existing shares to VOTING AT THE 2014 ANNUAL GENERAL MEETING satisfy the vesting of awards granted under the Restricted Number of votes cast at 2014 AGM Share Scheme and matching awards granted under the Resolution For % For Against Withheld Co-Investment Plan, the company currently intends to issue new shares to satisfy the vesting of awards. Directors’ remuneration report 70 520 612 90 7 888 083 607 064 The table below sets out the dilutive effect on the share capital if all outstanding awards granted under the Directors’ Restricted Share Scheme and matching awards granted remuneration policy 77 035 811 98 1 636 213 343 741 under the Co-Investment Plan capable of vesting did vest.

For completeness, this table also sets out the dilutive External directorships effect on the share capital if all outstanding options Executive directors may accept external appointments as granted under the company’s Share Option Scheme (in non-executive directors of other companies, subject to the which executive directors and the non-executive directors board’s consent, and would normally retain any fees received. do not participate) capable of being exercised were In 2014, Dr DM Bristow received fees of C$32 667 (2013: exercised. No new share options were issued under the C$33 472) in relation to his role as non-executive director Share Option Scheme during the year. of Rockwell Diamonds Inc.

INDEPENDENT EXTERNAL ADVISORS Other services Fees for services provided to the provided to the Advisor Details of appointment company remuneration committee Allen & Overy LLP Appointed by the company, English legal advice on £74 638 with the agreement of the corporate matters remuneration committee, to provide English legal advice on executive and non-executive remuneration. Kepler Associates Appointed by the remuneration None £74 130 committee to advise on executive remuneration and service contracts. Towers Watson Limited Appointed by the remuneration IFRS 2 valuation £29 400 committee to advise on executive remuneration and service contracts.

188 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Directors’ share awards CO-INVESTMENT PLAN AWARDS Market price at Market date of Awarded price Lapsed At Date of award At 1 Jan in the Vested in at date in the 31 Dec Directors award ($)1 2014 year the year vested ($) year 2014 Vesting2 DM Bristow 13 Jun 11 76.53 38 456 - 38 456 67.41 - - Vested 1 Jan 14 16 Mar 12 101.49 28 843 - - - - 28 843 Vests 1 Jan 15 18 Mar 13 82.37 36 724 - - - - 36 724 Vests 1 Jan 16 21 Mar 14 79.48 - 39 004 - - - 39 004 Vests 1 Jan 17 GP Shuttleworth 13 Jun 11 76.53 8 121 - 8 121 67.41 - - Vested 1 Jan 14 16 Mar 12 101.49 6 462 - - - - 6 462 Vests 1 Jan 15 18 Mar 13 82.37 8 401 - - - - 8 401 Vests 1 Jan 16 21 Mar 14 79.48 - 10 170 - - - 10 170 Vests 1 Jan 17

CEO PERFORMANCE SHARES Market price at Market date of Awarded price Lapsed At 31 Date of award At 1 Jan in the Vested in at date in the Dec Vesting Director award ($)1 2014 year the year vested ($) year 2014 period3 DM Bristow 29 Apr 13 79.95 50 031 - - - - 50 031 Each 1/5 of the award vests on the fulfilment of the relevant performance condition, provided the CEO remains in office or employment with the company until 29 April 2016

1 NASDAQ Global Select Market closing price on day preceding date of grant or if a public holiday, the next trading day. 2 Vesting is subject to performance conditions. 3 The first performance condition in respect of 10 006 shares was met on 24 September 2013, and during the year under review, the performance conditions in respect of a further 30 018 shares were met, however, under usual circumstances these shares will only be transferred to the CEO provided he continues in office or employment until 29 April 2016. The shares do not vest in full until that date.

NON-EXECUTIVE DIRECTORS’ SHARE AWARDS GRANTED AT THE COMPANY’S 2013 AND 2014 ANNUAL GENERAL MEETINGS

Director Date of vesting Number of shares awarded Market price at date of vesting ($)1 P Liétard2 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 NP Cole Jr 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 CL Coleman 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 K Dagdelen 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 J Kassum3 29 April 2013 n/a n/a 6 May 2014 1 200 80.94 J Mabunda Lioko 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 AJ Quinn 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 K Voltaire 29 April 2013 1 200 81.43 6 May 2014 1 200 80.94 S Ba-N’Daw4 n/a n/a n/a 1 NASDAQ Global Select Market closing price on day preceding date of grant or if a public holiday, the next trading day. 2 Mr P Liétard retired from the board with effect from 6 May 2014. 3 Mr J Kassum was appointed to the board with effect from 31 January 2014. 4 Mrs S Ba-N’Daw was appointed to the board with effect from 1 March 2015.

Randgold Resources Annual Report 2014 189 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REMUNERATION REPORT (CONTINUED)

DIRECTORS’ SHARE AWARDS Market price Market at date price of Awarded Vested at date Lapsed At Date of award At 1 Jan in the in the vested in the 31 Dec Directors award ($)1 2014 year year ($)1 year 2014 Vesting period2 Directors’ share awards DM Bristow 13 Jun 11 76.53 38 456 3 205 77.29 9 614 25 637 1⁄3 vested 13 Jun 14 1⁄3 vests 13 Jun 15 1⁄3 vests 13 Jun 16 16 Mar 12 101.49 28 843 - - - - 28 843 1⁄3 vests 16 Mar 15 1⁄3 vests 16 Mar 16 1⁄3 vests 16 Mar 17 18 Mar 13 82.37 36 724 - - - - 36 724 1⁄3 vests 18 Mar 16 1⁄3 vests 18 Mar 17 1⁄3 vests 18 Mar 18 21 Mar 14 79.48 39 004 39 004 1⁄3 vests 21 Mar 17 1⁄3 vests 21 Mar 18 1⁄3 vests 21 Mar 19 GP Shuttleworth 13 Jun 11 76.53 8 121 - 677 77.29 2 030 5 414 1⁄3 vested 13 Jun 14 1⁄3 vests 13 Jun 15 1⁄3 vests 13 Jun 16 16 Mar 12 101.49 6 462 - - - - 6 462 1⁄3 vests 16 Mar 15 1⁄3 vests 16 Mar 16 1⁄3 vests 16 Mar 17 18 Mar 13 82.37 8 401 - - - - 8 401 1⁄3 vests 18 Mar 16 1⁄3 vests 18 Mar 17 1⁄3 vests 18 Mar 18 21 Mar 14 79.48 10 170 10 170 1⁄3 vests 21 Mar 17 1⁄3 vests 21 Mar 18 1⁄3 vests 21 Mar 19

NON-EXECUTIVE DIRECTORS’ RESTRICTED SHARE AWARDS (GRANTED PRIOR TO 2012) Market price Market at date price of Awarded Vested at date Lapsed At Date of award At 1 Jan in the in the vested in the 31 Dec Directors award ($)1 2014 year year ($)1 year 2014 Vesting period2 P Liétard3 23 Jun 11 80.03 400 - 400 67.41 - - 1⁄3 vested 1 Jan 14 23 Jun 11 80.03 800 - 800 67.41 - - 1⁄3 vested 1 Jan 14 NP Cole Jr 23 Jun 11 80.03 400 - 400 67.41 - - 1⁄3 vested 1 Jan 14 CL Coleman 23 Jun 11 80.03 400 - 400 67.41 - - 1⁄3 vested 1 Jan 14 K Dagdelen 23 Jun 11 80.03 400 - 400 67.41 - - 1⁄3 vested 1 Jan 14 J Kassum4 n/a n/a n/a n/a n/a n/a n/a n/a n/a J Mabunda Lioko5 n/a n/a n/a n/a n/a n/a n/a n/a n/a AJ Quinn 1 Nov 11 110.28 400 - 400 67.41 - - 1⁄3 vested 1 Jan 14 K Voltaire 23 Jun 11 80.03 400 - 400 67.41 - - 1⁄3 vested 1 Jan 14 S Ba-N’Daw6 n/a n/a n/a n/a n/a n/a n/a n/a n/a

1 NASDAQ Global Select Market closing price on day preceding date of grant or if a public holiday, the next trading day. 2 Vesting of the executive directors’ awards is subject to performance conditions. 3 Mr P Liétard retired from the board with effect from 6 May 2014. 4 Mr J Kassum was appointed to the board with effect from 31 January 2014. 5 Mrs J Mabunda Lioko was appointed to the board with effect from 28 January 2013. 6 Mrs S Ba-N’Daw was appointed to the board with effect from 1 March 2015.

190 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Governance and nomination committee report

The governance and nomination committee has oversight of the composition of the board and corporate governance.

Christopher Coleman Norborne Cole Kadri Dagdelen Jamil Kassum Chairman

The committee’s function is to ensure the board comprises individuals with the necessary balance of skills, knowledge and experience to enable it to be effective in discharging its responsibilities, and to have oversight of all matters relating to corporate governance. The committee is responsible for making recommendations to the board, within its agreed terms of reference, on appointments to the board. The terms of reference of the committee are available on the company’s website.

The committee also develops and monitors a process for evaluating the board’s effectiveness and oversees the company’s Code of Conduct (which can be found on the company’s website).

The governance and nomination committee also assists the board by: Regularly reviewing and evaluating the structure, size and composition of the board and making recommendations to the board with regard to any changes. Identifying, evaluating and recommending, on merit against objective criteria, for board approval, candidates to fill board vacancies as and when they arise. Making recommendations to the board with regard to membership of the audit committee and remuneration committee and any other of the board’s committees in consultation with the chairmen of those committees. Making recommendations on the constitution of the board to ensure there is an appropriate balance in terms of skills, knowledge, independence and experience. Succession planning for directors and other senior executives of the company. Assessing a director’s potential conflict of interest and making recommendations to the board. Making recommendations to the board concerning suitable candidates for the role of senior independent director.

The committee regularly invites other directors and advisors of the company to attend its meetings where the committee considers it appropriate.

The members of the governance and nomination committee and details of their respective attendance during the year are shown in the table on the following page.

Christopher Coleman Chairman, governance and nomination committee

Randgold Resources Annual Report 2014 191 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GOVERNANCE AND NOMINATION REPORT (CONTINUED)

MEMBERSHIP AND MEETINGS ATTENDED attributes a candidate should possess. During the year the governance and nomination committee did not use Number of an external search agency or open advertising in search governance of potential board candidates. and nomination The committee met four times during the year and committee considered executive and non-executive succession Date appointed meetings planning, refreshment of skills of the board and the annual Member to the committee attended board effectiveness review. NP Cole Jr1 27 October 2007 4/4 CL Coleman2 3 November 2008 4/4 Mr J Kassum was appointed as K Dagdelen 30 October 2011 4/4 Board a non-executive director with effect from 31 January 2014. J Kassum 3 May 2014 3/3 refreshment Information relating to the appointment process for Mr J Kassum and his induction 1 Mr NP Cole Jr is the senior independent director. programme was given in last year’s annual report. 2 Mr CL Coleman was appointed chairman of the governance and nomination committee on 6 May 2014 when Mr P Liétard Following a review of the board’s composition, the retired as chairman. Between 1 January 2014 and 6 May 2014 committee conducted a search for a new non-executive Mr P Liétard attended two meetings of the committee. director to join the board. Mrs S Ba-N’Daw was identified as a potential candidate and she was invited to undergo In accordance with the company’s remuneration policy an interview selection process with members of the (for more details of the company’s remuneration policy board. Subsequent to these interviews and feedback please see page 170 of this annual report) members of from board members, Mrs S Ba-N’Daw was appointed the governance and nomination committee received the to the board as a non-executive director with effect from following fees. In addition to the awards of shares detailed 1 March 2015 following the recommendations put forward by the committee based on her international and financial on page 190 of this annual report, a proportionate amount experience and detailed knowledge of working in Africa. of the committee members’ annual fee was awarded for Mrs S Ba-N’Daw visited the Tongon mine in February 2015 those members who joined during the year. during which time she met with senior management and over the course of 2015 she will attend several seminars Member Fees provided by the company’s English, Jersey and United States’ lawyers on a variety of corporate governance

CL Coleman Received a fee for being chairman of topics as part of the company’s non-executive director (chairman) the board and as such no further fees formal induction programme, which all newly appointed were paid to CL Coleman for any other non-executive directors undertake. The focus of the services he provided to the company. induction programme is to explain the dual listing of the The fee received by the chairman, in company and the implication for the operation of the his capacity as chairman, for the 2014 board. financial year was $133 333. Prior to being appointed chairman of the board All existing directors are encouraged to attend the and of the committee Mr CL Coleman induction programme when a new director joins the received a fee of $3 333 for services board, in order to develop their skills and keep abreast provided to the committee. of topical governance issues. The board is provided with NP Cole Jr Received a fee for being the other training on an ad hoc basis in consultation with (senior company’s senior independent director the chairman and the company secretary. The company independent and as such no further fees were paid ensures the necessary resources are available to allow director) to NP Cole Jr for any other services this to occur. he provided to the company. The fee received by the senior independent The governance and nomination committee regularly director for the 2014 financial year was reviews the company’s key policies and if necessary $85 000. makes recommendations as to any amendments it K Dagdelen Received a fee of $10 000 for the 2014 considers necessary or desirable. financial year for services provided to the governance and nomination The board charter and the terms of reference of each of committee. the board’s committees are published on the company’s website www.randgoldresources.com. The governance J Kassum Received a fee of $6 667 for the 2014 and nomination committee reviewed its terms of reference financial year for services provided at the committee’s February 2015 meeting and concluded to the governance and nomination that no amendments were necessary. committee. As detailed on page 151 of this annual report, at the When considering board’s February 2015 meeting, when reviewing the re- Committee recommendations for election of directors the board took account of the fact that activities appointments to the board, the Mr NP Cole Jr and Dr K Voltaire will have served committee is mindful of the on the board for nine years as of 1 May 2015. The necessary skills, knowledge and experience members of board, following recommendations by the committee, the board should have to support the strategic plans and considered the matter carefully and believes that both the development of the business. The committee also these non-executive directors continue to demonstrate takes into account as part of its deliberations the board’s independence in carrying out their roles in an objective intent to encourage diversity, including gender diversity. manner. The subject of independence will be kept under Candidates are sought who demonstrate the necessary review throughout 2015. independence and experience together with knowledge of the countries where the company operates. The board also determined that each of the other Considering these criteria, the governance and nomination non-executive directors remained of the necessary committee leads the process of identifying potential independence to undertake the duties of an independent candidates who meet these requirements. non-executive director of the company. Following a rigorous evaluation of the performance of each director, and on The governance and nomination committee has the recommendation of the governance and nomination developed an in depth knowledge of the necessary committee, the board is recommending that, in accordance

192 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 with the United Kingdom Corporate Governance Code, planning and in particular with the CEO about succession published in September 2012, all directors (except for planning for his own position. The committee considered Mrs S Ba-N’Daw, who will stand for election for the first the succession planning for the non-executive directors time, having been appointed since the date of the last as well as the executive directors. annual general meeting (AGM)) will stand for re-election at the company’s next AGM on 5 May 2015. The committee considered the job description of the CEO Randgold is an equal opportunity and reviewed the natural resources market from which Diversity employer focused on developing external candidates could be sourced. The committee, local skills through on-the-job practical together with the CEO, also considered which members training and in certain circumstances funding particular of the company’s senior management might be internal university and other training courses at higher education candidates. establishments. The committee continued to look at succession planning The company also partners with local businesses to at other levels of the company and during the year assist with the training requirements of the company’s considered succession plans for the company’s senior contractors. The company has implemented training executives. The committee found that in most instances programmes which develop many of our employees’ understanding of the company’s business and this succession was possible with internal candidates. alignment has brought significant rewards to both the company’s employees and its business. The committee considers its succession planning procedures and the processes involved when dealing The company’s employment policy at all its operations in with new appointments to the board and when West and Central Africa is centred firstly on recruitment considering changes to the chairmanship of the board, from the local community in the host countries in which to be appropriate. the company operates, followed by recruitment nationally and then by regional selection. Only if the skills cannot The board often has an opportunity to meet with senior be sourced in this manner does the company recruit management and see them operate on site when they expatriates. Its success rate in ensuring that suitable candidates are able to operate effectively requires an visit the group’s operations. The board encourages such active programme of mentoring. In addition, Randgold’s site visits which are undertaken at least once every year existing mines are used as training and development (two site visits occurred in 2014) as they allow the board to grounds for new staff joining other operations. The interact with site management and for day-to-day issues company continues its policy of recruitment based on to be discussed, broadening the board’s understanding ability and talent. of the activities of the company. The committee believes this exposure to the company’s senior executives The board currently consists of two executive directors provides a useful benchmark against which to measure and eight non-executive directors, with two of the eight management. During 2014 the board visited both the non-executive directors being female. Loulo gold mine in Mali and the Kibali gold mine in the The diverse nature of the employees of the group is Democratic Republic of the Congo, and in January 2015 reflected by the board of the company which comprises the board visited the Tongon gold mine in Côte d’Ivoire. eight nationalities covering four separate continents. The board recognises that diversity extends beyond the B o a r d Committee boardroom and supports management in their efforts to evaluation build a diverse and well trained organisation. The board evaluation supports the company’s policy to recruit and advance The performance of the committee was evaluated as part women to positions of senior management and elsewhere of the formal 2014 annual board evaluation exercise, which in the group’s operations. The company has a number of was facilitated by Theano Kosmas an external facilitator women in key executive and senior managerial positions from Strategnos, and the results presented and debated including within the company’s mine management teams. at the board’s February 2015 board meeting at the Tongon The company employs women in positions throughout gold mine, Côte d’Ivoire. As a result of the evaluation the organisation which traditionally have been male dominated in the patriarchal societies of West and Central the board and the board committees were found to be Africa where the company operates. The company operating effectively. The evaluation process involved actively encourages women to apply for roles at its sites. completion of a detailed board and committee survey by Please refer to page 129 of the annual report for details of each director followed by a personal interview between how the company supports women in the communities in each director and the facilitator to fully understand and which it operates. objectively assess the results of the surveys. On the back of the report prepared by the facilitator, a rigorous In addition, the company continues its successful drive and objective assessment of the role of the chairman, to develop local national managers and executives. the senior independent director, each director and the Across the operating mines, 92% of senior management company secretary was undertaken by the board in a positions (heads of department and above) were held by nationals, with three out of five mine general managers separate face to face meeting. The evaluation process being nationals. considered the strengths and weaknesses of the directors, their skills, experience, independence and As an African focused gold mining company operating in knowledge of the company and how effectively the board rural areas of Africa the company has the challenge of and the board’s committees are working together. The uplifting the communities directly affected by its mining overall aim of the 2014 annual board evaluation exercise projects, as well as the inhabitants of the host countries in was to ensure the board works effectively to ensure the which the mines are located. business continues to be managed effectively. The governance and nomination In the year ahead the committee will continue to assess the Succession committee periodically reviews the company’s succession board’s and committee’s composition and will continue to planning planning. During the year the monitor developments in corporate governance to ensure committee has been closely involved with executive the company remains at the forefront of good governance directors in reviewing the senior management succession practices.

Randgold Resources Annual Report 2014 193 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Financial statements

194 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 196 Statement of directors’ 197 Report of the independent 200 Financial statements responsibilities auditors 243 Disclaimer Financial statements WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Statement of directors’ responsibilities and approval of the annual financial statements

The directors are responsible for preparing the annual report and the annual financial statements in accordance with Companies (Jersey) Law 1991.

The directors are also required to prepare financial statements for the group in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS). The directors have chosen to prepare financial statements for the company in accordance with IFRS. The directors have also chosen to prepare the financial statements for the group in accordance with IFRS as issued by the International Accounting Standards Board (IASB).

The directors are responsible for the maintenance of proper accounting records and the preparation, integrity and fair presentation of the financial statements of Randgold Resources Limited (company) and its subsidiaries and joint ventures (group).

The directors also prepared the other information included in the annual report and are responsible for both its accuracy and its consistency with the financial statements.

The directors also have general responsibility for selecting suitable accounting policies and applying them consistently, for making judgements and estimates that are reasonable and prudent, and for taking such steps as are reasonably open to them to safeguard the assets of the group and prevent and detect fraud and other irregularities. The directors are responsible for implementing appropriate controls to ensure that the financial statements are free from material misstatement whether due to fraud or error. The directors are required to comply with the requirements of rule 9.8.7 and 9.8.7A of the Listing Rules of the UK Financial Conduct Authority in preparing this annual report. After reviewing the group’s and the company’s budget for the next financial year and other longer term plans, the directors are satisfied that, at the time of approving the financial statements, it is appropriate to adopt the going concern basis in preparing the financial statements. The directors have no reason to believe that the group and company will not be a going concern in the foreseeable future based on forecasts, available cash resources and funding facilities. The viability of the company and the group is supported by the financial statements.

The financial statements have been audited by the independent accounting firm, BDO LLP, which was given unrestricted access to all financial records and related data, including minutes of all meetings of shareholders, the board of directors and committees of the board. The directors believe that all representations made to the independent auditors during their audit were valid and appropriate. BDO LLP’s audit report is presented on pages 197 to 199 of this annual report.

In accordance with articles 113B and 113C of the Companies (Jersey) Law 1991, the directors acknowledge the auditors’ right of access at all times to the company's records and acknowledge that it is an offence for anyone to recklessly or knowingly supply information to the auditors that is false or misleading and to fail to promptly provide information requested.

The maintenance and integrity of the company’s website is the responsibility of the directors. The work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the report since it was initially presented on the website. Legislation in Jersey and the United Kingdom governing the preparation and dissemination of the financial information may differ from other jurisdictions. The directors consider that the annual report and financial statements, taken as a whole, is fair, balanced, and understandable and provides the information necessary for shareholders to assess the group’s performance, business model and strategy. Directors’ responsibility statement pursuant to DTR4 The directors confirm that, to the best of their knowledge: The financial statements, presented on pages 200 to 242, have been prepared in accordance with International Financial Reporting Standards as endorsed by the European Union, Article 4 of the IAS Regulation and the requirements of Companies (Jersey) Law 1991 and give a true and fair view of the profit of the group for the year ended 31 December 2014 and of the assets, liabilities and financial position of the group and parent company as at 31 December 2014. The annual report includes a fair review of the development and performance of the business and the financial position of the group and the parent company; together with a description of the principal risks and uncertainties that they face.

