Delivering

sustainable

value

Endeavour Mining plc

Annual Report 2023

Endeavour Mining plc Annual Report 2023

Endeavour Mining is one of the

world’s leading gold producers

and the largest in West Africa.

We are committed to responsible mining and delivering

sustainable value to our employees, stakeholders and

the communities in which we operate.

Endeavour Mining plc

Annual Report 2023

Overview

2023 in review

Our purpose

Our values in action

At a glance

Strategic report

Chair’s statement

Chief Executive's statement

Our business model

Market overview

Strategic progress

Key performance indicators

Our sustainability approach

How we make decisions

S172 statement

Chief Operating Officer’s statement

Operating review

Chief Financial Officer’s statement

Financial review

Risk management and

principalrisks

Task Force on Climate-related

Financial Disclosures Report 2023

104

Viability statement

106

Non-financial information statement

Governance

110

Chair’s introduction to Governance

114

Our Board

116

Our Executive Management Team

118

Our Governance framework

121

Board leadership and

Companypurpose

124

Stakeholder engagement

126

Division of responsibilities

128

Corporate Governance and

Nominating Committee report

134

Audit Committee report

149

Technical, Health and

Safetycommittee

150

Environmental, Social and

Governance committee

151

Directors’ Remuneration report

156

Remuneration at a glance

158

Annual report on remuneration

168

Directors’ report

174

Directors’ responsibility statement

Financial statements

176

Independent auditors’ report

185

Consolidated financial statements

189

Notes to the consolidated

financialstatements

243

Company financial statements

245

Notes to the financial statements

Additional information

248

Detailed reserves and resources

254

Cautionary note on forward-looking

statements

255

Glossary

256

Definitions

endeavourmining.com

@endeavourmining

Endeavour Mining Endeavour Mining

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Chief Executive’s statement Our business model Operating review

2023 in review

The year we delivered a strong production performance from our core

assets, while making excellent progress at our two organic growth projects

Lafigué and Sabodala-Massawa BIOX®, promising resource updates at

Tanda-Iguela and continued ESG excellence highlighted by our top-ranked

gold producer status in the Sustainalytics rankings.

Endeavour Mining plc

Annual Report 2023

0.08

LTIFR

Continued world-class

safety performance.

1,072

Gold produced, koz

Strong production performance

underpinned by our core assets.

$967

AISC/oz

First quartile industry leader.

$1,047

Adjusted EBITDA, $m

50% Adjusted EBITDA margin

in relation to revenue.

ISO 45001 and

14001 received

$266

Shareholder returns,

$200 million in dividends and

$66 million in share buybacks

returned to shareholders.

4.5

Indicated resource

at Tanda-Iguela, Moz

Marks a 303% increase over the

maiden Indicated resource estimate

published in late 2022.

$2.3

Economic

contribution, $b

$267 million in direct taxes,

$134 million in royalties and

$74 million other taxes paid.

$448

Growth spend

incurred, $m

Underlining significant progress at

Lafigué and Sabodala-Massawa.

Our purpose is to produce gold that provides

lasting value to society. As one of the largest

producers of the metal, our starting point is

protecting and promoting the people and places

where our gold comes from.

Our work is a partnership, helping to create resilient

and self-sustaining communities, where people are

equipped with the skills, knowledge and expertise

needed to prosper.

We are trusted to unlock the full benefits of the

material we mine from discovery to production for

all our stakeholders.

Endeavour Mining plc

Annual Report 2023

Our purpose

Our values in action

Partners

Guided by shared goals, we build strong, respectful

relationships with all stakeholders, including contractors,

suppliers, local communities, and host governments. We

believe in open communication and mutual transparency

asthe foundation for achieving positive outcomes together.

Performers

We are passionate performers dedicated to consistently

delivering results. Through continuous improvement and

unwavering commitment, we strive to exceed expectations

and deliver on our promises to all stakeholders.

Pioneers

At Endeavour, we foster a culture of cross-team collaboration

and knowledge sharing, allowing our teams to think outside

the box to drive business growth. We empower our teams

toconstantly seek improvement, innovate, and develop

pioneering solutions to propel our business forward.

Proactive

We believe in individual initiative and collective ownership.

Everyone at Endeavour is empowered to contribute their

expertise, and drive our shared success.

Endeavour Mining plc

Annual Report 2023

Promoting the ethical

sourcing of gold

See pages 8-9

Making a top discovery

in West Africa

See pages 12-13

Investing in Solar energy

in West Africa

See pages 50-51

Preparing our new Lafigué

mine for early start

See page 58-59

Endeavour has strategically positioned

itself as a leading global gold producer

having built a high-quality portfolio of

low-cost, long-life assets while

maintaining a strong social licence to

operate, which underpins an attractive

shareholder returns programme.

Endeavour has a diversified portfolio

across West Africa, with operating

assets located in Senegal, Côte d’Ivoire

and Burkina Faso, and a strong portfolio

of advanced development projects and

exploration assets on the highly

prospective Birimian Greenstone Belt.

As a member of the World Gold Council,

Endeavour is committed to the

principles of responsible mining and

delivering sustainable value to its

employees, host countries and host

community stakeholders where it

operates.

Endeavour Mining plc

Annual Report 2023

Endeavour has an unmatched competitive

advantage as the leading gold producer in West

Africa, the world’s largest gold producing region.

Endeavour is listed on the London and Toronto Stock Exchanges, under the symbol EDV.

At a glance

Mines

Development Projects

Advanced Exploration

Birimiam Greenstone Belt

Endeavour Mining plc

Annual Report 2023

Sabodala-Massawa:

The Sabodala-Massawa mine, acquired in February

2021, is one of Endeavour’s cornerstone assets.

The mine is currently undergoing an expansion to

add a BIOX®circuit to process the large refractory

ore resource on site. Once complete, the mine will

be positioned to target more than 400koz/year

production at an industry-leading All In Sustaining

Cost (“AISC”), elevating it to top-tier status.

Ownership

90% Endeavour

10% Govt of Senegal

1,243 Employees

48% Nationals

47% Locals

9% Women

$2.2 million

Total Social Investment

Ity:

The Ity mine, acquired in 2015 and now one of

Endeavour’s cornerstone assets, has produced

more than 3.1Moz since first gold production in

1991. The mine is able to sustain production above

250koz/year over a +10-year life of mine (“LoM”) at

an industry-leading AISC.

Several optimisation initiatives are underway,

including the Mineral Sizer project, while near-mine

exploration continues to delineate high-grade

resources to further extend mine life.

Ownership

85% Endeavour, 10% Govt of Côte

d’Ivoire, 5% SODEMI

743 Employees

53% Nationals

42% Locals

13% Women

$3.6 million

Total Social Investment

Houndé:

The Houndé mine was built by Endeavour and is

one of Endeavour’s cornerstone assets. The mine

is targetting production above 250koz/year over a

+10-year LoM at an industry-leading AISC.

Endeavour is focused on delineating additional high-

grade resources through near-mine exploration both

at the surface and underground, and expanding

satellite resources at deposits such as Golden Hill

and Mambo to continue to extend mine life.

Ownership

90% Endeavour

10% Govt of Burkina Faso

1,271 Employees

68% Nationals

29% Locals

10% Women

$6.1 million

Total Social Investment

Mana:

Mana was acquired by Endeavour in July 2020 and

has produced more than 2.3Moz of gold since first

gold pour. 2023 was a transition year for the mine

as mining operations began to focus predominantly

on the underground resource across Wona and

Siou. The focus since acquisition has been on

increasing the mine life beyond 10 years, through

the expansion of the underground deposits and

evaluation of satellite open pit targets.

Ownership

90% Endeavour

10% Govt of Burkina Faso

529 Employees

63% Nationals

32% Locals

6% Women

$2.9 million

Total Social Investment

Before I go into the positive

developments at Endeavour Mining in

2023, I want to address upfront the

leadership change that occurred in the

first week of 2024. The termination of

the contract of our President and

ChiefExecutive Officer, Sébastien de

Montessus, for serious misconduct,

wasa difficult but absolutely necessary

decision for the Board to have taken.

Integrity serves as the cornerstone of our

corporate governance, fostering trust

among stakeholders and ensuring

sustainable success in the long-term.

Iam proud to report that, in dealing with

these developments, our Board of

Directors has demonstrated unwavering

integrity in every decision and action

taken. Their leadership sets the tone for

the entire Company and will serve as the

basis for trust and reliability.

The immediate appointment of Ian

Cockerill, a highly experienced mining

leader and operator, as permanent CEO

serves to demonstrate the effectiveness

of our succession planning. Under Ian’s

leadership, we will improve on the

operational momentum that has seen

us perform so well in recent years.

The Audit Committee report on page

134 contains further details of the

investigation that led to the former

CEO’s contract being terminated. In the

days following Sébastien’s departure,

during our engagement with key

stakeholders, we indicated that we

would move swiftly, yet robustly, to

conclude the investigation. This has

happened and I am pleased to report

that no adjustments to our historic

financial information have been required

and BDO has provided an unmodified

opinion on the 2023 financial

statements.

The Audit Committee Chair and I plan to

undertake further engagement ahead of

our AGM with key stakeholders, to

assure them and respond to any

questions they may have. With renewed

confidence and catalysts for the upside,

we look forward to continued strong

operational performance in 2024.

Robust operational performance

underpins ongoing commitment to

shareholder returns

On the operational front, strong

performance has ensured we met

production guidance for the 11th

consecutive year, while the Company

also preserved its status as one of the

lowest-cost gold producers in the sector.

While investments into our high-return

organic growth projects accelerated, we

were pleased to continue to offer

attractive shareholder returns, delivering

$266 million to shareholders in the form

of dividends and share buybacks, in a

year that was impacted by a challenging

macro-environment.

Chair’s statement

Endeavour Mining plc

Annual Report 2023

Dear Shareholders,

It is my privilege to address you once again as we

reflect on another impactful year at Endeavour. First,

I would like to thank all of our employees and partners

for their unwavering dedication, efforts and support

during a successful year in which the Company

delivered against all of its key objectives. I look forward

to the remainder of 2024 and beyond, with Ian Cockerill

as our new CEO, building on Endeavour’s operational

momentum to drive us forward.

It has been pleasing to see the strength and depth of

management as they successfully navigate simultaneous

growth projects, with the Sabodala-Massawa expansion

project on schedule and on budget and the Lafigué

development project on budget, and ahead of schedule,

with first gold now expected in Q2-2024.

The Board remains focused on

supporting further returns to

shareholders in 2024, while maintaining

a disciplined approach to capital

allocation, governed by the metrics that

have been set for management.

Growth projects support socio-

economic development

In November 2023, the Board visited

Endeavour’s Lafigué project in Côte

d’Ivoire which is set to become the

Company’s next cornerstone asset due

to pour gold this year. Our tour of the

site gave a deeper understanding of the

project's potential, the effort involved,

and the considerable progress already

made as the project advances towards

completion, ahead of schedule, with

costs in line with expectations. This

comprehensive visit not only showcased

the hard work and dedication of the

Lafigué project team but also reinforced

the Board’s understanding of the

Company’s operations, sustainability

initiatives and the collaborative spirit

that drives our success.

During our tour, the Board had the

opportunity to meet with beneficiaries of

the literacy programme which Endeavour

launched in partnership with the Ivorian

Ministry of Education and Literacy in

June 2022. The programme aims to

provide vocational training to 150 young

people, literacy skills to 500 people

aswell as build capacity for 50 local

companies in the Hambol region of

Côted’Ivoire.

We also provided education and

vocational training programmes which

provide members of our host

communities with a toolbox to fight

against unemployment and contribute to

the socio-economic development of

Côte d’Ivoire and the other countries in

which we operate.

In addition, it has been pleasing to see

the strength and depth of management

as they successfully navigate

simultaneous growth projects, with the

Sabodala-Massawa expansion project

on schedule and on budget and the

Lafigué development project on budget,

and ahead of schedule, with first gold

now expected in Q2-2024, rather than

Q3-2024.

Responsible gold mining

One of the most important ways we

contribute to the development of the

national economies of our host

countries is through the transparent

payment of our fair share of taxes and

royalties, prioritising local employment,

in-country and regional procurement,

and investing in community

development projects.

Endeavour Mining plc

Annual Report 2023

In 2023 Endeavour’s total economic

contribution to our host countries was

$2.3 billion, of which $659.1 million

was paid to host governments in the

form taxes, royalties, and dividends,

while $228.7 million was paid in

employee wages, salaries, and benefits,

including payroll taxes.

A further $1.6 billion was spent on in-

country procurement and $4.0 million

was dedicated to community

investments and donations for

continuing operations, such as the

ongoing literacy programme in the local

communities around our Lafigué site.

Endeavour also reached a significant

milestone regarding the World Gold

Council’s (“WGC”) Responsible Gold

Mining Principles (“RGMPs”). We

received external assurance for

compliance with the RGMPs for the

mines which we acquired from SEMAFO

and Teranga, Mana and Sabodala-

Massawa respectively.

The RGMP framework outlines clear

expectations for consumers, investors

and the downstream gold supply chain

as to what constitutes responsible

gold mining. The Group is now fully

RGMP compliant in line with the

WGC timelines.