The financial statements were approved by the board of directors on 13 March 2015 and are signed on its behalf by:

Mark Bristow Christopher Coleman Chief executive Chairman

196 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Report of the independent auditors to the members of Randgold Resources Limited

We have audited the accompanying financial statements accordance with IFRS as adopted by the European Union, of Randgold Resources Limited (the company) which has also complied with IFRS as issued by the International comprise the statement of financial position of the company Accounting Standards Board (IASB). as of 31 December 2014 and the statement of changes in equity and statement of cash flows of the company In our opinion, the consolidated financial statements for the year then ended and consolidated statement of comply with IFRS as issued by the IASB. financial position of the company and its subsidiaries and joint ventures (the group) as of 31 December 2014 An overview of the scope of our and the consolidated statement of comprehensive income, consolidated statement of changes in equity audit and consolidated statement of cash flows for the year Our group audit scope focused on the group's principal then ended and the related notes. The financial reporting operating components being Loulo and Gounkoto in Mali, framework that has been applied in their preparation is Tongon in the Côte d'Ivoire and Kibali in the Democratic applicable law and International Financial Reporting Republic of Congo, each of which was subject to a full Standards (IFRS) as adopted by the European Union. scope audit. The four principal operating components include one joint venture (Kibali). Together with the parent This report is made solely to the company’s members, as company and its group consolidation, which were also a body, in accordance with Article 113A of the Companies subject to a full scope audit, these components represent (Jersey) Law 1991. Our audit work has been undertaken the principal business units of the group and account for so that we might state to the company’s members 100% of the group's revenue, 100% of the group's profit those matters we are required to state to them in an before income tax and approximately 99% of the group's auditors’ report and for no other purpose. To the fullest total assets. extent permitted by law, we do not accept or assume While materiality for the financial statements as a whole responsibility to anyone other than the company and the was $26.0 million, each component of the group was company’s members as a body, for our audit work, for this audited to a lower level of materiality. report, or for the opinions we have formed. Audits of these components are performed at a materiality Our unmodified opinion on level calculated by reference to a proportion of group financial statements materiality appropriate to the relative scale of the business In our opinion the financial statements: concerned. The audits of each of these components are Give a true and fair view of the state of the group’s principally performed in Mali (Loulo and Gounkoto mines), and the company’s affairs as at 31 December 2014 the Democratic Republic of Congo (Kibali mine) and Côte and of the group’s profit for the year then ended; d’Ivoire (Tongon mine), as well as the audit of corporate Have been properly prepared in accordance with accounting functions in Jersey and South Africa. The IFRS as adopted by the European Union; and audits are conducted by BDO LLP. As part of our audit Have been prepared in accordance with Companies strategy, the Responsible Individual or senior members of (Jersey) Law 1991. the audit team visit each of the four principle operating components each year.

Separate opinion in relation to The remaining components of the group include the Morila IFRSs as issued by the IASB joint venture and non-significant holding companies and As explained in note 2 to the consolidated financial these components were principally subject to analytical statements, the group, in addition to complying with its review procedures, together with additional substantive obligation to prepare consolidated financial statements in testing at Morila over certain audit risk areas.

Our assessment of and response to risks of material misstatement We identified the following risks that we believe to have had the greatest impact on our audit strategy and scope and set out below how we addressed those risks:

Risk identified Audit response Taxation claims We critically reviewed the group’s mining conventions, arbitration As detailed in notes 3 and 19, the group’s Malian filings for relevant claims and correspondence with the State of operations are subject to taxation claims by the State of Mali to consider the extent to which the directors’ assessment that Mali totalling $313.0 million which includes $190.0 million any contingent liabilities associated with previously existing and of new claims made in the current period which the new taxation claims are remote remains appropriate. directors continue to consider are without foundation. In respect of the $190.0 million claim received in the year, The group has taken professional advice with regards we performed the procedures above and verified underlying to the claims and commenced international arbitration accounting records and information that formed part of the group’s proceedings in the prior year against the State of Mali, basis for assessing the claim. which remain ongoing, disputing the validity of certain of the claims. Given the material nature of the claims We verified the completeness and accuracy of the claim values to and ongoing nature of the disputes and international the group’s tax correspondence, and evaluated the competence arbitration proceedings for certain of the claims, and objectivity of professional advisors relied upon by management. the recognition and presentation of any liabilities or contingent liabilities arising as a result of the taxation We obtained confirmations from local and international legal and claims represent key judgements and was a risk for our tax advisors which supported the directors’ assessment that the audit. material claims were without legal merit.

Randgold Resources Annual Report 2014 197 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 REPORT OF THE INDEPENDANT AUDITORS (CONTINUED)

Risk identified Audit response Tva recoverability We obtained and considered the group’s correspondence with As detailed in notes 3, 7 and 17, the group is tax authorities in respect of TVA for indicators that such taxes carrying value added tax (TVA) receivables totalling were irrecoverable under local tax rules and we verified that taxes $116.0 million, substantially in respect of its Loulo and claimed during the year had been approved by the tax authority or Gounkoto operations. In addition, the equity accounted were not subject to a formal dispute. Kibali joint venture based in the Democratic Republic of Congo holds a further $112.2 million of TVA receivables We verified the group’s tax filings in Mali to confirm the amounts of of which, given the group’s 45% joint venture interest, taxes payable offset against TVA receivables and, at Kibali, verified $50.5 million is attributable to the group. the receipt of funds against TVA.

The group has experienced significant delays obtaining We considered and challenged management’s assessment of the refunds for the amounts due from the State of Mali and carrying value and presentation of the receivables, together with has not received cash refunds in 2014. As a result, it the appropriateness of the assumptions made in reaching those continues to offset taxes payable against the receivables conclusions. In particular, this included consideration by us of the in Mali under the terms of its Mining Conventions. payment history, the nature of ongoing correspondence, ongoing taxation disputes (refer to previous point), terms of the mining A number of refunds have been received in respect of conventions in Mali that confer rights to offset such taxes claimed TVA by the Kibali joint venture; however these have not against other taxes due, and challenging the appropriateness of been on a timely basis. assumptions and estimates made regarding the value and timing of eligible future taxes available for offset under the terms of such Given the delays in recovering the amounts due, the conventions. carrying value and presentation of TVA receivables represent key judgements and was considered to be a risk for our audit. Capital expenditure We performed tests of controls and substantive procedures The group has incurred substantial capital expenditure to obtain assurance as to the authorisation, accuracy and as part of its development of the Loulo underground completeness of the recording and classification of capital mine and has advanced significant funding to the Kibali expenditure. joint venture for the development of the Kibali gold mine. The existence, accuracy and completeness of capital We also undertook verification testing on expenditure to supporting expenditure at these mines represented a risk for our documentation such as invoices and contracts. audit given the material nature of capital expenditure, together with the allocation of costs between operating We critically assessed management’s capitalisation policies and expenditure, ore stockpiles and capital expenditure. In critically reviewed management’s allocation of costs between particular, the appropriateness of cost allocation focused operating expenditure, ore stockpiles and capital expenditure to on underground mining operations, commissioning of assess the allocation of such costs based on the nature of the the Kibali mine and production phase open cast mine underlying activity, supported by sample based verification and waste stripping. These judgements added to the risk tests of controls. for our audit. Life of mine planning We evaluated management’s impairment models against LoM plans Gold prices have ranged from $1 195/oz to $1 385/oz and our understanding of the operations, and critically challenged during the year and remain depressed, such that there the key estimates and assumptions used by management in each is continued market focus on the appropriateness of discounted cash flow model. Our testing included comparison of assumptions used in Life of Mine (LoM) planning within the gold price forecasts to forward gold price data and trends. We the industry. performed recalculation of discount rates for the assets using our valuation specialists and critically reviewed the forecast cost and As detailed in note 3, the assessment of the group’s production profiles against approved mine plans and empirical LoM plans and any related impairment to the carrying performance. This included assessment of forecast improvements value of mining assets and investments in joint ventures in recovery rates at Tongon for consistency with capital project requires significant estimation by management, feasibility studies and implementation. including estimates relating to key assumptions included in impairment models. Key assumptions include future The impairment models and sensitivity analysis prepared by gold prices, ore reserves and future production volumes, management indicated that no impairment charges were required future production costs and appropriate discount rates. and that each had headroom.

Carrying value of mining assets and joint We challenged management’s sensitivity assessments and venture investments performed our own sensitivity calculations in respect of short and As part of the carrying value of mining assets, long term gold prices, discount rates and operational performance, depreciation represents an area of judgment within the along with considering the appropriateness of related disclosures financial statements as detailed in note 2. The group given in note 3. applies a units of production depreciation policy, which involves judgment in determining the appropriate ore In respect of the group’s depreciation calculations, we updated our reserves attributable to key asset categories within assessment of the group’s depreciation policy and its application. the mines. In addition, judgment is required regarding As part of this, we verified the inputs to the calculations, critically the date at which depreciation commences during the assessed management’s allocation of ore reserves to specific continued commissioning of further assets at the Kibali depreciable asset categories and verified the ore reserves to the mine. reserves statement. As part of this review, we met with operational management to assess the asset and reserve allocations and assessed the competence and objectivity of the group’s Competent Person.

We undertook a detailed review of the asset registers at Kibali, assessing the commissioning dates and associated start date for depreciation against capital project reports and our understanding of the mine’s activities in the year.

198 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Our application of materiality balanced and understandable and whether the annual We apply the concept of materiality both in planning report appropriately discloses those matters that we and performing our audit, and in evaluating the effect communicated to the audit committee which we consider of misstatements. We consider materiality to be the should have been disclosed. magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable Respective responsibilities of users that are taken on the basis of the financial statements. directors and auditors Importantly, misstatements below these levels will not As explained more fully in the statement of directors’ necessarily be evaluated as immaterial as we also take responsibilities, the directors are responsible for the account of the nature of identified misstatements, and preparation of the financial statements in accordance with the particular circumstances of their occurrence, when Companies (Jersey) Law 1991 and for being satisfied that evaluating their effect on the financial statements as a they give a true and fair view. The directors are responsible whole. for such internal controls as the directors determine We determined materiality for the financial statements are necessary to enable the preparation of financial as a whole to be $26.0 million, which equated to 7.4% of statements that are free from material misstatement, profit before income tax and represents less than 0.1% whether due to fraud or error. The directors are required of equity. We consider profit before income tax to be to comply with the requirements of rules 9.8.7 and 9.8.7A the most significant determinant of the group’s financial of the Listing Rules of the UK Financial Conduct Authority performance and therefore an appropriate basis for in preparing this annual report. materiality. Our responsibility is to audit and express an opinion on While materiality for the financial statements as a whole the financial statements in accordance with applicable law was $26.0 million, each component of the group was and International Standards on Auditing (UK and Ireland). audited to a lower level of materiality. Those standards require us to comply with the Financial Reporting Council's Ethical Standards for Auditors. We agreed with the audit committee that we would report to the committee all individual audit differences identified during the course of our audit in excess of Scope of the audit of the financial $0.8 million. We also agreed to report differences below statements these thresholds that, in our view, warranted reporting on An audit involves obtaining evidence about the amounts qualitative grounds. and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements Matters on which we are required are free from material misstatement, whether caused by to report by exception fraud or error. This includes an assessment of: whether We have nothing to report in respect of the following: the accounting policies are appropriate to the company's circumstances and have been consistently applied and Under the Companies (Jersey) Law 1991 we are required to report to you if, in our opinion: adequately disclosed; the reasonableness of significant Proper accounting records have not been kept, or accounting estimates made by the directors; and the Proper returns adequate for our audit have not been overall presentation of the financial statements. In addition, received from branches not visited by us; or we read all the financial and non-financial information The financial statements are not in agreement with in the annual report to identify material inconsistencies the accounting records and returns; or with the audited financial statements and to identify We have not received all the information and any information that is apparently materially incorrect explanations we require for our audit. based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we Under the Listing Rules we are required to review the become aware of any apparent material misstatements part of the corporate governance statement relating to or inconsistencies we consider the implications for our the company’s compliance with the provisions of the UK report. Corporate Governance Code specified for our review.

Under the ISAs (UK and Ireland), we are required to report to you if, in our opinion, information in the annual report is: Materially inconsistent with the information in the audited financial statements; or Apparently materially incorrect based on, or materially inconsistent with, our knowledge of the Scott McNaughton (Responsible Individual) company acquired in the course of performing our For and on behalf of BDO LLP audit; or Chartered accountants and recognised auditors Is otherwise misleading. London In particular, we are required to consider whether 13 March 2015 we have identified any inconsistencies between our knowledge acquired during the audit and the directors’ BDO LLP is a limited liability partnership registered in statement that they consider the annual report is fair, England and Wales (with registered number OC305127).

Randgold Resources Annual Report 2014 199 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Consolidated statement of comprehensive income for the year ended 31 December 2014

Group

31 Dec 31 Dec $000 Note 2014 2013

Revenue Gold sales on spot 1 086 756 1 137 690 Total revenue 1 086 756 1 137 690 Share of profits of equity accounted joint ventures1 10 75 942 54 257 Other income 21 5 508 6 028 Total income 1 168 206 1 197 975 Costs and expenses Mining and processing costs2 21 712 768 681 119 Royalties 56 490 58 415 Exploration and corporate expenditure 22 36 765 49 485 Other expenses 21 4 974 - Total costs 810 997 789 019 Finance income 23 71 1 242 Finance costs 23 (4 235) (7 737) Finance costs-net 23 (4 164) (6 495) Profit before income tax 353 045 402 461 Income tax expense 4 (81 885) (76 714) Profit for the period 271 160 325 747 Other comprehensive expense Loss on available-for-sale financial assets (363) (1 173) Share of equity accounted joint ventures’ other comprehensive expense 10 (36) (400) Total other comprehensive expense (399) (1 573) Total comprehensive income 270 761 324 174 Profit Attributable to: Owners of the parent 234 974 278 382 Non-controlling interests 36 186 47 365 271 160 325 747 Total comprehensive income Attributable to: Owners of the parent 234 575 276 809 Non-controlling interests 36 186 47 365 270 761 324 174 Basic earnings per share ($) 6 2.54 3.02 Diluted earnings per share ($) 6 2.51 2.98 Average shares in issue (000) 92 603 92 213

The notes on pages 205 to 242 are an integral part of these consolidated financial statements. 1 Share of equity accounted joint ventures were previously disclosed below total costs and above profit before tax and have now been included in total income. 2 Comparative figures excluded transport and refining costs from mine production costs and disclosed such costs separately, but given its immateriality, it has now been included in mine production costs. Transport and refining totalling $3.0 million for the 12 months ended 31 December 2014 (2013: $2.7 million) are now included in mining and processing costs.

200 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Consolidated and company statement of financial position at 31 December 2014

Group Company 31 Dec 31 Dec 31 Dec 31 Dec $000 Note 2014 2013 2014 2013 Assets Non-current assets Property, plant and equipment 9 1 494 530 1 457 500 26 581 24 473 Deferred tax 11 398 1 294 - - Trade and other receivables 7 26 277 49 023 - - Long term ore stockpiles 8 178 314 142 010 - - Investments in joint ventures and subsidiaries 10 - - 1 292 212 1 239 628 Loans to subsidiaries and joint ventures 10 - - 660 422 626 410 Investment in equity accounted joint ventures 10 1 394 042 1 267 776 - - Other investments in joint ventures 10 43 854 52 459 - - Total investments in joint ventures 10 1 437 896 1 320 235 - - Total non-current assets 3 137 415 2 970 062 1 979 215 1 890 511

Current assets Inventories and ore stockpiles 8 126 216 180 415 - - Trade and other receivables 7 185 233 186 054 1 949 2 216 Available-for-sale financial assets 12 1 467 1 831 1 467 1 830 Cash and cash equivalents 82 752 38 151 58 494 3 693 Total current assets 395 668 406 451 61 910 7 739 Total assets 3 533 083 3 376 513 2 041 125 1 898 250

Equity and liabilities Share capital 5 4 634 4 612 4 634 4 612 Share premium 5 1 450 984 1 423 513 1 450 984 1 423 513 Retained earnings 1 575 218 1 386 518 506 228 390 030 Other reserves 67 254 64 398 67 439 64 547 Equity attributable to owners of the parent 3 098 090 2 879 041 2 029 285 1 882 702 Non-controlling interests 204 864 178 813 - - Total equity 3 302 954 3 057 854 2 029 285 1 882 702

Non-current liabilities Loans from minority shareholders in subsidiaries 2 766 2 929 - - Deferred tax 11 29 915 28 458 - - Provision for rehabilitation 14 55 904 49 177 - - Loans from subsidiaries and joint ventures 10 - - 2 705 1 847 Total non-current liabilities 88 585 80 564 2 705 1 847

Current liabilities Trade and other payables 13 109 354 174 445 9 135 13 701 Current tax payable 32 190 63 650 - - Total current liabilities 141 544 238 095 9 135 13 701 Total equity and liabilities 3 533 083 3 376 513 2 041 125 1 898 250

The notes on pages 205 to 242 of this annual report are an integral part of these consolidated financial statements. The financial statements were approved and authorised for issue by the board on 13 March 2015.

Randgold Resources Annual Report 2014 201 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Consolidated statements of changes in equity for the year ended 31 December 2014

Total equity Number attributable Non- of Share Share Other Retained to owners controlling Total ordinary capital premium reserves earnings of parent interests equity shares $000 $000 $000 $000 $000 $000 $000 Balance – 31 Dec 2012 92 061 153 4 603 1 409 144 50 994 1 154 273 2 619 014 158 673 2 777 687 Share of other comprehensive expense of joint ventures1 - - - (400) - (400) - (400) Fair value movement on available- for-sale financial assets1 (1 173) (1 173) (1 173) Other comprehensive expense - - - (1 573) - (1 573) - (1 573) Net profit for the period - - - - 278 382 278 382 47 365 325 747 Total comprehensive income/ (expense) for the period - - - (1 573) 278 382 276 809 47 365 324 174 Share-based payments - - - 26 282 - 26 282 - 26 282 Share options exercised 23 750 1 1 183 - - 1 184 - 1 184 Reserves transfer on exercise of options previously expensed under IFRS 2 - - 464 (464) - - - - Shares vested2 160 628 8 12 722 (10 841) - 1 889 - 1 889 Dividends relating to 2012 - - - - (46 137) (46 137) - (46 137) Non-controlling interest share of Gounkoto dividend ------(27 225) (27 225) Balance – 31 Dec 2013 92 245 531 4 612 1 423 513 64 398 1 386 518 2 879 041 178 813 3 057 854 Share of other comprehensive expense of joint ventures1 - - - (36) - (36) - (36) Fair value movement on available- for-sale financial assets1 - - - (363) - (363) - (363) Other comprehensive expense - - - (399) - (399) - (399) Net profit for the period - - - - 234 974 234 974 36 186 271 160 Total comprehensive income/ (expense) for the period - - - (399) 234 974 234 575 36 186 270 761 Share-based payments - - - 23 697 - 23 697 - 23 697 Share options exercised 108 300 6 2 029 - - 2 035 - 2 035 Reserves transfer on exercise of options previously expensed under IFRS 2 - - 756 (756) - - - - Shares vested2 283 888 14 21 698 (19 686) - 2 026 - 2 026 Dividends relating to 2013 36 366 2 2 988 - (46 274) (43 284) - (43 284) Non-controlling interest share of Gounkoto dividend ------(10 135) (10 135) Balance – 31 Dec 2014 92 674 085 4 634 1 450 984 67 254 1 575 218 3 098 090 204 864 3 302 954

1 Share of other comprehensive expense or joint ventures and fair value movement on available for-sale assets may be recycled through the income statement in the future if certain future conditions arise. 2 Restricted shares and Co-Investment Plan (CIP) awards were issued as remuneration to executive directors, non-executive directors and senior management. Shares were also issued to executive directors following approval of their 2014 and 2013 annual bonuses. The transfer between ‘other reserves’ and ‘share premium’ in respect of the shares vested represents the cost calculated in accordance with IFRS 2.

Share capital premium), as well as cumulative fair value movements in The share capital comprises the issued ordinary shares of available-for-sale financial assets. the company at par. At 31 December 2014, the balance of the share-based payment Share premium reserve amounted to $68.4 million (2013: $65.1 million). The share premium comprises the excess value recognised The foreign currency translation reserve was $1.4 million at from the issue of ordinary shares at par and amounts 31 December 2014 (2013: $1.4 million) and the cumulative transferred from other reserves on the exercise of share net losses in available-for-sale financial assets amounted to options and vesting of share awards. Retained earnings $2.5 million at 31 December 2014 (2013: cumulative net loss of Retained earnings comprise the group’s cumulative $2.1 million). Refer to note 12 for further details of available-for- accounting profits and losses since inception. sale financial assets. Other reserves Non-controlling interests Other reserves comprise the cumulative charge recognised Non-controlling interests comprise the non-controlling interests’ under IFRS 2 in respect of share-based payment awards share of cumulative profits and losses in the group, less their (net of amounts transferred to share capital and share share of dividends paid.

202 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Company statements of changes in equity for the year ended 31 December 2014

Number of Share Share Retained Other ordinary capital premium earnings reserves Total shares $000 $000 $000 $000 $000 Balance – 31 Dec 2012 92 061 153 4 603 1 409 144 297 499 50 743 1 761 989 Fair value movement on available- for-sale financial assets1 - - - - (1 173) (1 173) Total other comprehensive expense - - - - (1 173) (1 173) Net profit for the period - - - 138 668 - 138 668 Total comprehensive income/ (expense) for the period - - - 138 668 (1 173) 137 495 Share-based payments - - - - 26 282 26 282 Share options exercised 23 750 1 1 183 - - 1 184 Shares vested2 160 628 8 12 722 - (10 841) 1 889 Reserves transfer on exercise of options previously expensed under IFRS 2 - - 464 - 464 - Dividends relating to 2012 - - - (46 137) - (46 137) Balance – 31 Dec 2013 92 245 531 4 612 1 423 513 390 030 64 547 1 882 702 Fair value movement on available- for-sale financial assets1 - - - - (363) (363) Total other comprehensive expense - - - - (363) (363) Net profit for the period - - - 162 472 - 162 472 Total comprehensive income/ (expense) for the period - - - 162 472 (363) 162 109 Share-based payments - - - - 23 697 23 697 Share options exercised 108 300 6 2 029 - - 2 035 Shares vested2 283 888 14 21 698 - (19 686) 2 026 Reserves transfer on exercise of options previously expensed under IFRS 2 - - 756 - (756) - Dividends relating to 2013 36 366 2 2 988 (46 274) - (43 284) Balance – 31 Dec 2014 92 674 085 4 634 1 450 984 506 228 67 439 2 029 285 1 Fair value movement on available-for-sale assets may be recycled through the income statement in the future if certain future conditions arise. 2 Restricted shares and Co-Investment Plan (CIP) awards were issued as remuneration to executive directors, non-executive directors and senior management. Shares were also issued to executive directors following approval of their 2012 and 2011 annual bonuses. The transfer between other reserves’ and share premium’ in respect of the shares vested represents the cumulative charge calculated in accordance with IFRS 2.

Share capital Other reserves The share capital comprises the issued ordinary shares of Other reserves comprise the cumulative charge recognised under IFRS 2 in respect of share-based payment awards the company at par. (net of amounts transferred to share capital and share Share premium premium), as well as cumulative fair value movements in The share premium comprises the excess value recognised available-for-sale financial assets. from the issue of ordinary shares at par and amounts At 31 December 2014, the balance of the share-based transferred from other reserves on the exercise of share payment reserve amounted to $68.4 million (2013: $65.1 million). The cumulative net losses in available- options and vesting of share awards. for-sale financial assets amounted to $1 million at Retained earnings 31 December 2014 (2013: cumulative net loss of Retained earnings comprise the group’s cumulative $0.6 million). Refer to note 12 for further details of accounting profits and losses since inception. available-for-sale financial assets.

Randgold Resources Annual Report 2014 203 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Statements of consolidated and company cash flows for the year ended 31 December 2014

Group Company 31 Dec 31 Dec 31 Dec 31 Dec $000 2014 2013 2014 2013 Cash flow from operating activities Profit after tax 271 160 325 747 166 569 138 668 Income tax expense 81 885 76 714 - - Profit before income tax 353 045 402 461 166 569 138 668 Share of profits of equity accounted joint ventures (75 942) (54 257) - - Net finance cost/(income) 2 935 5 180 2 712 166 Unwind of discount on provisions for environmental rehabilitation 1 229 1 315 - - Depreciation and amortisation 146 762 130 638 899 683 Share-based payments 24 475 26 282 24 475 26 282 Share-based payments related to operations - - (18 060) (21 931) Non-cash adjustment on royalties 28 101 8 284 - - 480 605 519 903 176 595 143 868 Effects of changes in operating working capital items Receivables (3 637) (62 738) 267 1 563 Inventories and ore stockpiles 17 895 (49 816) - - Trade and other payables (81 216) 65 572 (3 542) 2 267 Cash generated from operations before interest and tax 413 647 472 921 173 320 147 698 Interest received 71 1 242 30 926 Interest paid (3 006) (6 422) (2 742) (1 092) Dividends received from equity accounted joint ventures 565 18 974 - - Income tax paid (93 659) (22 249) - - Net cash generated by operating activities 317 618 464 466 170 608 147 532

Cash flow from investing activities Additions to property, plant and equipment (179 313) (303 099) (3 007) (8 173) Increases in inter-company loans - - (122 263) (502 628) Decreases in inter-company loans - - 50 712 178 428 Funds invested in equity accounted joint ventures (51 462) (424 906) - - Loans repaid by equity accounted joint ventures 9 142 - - - Net cash used in investing activities (221 633) (728 005) (74 558) (332 373)

Cash flow from financing activities Proceeds from issue of ordinary shares 2 035 1 184 2 035 1 184 Dividends paid to company’s shareholders (43 284) (46 137) (43 284) (46 137) Dividends paid to non-controlling interests (10 135) (27 225) - - Proceeds from borrowings 50 000 - 50 000 - Repayment of borrowings (50 000) - (50 000) - Net cash used by financing activities (51 384) (72 178) (41 249) (44 953) Net increase/(decrease) in cash and equivalents 44 601 (335 717) 54 801 (229 794) Cash and equivalents at beginning of year 38 151 373 868 3 693 233 487 Cash and cash equivalents at end of year 82 752 38 151 58 494 3 693

The effective interest rate on cash and cash equivalents was 0.05% (2013: 0.54%). These funds have an average maturity of less than 90 days.

204 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Notes to the consolidated financial statements for the year ending 31 December 2014

1. Nature of operations 2. Significant accounting policies The company and its subsidiaries together with its joint The principal accounting policies applied in the ventures (the group) carry out exploration and gold preparation of these consolidated and company mining activities. Currently there are three operating financial statements are set out below. These policies mines in Mali, West Africa: the Morila gold mine (equity have been consistently applied to all the years accounted JV), which started production in October presented, unless otherwise stated. 2000, the Loulo gold mine complex (subsidiary), which commenced production in November 2005 and the Basis of preparation Gounkoto mine (subsidiary), which began production The consolidated financial statements of Randgold in June 2011. The group also operates a fourth mine Resources Limited and its subsidiaries and joint in Côte d’Ivoire, Tongon (subsidiary), which started ventures have been prepared in accordance with production in December 2010. The group also holds International Financial Reporting Standards and an effective 45% interest in the Kibali gold mine (equity Interpretations (collectively (IFRS)) issued by the accounted JV) in the Democratic Republic of Congo International Accounting Standards Board (IASB) as (DRC) in conjunction with AngloGold Ashanti Limited adopted by the European Union and in accordance (AngloGold Ashanti) (45%) and Société Miniére de Kilo- with Article 105 of the Companies (Jersey) Law of Moto sarl (SOKIMO) (10%). Randgold is the operator of 1991. The consolidated financial statements also the Morila, Loulo, Gounkoto, Tongon and Kibali mines. comply with IFRS as issued by the IASB, as is required as a result of our listing on NASDAQ in the US. The The interests of the group in its operating mines are held consolidated financial statements have been prepared through Société des Mines de Morila SA (Morila) which under the historical cost convention, as modified by the owns the Morila mine, Société des Mines de Loulo SA revaluation of available-for-sale financial assets, and (Loulo) which owns the Loulo mine, Société des Mines various financial assets. The preparation of financial de Tongon SA (Tongon) which owns the Tongon mine, statements in conformity with IFRS requires the use of Société des Mines de Gounkoto SA (Gounkoto) which certain critical accounting estimates. It also requires owns the Gounkoto mine and Kibali Goldmines SA management to exercise its judgement in the process (Kibali), which owns the Kibali mine. Randgold holds of applying the company’s accounting policies. an effective 40% interest in Morila in conjunction with The areas involving a high degree of judgement or AngloGold Ashanti (40%) and the State of Mali (20%). complexity, or areas where assumptions and estimates Management of Morila Limited, the 80% shareholder of are significant to the consolidated financial statements Morila, is effected through a joint venture committee, are disclosed in note 3. with Randgold and AngloGold Ashanti each appointing one-half of the members of the committee. Similarly, After reviewing the group’s and company’s budget for management of Kibali (Jersey) Limited, the effective the next financial year, and other longer term plans, 90% shareholder of Kibali, is effected through a joint the directors are satisfied, at the time of approving the venture committee, with Randgold and AngloGold financial statements, it is appropriate to adopt the going Ashanti each appointing one-half of the members of concern basis in preparing the financial statements. the committee. Randgold holds an effective 80% The directors have no reason to believe that the interest in Loulo and Gounkoto. The remaining 20% group and company will not be a going concern in the interest is held by the State of Mali. Randgold holds foreseeable future based on forecasts and available an effective 89% interest in Tongon, 10% is held by the cash resources and available facilities. State of Côte d’Ivoire while the remaining 1% is held by a local Ivorian company. New standards and interpretations applied The group has a portfolio of exploration permits The IASB has issued the following new standards, and projects, with various exploration programmes, amendments to published standards and ranging from early to substantial stage, underway in interpretations to existing standards with effective the Democratic Republic of Congo, Mali, Senegal and dates on or prior to 1 January 2014 which have been Côte d’Ivoire. adopted by the group for the first time this year.

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2. Significant accounting policies (continued)

IFRS as issued IFRS as issued by IASB by EU Effective period commencing on or after Impact on group IFRS 13 Fair value measurement 1 Jan 2013 1 Jan 2014 No material impact IFRS 7 Disclosures – offsetting financial No material impact, assets and financial liabilities 1 Jan 2013 1 Jan 2014 disclosures amended IAS 27 Amendment – separate financial statements 1 Jan 2013 1 Jan 2014 No material impact IAS 28 Amendment – investments in associates and joint ventures 1 Jan 2013 1 Jan 2014 No material impact IFRS 1 Amendment – government loans 1 Jan 2013 1 Jan 2014 No material impact IAS 19 Amendment – employee benefits 1 Jan 2013 1 Jan 2014 No material impact Annual improvements to IFRSs (2009–2011 cycle) 1 Jan 2013 1 Jan 2014 No material impact IAS 32 Amendment – offsetting financial assets and financial liabilities 1 Jan 2014 1 Jan 2014 No material impact IAS 36 Amendment – recoverable amounts disclosures for non-financial assets 1 Jan 2014 1 Jan 2014 No material impact IFRIC 21 Levies 1 Jan 2014 17 June 2014 No material impact

Standards effective in future period Certain new standards, amendments and interpretations to existing standards have been published that are relevant to the group’s activities and are mandatory for the group’s accounting periods beginning after 1 January 2015 or later periods and which the group has decided not to adopt early.

Effective period commencing on or after Annual improvements to IFRSs 2010-2012 cycle (effective 1 July 2014); and Annual improvements to IFRSs 2011- 2013 cycle (effective 1 July 2014). IFRS 91 Financial instruments 1 Jan 2018 IAS 19 Amendment – Defined benefit plans: employee contributions 1 Jul 2014 IFRS 111 Amendment – Accounting for acquisition of interests in joint operations 1 Jan 2016 IAS 16 & Amendments – Clarification of acceptable methods of depreciation and IAS 381 amortisation 1 Jan 2016 IFRS 151 Revenue from contracts with customers 1 Jan 2017 IAS 27 Amendment – Equity method in separate financial statements 1 Jan 2016 IFRS 10 & Amendment – Sale or contribution of assets between an investor and its IAS 28 associate or joint venture 1 Jan 2016 IAS 1 Amendment – Disclosure initiative 1 Jan 2016 Annual improvements to IFRSs (2012 – 2014 cycle) 1 Jan 2016 1 Not yet adopted by the European Union.

The group is currently assessing the impact of these standards on the financial statements. At present, no impact is anticipated in respect of the standards and interpretations, given the nature of operations.

206 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Consolidation the group had previously proportionately consolidated, The consolidated financial information includes the excluding minorities, at 1 January 2011 (being the earliest financial statements of the company, its subsidiaries and period presented in the 2013 US 20-F filing). This the company’s equity accounted joint ventures using opening balance was regarded as the deemed cost of the uniform accounting policies for like transactions and other investments at initial recognition. events in similar circumstances. Acquisitions Subsidiaries Except for initial recognition under IFRS 11 transition Subsidiaries are entities over which the group has the rules, further investments in additional joint ventures are power to govern the financial and operating policies so initially recognised at cost. The cost of an acquisition as to obtain benefits from the activities and the ability to is measured at the fair value of the assets given, equity use its power over the investee to affect the amounts of instruments issued or liabilities incurred or assumed at the the group’s returns and which generally accompanies date of exchange, plus costs directly attributable to the an interest of more than one-half of the voting rights. acquisition. Goodwill on associated companies and joint Subsidiaries are fully consolidated from the date on ventures represents the excess of the cost of acquisition which control is transferred to the group. They are of the associate or joint venture over the group’s share of deconsolidated from the date that control ceases. The the fair value of the identifiable net assets of the associate purchase method of accounting is used to account for or joint venture and is included in the carrying amount of the acquisition of subsidiaries by the group. The cost of the investments. an acquisition is measured at the fair value of the assets given, equity instruments issued and liabilities incurred or Joint ventures are accounted for using the equity assumed at the date of exchange. Acquisition costs are method of accounting. In applying the equity method of expensed. Identifiable assets acquired (including mineral accounting, both for existing joint ventures subsequent property interests) and liabilities and contingent liabilities to the transition date and for any newly acquired joint assumed in a business combination are measured initially ventures, the group’s share of its joint ventures’ post- at their fair values at the acquisition date, irrespective of acquisition profits or losses are recognised in profit or loss the extent of any non-controlling interest. The excess of and its share of post-acquisition other comprehensive the cost of acquisition over the fair value of the group’s income is recognised in other comprehensive income. share of the identifiable net assets acquired is recorded as These post-acquisition movements and distributions goodwill or other identifiable intangible assets. If the cost received from the joint venture companies are adjusted of acquisition is less than the fair value of the net assets against the carrying amount of the investments. When the of the subsidiary acquired, the difference is recognised group’s share of losses in an associated or joint venture directly in the statement of comprehensive income. company equals or exceeds its interest in the joint venture company, including any other unsecured non-current Inter-company transactions, balances and unrealised receivables, the group does not recognise further losses, gains on transactions between group companies are unless it has obligations to make or has made payments eliminated. Unrealised losses are also eliminated unless on behalf of the associated or joint venture company. the transaction provides evidence of an impairment of the Unrealised gains on transactions between the group and asset transferred. Accounting policies of subsidiaries have its associated and joint venture companies are eliminated been changed where necessary to ensure consistency to the extent of the group’s interest in the associated with the policies adopted by the group. and joint venture companies. Unrealised losses are also eliminated unless the transaction provides evidence of an Joint ventures impairment of the asset transferred. Trading receivables The group holds interests in a number of joint ventures. and payables with joint ventures are classified within trade In a joint venture the parties that have joint control of the and other receivables and payables. The accounting arrangement (the joint venturers) have a right to the net policies of associated and joint venture companies have assets of the arrangement. This right is accounted for been changed where necessary to ensure consistency in the consolidated financial statements using the equity with the accounting policies adopted by the group. method. Joint control is considered to exist when there is contractual joint control; control being the power to Dividends received are classified as operating cash flows govern the financial and operating policies of an entity so in the consolidated cash flow statement. as to obtain benefits from the activities and the ability to use its power over the investee to affect the amounts of Investment in subsidiaries and joint ventures the group’s returns by the joint venturers. Investment in subsidiaries and joint ventures are stated at cost less any provisions for impairment in the individual Transition financial statements of the company. Dividends are The group changed its accounting policy on joint ventures accounted for when the company becomes entitled from 1 January 2013 following the introduction of IFRS 11 to receive them. On the disposal of an investment, the Joint arrangements. On transition, the group recognised difference between the net disposal proceeds and the its initial investment in joint ventures as the aggregate carrying amount is charged or credited to the statement of the carrying amounts of the assets and liabilities that of comprehensive income.

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Segmental reporting commercial production’ below), after which the relevant An operating segment is a group of assets and operations costs are amortised. Costs are capitalised provided that engaged in performing mining or advanced exploration the project is considered to be commercially, technically that are subject to risks and returns that are different from and economically viable. Such viability is deemed to be those of other segments. Other parts of the business achieved when the group is confident that the project will are aggregated and treated as part of a ‘corporate and provide a satisfactory return relative to its perceived risks exploration’ segment. The group provides segmental and is sufficiently certain of economic production. Costs information using the same categories of information which are necessarily incurred while commissioning new the group’s chief operating decision maker utilises. The assets, in the period before they are capable of operating group’s chief operating decision maker is considered by in the manner intended by management, are capitalised management to be the board of directors. under ‘Long-lived assets and mine development costs’.

The group has only one business segment, that of gold Development costs incurred after the commencement of mining. Segment analysis is based on individual mining production are capitalised to the extent they are expected operations and exploration projects that have a significant to give rise to a future economic benefit. amount of capitalised expenditure or other fixed assets. Commercial production Foreign currency translation The group assesses the stage of each mine construction Functional and presentation currency project to determine when a mine moves into the production stage. The criteria used to assess the Items included in the financial statements of each of start date are determined by the unique nature of each the group’s entities are measured using the currency of mine construction project and include factors such as the primary economic environment in which the entity the complexity of a plant and its location. The group operates (the functional currency). The consolidated considers various relevant criteria to assess when the financial statements are presented in US dollars, which mine construction project is substantially complete and is also the functional currency of the company and its ready for its intended use and moves into the production significant subsidiaries and joint ventures. stage. Some of the criteria would include but are not limited to the following: Transactions and balances The level of capital expenditure compared to Foreign currency transactions are translated into the construction cost estimates; relevant functional currency using the exchange rates Completion of a reasonable period of testing of the prevailing at the date of the transactions. Foreign mine plant and equipment; exchange gains and losses resulting from the settlement The ability to produce gold in saleable form; and of such transactions and from the translation at year The ability to sustain commercial levels of gold end exchange rates of monetary assets and liabilities production. denominated in foreign currencies are recognised in the statement of comprehensive income in other income and When a mine construction project moves into the other expenses. production stage, the capitalisation of certain mine construction costs ceases and subsequent costs Property, plant and equipment are either regarded as inventory or expensed, except Long-lived assets and mine development costs for capitalisable costs related to subsequent mining Long-lived assets including development costs and asset additions or improvements, open cast stripping, mine plant facilities (such as processing plants, tailings underground mine development or ore reserve facilities, raw water dams and power stations) are initially development. recorded at cost. Development of orebodies includes the development costs of shaft systems and waste Development expenditure approval rock removal that allows access to reserves that are Development activities commence after project economically recoverable in the future. Costs associated sanctioning by the appropriate level of management. with underground development are capitalised when Judgement is applied by management in determining the works provide access to the ore body, whereas when a project has reached a stage at which economically costs associated with ore extraction from operating ore recoverable reserves exist such that development may be body sections are treated as operating costs. Where sanctioned. In exercising this judgement, management relevant the estimated cost of dismantling the asset and is required to make certain estimates and assumptions remediating the site is included in the cost of property, similar to those described below for capitalised exploration plant and equipment, subsequently they are measured at and evaluation expenditure. Any such estimates and cost less accumulated amortisation and impairment. assumptions may change as new information becomes available. Development costs consist primarily of direct expenditure incurred to establish or expand productive capacity. Stripping costs In surface mining operations, the group may find it Costs are capitalised during the construction of a new mine necessary to remove waste materials to gain access until commercial levels of production are achieved (refer to to mineral ore deposits prior to and after production

208 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 commences. This waste removal activity is known as relevant asset. As an example, underground assets are ‘stripping’. Prior to production commencing from a pit, depreciated over underground proven and probable stripping costs are measured internally and capitalised until reserves and tonnes milled from those ore bodies. No the point where the overburden has been removed and future capital expenditure is included in the depreciable access to the ore commences. Subsequent to production, value. Proven and probable ore reserves reflect estimated waste stripping continues, either as part of ore extraction quantities of economically recoverable reserves, which can as a run of mine activity or due to strategic decisions such be recovered in the future from known mineral deposits. as pit push-back campaigns. There are two benefits Only proven and probable reserves are used in the tonnes accruing to the group from stripping activity during the milled units of production depreciation calculation. Any production phase: usable ore that can be used to produce changes to the expected life of the mine (or asset) are inventory and improved access to further quantities of applied prospectively in calculating depreciation and material that will be mined in future periods. Economic amortisation charges. ore extracted during this period and subsequently is accounted for as inventory. The production stripping Depreciation of construction and development costs for costs relating to improved access to further quantities in new mines commences when commercial production is future periods are capitalised as a stripping activity asset, achieved, as detailed above. Underground development if and only if, all of the following are met: costs are depreciated from the date the development It is probable that the future economic benefit provides access to operational areas and ore extraction (improved access to the orebody) associated with begins from those areas. Other assets under construction, the stripping activity will flow to the group; such as plant improvement projects, are depreciated from The group can identify the component of the ore the date they are commissioned, based on assessment body for which access has been improved; and by the group’s engineers. The costs relating to the stripping activity associated with that component or components can be Short-lived assets which include motor vehicles, office measured reliably. equipment and computer equipment are depreciated over estimated useful lives of between two to five years In determining the relevant component of the orebody but limited to the remaining mine life. Residual values and for which access is improved, the group componentises useful lives are reviewed, and adjusted if appropriate, at each of its mines into geographically distinct orebody each statement of financial position date. Changes to the sections or phases to which the stripping activities being estimated residual values or useful lives are accounted for undertaken within that component are allocated. Such prospectively. Depreciation starts when the assets are phases are determined based on assessment of factors ready and available for use. such as geology and mine planning. Impairment Once determined that any portion of the production The carrying amount of the property, plant and equipment stripping costs should be capitalised, the group typically and investments in joint ventures of the group is compared uses the average stripping ratio of the component or phase to the recoverable amount of the assets whenever events of the mine to which the production stripping cost related or changes in circumstances indicate that the net book to determine the amount of the production stripping costs value may not be recoverable. The recoverable amount that should be capitalised. is the higher of value in use and the fair value less cost to sell. In assessing the value in use, the expected future The group depreciates the deferred costs capitalised cash flows from the assets is determined by applying a as stripping assets on a unit of production method, with discount rate to the anticipated risk adjusted future cash reference the ex-pit ore treated from the relevant ore body flows. The discount rate used is the group’s weighted component or phase. average cost of capital adjusted for asset specific factors when applicable. An impairment is recognised in the Short-lived assets income statement to the extent that the carrying amount Short-lived assets including non-mining assets are shown exceeds the assets’ recoverable amount. Only proven at cost less accumulated depreciation and impairment. and probable reserves are used in the calculations and the models use the approved mine plans and exclude capital Depreciation and amortisation expenditure which enhance the assets or extractable Long-lived assets include mining properties, such as ore tonnes outside of such approved mine plans. The freehold land, metallurgical plant, tailings and raw water revised carrying amounts are amortised in line with group dams, power plant and mine infrastructure, as well as accounting policies. mine development costs and are depreciated on a unit of production basis. A previously recognised impairment loss is reversed if the recoverable amount increases as a result of a reversal of the Depreciation and amortisation are charged over the life conditions that originally resulted in the impairment. This of the mine (or over the remaining useful life of the asset, reversal is recognised in the income statement and is limited if shorter) based on estimated ore tonnes contained in to the carrying amount that would have been determined, proven and probable reserves to be extracted using the net of depreciation, had no impairment loss been recognised