Strengthening our Board

During 2023, the Board made a number

of changes to underscore our

commitment to pursuing the highest

standards of corporate governance,

while ensuring we continue to deliver

strong operational and financial

performance that underpins our

obligations to all our stakeholders.

Together, we bring expertise from a

range of different areas to ensure we

are best positioned to provide support

and constructive challenge to the CEO

and management, as the Company

continues to implement its successful

growth strategy.

In 2023, we continued to strengthen our

Board with two new appointments,

which included the appointment of

Patrick Bouisset as a Non-Executive

Director who, after retiring as

Endeavour’s Executive Vice President of

Exploration in December 2022, brings

over 30 years of exploration experience,

as well as a deep knowledge of the

Company. His skills and experience will

ensure that exploration and organic

growth continue to be a positive

differentiator for the Company.

We were also pleased to appoint Cathia

Lawson-Hall to the Board as an

Independent Non-Executive Director.

She brings considerable corporate

finance and investment banking

experience, and strong stakeholder

relationships, particularly in relation to

the continent where we operate.

Alison Baker was appointed Senior

Independent Director in 2023, a role

previously fulfilled by Ian Cockerill.

Ibelieve that our Board is composed of

Directors who possess strong calibre,

extensive experience, and bring a

diverse range of skills, expertise and

innovative thinking.

I would also like to take this opportunity

to recognise Jim Askew, who stepped

down from the Board during the year,

and to thank him for his contribution.

Following these changes, Endeavour’s

Board already complies with the

Financial Conduct Authority’s positive

diversity targets for listed companies as

currently constituted; 44% of your Board

are female and 55% come from ethnic

minority backgrounds, strengthening the

diversity of perspectives and expertise

that the Board can draw on.

Chair’s statement

continued

Endeavour Mining plc

Annual Report 2023

Spotlight on responsibly mined gold

In a world first, gold from our Ity mine

in Côte d’Ivoire was worn by British-

Ghanian actress and screenwriter,

Michaela Coel, who co-hosted Vogue’s

2023 Met Gala in New York in May.

Coel wore jewellery specially created

for this event by Ghanaian-British

jeweller Emefa Cole using gold from

our Ity mine, which is certified by the

Single Mine Origin (“SMO”) initiative.

SMO traces every ounce of gold from

the accredited mines that produced it

through the value chain to the final

consumer.

SMO was established to provide

confidence to consumers who buy gold

products by enabling them to trace the

origin of the metal all the way back

from the finished product to the mine

where it was produced. This initiative

provides knowledge that it comes from

a responsible source with the highest

environmental, social and governance

standards.

Using a QR code, consumers can see

the provenance of the gold in their

jewellery and understand the direct

impacts of their purchase on local

communities and environments.

Our Ity mine was the first of

Endeavour’s mines to join the initiative

in 2021 and was selected to be an

SMO partner due to its industry-leading

ESG standards.

We continue to uphold these

standards: in 2023, Ity received

external assurance for compliance with

the World Gold Council’s RGMPs and

was commended with a national

excellence award from the government

for its environmental, social and

government standards and initiatives.

Ethical sourcing

The Audit, ESG and Remuneration

Committees are chaired by women

Directors, something I am

very proud of. Composition of the

Board will continue to be a focus

area for us through 2024, given Ian’s

executive role.

Looking at our senior management

group (Management Committee,

comprising EVPs, SVPs, VPs and

General Managers), they have diverse

skill-sets, different nationalities and

come from various backgrounds. Our

efforts to improve gender diversity

continue and I am heartened that

women comprise 25% of Management

Committee, rising from 22% in 2022.

Conclusion

We’ve made significant progress in

2023, particularly given the challenging

macro-economic environment

characterised by increasing interest

rates and heightened geopolitical

uncertainty, and are well positioned to

face the year ahead and deliver against

all of our objectives.

Looking ahead, we expect 2024 to be a

strong year for Endeavour, as the

brownfield expansion of Sabodala-

Massawa and the Lafigué development

project are expected to deliver

significant incremental, low-cost

production to the Group, supporting its

robust financial position and an ongoing

commitment to shareholder returns.

We are confident that the current

management team with its strong track

record, under Ian’s leadership and

experience, is best placed to deliver

onour objectives.

I thank my fellow Board members,

management, employees, business

partners, host governments and you,

our shareholders, for your continued

support.

SRINIVASAN VENKATAKRISHNAN

CHAIR

27March 2024

Endeavour Mining plc

Annual Report 2023

We are confident

that the current

management team

with its strong track

record, under Ian’s

leadership and

experience, is best

placed to deliver on

our objectives.

SRINIVASAN VENKATAKRISHNAN

CHAIR

Considering the powerful socio-

economic impact we have in our

hostcountries, we are pleased that

SMO offers a new standard which

recognises our efforts, giving our gold

the differentiation that it deserves on

the international stage.

We look forward to continuing to raise

awareness with industry partners

about the importance of ethical

sourcing from responsible gold mines

and empowering consumers to

connect with the stories behind their

jewellery pieces.

Consistent strong operational

performance

We are pleased with our operating

performance during 2023, which has

enabled us to meet production guidance

for the 11th consecutive year, producing

1,072koz, and to maintain our status as

one of the lowest-cost gold producers in

the sector, with a 2023 AISC of $967/

oz. As guided at the start of 2023,

performance was weighted considerably

to the second half of the year, having

prioritised stripping activity at Sabodala-

Massawa and Houndé, and underground

development at Mana in the first half of

the year.

Our low-cost performance was bolstered

further by the divestment of our non-core

Boungou and Wahgnion mines in

Burkina Faso in June 2023. The

divestment was in line with our strategy

of actively managing our portfolio to

focus on larger, lower-cost and longer-

mine life assets. The divestment of

these assets not only increased the

quality of our portfolio, positioning us

well to deliver against our strategic

objectives for 2024 and 2025, but it

also improved the geographical

diversification of our portfolio, with four

mines remaining, located in three

different countries.

Ability to deliver attractive

organic growth

Our efforts to improve the quality of the

portfolio, were not restricted to

divestments. During the year, we also

prioritised accelerating our organic

growth projects setting us firmly on track

to deliver long-term value for our

stakeholders.

Simultaneous project constructions at

the brownfield expansion of Sabodala-

Massawa in Senegal and the Lafigué

development project in Côte d’Ivoire

both remain on budget and on track to

be commissioned in Q2-2024, with

Lafigué on track for first gold a quarter

earlier than initially planned. Upon

completion of these two projects, our

teams will have delivered seven mine

builds in under ten years in West Africa,

all of which have been delivered on

budget and on schedule.

Chief Executive’s statement

Endeavour Mining plc

Annual Report 2023

This year, Endeavour has remained resilient and

disciplined, while our steadfast commitment to

operational excellence, strategic organic growth

and delivering benefits to all stakeholders has

continued to drive our success. As a result, for

the 11th consecutive year, we have met our

production targets, demonstrating our ability to

deliver consistent results in a challenging macro-

environment. This accomplishment stands as a

testament to the quality of our portfolio and the

strength and dedication of our workforce.

It is my pleasure to address Endeavour’s shareholders

as your new CEO. This is a pivotal moment for the Group

as all the foundations are in place for the successful

execution of this phase of our organic growth strategy

that will deliver long-term value for all stakeholders.

I look forward to continuing to interact with all of you in

the months to come.

Exciting exploration adds cornerstone

asset to the pipeline

We accelerated our exploration

programme during the year, increasing

our full year exploration spend from $80

to $101million, as we prioritised our

recent Tanda-Iguela discovery in Côte

d’Ivoire, where updated resources

defined a potential tier one asset with

Indicated resources of 4.5 million

ounces at a grade of 2.0 g/t gold.

This is an impressive achievement

considering the project was only

discovered approximately two years

previously, and reiterates the

prospectivity of the West African

Birimian belt and the value of our

exploration methodology, as well as the

quality of our technical team.

We have already launched into the next

phase of development at Tanda-Iguela,

as we work on advancing a preliminary

feasibility study that we hope to finalise

in Q4-2024.

Elsewhere, our exploration programme

has identified several near-mine

opportunities that we expect to

materialise through this year. This will

contribute towards our exploration target

of discovering 12 - 17Moz of Indicated

resources at a cost of less than $25 per

ounce over the 2021 to 2025 period,

which we are firmly on track to achieve.

Delivering attractive shareholder

returns through the cycle

We are currently engaged in a growth

phase, investing approximately $750

million across the Sabodala-Massawa

expansion and the Lafigué development

project over a two-year period since

mid-2022.

Our strong balance sheet position at the

start of this growth phase has

positioned us well to continue delivering

our growth, exploration and shareholder

returns while ensuring our financial

position remains robust with a healthy

year-end Net debt/Adjusted EBITDA

leverage of 0.50.

Endeavour Mining plc

Annual Report 2023

We expect this to significantly decrease

by the end of the year as we complete

the construction of our current growth

projects and start to realise the benefits

of these low-cost projects.

Our progressive shareholder returns

programme delivered $200 million of

dividends and $66 million of buybacks

during 2023, for an indicative yield of

6.7%

, equivalent to 11% of revenue,

39% of operating cash flow or

approximately $227/oz of production

from all operations.

Since we launched our shareholder

returns programme around three years

ago, we have returned $903 million to

shareholders in the form of dividends

and share buybacks, which is equivalent

to $219/oz produced from all

operations over the same time period.

Looking ahead, our goal is to increase

our shareholder returns programme,

once our two ongoing organic growth

projects are complete.

1. Based on share price as of 26 February 2024.

Being a trusted partner

Our purpose as a business is to

produce gold that provides lasting value

to society and our efforts in 2023

continued to underpin our purpose.

In 2023, at our Sabodala-Massawa

mine, we launched the construction of a

37 MW photovoltaic (“PV”) solar facility,

which we expect to significantly lower

fuel consumption and power costs,

while reducing carbon dioxide

emissions, once commissioned in

2025. Beyond life of mine, we hope

the solar plant will be able to contribute

to the energy supply available to the

communities in the region.

Our ESG ambitions go beyond the

immediate proximity of impacted

communities around our mines. Over

the course of 2023, we implemented

a range of sustainability initiatives to

support our host countries through our

Foundation; a vehicle that amplifies

our ESG strategy through regional,

national and cross-border activities

and partnerships.

To address the impact of climate

change on communities in the region

and support biodiversity, the Endeavour

Foundation initiated the second year of

our ambitious reforestation programme

in partnership with the Senegalese

Agency for Reforestation, the Great

Green Wall, building on the 130

hectares of land which we have already

helped to reforest in the first year of

the programme.

Education is a flagship initiative for the

Endeavour Foundation, with

programmes that prepare our future

employees and leaders, and equip local

community members with the skills to

drive socio-economic development. We

are proud to unlock opportunities across

the educational lifespan from primary

school starters through to masters

students, from vocational apprentices to

adults learning to read and write.

A focus for the Foundation in 2023 was

supporting young girls in Côte d’Ivoire.

We held a teenage pregnancy

awareness campaign which reached

500 young women and their parents

and supported a number of young

mothers to return to education.

This initiative aims to break the cycle

of poverty among young girls and

provide them with opportunities for

a better future.

Chief Executive’s

statement continued

Endeavour Mining plc

Annual Report 2023

Unlocking our organic growth pipeline

We have made significant progress on

the Tanda-Iguela exploration project in

Côte d'Ivoire during 2023. Through our

aggressive exploration efforts we

prioritised the Tanda-Iguela project in

order to accelerate resource addition

and delineation of satellite targets,

which have helped Tanda-Iguela grow

into a top-tier project and a key growth

project for Endeavour.

As the largest gold producer in West

Africa, we have the ability to quickly

advance an exploration target when it

meets our investment criteria.

With encouraging drill results at the

Tanda-Iguela property in early 2023,

we upsized the 2023 drill programme

from 70,000 metres to 180,000

metres and leveraged our resources

within the region, bringing in ten drill

rigs and additional technical expertise.

Our aim was to complete infill drilling

to convert resources from Inferred to

Indicated status, extend the

mineralised system and identify and

delineate satellite deposits in close

proximity to the maiden resource.

At the end of 2023, we reported a

303% increase in Indicated resource to

4.5Moz at 1.97 g/t Au and an Inferred

resource of 0.2Moz at 1.91 g/t Au for

the Assafou deposit, compared to the

2022 maiden Indicated resource of

1.1Moz at 2.33 g/t Au and Inferred

resource of 1.9Moz at 1.80 g/t Au.

The Tanda-Iguela discovery in Côte

d’Ivoire is a strong testament to our

ability as a Group to unlock exploration

value and organically generate a high-

quality project pipeline at extremely low

discovery costs of US$11/oz of

Indicated resources.

Tanda-Iguela Discovery

Safety is our top priority and an integral

part of our operating and ESG

frameworks. We were saddened by the

fatal accident that occurred on 27

February 2024 at our Mana mine in

Burkina Faso resulting in the death of

our contractor colleague. Now, more

than ever we remain focused on

eliminating all avoidable incidents and

achieving our zero-harm target.

Our 2023 Sustainability Report provides

more information on the impact of our

initiatives and ESG performance, and is

available on our website.

Our efforts to improve transparency

and sustainability are being increasingly

recognised by external agencies, and

our ratings continue to improve. We are

now a top-rated company, not just within

our sector but across other industries,

with top-rated Sustainalytics and

MSCI ratings.