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in prior years. Assets are grouped at the lowest levels for Costs of gold inventories include all costs incurred up which there are separately identifiable cash flows (cash- until production of an ounce of gold such as milling costs, generating units) for purposes of assessing impairment. mining costs and directly attributable mine general and The estimates of future discounted cash flows are subject administration costs but exclude transport costs, refining to risks and uncertainties including the future gold price. It costs and royalties. Net realisable value is determined is therefore reasonably possible that changes could occur with reference to estimated contained gold and market which may affect the recoverability of property, plant and gold prices. equipment investments in joint ventures. Stores and materials consist of consumable stores and Inventories are valued at weighted average cost after appropriate Inventories include ore stockpiles, gold in process and impairment of redundant and slow moving items. dóre supplies, stores and materials, and are stated at Consumable stock for which the group has substantially the lower of cost or net realisable value. The cost of ore all the risks and rewards of ownership are brought onto stockpiles and gold produced is determined principally the statement of financial position as current assets. by the weighted average cost method using related production costs. Interest/borrowing costs Interest is recognised on a time proportion basis, taking Cost of stockpiles include costs incurred up to the point into account the principal outstanding and the effective rate of stockpiling, such as mining and grade control costs, over the period to maturity. Borrowing cost is expensed but exclude future costs of production. Ore extracted is as incurred except to the extent that it relates directly allocated to stockpiles based on estimated grade, with to the construction of property, plant and equipment grades below defined cut-off levels treated as waste and during the time that is required to complete and prepare expensed. While held in physically separate stockpiles, the the asset for its intended use, when it is capitalised as group blends the ore from each stockpile at an individual part of property, plant and equipment. Borrowing cost mine when feeding the processing plant to achieve the is capitalised as part of the cost of the asset where it is probable that the asset will result in economic benefit and resultant gold content. In such circumstances, lower and where the borrowing cost can be measured reliably. No higher grade ore stockpiles each represent a raw material, interest or borrowing costs have been capitalised during used in conjunction with each other, to deliver overall gold the year. production, as supported by the relevant feed plan. Royalties Morila’s full grade ore stockpile is above 1.4g/t and Royalty arrangements based on mineral production are marginal ore is defined as ore below 1.4g/t but greater in place at each operating mine. The primary type of than 1.0g/t. At Loulo, full grade open pit stockpile material royalty is a net smelter return royalty. Under this type of is above 1.2g/t for Loulo 3 and Gara, while Yalea is above royalty the group pays the holder an amount calculated 0.7g/t. No Yalea or Gara underground material is on the as the royalty percentage multiplied by the value of gold stockpile since all ore mined is fed. At Gounkoto, the full production at market gold prices less selling costs. A grade ore stockpile is above 1.67g/t and marginal ore royalty expense is recorded when revenue from the sale above 1.26g/t. Tongon’s, full grade ore stockpile is above of gold is recognised. 1.4g/t and marginal ore above 0.9g/t. And Kibali’s high and medium grade ore stockpile is above 1.4g/t. Financial instruments Financial instruments are measured as set out below. The processing of ore in stockpiles occurs in accordance Financial instruments carried on the statement of financial with the Life of Mine (LoM) processing plan that has position include cash and cash equivalents, trade and been optimised based on the known mineral reserves, other receivables, trade and other payables, available for current plant capacity and mine design. Ore tonnes sale financial assets, loans to and from subsidiaries and contained in the stockpile which exceed the annual joint ventures and loans to minorities. tonnes to be milled as per the mine plan in the following year, are classified as non-current in the statement of Cash and cash equivalents financial position. Cash and cash equivalents are carried in the statement of financial position at cost. For the purpose of the cash flow Net realisable value of ore stockpiles is determined with statement, cash and cash equivalents comprise cash on reference to estimated contained gold and market gold hand, deposits held at call with banks, other short term prices applicable. Ore stockpiles which are blended highly liquid investments with a maturity of three months together or with future ore mined when fed to the plant are or less at the date of purchase and bank overdrafts. In assessed as an input to the gold production process to the statement of financial position, bank overdrafts are ensure the combined stockpiles are carried at the lower of included in borrowings in current liabilities. cost and net realisable value. Ore stockpiles which are not blended in production are assessed separately to ensure Trade and other receivables they are carried at the lower of cost and net realisable Trade and other receivables are recognised initially at value, although no such stockpiles are currently held. fair value. There is a rebuttable presumption that the

210 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 transaction price is fair value unless this could be refuted annually to take into account the effects of inflation and by reference to market indicators. Subsequently, trade changes in estimated risk adjusted rehabilitation works and other receivables are measured at amortised cost cost and are discounted using rates that reflect the using the effective interest method, less provision for time value of money. Annual increases in the provision impairment. A provision for impairment of trade receivables due to the unwinding of the discount are recognised in is established when there is objective evidence that the the statement of comprehensive income as a finance group will not be able to collect all amounts due according cost. The present value of additional disturbances and to the original terms of receivables. Significant financial changes in the estimate of the rehabilitation liability are difficulties of the debtor, probability that the debtor will recorded to mining assets against an increase/decrease enter bankruptcy or financial reorganisation, and default in the rehabilitation provision. The rehabilitation asset is or delinquency in payments are considered indicators that amortised as noted previously. Rehabilitation projects the trade receivable may be impaired. The amount of the undertaken, included in the estimates, are charged to provision is the difference between the asset’s carrying the provision as incurred. Environmental liabilities, other amount and the present value of estimated future cash than rehabilitation costs, which relate to liabilities arising flows, discounted at the effective interest rate. The amount from specific events, are expensed when they are known, of the provision is recognised in mining and processing probable and may be reasonably estimated. costs in the statement of comprehensive income. Provisions Available-for-sale financial assets Provisions are recognised when the group has a present Available-for-sale financial assets are non-derivatives that legal or constructive obligation as a result of past are either designated in this category or not classified in events where it is probable that an outflow of resources any of the other categories. Available-for-sale financial embodying economic benefits will be required to settle assets are designated on acquisition. They are normally the obligation, and a reliable estimate of the amount of the included in current assets and are carried at fair value. obligation can be made. Where a decline in the fair value of an available-for- sale financial asset constitutes objective evidence of Current tax impairment, the amount of the loss is recognised in Current tax is the tax expected to be payable on the the statement of comprehensive income within other taxable income for the year calculated using rates (and expenses, other movements in fair value are recognised laws) that have been enacted or substantively enacted in other reserves within equity. by the statement of financial position date. It includes adjustments for tax expected to be payable or recoverable Borrowings (including bank borrowings when in respect of previous periods. applicable, loans from subsidiaries, joint ventures and minorities) Taxation paid in the consolidated statement of cash flows Borrowings are recognised initially at fair value, which relates to corporate tax liability payments. In Mali, the equates to the proceeds received, net of transaction State is not reimbursing TVA due to the group required costs incurred. Borrowings are subsequently stated at under the legally binding mining convention. The group amortised cost; any difference between the proceeds has an existing legal right under its mining convention to (net of transaction costs) and the redemption value is offset the TVA against corporate tax as it falls due. A a recognised in the statement of comprehensive income result, payments made under the TVA taxation system are over the period of the borrowings using the effective being made in the knowledge that such payments first interest method. Borrowings are classified as current represent payments on account for corporate tax. The liabilities unless the group has an unconditional right to group records such payments as 'taxation paid' in the defer settlement of the liability for at least 12 months after consolidated statement of cash flows as this is considered the statement of financial position date. to present a more appropriate reflection of the group's corporate tax contribution by management. Once Trade and other payables corporate tax liabilities are met, the remaining payments Accounts payable and other short term monetary liabilities, under the TVA system represent normal recoverable TVA are initially recognised at fair value, which equates to the and are not reflected in the consolidated statement of transaction price, and subsequently carried at amortised cash flows as 'taxation paid'. cost using the effective interest method. Deferred taxation Rehabilitation costs Deferred tax is provided in full, using the liability method, The net present value of estimated future rehabilitation on temporary differences arising between the tax bases costs is provided for in the financial statements and of assets and liabilities and their carrying amounts in capitalised within property, plant and equipment on the consolidated financial statements. However, if the initial recognition. Rehabilitation will generally occur on temporary difference arises from initial recognition of an closure or after closure of a mine. Initial recognition is asset or liability in a transaction other than a business at the time of the construction or disturbance occurring combination that at the time of the transaction affects and thereafter as and when additional construction or neither accounting nor taxable profit nor loss, it is not disturbances take place. The estimates are reviewed recognised. Deferred tax is determined using tax rates

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(and laws) that have been enacted or substantively plans, the group pays contributions to publicly or privately enacted by the statement of financial position date and administered provident funds on a mandatory, contractual are expected to apply when the temporary differences or voluntary basis. The group has no further payment reverses. Deferred tax assets are recognised to the obligations once the contributions have been paid. extent that it is probable that future taxable profit will The contributions are recognised as employee benefit be available against which the temporary differences expenses when they are due. Prepaid contributions are can be utilised. Deferred tax is provided on temporary recognised as an asset to the extent that a cash refund or differences arising on investments in subsidiaries and joint a reduction in the future payments is available. ventures, except where the timing of the reversal of the temporary difference is controlled by the group and it is Termination benefits probable that the temporary difference will not reverse in Termination benefits are payable when employment the foreseeable future. is terminated before the normal retirement date, or whenever an employee accepts voluntary redundancy Accounting for Gounkoto non-controlling in exchange for these benefits. The group recognises interest priority dividends termination benefits when it is demonstrably committed to Under the statutory requirements of the 1999 Malian either: terminating the employment of current employees Mining Code (the ‘Code’), the State of Mali is entitled to according to a detailed formal plan without possibility of advanced payment of dividends. The advanced payment withdrawal; or providing termination benefits as a result entitlement is calculated based on 10% of profits after of an offer made to encourage voluntary redundancy. certain deductions. The advanced dividends paid are Benefits falling due more than 12 months after statement deducted from the ordinary dividends that the government of financial position date are discounted to present value. receives under its 20% equity interest in Gounkoto. Given the statute, a liability is recognised at each balance sheet Profit-sharing and bonus plans date based on 10% of the accrued profit measure. The The group recognises a liability and an expense for liability is extinguished upon the subsequent payment of bonuses. The group recognises a provision where the advanced dividend. An ‘other receivables’ asset is contractually obliged or where there is a past practice that recorded as the advanced dividend automatically entitles has created a constructive obligation. Gounkoto to reduce future cash flows paid to the State of Mali and creates economic benefit. The carrying value of Share-based payments the asset is reviewed for impairment. Ordinary dividends The fair value of the employee services received in are recorded as a reduction in non-controlling interest exchange for the grant of options, restricted shares once declared. or participation in the group’s Co-Investment Plan is recognised as an expense. The total amount to be Contingent liabilities expensed over the vesting period is determined by The group discloses contingent liabilities when possible reference to the fair value of the options or shares awards obligations exist as a result of past events, unless the determined at the grant date: possible outflows of economic benefits are considered Awards including any market performance remote. By their nature, contingencies will often only conditions (for example, the correlation used be resolved when one or more future events occur or between the Euromoney Global Gold Index fail to occur. The assessment of such contingencies (formerly the HSBC Global Gold Index) and the inherently involves the exercise of significant judgement company TSR); and and estimates of the outcome of future events. In certain Excluding the impact of any service and non-market circumstances, to provide transparency, the group performance vesting conditions (for example, voluntarily elects to disclose information regarding claims profitability, reserve growth targets and remaining for which any outflow of economic benefit is considered an employee of the entity over a specified time remote. period).

Share capital Non-market vesting conditions are included in Ordinary shares are classified as equity. Incremental costs assumptions about the number of options that are directly attributable to the issue of new shares or options expected to become exercisable or the number of shares are shown in equity as a deduction from the proceeds. that the employee will ultimately receive. This estimate is revised at each statement of financial position date and Employee benefits the difference is charged or credited to the statement of Pension obligations comprehensive income, with a corresponding adjustment to The group has defined contribution plans. A defined equity. Market performance conditions are included in the contribution plan is a pension plan under which the group fair value assumptions on the grant date with no subsequent pays fixed contributions into a separate entity. The group adjustment. The proceeds received on exercise of the has no legal or constructive obligations to pay further options net of any directly attributable transaction costs contributions if the fund does not hold sufficient assets to are credited to equity. When the options are exercised, the pay all employees the benefits relating to employee service company issues new shares. The proceeds received net in the current and prior periods. For defined contribution of any directly attributable transaction costs are credited to

212 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 share capital (nominal value) and share premium when the economic benefits are probable through the completion options are exercised. Transfers are made between other of a prefeasibility study, after which the expenditure is reserves and share premium when options are exercised capitalised as a mine development cost. A ‘prefeasibility and shares vest for the cumulative share based expense. study’ consists of a comprehensive study of the viability of a mineral project that has advanced to a stage where Leases the mining method, in the case of underground mining, Determining whether an arrangement is, or contains, or the pit configuration, in the case of an open pit, has a lease is based on the substance of the arrangement been established, and which, if an effective method of and requires an assessment of whether fulfilment of the mineral processing has been determined, includes a arrangement is dependent on the use of a specific asset financial analysis based on reasonable assumptions of or assets and whether the arrangement conveys a right technical, engineering, operating economic factors and to use the asset. Leases of plant and equipment where the evaluation of other relevant factors. The prefeasibility the group assumes a significant portion of risks and study, when combined with existing knowledge of the rewards of ownership are classified as a finance lease. mineral property that is adjacent to mineral deposits that Finance leases are capitalised at the estimated present are already being mined or developed, allow the directors value of the underlying lease payments. Each lease to conclude that it is more likely than not that the group payment is allocated between the liability and the finance will obtain future economic benefit from the expenditures. charges to achieve a constant rate on the finance balance outstanding. The interest portion of the finance payment Exploration and evaluation expenditure on greenfield sites, is charged to the statement of comprehensive income being those where the group does not have any mineral over the lease period. The plant and equipment acquired deposits which are already being mined or developed, is under the finance lease are depreciated over the useful expensed until such time as the directors have sufficient lives of the assets, or over the lease term if shorter. information to determine that future economic benefits are probable, after which the expenditure is capitalised Leases in which a significant portion of the risks and as a mine development cost. The information required rewards of ownership are retained by the lessor are by directors is typically a final feasibility study however a classified as operating leases. Payments made under prefeasibility study may be deemed to be sufficient where operating leases are charged to the statement of the additional work required to prepare a final feasibility comprehensive income on a straight-line basis over the study is not significant or the work done at prefeasibility period of the lease. level clearly demonstrates an economic asset. Exploration and evaluation expenditure relating to extensions of Revenue recognition mineral deposits which are already being mined or The company enters into contracts for the sale of gold. developed, including expenditure on the definition of Revenue arising from gold sales under these contracts is mineralisation of such mineral deposits, is capitalised recognised when the price is determinable, the product as a mine development cost following the completion has been delivered in accordance with the terms of the of an economic evaluation equivalent to a prefeasibility contract, the significant risks and rewards of ownership study. This economic evaluation is distinguished from a have been transferred to the customer and collection of prefeasibility study in that some of the information that the sales price is reasonably assured. These criteria are would normally be determined in a prefeasibility study is met when the gold leaves the mines’ smelt houses. As instead obtained from the existing mine or development. sales from gold contracts are subject to customer survey This information when combined with existing knowledge adjustment, sales are initially recorded on a provisional of the mineral property already being mined or developed basis using the group’s best estimate of the contained allow the directors to conclude that more likely than not metal. Subsequent adjustments are recorded in revenue the group will obtain future economic benefit from the to take into account final assay and weight certificates expenditures. Costs relating to property acquisitions are from the refinery, if different from the initial certificates. The capitalised within development costs. differences between the estimated and actual contained gold have historically not been significant. Dividend distribution Dividend distribution to the company’s shareholders is Exploration and evaluation costs recognised as a liability in the group’s financial statements in The group expenses all exploration and evaluation the period in which the dividends are approved by the board expenditures until the directors conclude that a future of directors and declared to shareholders. economic benefit is more likely than not of being realised, ie ‘probable’. While the criteria for concluding that an Earnings per share expenditure should be capitalised is always probable, Earnings per share are computed by dividing net income the information that the directors use to make that by the weighted average number of ordinary shares in determination depends on the level of exploration. issue during the year.

Exploration and evaluation expenditure on brownfield Diluted earnings per share sites, being those adjacent to mineral deposits which are Diluted earnings per share are presented when the already being mined or developed, is expensed as incurred inclusion of potential ordinary shares has a dilutive effect until the directors are able to demonstrate that future on earnings per share.

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3. Key accounting estimates and Loulo, Gounkoto and Morila have legally binding mining judgements conventions which guarantee fiscal stability, govern the taxes applicable to the companies and allow for Some of the accounting policies require the application international arbitration in the event a dispute cannot of significant judgement by management in selecting the appropriate assumptions for calculating financial be resolved in the country. Management continues to estimates or determining the appropriate accounting engage with the Malian authorities at the highest level to treatment for a transaction. resolve this issue. During the prior year, Loulo submitted a request for arbitration at the International Centre of the By their nature, these judgements are subject to an Settlement of Investment Disputes against the State of inherent degree of uncertainty and are based on Mali in relation to certain of the disputed tax claims. The historical experience, terms of existing contracts, arbitration process is ongoing, with hearings expected in management’s view on trends in the gold mining Q1 2015 and the outcome of the process is expected to industry and information from outside sources. The be concluded during 2015. estimates and assumptions that have a significant risk of causing a material adjustment to the carrying Carrying values of property, plant and amounts of assets and liabilities within the next equipment and joint venture investments financial year are discussed below. The group assesses at each reporting period whether there is any indication that these assets may be impaired. TVA If such indication exists, the group estimates the Included in trade and other receivables are taxation recoverable amount of the asset. The recoverable amount debtor receivables of $106.8 million (2013: $125.7 million) is assessed by reference to the higher of ‘value in use’ ($80.5 million current and $26.3 million non-current) (being the net present value of expected future cash flows (2013: $76.7 million current and $49.0 million non- of the relevant cash generating unit) and ‘fair value less current) consisting primarily of recoverable value added cost to sell’. The estimates used for impairment reviews tax (TVA) balances owing by the fiscal authorities in are based on detailed approved mine plans and operating Mali. A further $50.5 million (2013: $36.4 million) (at plans. Future cash flows are based on estimates of: 45% attributable share) is included in the underlying The quantities of the proven and probable reserves statement of financial position of the Kibali joint venture. being those for which there is a high degree of In Mali the TVA owing is being offset against other tax confidence in economic extraction; owing to the State, in accordance with the legal right of Future production levels; offset under the relevant mining conventions. Future commodity prices, including oil forecast at Profit forecasts for the mine, using approved $100bbl; budgets and mine plans, supports recovery of the Future cash cost of production and capital expenditure balance through such offsetting by 2018 (2013: associated with extraction of the proven and probable 2015), although the recovery and timing is subject reserves in the approved mine plan; to estimates of factors such as gold price and Future gold prices – a gold price curve from a leading production. The gold price is consistent with that merchant bank was used for the impairment calculations used in the group’s impairment tests detailed below. starting at a $1 250/oz gold price (2013: $1 250/oz) and We are also continuing to engage with authorities in increasing at an average of 3%. Beyond the gold curve Mali to accelerate the repayment of the outstanding period provided by the merchant bank, the board have TVA balances. The group continues to seek recovery estimated the long term gold price increasing at 3%; and of TVA in the DRC, in line with the Mining Code and the a discount rate of 7.3% pre-tax (2013: 9.4%). carrying value of the receivable has been assessed considering factors such as the level of receipts in the Production forecasts include a forecast increase in recovery period and to date, relationships and communications rates at Tongon from 78.0% to 87.5% for the remaining with government officials and the tax authority and the LoM, which is considered by the group to be an appropriate limited quantum of disputed submissions. Judgement estimate given the capital programme that began in 2014 to exists in assessing recovery of these receivables. upgrade the flotation circuit. However, headroom remains at current recovery rates. Corporation tax claims The group is in receipt of claims for various taxes The impairment tests did not indicate impairment and head from the State of Mali totalling $313.0 million (2013: room existed at each mine. Given the significance of gold $123.0 million), in respect of the Loulo, Gounkoto and Morila (40% joint venture interest) mines, together prices and the longevity of mine plans, the directors consider with Kankou Moussa, its Malian gold sales operation. gold price and discount rate sensitivities to be relevant. Having taken professional advice, the group considers the material claims to be without foundation and is A reduction in forward gold prices in excess of 16.5% is strongly defending its position, including following the required to give rise to an impairment at the material mines. appropriate legal process for disputes within Mali. The discount rate would need to increase to 14.1% to give Accordingly, no material provision has been made for rise to impairment at any of the mines with the greatest the claims. discount rate sensitivity being at Kibali.

214 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 However, having considered such scenarios, the directors Changes in the gold price used could result in changes remain satisfied that no impairment is appropriate. The in the mineral reserve optimisation calculations which models are considered suitably conservative with proven impact LoM plans. Mine modelling is a complex process and probable reserves determined based on $1 000/oz gold and hence it is not feasible to perform sensitivities on gold price (2013: $1 000/oz) as shown below. price assumptions in respect of ore reserves.

Capitalisation and depreciation Determination of ore reserves There are several methods for calculating depreciation, The group estimates its ore reserves and mineral ie the straight line method, the production method using resources based on information compiled by Competent ounces produced and the production method using Persons as defined in accordance with the Australasian tonnes milled. The directors believe that the tonnes milled Code for Reporting of Exploration Results, Mineral method is the best indication of plant and infrastructure Resources and Ore Reserves of December 2004 (the usage. Refer to note 2 for the depreciation policy. JORC code). Reserves determined in this way are used in Estimates are required regarding the allocation of assets the calculation of depreciation and amortisation, as well as to relevant proven and probable reserves in the units of the assessment of the carrying value of mining assets and production calculations, with assessments involving the timing of mine closure obligations. There are numerous group’s mining, capital and geology departments. Proven uncertainties inherent in estimating ore reserves and and probable reserves are used in each depreciation assumptions that are valid at the time of estimation may change significantly when new information becomes calculation, which is considered to be a suitably available. Changes in the forecast prices of commodities, conservative measure of the future ore extractable exchange rates, production costs or recovery rates using existing assets. Expenditure incurred to date in may change the economic status of reserves and may, underground infrastructure development, is depreciated ultimately, result in the reserves being restated. For over the remaining proven and probable reserves of the further information refer to ‘exploration review’ in this underground mine, as the infrastructure provides access annual report. to the future mining areas. Future rehabilitation obligations The group applies judgment in allocating costs between The net present value of current rehabilitation estimates operating and capital items in respect of underground mining have been discounted to their present value at 2% per and in determining the date depreciation commences. annum (2013: 2.5%) being the prevailing risk free interest Costs are capitalised when the activity provides access rates. Expenditure is generally expected to be incurred to future ore bodies and are expensed as operating costs at the end of the respective mine lives. The group when the works involve extraction of ore from operational undertakes regular assessments by external experts of sections of the orebody. Capitalised costs on underground its mine closure plans, together with assessments by development are depreciated when commercial extraction internal staff in the intervening periods, to determine the levels commence. The nature of activity is assessed based required rehabilitation works, cost of works and timing on information provided by contractors, together with of such works. Judgement is required in determining inspections by the group’s mining teams. the appropriate costs, timing of costs, discount rates and inflation. The Morila rehabilitation estimate at Judgement is required in determining the point at which 31 December 2014, which is held in the underlying assets under construction at Kibali, such as the sulphide statement of financial position of the equity accounted circuit, began commercial production and should be joint venture, includes the impact of the approved tailings depreciated. Depreciation start dates are determined storage facility retreatment programme, where the considering the factors detailed in note 2. Additionally, given retreated tailings and non-viable tailings will be deposited ongoing mine construction and development, judgement in the pit. For further information, including the carrying was required in allocating costs between operating costs, amounts of the liabilities, refer to note 14. A 1% change ore stockpiles and ongoing capital works. Costs have been in the discount rate on the group’s rehabilitation estimates allocated based on the underlying activity and economic would result in an impact of $7.0 million (2013: $7.1 million) benefits. on the provision for environmental rehabilitation, and an impact of $0.5 million (2013: $0.5 million) on the statement Gold price assumptions of comprehensive income. The following gold prices were used in the mineral reserves optimisation calculations: Stockpiles, gold in process and product $/oz 2014 2013 inventories Morila 1 000 1 000 Costs that are incurred in or benefit the productive process are accumulated as stockpiles, gold in process Loulo 1 000 1 000 and product inventories. Net realisable value tests are Tongon 1 000 1 000 performed at least annually and represent the estimated Kibali 1 000 1 000 future sales price of the product based on contained Massawa 1 000 1 000 gold and metals prices, less estimated costs to complete Gounkoto 1 000 1 000 production and bring the product to sale. Judgement is

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required in assessing whether stockpiles of different which stripping activity relates, based on assessment of grades should be tested individually, or tested as factors such as mine planning, geology of the open cast inputs to the gold production process, as detailed pits and strategic board decisions such as the pushback in the group’s accounting policy. In the current campaigns. The group subsequently depreciates relevant year, the stockpiles were tested for each individual stripping assets as that section of the orebody is mined. mine, reflecting the planned blended feed of such This similarly requires judgement over the eligible costs stockpiles to the mill on the basis that they are and the relevant section of the orebody for depreciation. blended together and with future ore mined. Exploration and evaluation expenditure Stockpile quantities are measured by estimating The group has to apply judgement in determining the number of tonnes added and removed from the whether exploration and evaluation expenditure should stockpile, the number of contained gold ounces be capitalised or expensed. Management exercises this based on assay data, and the estimated recovery judgement based on the results of economic evaluations, percentage based on the expected processing method. Stockpile tonnages are verified by periodic prefeasibility or feasibility studies. Costs are capitalised surveys. where those studies conclude that more likely than not the group will obtain future economic benefit from the Post production open cast mine stripping expenditures. The group capitalises costs, associated with stripping activity, to expose the orebody, within Share-based payments mining assets. Judgement is required in determining Refer to note 15 for the key assumptions used in the relevant section or phase of the ore body to determining the value of share-based payments.

Group

31 Dec 31 Dec $000 Note 2014 2013 4. Income taxes Current taxation 79 532 76 935 Deferred taxation 11 2 353 (221) 81 885 76 714 The tax on the group’s profit before tax differs from the theoretical amount that would arise using the statutory tax rate applicable to the group’s operations. Profit before tax 353 045 402 461 Tax calculated at effective tax rate of 30% 105 914 120 738 Reconciling items: Income taxed at 0% (14 359) (54 309) Expenses deductible at 0% 9 611 35 634 Mali tax holiday permanent differences - (10 950) Côte d’Ivoire tax holiday permanent differences (7 994) (20 362) Net capital allowances not deductible 2 353 5 803 Deferred stripping costs adjustment - (5 815) Share of equity accounted joint venture profits (22 783) (7 444) Other permanent differences 9 143 13 419 Taxation charge 81 885 76 714

216 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 4. Income taxes (continued)

The company is subject to an income tax rate in Jersey at 0%. Loulo benefited from a five-year tax holiday in Mali until the tax exoneration period expired on 7 November 2010. Tongon benefits from a five-year tax holiday in Côte d’Ivoire from the commencement of production in December 2010. Gounkoto benefited from a two year tax holiday until the tax exoneration expired on 1 June 2013. It has a further tax holiday, up to a maximum of five years in total, in the event of further capital investment, such as an underground mine. The benefit of the tax holidays to the group was to increase its net profit by $8.0 million (2013: $31.3 million). Accordingly, had the group not benefited from the tax holidays in Mali and Cote d’Ivoire, earnings per share would have been reduced by $0.09 and $0.34 for the years ended 31 December 2014 and 2013 respectively. Under Malian tax law, income tax is based on the greater of 30% of taxable income or 0.75% of gross revenue. Under Ivorian tax law, income tax is based on the greater of 25% of taxable income or 0.5% of gross revenue. The Loulo, Gounkoto and Tongon operations have no assessable capital expenditure carry forwards for assessable tax losses, at 31 December 2014 and 2013 respectively, for deduction against future mining income. The group’s share of profits from equity accounted joint ventures is stated net of $20.9 million (2013: $7.4 million) of current and deferred tax charges primarily in respect of Morila and Kibali.

5. Share capital and premium The total authorised number of ordinary shares is 120 million (2013: 120 million) of US 5 cents (2013: US 5 cents). All issued shares are fully paid. The total number of issued shares at 31 December 2014 was 92 674 085 shares (2013: 92 245 531). Refer to the statement of changes in equity on pages 202 and 203 of this annual report for more detail on the annual movement of the number of ordinary shares, share capital and share premium, including the movement arising from the issue of restricted shares, exercise of share options and vesting of share awards and the scrip dividends.

Group Income Per share (numerator) Shares amount $000 (denominator) $ 6. Earnings and dividends per share For the year ended 31 December 2014 Basic earnings per share Shares outstanding at 1 January 2014 92 245 531 Weighted number of shares issued 357 660 Income available to shareholders 234 974 92 603 191 2.54 Effective of dilutive securities Share options 103 398 Restricted shares 807 072 Diluted earnings per share 234 974 93 513 661 2.51 For the year ended 31 December 2013 Basic earnings per share Shares outstanding at 1 January 2013 92 061 153 Weighted number of shares issued 152 358 Income available to shareholders 278 382 92 213 511 3.02 Effective of dilutive securities Share options 268 615 Restricted shares 863 983 Diluted earnings per share 278 382 93 346 109 2.98

Refer to note 15 for details on share options and share awards issued to employees. $46.3 million ($0.50 per share) was paid as dividends in 2014 (2013: $46.1 million/$0.50 per share) of which $43.3 million was paid in cash and $3 million was paid as scrip dividends. On 6 February 2015, the board of directors proposed an annual dividend of $0.60 per share which, if approved, will result in an aggregate dividend payment of $55.6 million and is expected to be paid in May 2015. The proposed dividend in respect of 2014 is subject to shareholder approval at the annual general meeting to be held on 5 May 2015. An optional scrip dividend has been proposed whereby shareholders can elect to receive new ordinary shares in the company. 584 199 restricted share awards were also antidilutive at 31 December 2014 (2013: 601 084). The total number of potentially issuable shares at 31 December 2014 was 1 712 651 (2013: 1 680 652).

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Group Company

31 Dec 31 Dec 31 Dec 31 Dec $000 Note 2014 2013 2014 2013 7. Trade and other receivables Trade 23 503 20 458 - - Advances to contractors 9 130 17 782 - - Taxation debtors 7.1 107 434 131 029 - - Prepayments and other receivables 60 318 54 843 1 949 2 216 Gounkoto advance dividend 7.2 11 125 10 965 - - Total 211 510 235 077 1 949 2 216 Less: current portion (185 233) (186 054) (1 949) (2 216) Long term portion 7.1 26 277 49 023 - -

7.1 The taxation debtors primarily relate to indirect taxes owing to the group by the State of Mali, including TVA balances at Loulo of $91.3 million (2013: $115.6 million) and Gounkoto of $14.5 million (2013: $10.1 million). The taxation debtor further included TVA balances at Tongon of $4.2 million in 2013 (2014: $nil), as well as refundable duties of $1 million at Loulo (2013: $1.1 million). Non-current receivables consist of TVA balances at Loulo expected to be recovered through offsets of TVA with future taxes payable in accordance with the legally binding mining convention after one year. 7.2 Refer to note 2 for details of the Gounkoto dividend.

The classes within trade and other receivables do not contain impaired assets. The carrying values are considered to approximate fair values.

The credit quality of receivables that are not past due or impaired is considered high. The maximum exposure to credit risk at the reporting date is the fair value of each class of receivable mentioned above. The group does not hold any collateral as security although it has the legally binding right to offset TVA balances with other taxation payable in Mali, and exercises this right. Refer to note 17 for further information on the concentration of credit risk.

The terms of payment of trade receivables are less than seven days, advances to contractors 30 days and taxation debtors are six months.

Group 31 Dec 31 Dec $000 2014 2013 8. Inventories and ore stockpiles Consumable stores 90 778 132 490 Stockpiles 191 398 173 658 Gold in process 22 354 16 277 Total inventories and ore stockpiles 304 530 322 425 Less: current portion (126 216) (180 415) Long term portion 178 314 142 010

All inventory and ore stockpiles are started at the lower of cost or net realisable value. Non-current ore stockpiles reflect ore tonnes not planned to be processed within the next 12 months.

218 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Group Company 31 Dec 31 Dec 31 Dec 31 Dec $000 2014 2013 2014 2013 9. Property, plant and equipment Mine properties, mine development costs and mine plant facilities and equipment cost At the beginning of year 1 886 054 1 592 781 25 223 17 051 Additions 183 792 293 273 3 007 8 172 2 069 846 1 886 054 28 230 25 223 Accumulated depreciation and amortisation At beginning of year 428 554 297 916 750 67 Charge for the year 146 762 130 638 899 683 575 316 428 554 1 649 750 Net book value 1 494 530 1 457 500 26 581 24 473

Long-lived assets Included in property, plant and equipment are long-lived assets which are amortised on a units of production basis as detailed in note 2 and comprise the metallurgical plants, tailings and raw water dams, power plants and mine infrastructure and development costs. The net book value of these assets was $1 467.1 million at 31 December 2014 (2013: $1 436.3 million).

Short-lived assets Included in property, plant and equipment are short-lived assets which are amortised over their useful lives and are comprised of motor vehicles and other equipment. The net book value of these assets was $14.5 million at 31 December 2014 (2013: $8.1 million).

Undeveloped property Included in property, plant and equipment are undeveloped property costs of $2.0 million (2013: $2.2 million).

Post production stripping Property, plant and equipment includes capitalised stripping costs, related to the production phase of opencast mining. The net book value at 31 December 2014 was $10.9 million (2013: $10.9 million).

Mine development costs The figures in the 2014 and 2013 company column mainly relate to costs which have been capitalised on the Massawa project.

Group 31 Dec 31 Dec 2014 2013 The remaining maximum estimated useful lives in respect of proven and probable reserves for each mine included above is as follows: Loulo 14 years 15 years Gounkoto 11 years 12 years Tongon 7 years 7 years

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Company 31 Dec 31 Dec $000 2014 2013 10. Investments and loans in subsidiaries and joint ventures Investments in subsidiaries and joint ventures Investment in Société des Mines de Tongon SA1 12 000 12 000 Investment in Randgold Resources Mali SARL 2 2 Investment in Kibali (Jersey) Ltd2 1 279 068 1 227 606 Investment in RAL 2 Ltd6 1 122 - Investment in Isiro (Jersey) Ltd 20 20 Total investments in subsidiaries and joint ventures 1 292 212 1 239 628 Loans to subsidiaries and joint ventures Loan – Randgold Resources Mali SARL 15 917 15 058 Loan – Randgold Resources (Somilo) Ltd 518 670 541 117 Loan – Randgold Resources (UK) Ltd 2 318 2 832 Loan – Société des Mines de Tongon SA1 - 299 Loan – Kibali Goldmines SA 705 959 Loan – Kibali 2 (Jersey) Ltd 1 486 120 Loan – RAL 1 Ltd3 1 792 52 459 Loan – RAL 2 Ltd6 40 402 - Loan – Randgold Resources (Secretaries) Ltd5 4 123 2 695 Loan – Société des Mines de Gounkoto SA1 - 849 Loan – Randgold Resources (Gounkoto) Ltd 281 899 Loan – Mining Investments (Jersey) Ltd1,4 51 428 2 417 Loan – Société des Mines de Loulo SA1 15 818 3 083 Loan – KGL Isiro SPRL 603 141 Loan – Isiro (Jersey) Ltd 705 705 Loan – Randgold Resources (Côte d’Ivoire) Ltd1 6 174 2 777 Total loans to subsidiaries and joint ventures 660 422 626 410 Loans from subsidiaries and joint ventures Loan – Kibali (Jersey) Ltd2 (137) (266) Loan – Seven Bridges Trading 14 (Pty) Ltd (1 777) (1 581) Loan – Société des Mines de Gounkoto SA1 (791) - Total loans from subsidiaries and joint ventures (2 705) (1 847) Total investments and loans in subsidiaries and joint ventures 1 949 929 1 864 191  1 Randgold owns 80% of Société des Mines de Loulo SA and Société des Mines de Gounkoto SA through the intermediary holding companies Randgold Resources (Somilo) Ltd and Randgold Resources (Gounkoto) Ltd respectively, with the State of Mali owning 20%. Randgold owns 89% of Société des Mines de Tongon SA through the intermediary holding company Randgold Resources (Côte d'Ivoire) Limited, with the State of Côte d'Ivoire and another outside shareholder owning 10% and 1% respectively. Randgold has funded these investments by means of shareholder loans including through Mining Investments (Jersey) Ltd, and therefore controls 100% of the cash flows from these mines until the shareholder loans are repaid. These subsidiaries include material non-controlling interests. Details of the nature of the operations is provided in note 1, details of the Gounkoto dividend on page 212 of this annual report and note 2, with summarised financial information provided in note 16. The cumulative non-controlling interest in Société des Mines de Loulo SA is $94.6 million (2013: $81.4 million) with its non-controlling interest share of profit of $13.2 million, Societe des Mines de Gounkoto SA is $66.9 million (2013: $57.0 million) with its non-controlling interest share of profit of $20.0 million and Société des Mines de Tongon SA is $44.6 million (2013: $41.8 million) with its non-controlling interest share of profit of $2.8 million. 2 Randgold and AngloGold Ashanti are the joint shareholders of Kibali (Jersey) Ltd group which in turn owns an effective 90% interest in Kibali Goldmines SA (formerly Kibali Goldmines SPRL), giving an effective 45% interest in Kibali Goldmines SA. 3 Randgold and DTP SA (formerly DTP Terassement SA) (DTP) are the joint shareholders of RAL 1 Ltd. 4 Included in Mining Investments (Jersey) Ltd is an amount of $50.2 million (2013: $110.6 million) owed by Société des Mines de Tongon SA in respect of shareholder loans. 5 Formerly called Randgold Resources (Jersey) Ltd. 6 Randgold and West Africa Mining Fleet Financing Ltd (WAMFF) are the joint shareholders of RAL 2 Ltd.

For the jurisdiction of incorporation of the group companies refer to the list of group companies on page 247.

220 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 10. Investments and loans in subsidiaries and joint ventures (continued)

The joint venture agreements and structures for Kibali and Morila, together with the asset leasing joint ventures (KAS 1 Limited, RAL 1 Limited and RAL 2 Limited) provide the group with interests in the net assets of those companies, rather than interests in underlying assets and obligations. Accordingly, under IFRS 11, the group’s share of joint ventures has been accounted for using the equity method.

The following tables represent the group’s share of the assets and liabilities of the respective joint venture which are included in the consolidated balance sheet and statement of comprehensive income within the total investments in joint ventures, share of profits of equity accounted joint ventures and share of equity accounted joint ventures’ other comprehensive expenses.

Investment in joint ventures The movements in total investments in joint ventures are as follows:  Group 31 Dec 31 Dec $000 2014 2013 Beginning of year Investments in equity accounted joint ventures 1 267 776 816 500 Other investments in joint venture 52 459 43 947 Total investments in joint ventures 1 320 235 860 447 Funds invested in equity accounted joint ventures 51 462 424 905 Loans repaid by equity accounted joint ventures (9 142) - Share of profits of equity accounted joint ventures 75 942 54 257 Dividends received (565) (18 974) Share of other comprehensive expenses of joint ventures (36) (400) End of year Investments in equity accounted joint ventures 1 394 042 1 267 776 Other investments in joint ventures 43 854 52 459 Total investments in joint ventures 1 437 896 1 320 235

Kibali (Jersey) Limited Set out below are the summarised financial information for Kibali (Jersey) Limited which is accounted for using the equity method (amounts stated at 100% before intercompany eliminations).

 Group 31 Dec 31 Dec $000 2014 2013 Summarised statement of financial position Current Cash and cash equivalents 20 908 4 681 Other current assets (excluding cash) 231 136 257 886 Total current assets 252 044 262 567 Financial liabilities (excluding trade payables) (7 999) (5 600) Other current liabilities (including trade payables) (118 192) (91 247) Total current liabilities (126 191) (96 847) Non-current Assets 2 697 139 2 353 383 Financial liabilities (55 133) (53 430) Other liabilities (47 804) (8 210) Total non-current liabilities (102 937) (61 640) Net assets 2 720 055 2 457 463

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10. Investments and loans in subsidiaries and joint ventures (continued)

Kibali (Jersey) Limited (continued)  Group 31 Dec 31 Dec $000 2014 2013 Summarised statement of comprehensive income Revenue 650 283 109 229 Depreciation and amortisation (139 698) (14 863) Interest income 4 349 3 966 Interest expense (4 955) (1 252) Profit before tax 204 788 52 828 Income tax (45 048) 4 739 Post-tax profit/(loss) 159 740 57 567 Other comprehensive expense - loss on available for sale asset (72) (799) Total comprehensive income/(expense) 159 668 56 768

The segmental report in note 16 presents information based on the group’s effective 45% interest in the underlying Kibali gold mine as reported internally. As such, that differs to the 50% interest in the Kibali (Jersey) Limited group.

Group 31 Dec 31 Dec $000 2014 2013 Reconciliation of the group’s summarised financial information presented to the carrying amount of the group’s interest in the Kibali joint venture Opening net assets 1 January 2 457 463 1 567 907 Profit/(loss) for the period 159 740 57 567 Other comprehensive income (72) (799) Funding advanced 102 924 832 788 Closing net assets 2 720 055 2 457 463 Interest in joint venture at 50% 1 360 028 1 228 732 Mineral property at acquisition less amortisation 31 360 33 453 Adjustment to reflect attributable interest (4 566) (4 042) Carrying value 1 386 822 1 258 143

The group’s effective interest in Kibali is 45%. The group holds a 50% joint venture interest in Kibali (Jersey) Limited with AngloGold Ashanti. Joint control is provided through shareholdings and the joint venture agreement. Kibali (Jersey) Limited holds an effective 90% interest in Kibali Goldmines SA thereby giving the group an effective 45% interest in that mine. Refer to note 1 for details.

Note that the KAS 1 Limited asset leasing joint venture in which the group has an effective 25.01% interest is included within the Kibali joint venture as Kibali (Jersey) Limited is the joint venture partner with DTP.

222 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 10. Investments and loans in subsidiaries and joint ventures (continued)

Morila Set out below is the summarised financial information for Morila which is accounted for using the equity method (amounts stated at 100% before intercompany eliminations).