Future outlook

Our strong operating performance in

2023 coupled with the advancement of

our projects, developments and

exploration, have positioned us well for

2024 and beyond. We expect 2024 to

be a strong year for Endeavour, with the

commissioning of the expansion of

Sabodala-Massawa and the Lafigué

project increasing the quality of our

portfolio. Once these two growth

projects are complete, our goal is to

refocus on strengthening our balance

sheet and increase our shareholder

returns to ensure that our efforts to

unlock growth benefits all stakeholders.

As a Non-Executive Director of

Endeavour for several years, I supported

management as they led the Company

forward. As CEO I am proud to take a

more active role in shaping the business

for the future, as we continue to deliver

against our strategic objectives and

positively impact the regions where we

operate. I extend my heartfelt gratitude

to all of our employees and other

stakeholders for their continued trust

and support.

IAN COCKERILL

CHIEF EXECUTIVE OFFICER

27March 2024

Endeavour Mining plc

Annual Report 2023

We expect 2024 to

be a strong year for

Endeavour, with the

commissioning of the

expansion of Sabodala-

Massawa and the

Lafigué project

increasing the quality

of our portfolio.

IAN COCKERILL

CHIEF EXECUTIVE OFFICER

On top of the significant size and grade

of Tanda-Iguela’s Assafou deposit, the

resource update also reiterated strong

project credentials with the Tanda-

Iguela property located close to

existing infrastructure, a paved

highway and high-voltage grid power.

We look forward to growing Tanda-

Iguela into a tier one asset through

continued exploration of the existing

resource and further delineation of the

highly prospective satellite targets.

Focused on being

a resilient business

What we do

We are focused on creating a resilient

business by building a high-quality

portfolio of assets with long mine lives

and low production costs. Our business

model seeks to generate sufficient

sustainable cash flow to allow us to re-

invest in our core operations while also

maintaining the ability to reward our

shareholders. It is underpinned by our

commitment to be a trusted partner in

our host countries and delivers on our

promises to support the communities

where we operate.

The resources we use

Natural:

We use energy, fuel, reagents and

water to operate our mines. We try

to use these resources as efficiently as

possible to minimise our environmental

footprint

Physical:

We rely on large fleets of heavy mobile

equipment, several different processing

technologies and plant and site

infrastructure

Human:

We invest in our workforce, ensuring

they have the right skills, capabilities

and career prospects to match our

growth ambitions

Social:

We have established a strong

social licence to operate in our host

countries and local communities which

supports our current operations and

exploration activities

Financial:

We have a robust balance sheet,

liquidity available through undrawn

credit facilities, a track record of

disciplined financial management and

capital allocation to enable us to invest

in our business and deliver strong

shareholder returns

Our business model

Endeavour Mining plc

Annual Report 2023

Exploration Design and

Develop

Exploration and discovery is the

first phase of a mining project,

which aims to determine the

possible presence and quality

of gold. Our large land package

in West Africa, with over 250

exploration targets provides us

with a competitive advantage.

We have a strong track record

of discovering ounces through

our exploration programmes

and we are able to leverage our

resources in the region, such

as access to equipment and

technical expertise, to

accelerate significant

discoveries in a shorter time

period. This allowed us to make

the Tanda-Iguela discovery in

under two years.

If discovered and judged

economically viable, the project

moves into various feasibility

studies, which includes the

eventual design of the mining

operation. We work with a range

of international consultants to

develop and design our mines.

The first of these studies is the

pre-feasibility study (“PFS”)

which is the earliest that we

can define Mineral Reserves.

We are currently preparing our

pre-feasibility study for the

Tanda-Iguela property in Côte

d’Ivoire, which is expected to be

published by the end of 2024.

Also at this stage we carry out

the environmental and social

studies which are key building

blocks to ensure our licence

tooperate.

<$25/oz

Discovery cost Development projects

maintained as part of our exploration

strategy to achieve a five-year

discovery target of 12 – 17Moz for the

period ending 2025

in the pipeline across West Africa,

with two in construction, two in the

technical studies phase and three

atthe resource stage

Endeavour Mining plc

Annual Report 2023

Construction Production Closure and

Rehabilitation

The construction of the mine

and processing facilities, along

with the necessary ancillary

infrastructure such as roads,

power generation facilities,

water treatment and sanitary

sewage facilities, housing for

employees, as well as medical

facilities. Over the past seven

years, we have successfully

built two mines on schedule

and within budget, the Ity mine

in Cote d’Ivoire and Houndé

mine in Burkina Faso. We are

currently building the Lafigué

mine, which is ahead of

schedule and on budget to

commence producing gold in

2024. This consistent success

is largely attributed to our in-

house expertise in project

development and our long-term

Engineering, Procurement,

Construction Management

(“EPCM”) and technology

partners.

Mining is conducted through

either surface and/or

underground mining activity. The

ore is then hauled, loaded,

crushed and processed into gold

doré, which is then sent to a

refiner to be refined into London

Good Delivery Bars. Once

refined, the gold is sold to one

or more market participants,

who take responsibility for its

onward distribution. The duration

of the mining and processing

phase depends on the size of

the orebody and constraints

associated with mining the

orebody or processing the ore.

Our three cornerstone assets

are open-pit mines with primarily

conventional CIL processing

circuits. These cornerstone

mines have more than ten years

mine life.

Once a mining operation is no

longer economically viable,

because the ore body is

exhausted or the remaining

deposit becomes uneconomic

to mine, work then focuses on

its decommissioning,

dismantling and a closure plan

is implemented, which includes

rehabilitating the land. We have

closure plans in place at our

operations, which are designed

as part of the Environmental

and Social Impact Assessment

(“ESIA”) that is done at the

Design and Develop phase.

These are regularly reviewed

and updated during the life time

of the operation and

rehabilitation initiatives are

underway through life of mine.

In addition, we also make

financial provisions to a fund to

cover the costs of implementing

an environmental preservation

and rehabilitation programme.

<7years

1st

Discovery to production Cost Quartile Divestments

achieved at Endeavour’s organic

growth projects including the

Lafigué mine

all-in sustaining cost across

the Group

of non-core assets as part of our

strategy to focus on long-life and low-

AISC assets

Following moderate global economic expansion in 2022,

growth momentum remained somewhat restrained in 2023 as

a rising rate environment was compounded by weak Chinese

recovery dynamics following the Covid-19 pandemic. Real

global gross domestic product (“GDP”) grew by approximately

3.1% across the year and, despite several intra-year revisions,

the International Monetary Fund currently expects this pace of

growth to be maintained through 2024, while other observers

expect a slow-down in growth.

Persistently high inflation was the predominant macro-

economic challenge faced in 2023, onset by accommodative

monetary policy conditions and stimulus provided during the

Covid-19 period alongside last year’s global energy crisis and

global supply chain challenges. Despite data points

suggesting an inflationary peak in the second half of 2022,

consumer price index (“CPI”) readings for the UK, US and

eurozone indicated price rises of 7.4%, 4.1% and 5.5%

respectively in 2023.

Global central banks remained united in their aim of easing

inflationary pressures, beginning a historical, synchronised

cycle of rate hiking in 2022 which extended across much of

2023. While inflationary pressures are showing clear signs of

abating, the detrimental impact of the constrictive rate

environment was broadly felt, with an easing of business

activity and a rise in interest rates across much of the West,

catalysing broad equity market devaluations and a firm

repricing of ‘risk-free’ rates.

Looking ahead to 2024, central bankers have made it clear

that it would be premature to declare an end to the fight

against inflation. Nevertheless, it is widely viewed that the

current monetary policy environment is sufficiently restrictive

and that it is likely to persist over the near-term, with market

observers not anticipating any meaningful loosening of

monetary conditions until at least the second half of 2024,

and conditional on continued support from the economic data.

A continuing moderation of inflation towards target levels is

expected to aid sentiment and increase the optimism around

a successful execution of Central Bank policy.

Inflationary pressures

While inflation remained highly elevated in both absolute

terms and relative to recent historical averages, sequentially

moderating CPI data points across much of the West helped

to reinforce conviction that peak inflation had been reached in

late-2022. Positively however, absolute inflation levels

reduced materially over the course of 2023, albeit with the

proactive monetary policy response by global central banks

undermining the pace of economic growth.

Labour markets and business activity, particularly in the US,

remained robust throughout the year, in spite of the backdrop

of restrictive monetary policy.

Despite the easing pressures, several upside CPI misses

indicated that more work was needed to get inflation back to

target. Looking deeper into the data, disparities in underlying

inflationary categories were becoming increasingly apparent;

persistence in Food and Service categories contrasted rapid

deflation in Energy. Relative ‘stickiness’ across geographies

became apparent too, as enduring pressures in the UK

relative to the US and eurozone compounded a consumer

cost of living crisis.

Market overview

Endeavour Mining plc

Annual Report 2023

Macro-economic overview

2023 was another year characterised by significant macro-economic

uncertainty, with inflationary pressures easing throughout the year as

global central banks imposed an increasingly economically-restrictive rate

environment. Akin to 2022, intensifying geopolitical risks were also a driver

of sentiment, with this dynamic expected to persist over the near to medium-

term. Within the context of a challenged geopolitical and macro-economic

backdrop, Endeavour performed strongly thanks to a robust operational

performance and improvement in the gold price as the safe-haven asset

increased its allure. Looking ahead, with a growing optimism that peak

inflation may now be behind us, market participants are beginning to expect

a shift towards a more accommodative monetary policy environment,

which could provide an important tailwind for risk assets into 2024.

Endeavour is able to moderate inflationary impacts to the

Group’s cost base by leveraging the size and synergies of

running a regionally focused asset base. More than 70%

of the Group’s procurement is in-country, and contracts are

generally long-dated with delivered to site pricing which limits

the effect of higher freight costs and some inflationary

impacts. Fuel prices are regulated by in-country based pricing

mechanisms where prices are revised periodically, sheltering

Endeavour from peak fuel pricing.

Monetary policy response

Policy tightening decelerated in 2023 with the Federal Reserve

(“Fed”) becoming the first central bank to decelerate its pace

oftightening to a more normalised rate of 25bps in February.

The Bank of England (“BoE”) and European Central Bank

(“ECB”) soon followed suit. As the year progressed, central

bank commentary became incrementally more accommodative,

supporting hopes that terminal interest rates had been

reachedas central banks paused their hiking cycles in the

fourth quarter.

Over the course of 2023, the BoE, Fed and ECB raised

interest rates by 175bps, 100bps and 200bps respectively,

pushing interest rates to levels not seen since the Global

Financial Crisis. Market analysts do not currently anticipate a

material loosening of monetary conditions until at least

late 2024.

Geopolitical factors

Increasing geopolitical risks broadly compounded market

volatility throughout 2023; namely the prolonged Russia-

Ukraine conflict and the emergence of the Israel-Hamas war in

the Middle East.

The Russia-Ukraine conflict remained ongoing throughout the

year, with Western nations maintaining the imposition of severe

sanctions on the Russian economy. While the conflict drove

rapid price increases within the commodity complex in 2022,

commodity prices moderated significantly throughout 2023, as

supply-side disruption concerns failed to materialise.

October saw the emergence of active conflict in the Middle

East. Since then, fighting between both sides has escalated

significantly, with Israel’s military incursion into Palestine

sparking a broader humanitarian crisis.

While short-term volatility was apparent in the immediate

aftermath of October’s conflict, volatility moderated

substantially thereafter. Despite the relative reduction in

uncertainty, investors remain wary of the material risk

presented by a spill over of the Israel-Hamas war turning into

a broader regional crisis.

Endeavour Mining plc

Annual Report 2023

Gold market dynamics

Gold traded between $1,811 and $2,078 per ounce on the

London Bullion Market in 2023, hitting its high for the year on

the final day of December, in response to geopolitical

conflicts, moderating inflation and optimism around central

bank rate cuts.

Following early momentum by gold into February, ‘higher for

longer’ interest rate expectations drove bullion to early lows in

March, before an enduring rally driven by the 2023 banking

crisis saw the asset class push to just shy of its all-time

nominal high as investors sought out gold’s relative safety.

The gains were further accentuated by a softening dollar, with

gold reaching a near all-time high of $2,048/oz shortly

thereafter in mid-April.

Following the rapid gains gold traded largely sideways into late

September before taking a leg down as a hawkish Fed,

strengthening dollar and decades-high US Treasury yields

halted the asset’s progress. A recovery in gold price soon

followed, with bullion rallying into the year-end against a crisis

in the Middle East and optimism around an end to restrictive

monetary policy, finishing the year +14.6%.

Looking ahead, analysts expect the gold price to further

benefit from elevated geopolitical risk and historical central

bank demand, potentially accelerated by any incremental

rates-induced softening of the US dollar. Widening real rate

expectations remain a potential headwind however, with any

further tightening of rates likely to restrict bullion strength.

Currency performance

Key currencies for Endeavour are the US dollar, given that we

sell gold which is dollar-denominated, the CFA franc, which

comprises around

65% of our operating cost base, and the

euro, which comprises most of our remaining currency cost

base. The CFA franc is backed by the French treasury and

pegged to the euro and is accepted in 14 member countries.

The US dollar remained largely rangebound against key cross

rates for the first half of the year, before a sustained rally

from early July pushed the widely tracked Dollar Index to

an intra-year high in October on ‘higher for longer’ interest

rate expectations. More recently however we have seen

a moderation of the dollar, with downside US CPI

surprises catalysing an accommodative repricing of

interest rate expectations.

Market overview

continued

Endeavour Mining plc

Annual Report 2023

More specifically for Endeavour, the CFA franc – which is the

currency in which much of the Group’s expenses are

denominated – strengthened by some 9.9% versus the US

dollar, the business’ reporting currency. This dynamic resulted

in foreign exchange headwinds which increased cost

pressures at our operating entities, with AISC for the year

coming in 1.5% above the top of the Group’s guidance range.

Impact of external forces on the operating environment

In management’s view, the most effective method of

capturing the full financial benefit from the Group’s operations

is to operate low-cost assets, safely and as efficiently as

possible. The Group has historically delivered significant value

to shareholders by executing on this strategic view. Endeavour

remains among the lowest-cost gold producers in the industry.

Given Endeavour’s West Africa focus, country risk remains

inherent. Despite the risks, we firmly believe that West Africa

remains one of the most attractive mining jurisdictions

globally due to its high prospectivity, mineral endowment,

andmining-friendly administration. We continue to maintain

excellent relations with our local partners and with the

government authorities of the jurisdictions in which

weoperate.

Endeavour Mining plc

Annual Report 2023

Industry-leading operational

excellence

Progress

Through experienced management, long-standing and trusted

stakeholder relationships, airstrips enabling prompt provision

of management expertise to all sites, synergies from shared

technical and administrative functions, and being the largest

producer in each of the countries where the Group operates,

Endeavour has managed to exceed its production guidance for

the 11th consecutive year. The Group produced 1,072koz of

gold from continuing operations in 2023, a slight decrease

from 1,161koz produced in the prior year, mainly as a result

of decreased production at the Sabodala-Massawa and Mana

mines, which was partially offset by increased production at

the Ity and Houndé mines. AISC

from continuing operations

increased, slightly above guidance, from $849/oz in 2022 to

$967/oz in 2023.

Priorities

The Group is focused on delivering its production and cost

guidance in 2024, safely, through its continued emphasis on

operational excellence. In 2024, the Group will aim to achieve

production within the range of 1,130koz and 1,270koz of gold

at an AISC

of $955 to $1,035/oz.

Proven project development

Progress

Construction of the Sabodala-Massawa expansion project

waslaunched in April 2022 and remains on budget and on

schedule for first gold earlier than planned in Q2-2024, rather

than Q3-2024. The project will add a 1.2Mtpa BIOX® plant,

designed to process the high-grade refractory ore from the

Massawa deposits. The project is expected to lift Sabodala-

Massawa’s production, while maintaining its low-cost

positioning, cementing the Sabodala-Massawa complex

asatop-tier asset.

Construction of the Lafigué project in Côte d'Ivoire was

launched in October 2022, following the completion of a DFS

which confirmed Lafigué’s potential to be a cornerstone asset

for Endeavour. The project will have a 4Mtpa capacity CIL

plant, capable of producing over 200koz a year at industry-

leading AISC, over its initial 12.8 year mine life, with

significant exploration potential on the Fetekro property.

Priorities

The Group will continue to focus on delivering its growth

projects on budget and on schedule in order to achieve first

gold production from the Sabodala-Massawa expansion and

the new Lafigué mine in Q2-2024.

Strategic progress

Endeavour Mining plc

Annual Report 2023

Maintain a

high-quality portfolio

The geographic focus of our operating

model in West Africa provides us with

a strong competitive advantage, while

our diversified operations across three

countries and four mines enhances

the resilience of the business.

Endeavour is the largest producer in

each of the three countries where it

operates, enhancing its ability to

extract synergies from its operations.

Our resilient business model is

centred on a high-quality portfolio

which has the potential to generate

sufficient cash flow to re-invest in the

business and reward shareholders.

+1.07Moz

Annual production

$967/oz

AISC

1. This is an Alternative Performance Measure (non-GAAP measure). Please refer to the Financial Review (pages 62 to 71) for definitions and reconciliation of Alternative

Performance Measures to IFRS..

Unlocking exploration value

Progress

Endeavour completed an extensive 2023 exploration

programme of $101 million, which included over 140,000

metres of drilling and successfully delineated updated

resources at its Tanda-Iguela discovery, as well as adding

resources in the underground at Mana. The Group remains on

track to achieve the five-year exploration target of discovering

between 12 and 17Moz of Indicated resources, with over

10Moz of Indicated resources discovered since 2021.

Indicated resources at Tanda-Iguela were increased by 303%

to 4.5Moz, through conversion of Inferred resources, which

decreased to 0.2Moz, and delineation of new resources.

Tanda-Iguela now ranks as one of the most significant

discoveries made in West Africa over the last decade.

Priorities

The Group has set an exploration target of discovering 12 to

17Moz of Indicated resources over the 2021 to 2025 period,

at the low discovery cost of less than $25/oz, and will

continue to prioritise meeting this objective.

Active portfolio management

Progress

The Group is focused on optimising and managing its portfolio

in line with our overall strategy to focus on a diversified

portfolio of large, low-cost and long mine life assets.

On 30 June 2023, the Group completed the sale of its non-

core Boungou and Wahgnion mines as it continued to

activelymanage its portfolio to focus on higher-quality assets,

while successfully increasing the portfolio’s geographic

diversification.

Optimisation initiatives focused on preserving our low-cost

profile through inflationary challenges; initiatives include the

implementation of throughput optimisation at Ity and Houndé,

a solar project at Sabodala-Massawa, and the implementation

of owner maintenance and rebuilds across the Group.

Priorities

The Group remains focused on being a resilient low-cost

producer with industry-leading AISC and maintaining over

10years of production visibility across a diversified portfolio

ofassets.

Endeavour Mining plc

Annual Report 2023

+10yrs

Production visibility

Strong

Capital allocation

discipline

Diversification

Across multiple countries

and mines

Employment and training

Progress

For 2023, the Group set a target of 15% for female new

hiresto improve our gender balance. This was successfully

achieved, with 22% women joining Endeavour, helping

toincrease overall female representation by 20% to 11%

in2023.

During the year, the Group promoted 257 nationals and

provided 528 internships to West African nationals. The

Group’s workforce at the end of the year comprised 4,515

national employees, equivalent to 94% of total employees,

and 57% West African senior managers, including 40%

nationals in the position of mine General Manager.

Priorities

The Group strives to create a strong safety culture grounded

in risk and hazard awareness. In 2024, we will expand our

annual bonus-linked safety targets to include a focus on

emergency response and Visible Felt Leadership Inspections.

Core to our HR strategy is the development of a solid pipeline

of talent, with a particular focus on national employees. In

2024, Endeavour will continue to roll out its mobility policy as

well as range of training courses, under the umbrella of its

in-house university ‘Endeavour Academy’.

Local procurement and

economic development

Progress

Endeavour continued its focus on sourcing goods and services

locally. The Group’s total procurement for 2023 was $1.6

billion, a 13% increase year-on-year, due to the organic growth

projects. The Group sourced 81% of its procurement from host

countries during 2023, excluding the growth projects, which

accounted for $1.2 billion, representing a 9% increase in spend

over 2022.

In 2023, the Group invested $4.0 million on a range of

community investment projects to support the socio-economic

development of our local communities and host countries.

Priorities

Our procurement strategy is focused on sourcing from our host

countries and regional West Africa, alongside creating indirect

employment opportunities through the purchases of goods and

services. We invest in a range of social projects around our

mines to support their socio-economic development.

Strategic progress

continued

Endeavour Mining plc

Annual Report 2023

Be a trusted partner

We are committed to

doing business in a safe,

ethical and socially

responsible manner.

Building strong

relationships based on

open and transparent

dialogue with our local

and national stakeholders

is essential to obtaining

broad-based support for

our operations.

In short, we aim to be

atrusted partner.

94% 11%

National employees Women

Environmental

stewardship

Progress

The Group’s total Scope 1 and 2 greenhouse gas (“GHG”)

emissions decreased by 20% in absolute terms from 884,929

tonnes CO

(“tCO

-e”) in 2022 to 708,916 tCO

-e.

The Group’s GHG emissions intensity decreased by 6% to

0.60 tCO2-e per ounce year-on-year and we remain on track

tomeet our 2030 target. Read more about our 2023

performance in our TCFD section on pages 86 to 103.

The Company also protected 302 hectares across its sites as

well as via national conservation initiatives, in line with its

2023 objectives.

Priorities

To assist delivery of our 2030 target of a 30% reduction in

emissions intensity, we are targeting an emissions intensity of

less than 0.60 tCO

-e per ounce produced for 2024.

We have set a target to recycle an average of 70% of water

across our sites and our 2024 biodiversity targets include the

protection of more than 430 hectares and the rehabilitation of

40 hectares to support our conservation efforts.

Transparent taxes and

government ownership

Progress

During the year, the Company contributed $2.3 billion to the

economies of its host countries which included national

procurement, payments to governments and employee

salaries, an increase of 21% over 2022, due to an increase in

employee salaries, income taxes and royalties.

Priorities

As an active and important regional economic player in West

Africa, we aim to be open, honest and transparent regarding

our approach to tax. It is important to us that our stakeholders

understand our tax and broader economic contributions as

these demonstrate the full impact of the role we play in

society. We publish our Extractive Sector Transparency

Measures Act (“ESTMA”) report and a Tax and Economic

Contribution Report annually. We aim to be fully compliant

with GRI-2071 by 2025.

Endeavour Mining plc

Annual Report 2023

81%

11%

$2.3b

procurement sourced in

our host countries

increase in economic

contribution

economic contribution

to host countries

Ability to reward

shareholders

across cycles

Attractive shareholder returns

programme composed of a

minimum dividend that can

be supplemented with

additional dividends and

share buybacks.

Prudent balance

sheet management

Progress

During the year, the Company has

maintained low leverage ending the year

with a net debt/adjusted EBITDA of

0.50x and healthy liquidity of $0.7

billion, comprised of $517.2 million in

cash, $180.0 million available through

the Revolving Credit Facility (“RCF”) and

$59.9 million available through the

Lafigué term loan.

Priorities

The Company targets a healthy balance

sheet position with a leverage ratio at

0.50x net debt/adjusted EBITDA

1. This is an Alternative Performance Measure (non-GAAP measure). Please refer to the Financial Review (pages 62 to 71) for definitions and reconciliation of

Alternative Performance Measures to IFRS.

2. Based on share price as of 26 February 2024.

Strategic progress

continued

Endeavour Mining plc

Annual Report 2023

Reward shareholders

$227/oz 6.7% $66m

Returned to shareholders

for 2023

Indicative shareholder

returns yield

In share buybacks

for 2023

Competition for capital on a

returns basis

Progress

Endeavour’s resilient business model supports prudent

capital allocation promoting competition for capital internally

on a returns basis. During the year, two high-return growth

projects, the Sabodala-Massawa expansion and the Lafigué

project were advanced towards completion, and exploration

atthe high-priority Tanda-Iguela discovery was accelerated

todelineate an updated maiden resource defining a potential

tier one asset.

Priorities

The Company will continue to work towards a 20% ROCE

target with strong capital allocation discipline.

Compelling shareholder

returns proposition

Progress

Endeavour exceeded its minimum dividend commitment for

2023 by $25.0 million to $200.4 million, which was

supplemented with $65.6 million of share buybacks. A total of

$266.0 million was paid to shareholders during the year, and

over $903.0 million will have been returned to shareholders

since payment of our maiden dividend in 2021.

Priorities

Maintain an attractive shareholder returns policy, that will be

augmented in the second half of 2024, following the

successful completion of the current phase of growth.

Endeavour Mining plc

Annual Report 2023

$200m $903m

Dividend total

for 2023

Cumulative shareholder

returns since Q1-2021

Key performance indicators

Endeavour Mining plc

Annual Report 2023

1,072 967

Why it matters

Production of saleable gold is critical to our

financial performance and ability to generate cash.

Performance FY-2023

The Group achieved production guidance for the

11th consecutive year.

Why it matters

Managing our cost structure is critical to generate a

healthy margin.

Performance FY-2023

AISC increased to $967/oz, but remained within

the first cost quartile of the sector, albeit slightly

above the top-end of the guidance range.

Operational KPIs

As a tier one gold producer, we have a range of

operational targets and performance metrics that

are critical to our ability to generate cash flow and

manage operating costs

-9%

Why it matters

Reserves are an indicator of future proven and

probable economic mineable ounces.

Performance FY-2023

Reserves decreased by 9% primarily due to current

production depletion and the timing of resource to

reserve conversion deferred to 2024.

Why it matters

Resources are an indicator of future measured and

indicated economic mineable ounces inclusive of

reserves.

Performance FY-2023

Resources increased by 6% primarily due to

exploration success at the Tanda-Iguela discovery.

1,072

1,161

1,115

2023

2022

2021

Gold production, koz AISC, $/oz

967

849

844

2023

2022

2021

13.9

15.2

15.6

2023

2022

2021

26.7

25.3

24.2

2023

2022

2021

Reserves, Moz Resources, Moz

1. All KPIs are indicative of continuing operations unless otherwise indicated.

Endeavour Mining plc

Annual Report 2023

81%

0.08

Why it matters

Providing our people with a safe and healthy

working environment is our top priority.