Group 31 Dec 31 Dec $000 2014 2013 Summarised statement of financial position Current Cash and cash equivalents 5 054 3 338 Other current assets (excluding cash) 75 212 95 027 Total current assets 80 266 98 365 Financial liabilities (excluding trade payables) - - Other current liabilities (including trade payables) (62 358) (94 992) Total current liabilities (62 358) (94 992) Non-current Assets 26 835 31 345 Financial liabilities - - Other liabilities (23 598) (10 635) Total non-current liabilities (23 598) (10 635) Net assets 21 145 24 083 Summarised statement of comprehensive income Revenue 138 722 199 674 Depreciation and amortisation (19 378) (10 328) Interest income 50 3 Interest expense (517) (543) (Loss)/profit before tax (1 275) 79 803 Income tax (1 663) (23 940) Post-tax (loss)/profit (2 938) 55 863 Other comprehensive income - - Total comprehensive (expense)/income (2 938) 55 863 Dividends received from joint venture - 45 000

Group 31 Dec 31 Dec $000 2014 2013 Reconciliation of the summarised financial information presented to the carrying amount of the group’s interest in the Morila joint venture Summarised financial information Opening net assets 1 January 24 083 13 220 (Loss)/profit for the period (2 938) 55 863 Other comprehensive income - - Dividends received - (45 000) Funding advanced - - Closing net assets 21 145 24 083 Interest in joint venture at 40% 8 458 9 633 Carrying value 8 458 9 633

Refer to note 1 for the nature of operations, country of incorporation and the ownership interest in Morila. Joint control exists through the joint venture agreement with AngloGold Ashanti.

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10. Investments and loans in subsidiaries and joint ventures (continued)

RAL 1 Limited Set out below is the summarised financial information for RAL 1 Limited which is accounted for using the equity method (amounts stated at 100% before intercompany eliminations).

Group 31 Dec 31 Dec $000 2014 2013 Summarised statement of financial position Current Cash and cash equivalents 731 2 179 Other current assets (excluding cash) 302 9 026 Total current assets 1 033 11 205 Financial liabilities (excluding trade payables) - - Other current liabilities (including trade payables) (660) (10 219) Total current liabilities (660) (10 219) Non-current Assets 8 423 107 384 Financial liabilities (8 510) (107 951) Other liabilities - - Total non-current liabilities (8 510) (107 951) Net assets 286 419 Summarised statement of comprehensive income Revenue 24 866 25 166 Depreciation and amortisation (16 386) (16 952) Interest income 2 6 Interest expense (4 560) (4 713) Profit before tax 1 967 1 462 Income tax - - Post-tax profit 1 967 1 462 Other comprehensive income - - Total comprehensive income 1 967 1 462 Dividends received from joint venture 1 052 1 943 Reconciliation of the summarised financial information presented to the carrying amount of the group’s interest in the RAL 1 joint venture Opening net assets 1 January 419 900 Profit for the period 1 967 1 462 Other comprehensive income - - Dividends received (1 052) (1 943) Funding advanced - - Closing net assets 1 334 419 Interest in joint venture at 50.1% 668 210 Funding classified as long term debt by joint venture in ‘other investments in joint ventures’ 1 792 52 249 Carrying value 2 460 52 459

RAL 1 Limited is an asset leasing joint venture in which the group has a 50.1% interest with DTP being the joint venture partner. The joint venture operates in Mali and Côte d’Ivoire and is incorporated in Jersey.

Refer to note 19 for details of joint venture capital commitments.

224 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 10. Investments and loans in subsidiaries and joint ventures (continued)

RAL 2 Limited Set out below is the summarised financial information for RAL 2 Limited which are accounted for using the equity method (amounts stated at 100% before intercompany eliminations). RAL 2 Limited was formed during the year on a similar basis as RAL 1 Limited. The group has a 50.1% interest with WAMFF Ltd being the joint venture partner. Group 31 Dec 31 Dec $000 2014 2013 Summarised statement of financial position Current Cash and cash equivalents - - Other current assets (excluding cash) 2 292 - Total current assets 2 292 - Financial liabilities (excluding trade payables) - - Other current liabilities (including trade payables) (575) - Total current liabilities (575) - Non-current Assets 80 906 - Financial liabilities (82 466) - Other liabilities - - Total non-current liabilities (82 466) - Net assets 157 - Summarised statement of comprehensive income Revenue 3 887 - Depreciation and amortisation (2 990) - Interest income - - Interest expense (349) - Profit before tax 157 - Income tax - - Post-tax profit 157 - Other comprehensive income - - Total comprehensive income 157 - Dividends received from joint venture - - Reconciliation of the summarised financial information presented to the carrying amount of the group’s interest in the RAL 2 joint venture Opening net assets 1 January - - Profit for the period 157 - Other comprehensive income - - Dividends received - - Funding advanced - - Closing net assets 157 - Interest in joint venture at 50.1% 79 - Funding classified as long term debt by joint venture in ‘other investments in joint ventures’ 41 315 - Carrying value 41 394 -

Refer to note 19 for details of joint venture capital commitments.

KGL Isiro SARL KGL Isiro SARL is an exploration company in which the group has a 51% interest with Kilo Goldmines Ltd being the joint venture partner. The total exploration expenses incurred in 2014 amounted to $2.4 million (2013: $1.2 million), of which $1.2 million (2013: $0.6 million) is the group's share. The net loss and net assets are immaterial.

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Group 31 Dec 31 Dec $000 Note 2014 2013 11. Deferred taxation Deferred tax is calculated on temporary differences under the liability method using a tax rate of 30% in respect of the Malian operations and 25% in respect of the Ivorian operations. The movement on deferred taxation is as follows: At the beginning of the year 27 164 27 385 Statement of comprehensive income charge/(credit) 4 2 353 (221) At the end of the year 29 517 27 164

Deferred taxation assets and liabilities comprise the following: Decelerated tax depreciation 26 631 25 174 Deferred stripping 3 284 3 284 Deferred taxation liability 29 915 28 458 Accelerated tax depreciation (398) (1 294) Deferred taxation asset (398) (1 294) Net deferred tax liability 29 517 27 164

Temporary differences which are expected to be realised during the Tongon tax holiday are recognised at 0%. There is no deferred tax on other comprehensive income items. There are no unrecognised deferred tax liabilities in respect of undistributed profits.

Group Company 31 Dec 31 Dec 31 Dec 31 Dec $000 2014 2013 2014 2013 12. Available for sale financial assets Beginning of year 1 831 3 003 1 830 3 003 Disposals - - - - Fair value movement recognised in other comprehensive income (363) (1 173) (363) (1 173) Exchange differences (1) 1 - - At 31 December 1 467 1 831 1 467 1 830

226 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Group Company

31 Dec 31 Dec 31 Dec 31 Dec $000 Note 2014 2013 2014 2013 13. Trade and other payables Trade payables 14 226 84 563 - - Payroll and other compensation 9 390 12 112 7 323 10 419 Accruals and other payables 74 613 66 805 1 812 3 282 Gounkoto priority dividend 13.1 11 125 10 965 - - 109 354 174 445 9 135 13 701

13.1 Refer to note 2 for the Gounkoto dividends.

Group

31 Dec 31 Dec $000 2014 2013 14. Provision for environmental rehabilitation Opening balance 49 177 52 575 Unwinding of discount 1 229 1 315 Change in estimates 5 498 (4 713) At 31 December 55 904 49 177

As at 31 December 2014, $28.2 million of the provision relates to Loulo (31 December 2013: $27.5 million). $21.0 million (2013: $16.2 million) of the provision relates to Tongon, while $6.7 million relates to Gounkoto (2013: $5.5 million). The provisions for rehabilitation costs include estimates for the effect of inflation and changes in estimates and have been discounted to their present value at 2.0% (2013: 2.5%) per annum, being an estimate equivalent to the risk free rate determined with reference to US government bonds with maturity dates comparable to the estimated rehabilitation of the mines. Rehabilitation cash flows are risk adjusted. Limited environmental rehabilitation regulations currently exist in Mali and Côte d’Ivoire to govern the mines, so the directors have based the provisions for environmental rehabilitation on standards set by the World Bank, which require an environmental management plan, an annual environmental report, a closure plan, an up-to-date register of plans of the facility, preservation of public safety on closure, carrying out rehabilitation works and ensuring sufficient funds exist for the closure works. However, it is reasonably possible that the group’s estimate of its ultimate rehabilitation liabilities could change as a result of changes in regulations or cost estimates. The group is committed to rehabilitation of its properties. It makes use of independent environmental consultants for advice and it also uses past experience in similar situations to ensure that the provisions for rehabilitation are adequate. Current Life of Mine (LoM) plans envisage the expected outflow to occur at the end of the LoM which is 2028 for Loulo, 2021 for Tongon and 2025 for Gounkoto.

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15. Employment cost The group contributes to several defined contribution provident funds. The provident funds are funded on the ‘money accumulative basis’ with the members and company having been fixed in the constitutions of the funds. All the group’s employees, other than those directly employed by West African subsidiary companies, are entitled to be covered by the above mentioned retirement benefit plans. Retirement benefits for employees employed by West African subsidiary companies are provided by the state social security system to which the company and employees contribute a fixed percentage of payroll costs each month.

Group 31 Dec 31 Dec $000 2014 2013 Total employee benefit cost was as follows: Short term benefits 43 855 46 070 Pension contributions 5 051 5 577 Share-based payments 24 475 26 282 Total 73 381 77 929

Share-based payments  Share options, restricted shares and participation into Co-Investment Plan share awards are granted to directors and employees in exchange for services rendered. These are discussed below.

Share-based payments – share options The fair value of employee services received as consideration for share options (equity settled) of the company is calculated using the Black-Scholes option pricing model. Options vest after two, three and four years and lapse after a maximum term of 10 years. No new options were granted during the year and therefore no inputs to the option model, etc are provided for the current year. Refer to the remuneration report on pages 168 to 190 of this annual report for the following details in respect of the options: The weighted average share price at the date of exercise for share options exercised during the year; and A reconciliation of option movements in the year.

The following table summarises the information about the options outstanding, including options that are not yet exercisable:

Group Weighted average Weighted Number of remaining average options out- contractual exercise price Range of exercise price ($) standing life (years) ($) At 31 December 2014 22.19 – 22.19 89 277 2.64 22.19 26.26 – 46.34 32 000 3.79 31.15 56.99 – 56.99 16 000 4.67 56.99 137 277 3.14 28.33 At 31 December 2013 8.05 – 8.05 75 000 0.59 8.05 22.19 – 22.19 89 577 3.64 22.19 26.26 – 46.34 50 000 4.75 31.33 56.99 – 56.99 31 000 5.67 56.99 245 577 3.19 24.13

228 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 15. Employment cost (continued)

The following table summarises information about options that are exercisable as at 31 December 2014 and 2013:

Number of Weighted exercisable average exer- Range of exercise price ($) options cise price ($) At 31 December 2014 22.19 – 22.19 89 277 22.19 26.26 – 46.34 32 000 31.15 56.99 – 56.99 16 000 56.99 137 277 28.33

At 31 December 2013 8.05 – 8.05 75 000 8.05 22.19 – 22.19 89 577 22.19 26.26 – 46.34 50 000 31.33 56.99 – 56.99 31 000 56.99 245 577 24.13

Share-based payments – restricted shares and participation in Co-Investment Plan The company operates restricted share schemes for directors and employees, as well as participation in a Co- Investment Plan for directors and senior management.

Restricted shares issued to management Restricted shares issued to management are subject to a satisfactory performance level being achieved during the 12 month period prior to the exercise date of each tranche of shares. The minimum performance level to be achieved is defined as level 3 on the company’s performance management system. All employees to whom restricted shares have been granted are expected to meet this level of performance. The performance period is typically up to five years where the employee must remain in employment for the shares to vest. There are no market based vesting conditions on the share awards.

The fair value of the restricted shares issued in 2014 and 2013 are detailed below and the share-based payment charge is charged to profit evenly between the grant and vesting dates. The restriction on the shares (no dividends received during the vesting period) had a minimal impact on the fair value estimate at the grant date. The restricted shares have an exercise price of nil.

The fair value of the restricted shares issued in 2014 was calculated using the Black-Scholes pricing model. The key assumptions used in this model for shares granted during the year ending 31 December 2014 were as follows:

Group January August $000 Note 2014 2014 Quantity of shares issued 383 700 113 900 Fair value of shares issued $25.5 million $9.5 million Performance period 3, 4 and 5 years 3, 4 and 5 years Volatility 15.1 37.0%, 34.9% and 37.8% 24.3%, 24.3% and 24.3% Risk-free interest rate 0.78%, 1.65% and 1.65% 0.93%, 1.63% and 1.63% Dividend yield 0.7% 0.6% Weighted average share price on grant and valuation date 15.2 $68.4 $85.86 Weighted average exercise price - -

15.1 Volatility is based on the three year historical volatility of the company’s shares on each grant date. 15.2 Weig hted average share price for the valuation is calculated taking into account the market price on all grant dates.

In 2013, there were 458 800 awards: 404 500 awards in January 2013 and 54 300 awards in August 2013. The market price at the award dates was $93.4 and $71.3 respectively and vested over three, four and five years in equal tranches. The volatility, risk free rate and dividend yield had no significant impact on fair value but were consistent with those above. The total fair value of the awards was $41.2 million over the vesting periods.

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15. Employment cost (continued)

Restricted shares issued to executive directors in 2009 and 2010 The restricted shares issued to executive directors in 2009 and 2010 were subject to directors remaining employed, as well as being subject to a market performance condition, being the company’s relative TSR performance over three years against the HSBC Global Gold Index (since renamed the Euromoney Global Gold Index). This was assessed and had a minimal impact on the fair value estimate at the grant date. The fair value of the restricted shares was based on the share price on the grant date and the share-based payment charge is charged to profit evenly between the grant and vesting dates. The restriction on the shares (no dividends received during the vesting period) had a minimal impact on the fair value estimate at the grant date. The restricted shares have an exercise price of nil. Details of the awards that vested and lapsed in the year are shown on page 190 of this annual report, together with details of the award dates and market prices at award and vesting dates.

Restricted share awards granted to executive directors in 2011, 2012, 2013 and 2014 The Restricted Share Scheme for 2011, 2012 and 2013 operates with conditional share awards, where the awards will vest in three equal one-third tranches subject to the fulfilment of performance conditions measured on an annual basis. Shares awarded in 2014 are subject to one three-year performance period of assessment. If the performance conditions are met, awards vest at the end of each performance period. The 2011, 2012 and 2013 awards are subject to four performance conditions: absolute TSR (market based), EPS growth, additional reserves and absolute reserves. The 2014 awards are subject to three performance conditions: absolute TSR (market based), EPS growth and additional reserves. Grant date fair value was calculated using the market-based measure. No dividends are attributable during the vesting period. Refer to the remuneration report on pages 168 to 190 of this annual report for more detail.

The fair value of the restricted shares issued to executive directors in 2014 and 2013 was calculated using a Monte Carlo simulation model. The key assumptions used in this model for shares awarded during the years ending 31 December 2014 and 2013 were as follows:

Group March March $000 Note 2014 2013 Quantity of shares issued 49 174 45 125 Fair value of shares awarded $2.1 million $2.3 million Performance period 15.1 4 years and a 1 year 3, 4 and 5 years with a post vesting retention 1 year post vesting requirement retention requirement Risk free interest rate 1.32% 0.37%, 0.52% and 0.76% Volatility 15.2 40% 40% Euromoney Global Gold Index volatility 34% 30% Correlation used between the Euromoney Global Gold Index and the company TSR 80% 80% Weighted average share price on grant and valuation date 15.3 $79.75 $82.37

15.1 In 2014, following feedback from shareholders, the performance measurement period has been simplified and now has a measurement period of four years and requires a holding period of one year beyond that performance measurement period for 100% of the vested award 15.2 Volatility is based on the three year historical volatility of the company’s shares over the relevant vesting periods. 15.3 Weighted average share price for the valuation is calculated taking into account the market price on all grant dates.

Career Share Award – performance shares At the company’s 2013 annual general meeting shareholders approved a one-off award of performance shares to the CEO. 50 031 shares were awarded on 29 April 2013 which vest subject to certain non-market performance conditions as detailed on pages 184 to 185 of this annual report and subject to the CEO remaining in employment until 29 April 2016. The fair value was determined at $4 million.

At 31 December 2014, four of the five performance conditions had been met by the company. Details of the three performance conditions met in 2014 and the shares attributable are provided on page 185 of this annual report.

230 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 15. Employment cost (continued)

The fulfilment of the first performance condition, the first gold pour at the Kibali gold mine, occurred on 24 September 2013. Accordingly, the performance condition in respect of 10 006 shares was met at a value of $71.54.

During the year under review, the cumulative production at the Kibali gold mine in aggregate exceeded 500 000oz of gold, the gold production of the Randgold group in aggregate exceeded 1Moz and the Nzoro II hydroelectric power station provided electricity to the Kibali gold mine. Accordingly, the performance conditions in respect of 30 018 shares comprising three tranches each of 10 006 shares, was met at a value of $67.41 per share. These shares will be transferred to the CEO provided the CEO is in office or employment by the company on 29 April 2016.

Restricted shares issued to directors and management (excluding Co-Investment Plan) Movements in the number of restricted shares outstanding and their issue prices are as follows:

Weighted Weighted Weighted Weighted market price market price average average at award at award remaining remaining date date contractual contractual $ $ Shares Shares life (years) life (years) 2014 2013 2014 2013 2014 2013 Shares awarded to executive directors At 1 January 85.54 77.26 127 007 113 215 Awarded 79.48 82.37 49 174 45 125 Vested 77.29 51.15 (3 882) (31 333) Lapsed 77.29 - (11 644) - At 31 December 84.54 85.54 160 655 127 007 2.85 3.29 Shares awarded to non- executive directors At 1 January 80.03 81.60 3 600 9 600 Awarded 80.94 78.79 9 600 8 400 Vested 80.69 79.57 (13 200) (14 400) Lapsed - - - - At 31 December - 80.03 - 3 600 - - Shares awarded to employees At 1 January 90.76 90.61 1 157 500 869 100 Awarded 72.36 91.26 497 600 458 800 Vested 85.94 88.00 (204 500) (100 000) Lapsed 89.86 92.53 (201 800) (70 400) At 31 December 84.36 90.76 1 248 800 1 157 500 2.90 2.92

Participation in Co-Investment Plan by executive directors in 2014 and 2013 One third of any annual bonus earned is compulsorily deferred and an executive director may also choose to commit further shares into a Co-Investment Plan. The maximum commitment which may be made is 200% of base salary by the CEO and 100% of base salary by the CFO for 2014 and 2013. Committed shares must be retained for three years and may be matched, depending on relative TSR performance over three years against the Euromoney Global Gold Index. If after three years the TSR performance of the company equals or exceeds the performance of the Euromoney Global Gold Index, then the committed shares may be matched on a stepped scale. Refer to the ‘Compensation’ section of the annual report for further details. The maximum level of matching is one-for-one. The vesting of the award is dependent on the company’s TSR performance relative to the Euromoney Global Gold Index.

The fair value of awards made under the Co-Investment Plan in 2014 and 2013 was calculated using a Monte Carlo simulation model.

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15. Employment cost (continued)

The key assumptions used in this model for awards made under the Co-Investment Plan during the years ending 31 December 2014 and 2013 were as follows:

Group $000 Note March 2014 March 2013 Quantity of shares committed 49 174 45 125 Fair value $2 million $1.6 million Performance period 3 years 3 years Risk free interest rate 0.80% 0.37% Volatility 15.1 40% 40% Euromoney Global Gold Index volatility 34% 30% Correlation used between the Euromoney Global Gold Index and the company TSR 80% 80% Weighted average share price on grant and valuation date 15.2 $79.75 $82.37  15.1 Volatility is based on the three year historical volatility of the company’s shares over the relevant vesting periods. 15.2 Weighted average share price for the valuation is calculated taking into account the market price on all grant dates.

Participation in Co-Investment Plan by senior management in 2014 and 2013 Senior management had the opportunity to participate in Randgold’s Senior Management Co-Investment Plan in 2014 and 2013. The maximum commitment which may be made in the Co-Investment Plan is 100% of base salary. Committed shares must be retained for three years and may be matched, depending on the relative TSR performance over three years against the Euromoney Global Gold Index. If after three years the TSR performance of the company equals or exceeds the performance of the Euromoney Global Gold Index, then the committed shares may be matched on a stepped scale. The maximum level of matching is one-for-one. The vesting of the award is dependent on the company’s TSR performance relative to the Euromoney Global Gold Index.

The fair value of awards made under the Co-Investment Plan in 2014 and 2013 was calculated using a Monte Carlo simulation model. The key assumptions used in this model for awards made under the Co-Investment Plan during the years ending 31 December 2014 and 2013 were as follows:

Group $000 Note March 2014 March 2013 Quantity of shares committed 16 354 21 961 Fair value $0.7 million $0.8 million Performance period 3 years 3 years Risk free interest rate 0.80% 0.37% Volatility 15.1 40% 40% Euromoney Global Gold Index volatility 34% 30% Correlation used between the Euromoney Global Gold Index and the company TSR 80% 80% Weighted average share price on grant and valuation date 15.2 $79.75 $81.48

15.1  Volatility is based on the three year historical volatility of the company’s shares over the relevant vesting periods. 15.2  Weighted average share price for the valuation is calculated taking into account the market price on all grant dates.

232 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 16. Segmental information Operating segments have been identified on the basis of internal reports about components of the group that are regularly reviewed by the group’s chief operating decision maker. The operating segments included in internal reports are determined on the basis of their significance to the group. In particular, operating mines are reported as separate segments and exploration projects that have significant capitalised expenditure or other fixed assets are also reported separately. The Kibali and Morila joint ventures are included on a line by line basis, reflecting internal reporting. Other parts of the group, including the RAL 1 Limited, RAL 2 Limited and KAS 1 Limited joint ventures, are included with corporate and exploration. The group’s chief operating decision maker is considered by management to be the board of directors. An analysis of the group’s business segments, excluding intergroup transactions, is set out below. Major customers are not identifiable because all gold is sold to an agent.