Performance FY-2023

The Group reported four lost time injuries in 2023

over all operations, resulting in a LTIFR of 0.08

(0.01 for continuing operations), compared to 0.5

in 2022. Despite the small increase, Endeavour’s

safety record is among the lowest in the industry.

Why it matters

We have committed to reducing our carbon

footprint, targeting a 30% reduction in emissions

intensity by 2030.

Performance FY-2023

The Group’s emissions intensity per ounce of gold

produced reduced by 6% to 0.60 tCO

-e/oz from

0.64 tCO

-e/oz in 2022.

Environmental and Social KPIs

Demonstrating our commitment to ESG

performance, we have a range of key performance

indicators and targets to track our progress

0.60

4.0

Why it matters

Prioritising in-country suppliers of goods and

services enables us to multiply our positive impact

on the economies of our host countries.

Performance FY-2023

We continued to maintain over 80% of our total

procurement spend on in-country suppliers, as per

our 2023 target. We spent 32% of our total

procurement budget on national-owned suppliers,

marginally less than our 2023 target of 35%, and

we met our 2023 target of 3% on local suppliers.

Why it matters

We seek to improve the socio-economic

development of our host communities to support

our social licence to operate.

Performance FY-2023

Our community investments decreased in 2023

compared to 2022, primarily due to the cessation

of social activities associated with the Massawa

project. We continued to invest in a wide variety of

projects, including $1.0 million on economic

development, $0.6 million on education projects

and $0.8 million on the Endeavour Foundation.

LTIFR GHG emissions, tCO

/oz

0.60

0.64

0.54

2023

2022

2021

81.0

82.0

2023

2022

2021

4.0

7.1

4.1

2023

2022

2021

In-country procurement spend, % Community investments, $m

1. All KPIs are inclusive of discontinued operations unless otherwise indicated.

0.08

0.50

0.20

2023

2022

2021

Key performance indicators

continued

Endeavour Mining plc

Annual Report 2023

2,114.6 619.3

Why it matters

Revenue is derived principally from the selling of

gold and is critical to cash generation.

Performance FY-2023

Revenues during the year showed a 2% increase

driven by increased realised spot gold prices, partly

offset by lower volumes sold compared to 2022.

Why it matters

Operating cash flow reflects the ability to generate

cash to fund capital requirements and shareholder

returns.

Performance FY-2023

Operating cash flow decreased to $619.3 million

mainly due to increased taxes paid and timing of

working capital outflows.

Financial KPIs

As a premier LSE and TSX listed Company, we track

a number of financial metrics to ensure both the

profitability and liquidity of the business.

230.2 266.0

Why it matters

Adjusted net earnings reflects the profitability of the

Company when excluding exceptional items.

Performance FY-2023

The decrease to $230.2 million is specifically

attributable to the realised losses on gold hedges,

increased exploration and finance costs.

Why it matters

The Group is committed to returning capital to

shareholders through dividends and share buybacks.

Performance FY-2023

The Group exceeded its minimum return commitment

of $175.0 million and returned $200.4 million in

dividends and $65.6 million in buybacks.

2,114.6

2,069.0

2,051.6

2023

2022

2021

Revenue, $m Operating cash flow, $m

230.2

292.7

405.8

2023

2022

2021

266.0

265.6

267.7

2023

2022

2021

Adjusted net earnings attributable to

shareholders, $m

Shareholder returns, $m

619.3

909.6

1,023.8

2023

2022

2021

Endeavour Mining plc

Annual Report 2023

0.50 1,047.3

Why it matters

Net debt/(cash) / Adjusted EBITDA ratio is a

measurement of leverage.

Performance FY-2023

Our leverage ratio is in line with our target of 0.5x,

albeit it increased during the year due to increased

growth capital expenditure and shareholder returns.

Why it matters

EBITDA reflects earnings prior to tax and interest

adjusted for non-cash and exceptional items.

Performance FY-2023

Adjusted EBITDA decreased due to increased

operating and exploration costs, plus higher

royalties, partly offset by increased revenues.

555.0

Why it matters

Net debt/(cash) is a liquidity metric used to

determine how well a company can pay all of its

debts if they were due immediately.

Performance FY-2023

Net debt has increased to $555.0 million due to

growth capital expenditure and shareholder returns.

0.50

-0.09

-0.05

2023

2022

2021

Net debt/(cash) / Adj. EBITDA ratio Adjusted EBITDA, $m

555.0

(121.1)

(76.2)

2023

2022

2021

Net debt/(cash), $m

1,047.3

1,133.3

1,058.4

2023

2022

2021

We explore, develop, build

and operate our assets in

partnership with a range

ofstakeholders.

Having operated in West

Africa for more than a

decade, we have made, and

continue to make, a real

difference to the countries

where we operate.

As a result of our long

partnerships with

governments, communities

and employee stakeholder

groups across the region,

we believe we have

developed a strong social

licence to operate.

We are a major employer in the region

and the safety of our employees is our

first priority, above all else. We believe

that all occupational injuries and

illnesses are preventable. This belief

drives our goal of ‘Zero Harm’ and a

worker-led behaviour-based culture.

Each member of our workforce is

responsible for their safety, as well as

that of their colleagues, to ensure

everyone returns home to their families

at the end of each shift.

Our ‘Zero Harm’ philosophy extends to

environmental management. Central to

this is managing, mitigating and

minimising the impacts of gold mining

on the environment. Our environmental

priorities are focused on addressing

climate change, water stewardship,

conserving biodiversity, safe and

efficient tailings management, as well

as reducing plastic waste, a material

issue in our host countries.

We seek to be an employer of choice,

offering attractive terms of employment,

competitive remuneration and an

inclusive workplace to attract and

retaintalent. We invest in our

employees and provide them with the

training and career progression they

need to succeed.

Together with our host countries and

other international and national

partners, we invest heavily in community

development to deliver the best

outcomes for those living in proximity to

our operations. Through various

vocational training programmes and

social initiatives, we aim to provide

community members with the skills and

resources required to flourish and build

resilient and self-sustaining futures.

We support local businesses, creating

jobs and opportunities through our

supply chain, multiplying our positive

impact on the local, regional and

national economies of our host

countries. We prioritise in-country

suppliers of goods and the majority of

our supply chain’s key supplies are

sourced from either in-country or

regional African countries.

We work collaboratively with our host

country governments and take pride in

showing responsibility, compliance and

transparency in relation to our tax and

economic contributions in the regions

where we operate. This includes

publishing an annual Tax and Economic

Contribution Report.

Endeavour Mining plc

Annual Report 2023

Our

sustainability

approach

Our ESG strategy

Our five-year ESG strategy (2021-2025)

has been designed to put into practice

our corporate purpose: producing gold

that provides lasting value to society.

The guiding principle of this ESG

strategy is to play an active role and

have a lasting positive impact on our

host communities and countries.

This applies across all our

operationsand in our engagement

withbroader society.

To identify the key priorities of our

ESGstrategy, the management team

consulted with a wide range of

stakeholders from our host countries

and communities, our employees, key

suppliers, shareholders, and investors.

We were also guided by the United

Nations Sustainable Development Goals

(“SDGs”). This feedback combined with

the evaluation conducted by the Board,

informed our ESG strategy.

Endeavour Mining plc

Annual Report 2023

Supporting the UN SDGs

We support the SDGs and strive to make a meaningful

contribution to their fulfilment.

Over 75% of our top 20 institutional shareholders are signatories to the United

Nations backed Principles of Responsible Investment and are integrating the SDGs

into their investment decisions. We are pleased to see Endeavour’s own commitment

aligns with that of our key investors.

While we recognise the importance of all 17 SDGs, following analysis of all 169

SDGunderlying targets, we have identified and integrated 10 priority targets into

ourESG strategy. This is to ensure alignment between our material issues, our

actions on the ground and our contribution to our host countries successfully

implementing the SDGs.

Our ESG framework

To support the implementation of our

ESG strategy and ensure we meet our

ESG-related compliance obligations,

we have an extensive and appropriate

ESG framework in place which seeks

to identify material issues, engage

with stakeholders and set a mixture

of annual and longer-term targets in

order to successfully implement our

ESG strategy.

We identify our most material

sustainability impacts and use world-

class management practices to

manage the risks and opportunities

associated with each issue. This

approach is applied throughout the five

stages of a mine’s life cycle from

exploration to production and

ultimately, closure. Our last materiality

assessment was conducted in 2022

and available in our 2023 Sustainability

Report. We plan to conduct our next

materiality assessment in the second

half of 2024, which will enable us to

include our newest mine, Lafigué.

Implementing policies

Our ESG commitments are captured in

a set of globally applicable policies

that

are informed by and aspire to meet

international best practice. Our policies

are reviewed on a regular basis and

approved by the Board. Additional

detail on all policies can be found in

our non-financial information statement

on pages 106 to 109.

Putting the right governance in place

All of our activities are underpinned by a

strong commitment to the highest ESG

standards. The Board has collective

oversight of, and ultimate responsibility

for the Group’s ESG strategy, priorities

and performance across the business.

The Board Environmental, Social and

Governance Committee (“ESG

Committee”) supports the Board in

fulfilling its responsibilities in respect

of ESG matters. This defined and

codified approach gives structure to

our approach to these strategically

important matters and ensures

accountability across all areas of

our business.

Systems and standards

We have implemented robust

management systems that align

our activities with international best

practices, including the International

Organization for Standardization

(“ISO”).

Metrics and targets

We track progress using a wide range

of key performance indicators (“KPIs”)

and set a mixture of annual, medium

and long-term targets to drive continual

improvements in our ESG performance.

A number of these KPIs and targets

are aligned with the ambitions of the

UN SDGs.

Our sustainability approach

continued

Endeavour Mining plc

Annual Report 2023

See our 2023 Sustainability

Report on our website

www.endeavourmining.com/esg

for detailed information on our ESG

strategy, approach and performance.

Linking ESG with

compensation

Clear, measurable ESG targets form

part of our short-term incentive plans

("STIP") and long-term incentive plans

("LTIP") and we report publicly on

these annually. We believe this is

fundamental to achieving an integrated

approach to ESG management and

governance and a crucial tool to

drive performance and delivery of

our ESG strategy.

See further information in the

Remuneration Report on pages 151

to167.

ESG external

frameworks

We follow a number of globally

recognised ESG reporting frameworks,

including the Global Reporting Initiative

(“GRI”) Universal Standards (2021),

including the Mining Sector Standard,

the Sustainability Accounting Standards

Board (“SASB”) requirements, Task

Force on Climate-related Financial

Disclosures (“TCFD”) recommendations,

and the Local Procurement Reporting

Mechanism (“LPRM”).

We also continue to implement the

WGC’s RGMPs and in January 2024, we

became early adopters of the new Task

Force on Nature-related Financial

Disclosures (“TNFD”).

We are members of the UN Global

Compact, the Extractive Industries

Transparency Initiative (“EITI”), the

Women’s Empowerment Principles and

the Single Mine Origin (“SMO”) initiative.

We are also continuing our membership

application for the Voluntary Principles

Initiative (“VPI”) and became an

engaged member in May 2023 as part

of that process. We hope to become full

members during 2024.

ESG reporting

We report annually to our stakeholders

on our activities, impacts and

performance via our ESG Reporting

Suite, which includes our annual

Sustainability Report, our GRI

management approach fact sheets

on key material topics, the ESG Data

Centre, our Modern Slavery Statement,

our Conflict Free Gold Report and our

annual Tax and Economic Contribution

Report.

We frequently discuss our performance

and progress with our employees,

investors, in-country stakeholders

and ESG ratings agencies via dedicated

meetings, quarterly results and

public presentations.

Endeavour Mining plc

Annual Report 2023

Towards Zero Plastic Waste

In 2023, we launched our ‘Towards Zero

Plastic Waste’ strategy across both our

sites and our host communities.

Our strategy aims firstly to reduce our

consumption of single-use plastic water

bottles. Second, we aim to work with all

our suppliers to reduce the production

of plastic waste across our supply

chain. Our third objective is to

encourage the development of projects

that recover and add value to the

remaining plastic waste.

We set ourselves a very ambitious

target to reduce single-use plastic water

bottles by 50% compared to our 2022

baseline. While our Abidjan and Dakar

offices, as well as our Sabodala-

Massawa mine successfully eliminated

single-use plastic water bottles, we only

achieved a 29% reduction. We are

redoubling our efforts and this year have

included a 70% reduction target, over

2022, as part of our annual bonus.

We also undertook several community

initiatives. In Senegal, we partnered with

the NGO Plastic Odyssey, hosting a

roundtable to discuss the business

opportunities available for the recovery

of plastic waste, as well as a beach

clean up. In 2024, we hope to work with

a local entrepreneur to set up a plastic

recycling centre near our Sabodala-

Massawa mine.

In Côte d’Ivoire, we participated in

awareness sessions and organised

beach and city clean-ups, collecting over

150kg of plastic, with our partners, the

Ivorian Association for the Recovery of

Plastic Waste (“AIVP”), the Ivorian

National Waste Management Agency

(“ANAGED”) and ECOPLAST INNOV, a

specialist in the recycling of plastic and

used waste.

Through our commitment to reducing

plastic waste, we strive to positively

impact our operations and host

communities by reducing damage to our

natural ecosystems and transforming

plastic pollution into a driver for social

and economic growth.

Our sustainability approach

continued

Endeavour Mining plc

Annual Report 2023

Our Environment

Environment Social Governance

0 47% 0

major environmental

incidents

employees from host

communities

fatalities

62% 22% 286

water recycled female new hires malaria incidence rate

302ha 1,785 84%

protected as part of

biodiversity

conservation

consultations held of employees received

Anti-Bribery and Anti-

Corruption training

29%

reduction in single-use

plastic water bottles

Sustainalytics score

In late October 2023, Endeavour was

pleased to receive an updated score

from Sustainalytics, which upgraded

Endeavour’s rating to 18.2, ranking

it a ‘low risk’.

This upgraded score positions

Endeavour as the top ranked gold

producer within the Sustainalytics

gold universe.

Sustainalytics measures the Company’s

exposure to industry-related material

ESG risks as well as its approach to risk

management to provide investors with

an industry-wide ESG rating standard.

ISO certifications

In Q3-2023, we received ISO

certifications for our occupational health

and safety management system ISO

45001 and our environmental

management system ISO 14001.

Receiving these ISO certifications was

part of our 2022 executive long-term

incentive programme, and we are

particularly pleased to have achieved

this milestone ahead of our 2025 target

completion date.

Endeavour Mining plc

Annual Report 2023

Promoting female talent in the mining industry

On 25 March, 2023, Endeavour

launched its first EDV Wo’Mines Day at

the Company's regional office under the

theme “The EDV Female Miner: Attract,

retain, and develop her potential”.

As part of its Education and Diversity

strategy, Endeavour, through its

Foundation, partnered with HeForShe to

hold a job fair with member suppliers as

an opportunity to attract young female

talent into the mining industry.

The HeForShe initiative was launched

byUN Women, the United Nations

Entityfor Gender Equality and the

Empowerment of Women, It aims to

involve men in the fight against gender

inequalities, to develop the principles

ofequity and to create favourable

conditions for the advancement

ofwomen.

Our Executive Vice President, Public

Affairs, Security and Social Performance

chairs the Association HeForShe Mines

Côte d’Ivoire, of which Endeavour is

amember.

During the event, 30 Endeavour women

who work across our mines connected

with 300 aspiring young female

attendees from 21 schools and

universities. Meetings and workshops

provided an opportunity to discuss

crucial topics like achieving work-life

balance for women in mining, fostering a

sense of belonging, and advancing

career opportunities.

A highlight for many students was the

opportunity to meet inspiring female role

models in the organisation, including

some of our ‘100 Global Inspirational

Women in Mining’ nominees.

We look forward to rolling the event out

to other countries where we operate.

Our sustainability approach

continued

Endeavour Mining plc

Annual Report 2023

Diversity and Inclusion

The Endeavour Foundation

To support our ESG ambitions beyond just our mines,

we set up the Endeavour Foundation

, through which

we implement regional, national and cross-border

sustainability projects that complement our ESG strategy.

We work in partnership with more than 15 global experts and local authorities who can bring the required know-how in

these different areas to help us reach our goals. By taking a collaborative approach we are also able to maximise the

impact of our efforts and investments.

The Foundation currently has 13 projects underway in the areas of education, skills training, fighting malaria, plastic

waste and biodiversity conservation.

Our impact investing fund, ECODEV

, is also part of the Foundation and supports the creation of sustainable, small and

medium enterprises in adjacent industries that are part of our host countries’ national development agenda.

Endeavour Mining plc

Annual Report 2023

$2m 8 13 +15

spent 2021–2023 new projects launched

in 2023

projects underway national/international and

public/private partners

For more information about our Foundation, please see

the Endeavour Foundation page of our website here

Engaging with

our stakeholders

We have identified seven key stakeholder groups based on their importance

to Endeavour and the influence they have on our business.

How we make decisions

Endeavour Mining plc

Annual Report 2023

Strong and mutually respectful

relationships with our diverse group of

stakeholders is critical to the success

and performance of our business.

We continually monitor and affirm our

social licence to operate, which we

define as broad acceptance of our

projects, through our stakeholder

engagement.

We have identified seven key

stakeholder groups based on their

importance to Endeavour and the

influence they have on our business.

Our stakeholder engagement

programmes are tailored to suit the

needs and expectations of each group.

This helps encourage better decision

making, promotes mutually beneficial

outcomes and manages the risks

present in our business.

We strive to be culturally sensitive in all

our engagements and have completed

stakeholder assessments across all our

sites. These stakeholder assessments

have confirmed no presence of

indigenous groups in the areas where

we operate, according to the IFC

Performance Standard 7 definition of

indigenous people.

Endeavour Mining plc

Annual Report 2023

Employees and

unions

Safety briefings, employee

well-being programmes,

collective bargaining and/or

contract negotiations,

performance reviews and

appraisals, training and

development programmes,

CEO and senior leadership

town hall meetings,

employee communication

channels, whistle-blower

hotline, policies and

standards

• Safety campaigns, including protecting hands and fingers, first aid,

emergency response, behavioural-based safety, manual handling

training, working at height, fatigue management, fire safety, hazard

identification and risk assessment courses.

• Proactive safety observation tools such as: planned task observation

and safe action observation.

• Voluntary health screening offered, with over 2,525 workers screened

for a range of diseases, including diabetes, Hepatitis B, blood pressure.

• Health and well-being awareness campaigns, including malaria, breast

and prostate cancer, HIV/AIDS and infection prevention control.

• Employee engagement surveys, including our first women-specific

engagement survey.

• Members of the Board visited our next mine, Lafigué, which is under

construction.

• Participation in the Mining Olympiads in Côte d'Ivoire to support team

building and broader industry networking and cooperation.

• 40 high-potential employees participated in our annual Management

Development Programme.

• Meeting with our employees in Burkina Faso to inform them about the

sale of Wahgnion and Boungou.

• Organised a meeting between the union delegates at all our mines in

Burkina Faso and the site management to negotiate agreements on

wages and conditions, to discuss major changes to the workplace and

raise employees’ main concerns.

• Held monthly meetings with unions and employee delegates at Ity, as

well as reviewed the Collective Bargaining Agreements, which is done

every three years.

• Held meeting with local recruitment committees and the local

authorities in Senegal to agree on the employment of casuals from the

different labour local commissions to ensure efficiency and fairness in

the hiring process.

Communities

Regular meetings with

community stakeholders,

participation in ESIAs, public

hearings and consultations,

grievance mechanisms,

resettlement committees,

local cultural and sporting

events, community health

awareness campaigns, mine

site visits, newspapers,

radio, television, and the

annual sustainability reports

• Contributed $11.9 million to the Local Development Mining Funds in

Burkina Faso and Côte d’Ivoire.

• $4.0 million invested in local community projects.

• Held 223 formal community engagement meetings and 1,785 informal

meetings across our mines.

• In 2023, we recorded 144 new grievances. The main issues were

related to flooding of farms, impact of dust on crops along some

community roads and compensation linked to land acquisition.

• Dissemination of the new community complaints management

procedure to internal and external stakeholders at our Sabodala-

Massawa and Lafigué mines.

• Completed the resettlement of the villages of Sabodala and Madina-

Sabodala.

• Funded adult literacy classes and a vocational training programme for

150 young people at our Lafigué mine.

• Organised community safety and health awareness campaigns,

including motorbike safety, malaria, HIV/AIDS, and breast cancer.

• Funded a malaria chemoprevention programme in collaboration with the

Sabodala community health centre.

• Held quarterly updates with local stakeholders on the progress of the

Lafigué mine construction.

• Organised a 15-day engagement activity with stakeholders involved in

Artisanal and Small-Scale Gold Mining (“ASGM”) in the Tanda region of

Côte d’Ivoire to raise awareness of the harmful impacts of ASGM on

local communities and the environment.

Stakeholders How we engage Examples of engagement in 2023

How we make decisions

continued

Endeavour Mining plc

Annual Report 2023

Suppliers and

contractors

Policies and standards,

supplier appraisal process,

supply contracts process,

meetings, grievance

mechanism, relationship

building by Group and site-

level procurement teams

and safety meetings

• 81% of total procurement budget spent on in-country suppliers.

• 32% of procurement spent on national and local suppliers.

• Completed Group audit report on practices of local content as part of

our continuous engagement to increase our commitment in developing

local champions.

• Developed and tracked monthly KPIs for national-owned suppliers to

reinforce our reporting and transparency.

• Monthly meetings on site with key contractors for performance review

and compliance with Endeavour’s policies, including our Supplier Code

of Conduct.

• Conducted contractor HSE Management Audits and Workplace Risk

Assessment and Controls for contractors newly mobilised to site.

• Held annual C-suite meetings with strategic suppliers to discuss mid to

long-term partnerships.

• Organised supplier visits in Côte d’Ivoire, Burkina Faso and Senegal to

reinforce our partnership with key national suppliers.

• Presentation of our Local Procurement strategy to our supervisory

ministries in Burkina Faso, Senegal and Cote d'Ivoire.

• Engaged with the African Development Bank to explore avenues for the

development of a Suppliers Capacity Development Plan.

• Signed a Memorandum of Understanding (“MOU”) with Ecobank to

provide financial support, up to $125 million, for Local Content

initiatives in Côte d'Ivoire, Burkina Faso, andSenegal.

• Participated in meetings and sessions with Groupe Professionnel des

Miniers de Côte d’Ivoire (“GPMCI”) to discuss proposed updates to

Local Content law in Côte d’Ivoire.

• Participated in meetings at the Chamber of Mines in Burkina Faso

toexchange ideas on supply chain related matters to adopt an

industryapproach.

Investors

Regulatory filings, press

releases, annual and

quarterly reports, AGM,

investor meetings,

conferences, site visits,

website, annual

sustainability reports, and

communications by email

and telephone

• Engaged with 98% of our active institutional shareholder register in

2023 to provide updates on the Company’s performance.

• Attended 25 conferences and over 400 investor meetings, which

included presentations, fireside chats, group meetings and one-on-one

meetings with current and potential shareholders.

• Quarterly webcasts held following the publication of results with analyst

and investor Q&A.

• AGM provided opportunity for shareholders to meet and engage with

theBoard.

Industry

associations

Formal meetings,

correspondence and events

• Active participation in the Senegal, Côte d’Ivoire and Burkina Faso

Chamber of Mines, with Endeavour representation on the Boards.

• Chaired the HeForShe Association in Côte d’Ivoire to promote gender

equality in the mining sector; activities included the launch of a major

study that will enable the development of a gender-sensitive monitoring

and evaluation tool - the Gender Barometer - for the Ivorian mining

sector. This tool will make it possible to assess gender representation

in the industry as well as assist mining companies to improve gender

diversity in their operations.

• Engagement via the Chamber of Mines in Côte d'Ivoire regarding the

revision of the Mining Code, which is due to be adopted in 2024, as

well as for the adoption of the law on local content.

• Financial supporter of Women in Mining Senegal.

• Participation in EITI 2023 Global Conference held in Senegal.

• Participation in the workshop to launch the regional platform for the

development of the Kédougou region in Senegal.

• Provided financial support to COSEF in Kédougou as part of activities to

combat gender-based violence in Senegal.

• Provided financial support to the Khossanto girls' collective to support

their work in combating early marriage.

• Meetings with the Burkina Faso government regarding mining reforms

and security through the Chamber of Mines.

Stakeholders How we engage Examples of engagement in 2023

Endeavour Mining plc

Annual Report 2023

Government and

regulatory bodies

Meetings, local subsidiaries

Board meetings, site visits

and inspections, hosting

and attending government

and private sector meetings

and attending national and

international mining

conferences

• Contributed a total of $659.1 million to the host governments in

Burkina Faso, Côte d’Ivoire, Mali and Senegal.

• Presented the 2022 Sustainability and Tax and Economic Contribution

Reports to key government ministries, as well as local authorities,

community leaders, NGOs and suppliers in Burkina Faso, Côte d’Ivoire

and Senegal.

• Continued engagement with the Côte d’Ivoire Government on the mining

convention for the Lafigué development project.

• Engagement with the World Bank, the World Gold Council and the

Government of Côte d'Ivoire regarding the formalisation of ASGM.

• Engagement with environmental authorities in Côte d'Ivoire to obtain

authorisation regarding the Lafigué mine, under construction, and the

new crusher project at Ity, as well as the export of copper concentrate

from the ReCYN project at Ity.

• Engagement with the Senegal Government to finalise the integration of

Sabodala and Massawa into one combined entity, decree announced

on 23 December 2023.

• Meeting with the Senegalese Tax Director to discuss the main tax

issues facing the mining industry.

• Discussion with the Senegalese administration about the practical

procedures for the implementation of the local content regulations.

• Participation in the workshop to share the new law on local content

organised by the Senegalese Ministry of Industry and Mines.

• Attended workshops and seminars regarding proposed changes to the

new Burkina Faso Mining Code.

• Signed an MOU with the Ministry of Energy and Ministry of Humanitarian

Action to provide $1 million to support internally displaced persons in

Burkina Faso.

• Meeting with the Burkina Faso health authorities to coordinate our

efforts against diseases like malaria, dengue, and HIV/AIDS. Our Mana

mine was awarded a prize for the second year in a row for its anti-HIV

campaign.