Country of Côte operation Mali d’Ivoire DRC Jersey Group’s Group’s effective Corporate Inter- Joint 40% 45% and company venture share of share of explora- elimina- adjust- $000 Morila Loulo Gounkoto Tongon Kibali tion tions Sub-total ments Total Year ended 31 December 2014 Total revenue 55 489 475 861 323 857 287 026 292 627 - 12 1 434 872 (348 116) 1 086 756 Mining and processing costs excluding depreciation (48 927) (239 895) (136 629) (189 471) (122 735) 14 405 (12) (723 264) 157 258 (566 006) Depreciation and amortisation (7 751) (83 565) (9 031) (52 830) (68 725) (11 043) - (232 945) 86 183 (146 762) Mining and processing costs (56 678) (323 460) (145 660) (242 301) (191 460) 3 362 (12) (956 209) 243 441 (712 768) Royalties (1 510) (28 470) (19 431) (8 588) (10 494) - - (68 493) 12 003 (56 490) Exploration and corporate expenditure - (2 315) (900) (1 587) (2 867) (33 200) - (40 869) 4 104 (36 765) Other (expenses)/ income 2 376 (26 522) (14 631) (7 364) 9 224 46 677 - 9 760 (9 226) 534 Finance costs (207) (761) (140) (551) (2 230) (17 922) 13 963 (7 848) 3 613 (4 235) Finance income 20 27 2 12 2 677 13 994 (13 963) 2 769 (2 698) 71 Share of profits of equity accounted joint ventures ------75 942 75 942 Profit before income tax (510) 94 360 143 097 26 647 97 477 12 911 - 373 982 (20 937) 353 045 Income tax expense (665) (28 207) (42 916) (1 632) (20 272) (9 130) (102 822) 20 937 (81 885) Net profit (1 175) 66 153 100 181 25 015 77 205 3 781 - 271 160 - 271 160 Capital expenditure (15 660) (141 816) (9 666) (22 067) (204 420) (5 764) - (399 393) 220 080 (179 313) Total assets 38 513 1 302 716 204 566 499 638 1 497 267 1 570 078 - 5 112 778 1 579 695 3 533 083 Total external liabilities (24 252) (111 394) (33 439) (41 979) 102 121 (65 876) - (379 061) 151 698 (227 363) Year ended 31 December 2013 Total revenue 79 870 436 950 371 361 329 448 49 153 - (69) 1 266 713 (129 023) 1 137 690 Mining and processing costs excluding depreciation (38 513) (216 516) (146 413) (185 786) (17 110 ) 12 608 (1 766) (593 496) 43 015 (547 818) Depreciation and amortisation (4 131) (70 616) (10 791) (48 278) (6 698) (9 446) - (149 960) 19 322 (130 638) Mining and processing costs (42 644) (287 132) (157 204) (234 064) (23 808) 3 162 (1 766) (743 456) 62 337 ( 681 119 ) Royalties (4 796) (26 266) (22 282) (9 867) (1 244) - - (64 455) 6 040 (58 415) Exploration and corporate expenditure - (3 516) (4 315) (3 337) (2 373) (38 317) - (51 858) 2 373 (49 485) Other (expenses)/ income (293) (18 910) (15 549) (13 842) (317) 50 798 2 507 4 394 1 634 (6 028) Finance costs (217) (871) (217) (508) (1 570) (24 235) 15 733 (11 885) 4 148 (7 737) Finance income 1 65 209 42 9 206 16 662 (15 733) 10 452 (9 210) 1 242 Share of profits of equity accounted joint ventures ------54 257 54 257 Profit before income tax 31 921 100 320 172 003 67 872 29 047 8 070 672 409 905 (7 444) 402 461 Income tax (9 576) (30 096) (41 326) (1 100) 2 132 (4 192) - (84 158) 7 444 (76 714) Net profit 22 345 70 224 130 677 66 772 31 179 3 878 672 325 747 - 325 747 Capital expenditure (11 936 ) (255 672) (11 041) (23 562) (699 049) 33 374 - 1 034 634 731 535 (303 099) Total assets 52 592 1 259 526 179 585 534 635 1 250 449 1 460 117 - 4 736 904 1 360 891 3 376 513 Total external liabilities (38 387) (148 270) (66 872) (40 950) (74 314) (85 438) - (454 231) 138 501 (315 730)  Comparative figures excluded transport and refining costs from mine production costs and disclosed these separately, but given its immateriality, it has now been included in mine production costs.

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17. Financial risk management In the normal course of its operations, the group is exposed to gold price, currency, interest rate, liquidity and credit risks. In order to manage these risks, the group may enter into transactions which make use of on-balance sheet derivatives. The group does not acquire, hold or issue derivatives for trading purposes. The group has developed a risk management process to facilitate, control and monitor these risks. The board has approved and monitors this risk management process, inclusive of documented treasury policies, counterpart limits, controlling and reporting structures.

Controlling risk in the group The treasury committee is responsible for treasury financial risk management activities within the group. The treasury committee reviews and recommends to the board all treasury counterparties, limits, instruments and any hedge strategies. At least two members of the treasury committee need to be present for a decision to be made, one of whom needs to be an executive director. Unless specific dispensation is obtained from the audit committee, the treasury committee is permitted to invest up to $50 million or 20% of the total funds (whichever is the higher) with each approved institution with an investment rating of AA- or higher noting that no institution can exceed $100 million. The treasury committee is also permitted to invest up to $12.5 million or 5% of the total funds (whichever is the higher) with each approved institution with an investment rating above A but below AA-, provided that no investment exceeds $25 million. Approximately half of the cash for the group was held with the group’s principal bankers at year end with the remainder held with more than 2 other financial institutions as per the treasury policy. The treasury committee is responsible for managing investment, gold price, currency, liquidity and credit risk. The treasury committee monitors adherence to treasury risk management policy and counterparty limits and provides regular reports to the board.

The financial risk management objectives of the group are defined as follows: Safeguarding the group core earnings stream from its major assets through the effective control and management of gold price risk, foreign exchange risk, interest rate risk and credit risk; Effective and efficient usage of credit facilities in both the short and long term through the adoption of reliable liquidity management planning and procedures; Ensuring that investment and any hedging transactions are undertaken with creditworthy counterparties; and Ensuring that all contracts and agreements related to risk management activities are coordinated consistently throughout the group and comply where necessary with all relevant regulatory and statutory requirements.

The group continues to hold material TVA receivable balances. While management continue to pursue recovery of the TVA in cash, it is recognised that in practice given the continued absence of payment, the TVA may only be recovered through the tax offset mechanism set out in the mining convention. Management reports the TVA position and movements on a quarterly basis to the audit committee.

Refer to ‘Risk Factors’ in the annual report for details on the group’s risk factors.

Foreign currency and commodity price risk In the normal course of business, the group enters into transactions denominated in foreign currencies (primarily euro, South African rand and Communauté Financière Africaine franc). As a result, the group is subject to exposure from fluctuations in foreign currency exchange rates. In general, the group does not enter into derivatives to manage these currency risks and none existed in 2012 or 2013. Generally, the group does not hedge its exposure to gold price fluctuation risk and gold was sold at market spot prices in 2013 and 2014. Gold sales are made in US dollars and do not expose the group to any currency fluctuation risk. However, during periods of capital expenditure or loan finance, the company may use forward contracts or options to reduce the exposure to price movements, while maintaining significant exposure to spot prices. These derivatives may establish a fixed price for a portion of future production while the group maintains the ability to benefit from increases in the spot gold price for the majority of future gold production. The group is also exposed to fluctuations in the price of consumables, such as fuel, steel, rubber, cyanide and lime, mainly due to changes in the price of oil, as well as fluctuations in exchange rates.

234 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 17. Financial risk management (continued)

Group Company 31 Dec 31 Dec 31 Dec 31 Dec $000 2014 2013 2014 2013 Level of exposure of foreign currency risk Carrying value of foreign currency balances Cash and cash equivalents includes balances denominated in: Communauté Financière Africaine franc (CFA) 1 550 (5 593) 287 4 Euro (EUR) 1 198 4 078 446 7 South African rand (ZAR) 1 065 814 768 19 British pound (GBP) 225 46 218 251 Trade and other receivables includes balances denominated in: Communauté Financière Africaine franc (CFA) 142 013 112 882 - - South African rand (ZAR) 1 375 10 727 10 11 Euro (EUR) 101 16 250 - - British pound (GBP) 235 - - - Trade and other payables includes balances denominated in: Communauté Financière Africaine franc (CFA) (40 355) (72 443) - - Euro (EUR) (9 845) (30 688) - (2) South African rand (ZAR) (1 720) (8 228) (25) (10) British pound (GBP) (636) (1 006) (147) (432)

The group’s exposure to foreign currency arises where a company holds monetary assets and liabilities denominated in a currency different to the functional currency of the holder of the instrument which is the US dollar. The following table shows the impact of a 10% change in the US dollar on profit and equity arising as a result of the revaluation of the group’s foreign currency financial instruments.

Group Company Effect of 10% Effect of 10% strengthening strengthening of $ on net of $ on net earnings and earnings and Closing equity equity exchange rate $000 $000 At 31 December 2014 Euro (EUR) 0.8226 (855) 45 Communauté Financière Africaine franc (CFA) 539.63 10 321 29 South African rand (ZAR) 11.60 72 75 British pound (GBP) 0.64 (18) 7 At 31 December 2013 Euro (EUR) 0.7264 1 036 1 Communauté Financière Africaine franc (CFA) 476.64 3 485 - South African rand (ZAR) 10.50 331 2 0.61 99 -

The sensitivities are based on financial assets and liabilities held at 31 December where balances were not denominated in the functional currency of the group. The sensitivities do not take into account the group’s sales and costs and the results of the sensitivities could change due to other factors such as changes in the value of financial assets and liabilities as a result of non-foreign exchange influenced factors.

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17. Financial risk management (continued)

Interest rate and liquidity risk Fluctuations in interest rates impact on the value of short term cash investments and interest payable on financing activities (including long term loans), giving rise to interest rate risk. In the ordinary course of business, the group receives cash from its operations and is required to fund working capital and capital expenditure requirements.

The group generally enters into variable interest bearing borrowings. This cash is managed to ensure surplus funds are invested in a manner to achieve maximum returns while minimising risks. The group has in the past been able to actively source financing through public offerings, shareholder loans and third party loans.

The company entered into a new unsecured revolving credit facility, which doubled the size of facilities available to $400.0 million, on similar terms to the previous facility and which matures in December 2018 and is at present undrawn. The company drew down and repaid $50.0 million of the facility in the year. Based on the company’s current cash resources and facilities, projected operating cash flows and capital expenditure, the company is confident it will be able to meet its financial obligations at the prevailing gold price.

The facility, if drawn, bears interest at LIBOR plus 1.5%, at the lower end of the leverage grid and includes financial covenants in respect of EBIT, EBITDA, net finance charges, tangible net worth, total debt, debt cover and interest cover.  Group Company Effective Effective Amount rate for Amount rate for Maturity date $000 the year % $000 the year % Cash and cash equivalents: All less than 90 days 82 752 0.05% 58 494 0.25%

The other financial instruments of the group that are not included in the tables above are non-interest bearing and are therefore not subject to interest rate risk.

Concentration of credit risk The group’s cash balances do not give rise to a concentration of credit risk because it deals with a variety of major financial institutions. Its receivables and loans are regularly monitored and assessed. Receivables are impaired when it is probable that amounts outstanding are not recoverable as set out in the accounting policy note for receivables. Gold bullion, the group’s principal product, is produced in Mali and Côte d’Ivoire (and in the case of its joint ventures in DRC and Mali). The gold produced is sold to the largest accredited gold refinery in the world. Credit risk is further managed by regularly reviewing the financial statements of the refinery. The group is further not exposed to significant credit risk on gold sales, as cash is received within a few days of the sale taking place. While not financial assets for IFRS 7, included in receivables is $106.8 million (2013: $129.9 million) (refer to note 7) relating to indirect taxes owing to Loulo, Gounkoto and Tongon by the State of Mali, which are denominated in FCFA, which holds some credit risk for the group. The legally binding mining conventions in Mali permit offsetting of other corporate taxes against approved unpaid TVA. A further $50.5 million (2013: $36.4 million) is held within the underlying statement of financial position of the equity accounted Kibali joint venture which is considered recoverable given the receipts obtained during the year and absence of significant disputed items, albeit receipts, remain slow.

Capital risk management The group’s objectives when managing capital are to safeguard its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the group may adjust the amount of dividends paid to shareholders, buyback shares, return capital to shareholders, issue new shares or sell assets to reduce debt. Consistent with others in the industry, the group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt (net cash) divided by total capital. Net debt is calculated as total borrowings (including borrowings and trade and other payables, as shown in the consolidated statement of financial position) less cash and cash equivalents. Total capital is calculated as equity, as shown in the consolidated statement of financial position, plus net debt (net cash).

236 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 17. Financial risk management (continued)

Group 31 Dec 31 Dec $000 2014 2013 Capital risk management Trade and other payables (109 354) (174 445) Less: cash and cash equivalents 82 752 38 151 Net position (26 602) (136 294) Total equity 3 302 954 3 057 854 Total capital 3 329 556 3 194 148 Gearing ratio 0.8% 4.3%

Maturity analysis The following table analyses the group’s financial liabilities into the relevant maturity groupings based on the remaining period from the statement of financial position to the contractual maturity date. As the amounts disclosed in the table are the contractual undiscounted cash flows, these balances will not necessarily correspond with the amounts disclosed in the statement of financial position.

Group Company Trade Other Trade Loan and other financial and other from $000 payables Borrowings liabilities payables subsidiaries At 31 December 2014 Financial liabilities Within 1 year, on demand 82 354 - 9 135 - Later than 1 year and no later than 5 years - - - - After 5 years - - 2 766 - 2 705 Total 82 354 - 2 766 9 135 2 705

At 31 December 2013 Financial liabilities Within 1 year, on demand 160 942 - - 13 701 - Later than 1 year and no later than 5 years - - - - - After 5 years - - 2 929 - 1 847 Total 160 942 - 2 929 13 701 1 847

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18. Fair value of financial instruments The following table shows the carrying amounts and fair values of the group’s financial instruments outstanding at 31 December 2014 and 2013. The fair value of a financial instrument is defined as the amount at which the instrument could be exchanged in a current transaction between willing parties other than in a forced or liquidation sale.

Group Company Carrying Carrying Carrying Carrying Categories amount Fair value amount Fair value amount Fair value amount Fair value of financial 31 Dec 31 Dec 31 Dec 31 Dec 31 Dec 31 Dec 31 Dec 31 Dec $000 instruments 2014 2014 2013 2013 2014 2014 2013 2013 Available-for-sale financial assets categorised as level 1 1 467 1 467 1 831 1 831 1 467 1 467 1 830 1 830

The table above shows the level of the fair value valuation hierarchy applied to financial instruments carried at fair value. The total financial assets valued using level 1 is $1.5 million (2013: $1.8 million) – company: $1.5 million (2013: $1.8 million). There have been no transfers between the levels of fair value hierarchy during the current or prior year. Randgold does not hold any financial instruments that are fair valued using a level 2 or level 3 valuation. No derivative financial instruments currently exist. All other financial instrument carrying values approximate fair value.

Estimation of fair values Trade and other receivables, trade and other payables, cash and cash equivalents, loans to and from subsidiaries and joint ventures The carrying amounts are a reasonable estimate of the fair values because of the short maturity of such instruments or their interest bearing nature.

Gold price contracts The group is fully exposed to the spot gold price on gold sales.

238 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Group 31 Dec 31 Dec $000 2014 2013 19. Commitments and contingent liabilities Capital expenditure contracted for at statement of financial position date but not yet incurred is: Property, plant and equipment - subsidiaries 9 573 13 049 Commitments of joint ventures (attributable share) Kibali 16 142 16 466 Morila 1 946 396 RAL 1 - 282 18 088 17 144 Total 27 661 30 193

Under the Kibali Joint Venture Agreement (Kibali JVA), the obligation of the parties (Randgold Resources (Kibali) Ltd and AngloGold Ashanti Holdings plc) in respect of the future funding (including but not limited to operating costs, capital costs and other costs) of the company Kibali Goldmines SA and/or the Kibali project shall be pro-rata in proportion to their respective percentage interests in Kibali at the time any such future funding is required. In accordance with the Kibali JVA, Kibali will be funded via intercompany loans. The approved capital expenditure plan for 2015 is $280 million of which Randgold will contribute 50%. Kibali is now self funding and is forecasted to continue being self funded.

Operating lease commitments The lease relates to the oxygen plant at Loulo leased from Maligaz. The duration of the contract is 10 years and the contract is renewable for additional periods of 5 years thereafter. The future aggregate minimum lease payments1 under operating leases are as follows: No later than 1 year 3 108 2 817 Later than 1 year and no later than 5 years 12 432 11 268 Later than 5 years 9 324 8 451 24 864 22 536 1 These payments also include payments for non-lease elements in the arrangement.

As discussed more fully in note 3 the group has received claims for various taxes in respect of subsidiaries and joint ventures from the State of Mali totalling $313.0 million (2013: $123.1 million). The group considers the material claims to be without merit.

Group Company 31 Dec 31 Dec 31 Dec 31 Dec $000 2014 2013 2014 2013 20. Related party transactions Management fee received from Rockwell Diamonds Inc 41 42 41 42 Net income from Loulo - - 32 984 32 275 Net income from Tongon - - 10 235 13 070 Net income from Morila 5 058 24 729 4 944 24 729 Net income from Gounkoto - - 46 404 119 649 Net income from Kibali 11 475 10 724 11 475 10 724 Net income from RAL 1 3 641 4 201 3 641 4 201 Net income from RAL 2 364 - 364 - Net income refers to interest management fees, recharges and dividends.

In terms of the operator agreement with Morila, a management fee calculated as 1% of the total sales of Morila and is payable to Randgold (through Mining Investment (Jersey) Ltd). Randgold (through Randgold Resources (Somilo) Ltd) is the operator of Loulo gold mine, the Tongon gold mine (through Mining Investment (Jersey) Ltd) as well as the Gounkoto gold mine (through Randgold Resources (Gounkoto) Ltd). Seven Bridges Trading 14 (Pty) Ltd provided administration services to Rockwell Diamonds Inc (Rockwell). Dr DM Bristow is a non-executive director of Rockwell. The balances outstanding at year end related to Rockwell were negligible (2013: nil). Refer to note 10 for details of the company’s investments in and loans to subsidiaries and joint ventures within the group together with its relevant share of income and expense.

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20. Related party transactions (continued)

Group 31 Dec 31 Dec $000 2014 2013 Key management remuneration Short term employee benefits 12 917 11 983 Share-based payments 9 966 12 326 Total 22 883 24 309

This includes compensation for 2 executive directors (2013: 2), 7 non-executive directors (2013: 8) and 21 executive management personnel (2013: 19). Refer to directors’ and executives’ profiles on pages 16, 17, 22 and 23 of the annual report for detail of their roles and responsibilities.

Group 31 Dec 31 Dec $000 2014 2013 21. Mining and processing costs and other disclosable items Mine production costs1 525 909 538 892 Movement in production inventory and ore stockpiles (24 665) (49 730) Depreciation and amortisation 146 762 130 638 Other mining and processing costs 64 762 61 319 712 768 681 119

Other income primarily includes foreign exchange gains and management fees receivable Other expenses primarily include foreign exchange losses

1 Co mparative figures excluded transport and refining costs from mine production costs and disclosed such costs separately. Given its immateriality, it has now been included in mine production costs. Transport and refining costs total $3.0 million for 2014 (31 Dec 2013: $2.7 million) are now included in mine production costs.

Group Year ended Year ended 31 Dec 31 Dec $000 2014 2013 22. Exploration and corporate expenditure Exploration and corporate expenditure comprise: Exploration expenditure 12 762 22 638 Corporate expenditure 24 003 26 847 36 765 49 485

240 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Group Year ended Year ended 31 Dec 31 Dec $000 2014 2013 23. Finance income and costs Finance income – interest income 71 1 242 Finance income 71 1 242 Interest expense – borrowings (2 965) (1 373) Finance costs – net foreign exchange loss on financing activities (41) (5 049) Unwind of discount on provisions for environmental rehabilitation (1 229) (1 315) Finance costs (4 235) (7 737) Finance (costs)/income – net (4 164) (6 495) Interest income arises on cash and cash equivalents. Interest expenses arise on borrowings measured at amortised cost.

24. Non-GAAP information Randgold has identified certain measures that it believes will assist understanding of the performance of the business. As the measures are not defined under IFRS they may not be directly comparable with other companies’ adjusted measures. The non-GAAP measures are not intended to be a substitute for, or superior to, any IFRS measures of performance but management has included them as these are considered to be important comparables and key measures used within the business for assessing performance.

These measures are explained further below:

Total cash costs and cash cost per ounce are non-GAAP measures. Total cash costs and total cash cost per ounce are calculated using guidance issued by the Gold Institute. The Gold Institute was a non-profit industry association comprising leading gold producers, refiners, bullion suppliers and manufacturers. This institute has now been incorporated into the National Mining Association. The guidance was first issued in 1996 and revised in November 1999. Total cash costs, as defined in the Gold Institute’s guidance, include mine production, transport and refinery costs, general and administrative costs, movement in production inventories and ore stockpiles, transfers to and from deferred stripping where relevant and royalties. Total cash costs and cash per ounce also include the company’s share of equity accounted joint ventures’ total cash costs and cash cost per ounce.

Total cash cost per ounce is calculated by dividing total cash costs, as determined using the Gold Institute guidance, by gold ounces sold for the periods presented. Total cash costs and total cash cost per ounce are calculated on a consistent basis for the periods presented. Total cash costs and total cash cost per ounce should not be considered by investors as an alternative to operating profit or net profit attributable to shareholders, as an alternative to other IFRS measures. The data does not have a meaning prescribed by IFRS and therefore amounts presented may not be comparable to data presented by gold producers who do not follow the guidance provided by the Gold Institute. In particular depreciation and amortisation would be included in a measure of total costs of producing gold under IFRS, but are not included in total cash costs under the guidance provided by the Gold Institute. Furthermore, while the Gold Institute has provided a definition for the calculation of total cash costs and total cash cost per ounce, the calculation of these numbers may vary from company to company and may not be comparable to other similarly titled measures of other companies. However, Randgold believes that total cash cost per ounce is a useful indicator to investors and management of a mining company’s performance as it provides an indication of a company’s profitability and efficiency, the trends in cash costs as the company’s operations mature, and a benchmark of performance to allow for comparison against other companies.

Cash operating costs and cash operating cost per ounce are calculated by deducting royalties from total cash costs. Cash operating cost per ounce is calculated by dividing cash operating costs by gold ounces sold for the periods presented. Total cash operating costs and cash operating cost per ounce include our share of joint ventures’ total operating cash costs and operating cash cost per ounce.

Gold sales is a non-GAAP measure. It represents the sales of gold at spot and the gains/losses on hedge contracts which have been delivered into at the designated maturity date. It excludes gains/losses on hedge contracts which have been rolled forward to match future sales. This adjustment is considered appropriate because no cash is received/paid in respect of these contracts. Randgold currently does not have any hedge positions. Gold sales include our share of our equity accounted joint ventures’ gold sales.

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24. Non-GAAP information (continued)

Profit from mining activity iis calculated by subtracting total cash costs from gold sales for all periods presented. Profit from mining includes our share of our equity accounted joint ventures.

Gold on hand represents gold in doré at the mines multiplied by the prevailing spot gold price at the end of the period. Gold on hand includes our share of our equity accounted joint ventures’ gold on hand.

The following table reconciles total cash costs and profit from mining activity as non-GAAP measures, to the information provided in the statement of comprehensive income, determined in accordance with IFRS, for each of the periods set out below.

Group Year Year ended ended 31 Dec 31 Dec $000 2014 2013 Gold sales per IFRS 1 086 756 1 137 690 Gold sales adjustments for joint ventures 348 117 129 022 Gold sales 1 434 873 1 266 712 Mine production costs 525 909 538 892 Movement in production inventory and ore stockpiles (24 665) (49 730) Royalties 68 493 64 455 Royalty adjustment for joint ventures (12 003) (6 040) Total royalties 56 490 58 415 Other mining and processing costs 64 762 61 319 Cash cost adjustments for joint ventures 169 260 49 055 Total cash costs 791 756 657 951 Profit from mining activity 643 117 608 761 Share of profits of equity accounted joint venture adjustment, excluding adjustments to sales and cash costs (102 915) (25 710) Depreciation and amortisation (146 762) (130 638) Exploration and corporate expenditure (36 765) (49 485) Finance income 71 1 242 Other income 5 508 6 028 Finance costs (4 235) (7 737) Other expenses (4 974) - Profit before income tax 353 045 402 461 Ounces sold 1 134 941 920 248 Total cash cost per ounce per ounces sold 698 715 Cash operating cost per ounce per ounces sold 637 645

25. Subsequent events No significant subsequent events requiring disclosure adjustment occurred.

242 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Disclaimer Cautionary note regarding forward-looking statements: Except for the historical information contained herein, the matters discussed in this annual report are forward-looking statements within the meaning of Section 27A of the US Securities Act of 1933 and Section 21E of the US Securities Exchange Act of 1934, and applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the future price of gold, the estimation of mineral reserves and resources, the realisation of mineral reserve estimates, the timing and amount of estimated future production, costs of production, reserve determination and reserve conversion rates. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as ‘will’, ‘plans’, ‘expects’ or ‘does not expect’, ‘is expected’, ‘budget’, ‘scheduled’, ‘estimates’, ‘forecasts’, ‘intends’, ‘anticipates’ or ‘does not anticipate’, or ‘believes’, or variations of such words and phrases or state that certain actions, events or results ‘may’, ‘could’, ‘would’, ‘might’ or ‘will be taken’, ‘occur’ or ‘be achieved’. Assumptions upon which such forward-looking statements are based are in turn based on factors and events that are not within the control of Randgold Resources Limited (‘Randgold’) and there is no assurance they will prove to be correct. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Randgold to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to mining operations, including political risks and instability and risks related to international operations, actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, as well as those factors discussed in Randgold’s filings with the US Securities and Exchange Commission (the ‘SEC’). Although Randgold has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Randgold does not undertake to update any forward-looking statements herein, except in accordance with applicable securities laws.

Cautionary note to US investors: The SEC permits companies, in their filings with the SEC, to disclose only proven and probable ore reserves. We use certain terms in this annual report, such as ‘resources’, that the SEC does not recognise and strictly prohibits us from including in our filings with the SEC. Investors are cautioned not to assume that all or any parts of our resources will ever be converted into reserves which qualify as ‘proven and probable reserves’ for the purposes of the SEC’s Industry Guide number 7.

Randgold Resources Annual Report 2014 243 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Shareholders’ information

244 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Shareholders’29fb55e7-d3fa-4122-a799-cab70edd9422 - informationWorldReginfo Group companies Group 247 Shareholders’ diary Shareholders’ Directory 247 249 Analysis of shareholding Operations and offices 248 244 Analysis of shareholding at 31 December 2014

Shareholding over 5 per cent The Randgold share register of shareholders reflects only one holder, being BNY (Nominees) Ltd, as holding more than 5% of the issued ordinary share capital of the company. It is noted that these shares are held for and on behalf of holders of the company’s American Depositary Receipts.

TOP 10 INSTITUTIONAL SHAREHOLDERS BY SUPERGROUP1

Number % change Number of shares % shares in number of shares at 31 December 2014 2014 in issue of shares 2013 BlackRock, Inc 15 947 696 17.20 3.74 15 328 973 Van Eck Associates Corp 6 913 784 7.46 (2.83) 7 115 125 Vontobel Holding AG 4 431 697 4.78 (4.00) 4 616 426 Wells Fargo & Co 4 041 153 4.36 (30.78) 5 838 535 Legal & General Group Plc 3 157 430 3.41 (3.18) 3 229 306 FMR LLC 3 128 877 3.37 45.00 2 674 242 State Street Corp 2 612 121 2.82 6.77 2 446 558 The Vanguard Group, Inc 1 879 883 2.03 30.27 1 443 069 Prudential Plc 1 622 418 1.75 270.52 437 877 CI Financial Corp 1 397 450 1.51 266.29 381 510

TOP TWENTY INSTITUTIONAL INVESTORS BY SUPERGROUP1

December December Investor 2014 2013 BlackRock, Inc 15 947 696 15 328 973 Van Eck Associates Corp 6 913 784 7 115 125 Vontobel Holding AG 4 431 697 4 616 426 Wells Fargo & Co 4 041 153 5 838 535 Legal & General Group Plc 3 157 430 3 229 306 FMR LLC 3 128 877 2 674 242 State Street Corp 2 612 121 2 446 558 The Vanguard Group, Inc 1 879 883 1 443 069 Prudential Plc 1 622 418 437 877 CI Financial Corp 1 397 450 381 510 T Rowe Price Group, Inc 1 385 822 879 020 Prudential Financial, Inc 1 265 976 775 258 Aberdeen Asset Management Plc 1 116 300 1 421 505 Stichting Pensioenfonds ABP 1 110 724 1 640 512 GAMCO Investors, Inc 1 096 400 1 017 340 JPMorgan Chase & Co 1 062 550 896 669 UBS AG 960 251 1 103 478 BT Group Plc 936 084 786 860 Arnhold & S Bleichroeder Holdings, Inc 925 168 1 050 128 Massachusetts Mutual Life Insurance Co 863 037 1 587 112

0 4 000 000 8 000 000 12 000 000 16 000 000

December 2014 December 2013

1 See page 246 of this annual report for details of underlying fundholders. Source: Orient Capital

244 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 GEOGRAPHICAL DISTRIBUTION OF COMBINED INSTITUTIONAL SHARES IDENTIFIED

2014 2013 % % United States 48.96 47.56 United Kingdom 31.59 30.61 Canada 3.59 2.49 Switzerland 2.21 1.87 Netherlands 1.84 2.22 France 1.64 5.72 Scandinavia 1.4 2.22 Japan 1.33 1.49 Germany 1.22 1.67 South Africa 1.08 1.02 Rest of the world 2.21 3.26 2014 2013

% change Number Shares % shares in number Shares Country of holders held 2014 in issue of shares held 2013 United Kingdom 129 29 294 049 31.59 3.46 28 314 493 Total United Kingdom 129 29 294 049 31.59 3.46 28 314 493

United States 217 45 399 421 48.96 3.23 43 977 412 Canada 40 3 327 976 3.59 (36.95) 5 278 207 Bermuda 2 16 948 0.02 (20.44) 21 302 Total Americas 259 48 744 345 52.57 (1.08) 49 276 921

Switzerland 48 2 050 417 2.21 6.13 1 931 995 Netherlands 17 1 708 620 1.84 (16.38) 2 043 405 France 21 1 518 839 1.64 (33.96) 2 299 818 Germany 28 1 129 717 1.22 (26.81) 1 543 639 Norway 4 918 993 0.99 (43.81) 1 635 444 Sweden 10 294 570 0.32 (60.26) 741 267 Ireland 13 234 884 0.25 (50.65) 475 929 Luxembourg 10 194 267 0.21 700.94 24 255 Austria 10 96 527 0.10 (2.92) 99 435 Spain 8 77 213 0.08 1 589.56 4 570 Cyprus 1 50 000 0.05 0 Denmark 8 46 291 0.05 (40.05) 77 216 Finland 4 41 385 0.04 5.90 39 079 Italy 7 38 447 0.04 95.12 19 704 Belgium 5 23 660 0.03 (80.10) 118 915 Czech Republic 1 6 025 0.01 33.89 4 500 Liechtenstein 2 4 255 0.00 3.43 4 114 Malta 1 4 165 0.00 0.00 4 165 Slovenia 1 640 0.00 (65.96) 1 880 Portugal 0 0 0.00 (100.00) 5 441 Hungary 0 0 0.00 (100.00) 2 067 Lithuania 0 0 0.00 (100.00) 200 Monaco 0 0 0.00 (100.00) 93 Estonia 0 0 0.00 (100.00) 3 Total Europe 199 8 438 915 9.10 (23.82) 11 077 134 Japan 27 1 230 672 1.33 (10.49) 1 374 872 South Africa 7 1 002 590 1.08 12.54 890 878 Singapore 6 505 365 0.55 (32.52) 748 944 Australia 10 472 105 0.51 18.68 397 788 United Arab Emirates 1 78 807 0.08 (22.57) 101 778 China 5 72 337 0.08 109.36 34 552 South Korea 2 56 983 0.06 (30.68) 82 201 Kuwait 1 52 560 0.06 (91.22) 598 329 Nigeria 1 45 222 0.05 665.18 5 910 Saudi Arabia 2 18 299 0.02 5 128.29 350 Taiwan 1 5 047 0.01 0 Israel 3 469 0.00 (25.20) 627 New Zealand 0 0 0.00 (100.00) 3 819 Mauritius 0 0 0.00 (100.00) 40 Total rest of the world 66 3 540 456 3.82 (16.50) 4 240 088 Total identified 653 90 017 765 97.08 (3.11) 92 908 636

Source: Orient Capital

Randgold Resources Annual Report 2014 245 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Analysis of shareholding (continued)

Top twenty supergroup investors – underlying fundholders (refer to page 244 of this annual report) BlackRock, Inc: BlackRock Investment Management (UK) Ltd, BlackRock Advisors (UK) Ltd, BlackRock Fund Advisors, BlackRock Advisors LLC, BlackRock Japan Co, Ltd, BlackRock Asset Management Deutschland AG, BlackRock Investment Management (Australia) Ltd, BlackRock Asset Management Canada Ltd, BlackRock Investment Management LLC, BlackRock Financial Management, Inc Van Eck Associates Corp Vontobel Holding AG: Vontobel Asset Management, Inc Wells Fargo & Co: Wells Capital Management, Inc, Wells Fargo Advisors LLC, Wells Fargo Bank NA (Private Banking) Legal & General Group Plc: Legal & General Investment Management Ltd, Legal & General Asset Management (France) SA FMR LLC: Fidelity Management & Research Co, Pyramis Global Advisors LLC, Pyramis Global Advisors (Canada) ULC, Fidelity Investments Canada ULC State Street Corp: State Street Global Advisors Ltd, SSgA Funds Management, Inc, State Street Global Advisors (Japan) Co. Ltd, State Street Global Advisors (Australia) Ltd, State Street Global Advisors Ltd (Canada), State Street Global Advisors (Asia) Ltd, State Street Global Advisors France SA, State Street Global Advisors Singapore Ltd The Vanguard Group, Inc: The Vanguard Group, Inc, Vanguard Asset Management Ltd, Vanguard Investments (Australia) Ltd Prudential Plc: M&G Investment Management Ltd CI Financial Corp: CI Investments, Inc (United States), CI Investments, Inc T Rowe Price Group, Inc: T. Rowe Price Associates, Inc Prudential Financial, Inc: Jennison Associates LLC, Quantitative Management Associates LLC, Prudential Investment Management Japan Co. Ltd Aberdeen Asset Management Plc: Aberdeen Asset Managers Ltd Stichting Pensioenfonds ABP: APG Asset Management NV GAMCO Investors, Inc: GAMCO Asset Management Inc JPMorgan Chase & Co: JPMorgan Asset Management (UK) Ltd, JPMorgan Securities Plc, JPMorgan Investment Management, Inc, JPMorgan Securities LLC, JPMorgan Chase Bank NA, JPMorgan Asset Management (Taiwan) Ltd, JPMorgan International Bank Ltd UBS AG: UBS Global Asset Management (UK) Ltd, UBS AG (Investment Management), ING Investment Management (Australia) Ltd, UBS Securities LLC, UBS Global Asset Management (Singapore) Ltd, UBS Financial Services, Inc, UBS Global Asset Management, UBS Global Asset Management (Italia) SGR SpA, UBS Global Asset Management (Deutschland) GmbH, CCR Asset Management SA BT Group Plc: Hermes Sourcecap Ltd, Hermes Investment Management Ltd Arnhold & S Bleichroeder Holdings, Inc: First Eagle Investment Management LLC Massachusetts Mutual Life Insurance Co: OppenheimerFunds, Inc, Babson Capital Management LLC, Baring Asset Management Ltd

SHARE PRICE PERFORMANCE VS EUROMONEY GLOBAL GOLD INDEX AND FTSE 100 INDICES GRAPH Index (rebased to 100 at January 2014) Volumes traded (millions)

140 4

120 3.5

3 100 2.5 80 2 60 1.5 40 1

20 0.5

0 0 Jan 14 Feb 14 Mar 13 Apr 14 Mar 14 Jun 14 Jul 14 Aug 14 Sep 14 Oct 14 Nov 14 Dec 14 Jan 15 Feb 15

FTSE 100 TSR £ Randgold (LSE) RSR £ Euromoney global gold TSR £ Volumes (LSE and NASDAQ)

246 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Group companies at 31 December 2014

% % effective effective Countries incorporated ownership Countries incorporated ownership JERSEY BURKINA FASO Isiro (Jersey) Limited 51 Randgold Resources Burkina Faso SARL 100 KAS 1 Limited 25 CANADA Kibali (Jersey) Limited 50 0858065 BC Limited 50 Kibali 2 (Jersey) Limited 50 Moto Goldmines Limited 50 Kibali Services Limited 50 CÔTE D’IVOIRE Mining Investments (Jersey) Limited 100 Randgold Resources (Côte d’Ivoire) SARL 100 Morila Limited 50 Société des Mines de Tongon SA 89 Moto (Jersey) 1 Limited 50 DEMOCRATIC REPUBLIC OF CONGO Moto (Jersey) 2 Limited 50 KGL Isiro SARL 51 RAL 1 Limited 50.1 Kibali Goldmines SA 45 RAL 2 Limited 50.1 Randgold Resources Congo SPRL 100 Randgold Resources (Burkina) Limited 100 MALI Randgold Resources (Côte d’Ivoire) Limited 100 Kankou Moussa SARL 75 Randgold Resources (DRC) Limited 100 Randgold Resources Mali SARL 100 Randgold Resources (Gounkoto) Limited 100 Société des Mines de Gounkoto SA 80 Randgold Resources (Kibali) Limited 100 Société des Mines de Loulo SA 80 Randgold Resources Limited - Société des Mines de Morila SA 40 Randgold Resources (Mali) Limited 100 SOUTH AFRICA Randgold Resources (Secretaries) Limited 100 Seven Bridges Trading 14 (PTY) Limited 100 Randgold Resources (Senegal) Limited 100 TANZANIA Randgold Resources (Somilo) Limited 100 Randgold Resources Tanzania (T) Limited 100 Randgold Resources T1 Limited 100 THE NETHERLANDS Randgold Resources T2 Limited 100 Kibali Cooperatief UA 50 AUSTRALIA UGANDA Border Energy (Pty) Limited 50 Border Energy East Africa Pty Limited 50 Border Resources NL 50 UNITED KINGDOM Moto Goldmines Australia (Pty) Limited 50 Randgold Resources (UK) Limited 100 Westmount Resources NL 50

Shareholders’ diary Financial year end 31 December Ex-dividend date Thursday 12 March 2015 Final dividend record date Friday 13 March 2015 Annual general meeting (AGM) Tuesday 5 May 2015 First quarter 2015 results announcement Thursday 7 May 2015 Payment of final year dividend subject to declaration at the AGM Friday 29 May 2015 Second quarter 2015 results announcement Thursday 6 August 2015 Third quarter 2015 results announcement Thursday 5 November 2015

The above dates may be subject to change, please refer to our website for our latest financial calendar.

Randgold Resources Annual Report 2014 247 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Operations and offices

Jersey Senegal RANDGOLD RESOURCES LIMITED RANDGOLD RESOURCES (SENEGAL) LIMITED 3rd Floor, Unity Chambers 67 Ave André Peytavin, 28 Halkett Street, St. Helier BP 887, Dakar Jersey JE2 4WJ Senegal Channel Islands Tel: +221 33 849 17 80 Tel: +44 1534 735 333 Fax: +44 1534 735 444 South Africa Côte d’Ivoire SEVEN BRIDGES TRADING 14 (PTY) LIMITED Level 0, Wilds View, Isle of Houghton RANDGOLD RESOURCES CÔTE D’IVOIRE Carse O’Gowrie Road, Houghton Estate SARL Johannesburg, 2198 22 Rue des Hortensias PO Box 3011, Houghton, 2041 L125 Boulevard Latrille South Africa Cocody Ambassades Tel: +27 11 481 72 00 01 BP 1216 Abidjan 01 Côte d’Ivoire Uganda Tel: +225 22 48 23 60 BORDER ENERGY EAST AFRICA (PTY) LIMITED +225 22 40 09 30 Alice Reef Road, Plot 110 Entebbe Tongon gold mine Uganda Tel: +44 20 3005 3100 Tel: +256 414 258 552

Democratic Republic of Congo United Kingdom KIBALI GOLDMINES SA RANDGOLD RESOURCES (UK) LIMITED 4239, Avenue Tombal Baye 1st Floor, 2 Savoy Court 3eme Etage de l’Immeuble Le Prestige Strand, London, WC2R 0EZ Commune de la Gombe United Kingdom Ville de Kinshasa Tel: +44 207 557 77 30 Democratic Republic of Congo Tel: +243 812 532 441

Kibali gold mine Tel: +243 812 532 441

Mali RANDGOLD RESOURCES MALI SARL Faladié, 6448 Avenue de l’OUA BP E1160, Bamako Mali Tel: +223 20 20 38 58 +223 20 20 20 06 Listing Randgold Resources Limited was listed on the London Morila gold mine Stock Exchange on 1 July 1997 (trading symbol: RRS) Tel: +223 66 75 04 30 and began trading on the NASDAQ Stock Market on 11 July 2002 (trading symbol: GOLD). Loulo gold mine Tel: +223 21 51 30 00 Our website at www.randgoldresources.com is Gounkoto gold mine regularly updated with the latest information on Randgold Tel: +223 66 75 01 28 Resources Limited.

248 Randgold Resources Annual Report 2014 WorldReginfo - 29fb55e7-d3fa-4122-a799-cab70edd9422 Directory

Registered office United Kingdom Norton Rose Fulbright LLP Randgold Resources Limited 3 More London Riverside 3rd Floor, Unity Chambers London SE1 2AQ 28 Halkett Street, St Helier United Kingdom Jersey JE2 4WJ Channel Islands Allen & Overy Tel: +44 1534 735 333 One Bishop Square Web: www.randgoldresources.com London E1 6AD United Kingdom

Professional advisors Jersey Ogier Auditor 44 Esplanade BDO LLP St Helier 55 Baker Street Jersey JE4 9WG London W1U 7EU Channel Islands United Kingdom Registrars Brokers Computershare Investor Services (Jersey) Limited Barclays Bank plc Queensway House 73 Russell Square Hilgrove Street London WC1B 5BG St Helier United Kingdom Jersey JE1 1ES Channel Islands BMO Capital Markets Limited 95 Queen Victoria Street United States depositary London EC4V 4HG The Bank of New York Mellon United Kingdom Shareholders Relations Department 101 Barclay Street Financial advisor New York, NY 10286 HSBC Bank plc United States of America 8 Canada Square Canary Wharf London E14 5HQ Investor and media relations United Kingdom To obtain additional information about the company or to be placed on the company’s distribution list, contact Legal advisors Randgold Investor and Media Relations United States of America 3rd Floor, Unity Chambers Norton Rose Fulbright LLP 28 Halkett Street, St Helier 666 Fifth Avenue Jersey JE2 4WJ, Channel Islands New York, Tel: +44 20 7557 7738 Email: [email protected] NY 10103-3198 United States of America

Randgold Resources Limited Incorporated in Jersey, Channel Islands Registration number 62686

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