• Ministerial site visit to our Houndé mine with the Ministers of Mines and

Security of Burkina Faso.

• Organised a round table gathering with all the ministerial delegations

from Burkina Faso, Côte d'Ivoire, Senegal and Guinea during Africa’s

largest mining conference.

• Meetings with the Burkina Faso government officials and stakeholders

to inform them of the sale of the Wahgnion and Boungou mines to

ensure commitment to operate the mines in the best interests of

employees and local stakeholders.

Non-governmental

organisations

Meetings, correspondence,

conferences, corporate

social responsibility (“CSR”)

forums, roundtables and

strategic partnerships

• Interactions with Burkina Faso civil society organisations to share best

practices and explain Endeavour’s positive impact in the country.

• Partnered with Plastic Odyssey and the Ivorian agency AIVP on our

“Towards Zero Plastic” campaigns, which include awareness raising and

beach clean-ups.

• Partnered with ASERGMV on a reforestation project for the Great Green

Wall in Senegal.

• Partnered with the government agency SODEFOR and the YeS

Foundation regarding conservation and reforestation of classified

forests in Côte d’Ivoire.

• Formalised our training partnership with well-respected Senegalese

universities ENSMG (National School of Mines and Geology), ISE

(Environment Sciences Institute), and the Geology Department of UCAD

(Cheick Anta Diop University).

Stakeholders How we engage Examples of engagement in 2023

How we make decisions

continued

Endeavour Mining plc

Annual Report 2023

Section 172 statement

In accordance with the requirements of

section 172 of the Companies Act 2006

(“the Act”), the Board takes into

account the interests of all of its

stakeholders when determining the

Group’s strategy and objectives. A good

understanding of our stakeholders

enables the Board to factor the potential

long-term impact of strategic decisions

on our various stakeholders.

The following disclosure comprises our

Section 172(1) statement, setting out

how the Board has, in performing its

duties over the course of the year, had

regard to the matters set out in section

172(1) (a) to (f) of the Act when

performing its duties and forms the

Directors’ statement required under

section 414CZA of the Act.

Additional details regarding the Board's

strategic decision-making can be found

in the Stakeholder Engagement section

on pages 124 to 125, as well as in

pages 128 to 133 of the Corporate

Governance Report. This includes:

• specific actions taken by the Board

inresponse to the CEO termination,

as outlined in the Audit Committee

Report.

• divestment of our non-core Boungou

and Wahgnion mines in Burkina Faso

in June 2023. The divestment was in

line with our strategy of diversification

and actively managing our portfolio to

focus on larger, lower-cost and longer-

mine life assets.

• secured a syndicated term loan with

local banking partners within the West

African Economic Zone for a principal

amount of XOF 100.5 billion (USD$

167.1 million) with a five year term,

maturing in July 2028 to support

theongoing development of the

Lafigué project.

S172 statement

Endeavour Mining plc

Annual Report 2023

Endeavour engages regularly with its stakeholders and this

engagement informs our understanding of our stakeholder

interests and our decision-making.

During the year,

members of the Board visited our Regional Office in Abidjan and

received a site tour of our Lafigué project, which enabled them to meet with the

local workforce. They were able to see how the construction of our new mine was

progressing and to learn about how the Lafigué project is contributing to and

engaging with its host communities.

The Board also meets with members of the Management Committee throughout

the year, both formally and informally, to gather their ideas for and perceptions of,

the business.

Alongside this, our Chair has meetings with our shareholders to provide

information and to garner their feedback on the Company and to provide updates

on Board related matters.

The impact of Section 172 on our decisions during the year:

Approval of the solar farm at Sabodala-

Massawa Mine

In 2021, the Group committed to

reducing its carbon footprint, with the

Board approving a Net Zero ambition by

2050 and a medium--term target to

reduce Endeavour’s emissions intensity

by 30% by 2030 (from our 2022

baseline year). A key driver to achieve

our 2030 target will be to reduce our

reliance on power self-generation and to

increase our renewable energy mix.

On 2 August 2023, Endeavour

announced that a 37MWp solar facility

and a 16MW battery system had been

approved for our Sabodala-Massawa

mine in Senegal and that construction

had commenced. The solar facility is

capable of generating approximately

73GWh annual solar energy, to

complement the heavy fuel oil ("HFO")

power plant that is currently being

expanded, as part of the BIOX®

expansion project. The 16MW battery

system will regulate power supply and

ensure that fewer generators are

required at site. The solar facility

is expected to be commissioned

by Q1-2025, at a capital cost of

$55 million.

The solar facility will significantly cut the

mine’s fuel consumption and

associated emissions, as well as

reduce power costs.

The Kedougou region, where the

Sabodala-Massawa mine is located,

boasts a high-solar resource of 2,130

kWh/m

per year. The solar plant will

allow operations to function with only

one generator active during clear

sky days.

We expect the hybridisation of the HFO

power plant will enable annual savings

of approximately 13 million litres of fuel

and reduce the mine’s CO

emissions

from power generation by 24%, which is

equivalent to 39,600 tonnes of CO

year, while reducing overall power cost

by approximately 22% per year. Over the

current life of mine, this equates to

390,000 tonnes of CO

The solar farm

will reduce Sabodala-Massawa’s overall

emissions by 15% annually and

contributes 7% towards the Group’s

2030 reduction target.

Outcome

As the largest gold producer in West

Africa, we have an important role to play

in assisting our host countries’

transition to a low carbon economy

through more renewable energy

sources.

The Company has established carbon

reduction targets to drive its long-term

sustainable growth while addressing the

impact of the Company’s operations on

the communities and the environments

in which it operates.

The Board’s approval of this solar plant

considered the positive environmental

and social impacts on our host

communities and host country Senegal,

as well as our current and potential

shareholders.

In the longer-term, once the mine has

finished operating, it is expected that

the solar plant will be available to

provide power to the local communities.

S172 statement

continued

Endeavour Mining plc

Annual Report 2023

Supply Chain

Prioritising local and ethical procurement

Empowering local communities is at

the heart of Endeavour's sourcing

strategy. We prioritise working with in-

country suppliers to foster economic

growth in our host countries. This not

only strengthens local businesses but

also reflects our commitment to a

responsible, ethical, and sustainable

supply chain.

Procurement from local businesses

around our mines is our foremost

priority. In 2022 we set out site-

specific local procurement plans, and

in 2023, we had a Group-wide target of

2% of total spend.

During the year, we engaged with local

businesses through workshops across

our mine sites. At the workshops, our

supply chain team provides a step-by-

step guide on supplier registration,

required documentation, and our due

diligence process.

We emphasised our commitment to

ethical business practices aligned

withour Company values and

standards, as per our Supplier Code

ofConduct. We also reinforced our

Anti-Bribery and Anti-Corruption (ABC)

policy and approach.

A key component of the workshops

were the open discussions that

allowed us to address any concerns

and challenges directly. 379 suppliers

attended these workshops across our

four mines.

These supplier workshops form part of

a wider effort to support local talent

and procure locally. For example, we

have also partnered with the pan-

African bank, Ecobank. to foster local

content, financial inclusion, and job

creation in the region.

In 2023, we spent $39.4 million on

local procurement, which represented

Climate change is a key focus area for

shareholders and investors, with many

of them requiring measurable carbon

reduction initiatives and targets in order

to be able to invest in a company. By

demonstrating that we are increasing

our renewable energy mix, Endeavour

hopes to increase investor confidence in

the Group’s commitment to tackling

climate change and producing gold in a

sustainable manner.

In addition, the hybridisation of the

Sabodala-Massawa mine is well aligned

with the Group’s optimisation strategy

and meets its investment hurdle rate,

as it expects to realise a 15% pre-tax

IRR on the investment based on the

current reserve mine life, and is

expected to significantly exceed 20%

based on the additional resource

conversion and exploration potential.

More information on our

decarbonisation strategy, governance

and initiatives can be found in the

TCFDsection on pages 86 to 103.

Improving diversity

and inclusion

Endeavour recognises the benefits

of having employees from diverse

backgrounds who can bring fresh

perspectives and experiences to

the way we conduct our business.

In 2022, the Board identified the need

to improve diversity and inclusion and to

gain a better insight into Company

culture through broader employee

engagement within the business.

With the majority of our operations and

employees based in West Africa, we

recognise the cultural and practical

barriers that are inherent in our countries

of operation, where the employment of

women in the mining sector remains a

relatively new development. Nonetheless,

we are continuing our efforts to address

this bias.

For 2023, several objectives were set to

meet this goal:

• A 15% target was set for women new

hires in the Group, which also formed

part of the Group’s annual bonus.

• A survey of women at Endeavour to

better understand their realities on

the ground and identify areas for

improvements that could be made to

their working conditions.

• A pilot third party facilitated

engagement survey of Endeavour’s top

100 managers (carried out by Retensa)

to gauge levels of engagement, ahead

of a full employee engagement survey

which is planned for 2024.

Outcome

The Group successfully surpassed the

new hires target, with 22% women new

hires joining Endeavour, which we

believe is testament to the significant

focus we have put on broadening

diversity and promoting inclusion.

The women survey achieved strong take-

up, with a 69% participation rate, and

provided valuable feedback. Outcomes

include the revision of the Group’s

maternity policy, as well as the launch of

two new programmes, ‘Care’ and

‘Empower’, in 2024.

The top 100 employee survey carried

out by a third party facilitator gave

encouraging results that demonstrated

strong loyalty to the Company, although

a few areas of improvement were

identified and will be addressed by

management in 2024.

Endeavour Mining plc

Annual Report 2023

2.4% of Group total spend and exceeded

our target of 2.0% for the year.

Further demonstrating our ongoing

commitment to ethical procurement, in

2023 we received the Corporate Ethical

Procurement & Supply Certificate from the

Chartered Institute of Procurement &

Supply (CIPS).

The certification confirms that our own

supplier procedures align with the key

principles within the CIPS Code. All our

staff with responsibility for sourcing,

supplier selection and supplier

management successfully completed

thenecessary training.

I am pleased to report that our team’s hard

work and focus on performance enabled us to

achieve our production guidance for the 11th

consecutive year, which came in at 1,072koz of

production at an industry-leading AISC of $967/oz.

This was a significant accomplishment in the

face of ongoing macro-economic challenges and

persistent inflation pressures felt across the entire

global mining industry.

Our strong operating performance in 2023 was underpinned

by our Company-wide commitment to safety and we are

encouraged by our low lost time injury frequency rate of 0.08

for the year, which was well below the industry average of

1.12, and a significant achievement considering we are

currently building two new growth projects.

Despite the strong safety performance in 2023, we were

saddened by the fatal accident that occurred on 27 February

2024 during maintenance activities at our Mana mine in

Burkina Faso resulting in the death of our contractor colleague

and Indonesian national, Mr Siswantoro. We remain focused

on eliminating all avoidable incidents through improvements

to training, front-line supervision and reviewing operational

procedures.

While there is still work to be done, this year we achieved ISO

14001 compliance in environmental management and ISO

45000 certification in organisational health and safety

practices at all of our mine sites, which reiterates how robust

and regimented the processes are that we have in place to

sustain the highest levels of compliance in these areas based

on internationally recognised standards.

During the year we were particularly pleased with the

performance at our Ity and Houndé mines, where we

exceeded our full-year production guidance driven by higher

than expected throughput and grades at each of the mines.

At Sabodala-Massawa, work is well advanced on the BIOX®

expansion project with pre-stripping refractory deposits ready

for mining. At the Mana mine, as we disclosed during the

year, our performance was impacted by the onboarding of a

new underground contractor, which has taken longer than

expected to ramp up; however we are seeing significant

improvements in both underground mining rates and costs

and we expect this to continue through 2024.

Chief Operating Officer’s statement

Endeavour Mining plc

Annual Report 2023

Our 2023 operational performance has been underpinned by

the continued strength of our cornerstone assets, following

the rebalancing of our portfolio through the divestment of

our non-core mines.

Endeavour Mining plc

Annual Report 2023

OPTIMISATION INITIATIVES

Sabodala-Massawa:

• Solar power options

• Grid connection

• New laboratory

• Predictive maintenance

• New road cut

Ity:

• Recyanidation project

• Second primary crusher

• Pit shell optimisation

• Power reliability

Houndé:

• Solar power

• Grid power connection

in Kari area

• Crusher improvements

• On-site rebuild centres

Mana:

• Wona underground

expansion

• Grid powerline

connection extension

• Paste backfill study

For more information,

please see pages 50-51

For more information,

please see pages 52-53

For more information,

please see pages 54-55

For more information,

please see pages 56-57

During 2023, we prioritised organic growth as we accelerated

the construction of our Sabodala-Massawa expansion and our

Lafigué development projects, and it is very pleasing to see

both projects progressing on budget and on or ahead of

schedule for start-up in Q2 this year. With Sabodala-Massawa,

we expect the BIOX® plant will help transform the complex

into a tier one asset and our lowest-cost mine, boasting

production of over 400koz per year on an annualised basis. At

Lafigué, we expect to add over 200koz per year of production

on an annualised basis at first quartile all-in sustaining costs,

and we will use this processing hub to support our ongoing

exploration efforts on the Fetekro permit.

Exploration is another key pillar for us and we have outlined

an ambitious goal of discovering 12 to 17 million ounces of

Indicated resources between 2021 to 2025 at the low

discovery cost of less than $25/oz, which we are well on track

to achieving. Our recently updated Group resources increased

by 1.4 million ounces from 25.3 million ounces to 26.7

million ounces largely due to Tanda-Iguela, while our Group

reserves decreased by 1.3 million ounces from 15.2 million

ounces to 13.9 million ounces as we focused on defining a

large resource base at Tanda-Iguela, and we expect to convert

a significant proportion of this resource into the reserves

category during the year. At Tanda-Iguela we are very pleased

with the results of the year’s drilling campaign.

Across our operations we are always looking at opportunities

to improve costs, and we are developing several optimisation

initiatives with a focus on cost improvements. This year we

were pleased to launch the construction of a 37MWp solar

power plant and 16MW battery system at our Sabodala-

Massawa mine, to reduce energy costs and emissions, which

is expected to be commissioned in the first quarter of 2025.

The solar plant is expected to help lower our power costs by

20% and our carbon dioxide emissions at site by 24%, thereby

helping us to meet our overall 2030 emission targets.

In addition CO

emissions reduction targets are now

incorporated into our executive remuneration schemes to

drive the best output and embed the commitment across all

our sites. We have set a 2025 emissions target of less than

600kg CO

/oz gold produced as we investigate additional

decarbonisation initiatives, including renewable power, as well

as a range of smaller initiatives such as connections to the

national grid, which will cumulatively contribute to reducing our

carbon footprint.

Chief Operating Officer’s statement

continued

Endeavour Mining plc

Annual Report 2023

Emergency Response Teams

Our commitment to health and safety

management includes prioritising

comprehensive emergency planning

and response strategies. This

approach is crucial in ensuring the

safety and well-being of our personnel,

minimising environmental impact,

safeguarding assets, and maintaining

business continuity during any

emergency situation.

Each of our sites implements a

dedicated Emergency Response Plan

(ERP) and maintains a well-trained

emergency response team led by our

Group Crisis & Emergency Response

Manager.

This comprehensive system is further

bolstered by standardised training

programmes and a robust Group Crisis

and Emergency Management system.

Furthermore, all departments across

our sites and offices have access to

trained first-aid responders who are

equipped to provide initial support until

the dedicated emergency response

team arrives,

In 2023, we implemented a number of

initiatives within our Emergency

Response Plan as part of our

commitment to continuous

improvement and training in this area.

One initiative was the mine rescue

competition, which is a common

exercise globally in the mining industry.

The competition aims to facilitate the

testing of internal emergency response

capabilities and to strengthen ways

that we can collaborate more

effectively with national emergency

response teams.

Health and Safety

At our Ity mine, the recently commissioned ReCYN plant will

reduce cyanide consumption by recovering cyanide from the

CIL tailings and recycling it back into the leach circuit, not only

improving the environmental footprint but providing cost

savings over its current reserve life.

At Houndé, options to reduce energy costs are being

implemented in the Kari area, where we are connecting

themining infrastructure to the grid. We are also leveraging

our on-site rebuild centres to lower maintenance costs

andimprove the efficiency of repairs and rebuilds across

theGroup.

At Mana, underground expansion, and additional portal

access at Wona is expected to provide better access to higher

grade underground stopes and we are continuing work on a

grid powerline connection to reduce energy costs and

emissions at site.

During the year, we also continued our focus on increasing the

social and economic benefits captured by our host countries

by continuing to develop our local talent and supply chains to

ensure that we continue to add value in-country. Our local

supply chain activities generate considerable social economic

benefits by strengthening local businesses and creating direct

and indirect employment opportunities. We support over

1,600 local suppliers and contribute $1.2 billion to local

supply chains during the year.

Looking forward to 2024 and beyond, we remain committed to

delivering against our operational objectives. In 2024 we

expect to produce between 1,130 and 1,270koz, while our

AISC

is expected to be $955 - $1,035/oz, which would

maintain our industry leading cost performance. At the same

time we are on track to deliver our two growth projects on

schedule and on budget, importantly with no lost time injuries,

which will increase Group production and lower our costs.

We look forward to advancing our enviable track record and

strong operational performance as we continue to build a

resilient and sustainable business.

MARK MORCOMBE

CHIEF OPERATING OFFICER

27 March 2024

1. This is an Alternative Performance Measure (non-GAAP measure). Please refer to the Financial Review (pages 62 to 71) for definitions and reconciliations of

Alternative Performance Measures to IFRS.

Endeavour Mining plc

Annual Report 2023

Our strong safety culture is driven from

the top down, integrated throughout

the organisation, and reinforced

through ongoing training. This

commitment extends to aligning a

portion of our annual Group bonus with

achieving clear safety targets. Most

importantly, we empower our

employees to understand and manage

the risk associated with their role,

aswell as those of their colleagues,

fostering a collaborative culture

ofsafety.

Sabodala-Massawa

2023 Production

294koz

2023 AISC

$767/oz

2024 Production guidance

360 koz

– 400 koz

2024 AISC

guidance

$750/oz

– $850/oz

Unit

31 December

2023

31 December

2022

Operating data

Tonnes ore mined kt

6,205

6,449

Tonnes milled kt

4,755

4,289

Average gold grade milled g/t

2.15

2.88

Recovery rate %

89.4

88.6

Gold produced oz

293,747

358,339

Gold sold oz

299,343

350,578

Financial data

Realised gold price

1,2

$/oz

1,907

1,764

Cash cost per ounce sold

$/oz

688

577

AISC per ounce sold

$/oz

767

691

Sustaining capital

23.8

40.0

Non-sustaining capital

46.2

40.1

Operating review

Endeavour Mining plc

Annual Report 2023

1. This is an alternative performance measure (non-GAAP measure). Please refer to the Alternative

Performance Measures sections in the Financial Review for definitions and reconciliation of alternative

performance measures to IFRS.

2. Realised gold price is inclusive of the Sabodala-Massawa stream.

Sabodala-Massawa

solar project approved

At our Sabodala-Massawa mine, we saw the opportunity

to significantly reduce fuel consumption and greenhouse gas

emissions, and lower power costs, by taking advantage of the

region’s high-solar resource of 2,130 kWh/m

per year.

In 2023, we launched construction of a 37MW

photovoltaic solar facility and 16MW battery system

to complement the existing HFO power plant.

The Sabodala-Massawa mine is one of Endeavour’s

cornerstone assets and is currently undergoing an

expansion which will elevate it to top-tier status with

atargeted production of above 400koz/year at an

industry-leading AISC.

For more information about our Sabodala-Massawa mine,

please see the Sabodala-Massawa page of our website here

2023 Insights

2023 production totalled 294koz, below the bottom end of

the guided 315 - 340koz range. 2023 AISC amounted to

$767/oz, at the low end of the guided $760 - $810/oz range.

Production decreased from 358koz in 2022 to 294koz in

2023 due to lower grades. 2023 saw a shift in focus of

mining activities, moving away from the Sofia pits which were

a key part of the post-acquisition production to a multi-mining

area operation, including Massawa where the Central and

North Zone pits will become the cornerstone mining areas at

the Sabodala-Massawa complex for the medium-term.

Ore tonnes in the year were sourced from a combination of

Sabodala, Sofia North (including the Sofia North extension),

Massawa Central, Massawa North, Bambaraya and Niakafiri

East which commenced in Q3-2023. Mining at Massawa

Central and North Zones continue to include a portion of

refractory material which will only be processed once the

BIOX® plant is operational.

Processing plant performance in 2023 has been strong with

an increase in milled tonnes and throughput rates, although

average grades have declined mainly due to the transition

away from the higher-grade Sofia pits material to lower grade

ore sources from Massawa Central and North Zones,

Bambaraya and Niakafiri East.

AISC increased from $691/oz to $767/oz due to lower

volumes of gold sold due to lower average grade processed in

2023, in addition to increases in fuel and explosive costs,

which were partially offset by lower sustaining capital.

Sustaining capital expenditure of $23.8 million related to

purchases of additional mining equipment and waste

capitalisation. Non-sustaining capital expenditure of $46.2

million related to accelerated waste development at Sabodala

pit ahead of the potential in-pit tailings, commencement of the

solar project and establishment costs at new mining areas

(Massawa, Niakafiri East). Growth capital amounted to

$186.4 million and related to the BIOX® plant expansion.

2024 Outlook

Sabodala-Massawa is expected to produce between 360 -

400koz in 2024 at an AISC of $750 - $850/oz.

Ore for the existing CIL plant is expected to be primarily

sourced from the Sabodala, Sofia North Extension and

Niakafiri East pits. Throughput and grades are expected to

decline compared to 2023 due to higher volumes of fresh ore

and lower grade material from Niakafiri respectively, in line

with mine sequencing.

Following the expected commissioning of the BIOX® plant in

Q2-2024, refractory ore is expected to be primarily sourced

from the Massawa Central and North Zone pits.

Sustaining capital expenditure of approximately $35.0million

is expected in 2024, primarily related to capitalised waste

stripping as well as mining fleet upgrades, re-builds and

process plant upgrades.

Non-sustaining capital expenditure of approximately

$40.0million is expected in 2024, primarily related to the

ongoing construction of the solar power plant, infrastructure

for tailings deposition in the Sabodala pit, advanced grade

control activities, purchases of mining equipment to increase

capacity and mine infrastructure and haul roads for the new

pits.

BIOX® plant expansion

Construction of the Sabodala-Massawa BIOX® project was

launched in April 2022 and remains on budget and on

schedule for completion in Q2-2024. Growth capital

expenditure for the expansion project is approximately

$290.0million, of which $186.4 million was incurred in

2023and approximately $75.0 million is expected to be

incurred in 2024.

Exploration

An exploration programme of $19.3million was undertaken in

2023 consisting of 83,960 metres of drilling across 3,655

drill holes. The exploration programme focused on expanding

near-mine resources at the Niakafiri, Kerekounda Underground

and Kiesta deposits, as well as testing several near-mine

satellite targets along the Main Transcurrent Shear Zone.

An exploration programme of $21.0million is planned for

2024, focused on expanding near-mine oxide and refractory

resources across the Niakafiri, Sabodala, Kerekounda-

Golouma and Massawa deposits, while testing new targets at

the Kanoumba complex located south of the Massawa permit.

Endeavour Mining plc

Annual Report 2023

With commissioning expected

in Q1-2025, the solar plant is

well aligned with Endeavour’s

optimisation strategy and will allow

savings of close to 13 million litres

of fuel a year and an annual 24%

reduction in CO

emissions.

Ity

2023 Production

324koz

2023 AISC

$809/oz

2024 Production guidance

270 koz

– 300 koz

2024 AISC

guidance

$850/oz

– $925/oz

Unit

31 December

2023

31 December

2022

Operating data

Tonnes ore mined kt

6,790

7,044

Tonnes milled kt

6,714

6,351

Average gold grade milled g/t

1.63

1.80

Recovery rate %

92.0

85.0

Gold produced oz

323,811

312,517

Gold sold oz

325,155

309,371

Financial data

Realised gold price

$/oz

1,947

1,798

Cash cost per ounce sold

$/oz

777

769

AISC per ounce sold

$/oz

809

812

Sustaining capital

10.4

13.4

Non-sustaining capital

102.8

49.0

Operating review

continued

Endeavour Mining plc

Annual Report 2023

1. This is an alternative performance measure (non-GAAP measure). Please refer to the Alternative

Performance Measures sections in the Financial Review for definitions and reconciliation of alternative

performance measures to IFRS.

Primary crusher optimisation

The Mineral Sizer project was launched in Q2-2023 as a front-end

optimisation initiative to support an increase in mill throughput

during the wet season at our Ity mine.

The Mineral Sizer is an additional primary crusher designed

to be a more effective crusher of soft oxide ore, and is

expected to help de-bottleneck the existing crushing circuit

and in turn reduce operating costs. Initial capital cost is

$19.0 million to be incurred in 2023 and 2024, with the

project expected to be commissioned in late Q4-2024.

The Ity mine is one of Endeavour’s cornerstone

assets, where the goal is to sustain production

above 250koz/year over a +10-year life of mine at

an industry-leading AISC.

For more information about our Ity mine,

please see the Ity page of our website here

2023 Insights

Production totalled 324koz, above the guided 285 - 300koz

range mainly due to improved processing plant performance

from increased throughput through the use of the surge bin to

supplement the crusher feed. AISC amounted to $809/oz,

below the $840 - $915/oz guided range primarily due to the

higher production.

Production increased from 313koz in 2022 to 324koz in 2023

due to an increase in throughput rates due to the processing

of a greater proportion of softer oxide ore and an increase in

recovery rates related to the cessation of mining at the

Daapleu pit in early 2023, which was partially offset by lower

average processed grades.

Ore tonnes for the year were sourced from Ity, Bakatouo,

Walter, Verse Ouest and Le Plaque pits. All provided a steady

source of ore with Walter subjected to a cut back from the first

quarter of 2023 lasting through the year.

Plant performance remained strong and continues to operate

well above its original design capacity. Tonnes milled increased

due to high proportion of soft oxide ore mined during the year,

largely from the Le Plaque pit, while average grades fed to the

plant were lower than 2022. Recovery rates improved as a result

of the cessation of ore feed from the Daapleu pit.

AISC decreased from $812/oz in 2022 to $809/oz in 2023,

due to the increase in gold sales volumes and lower

sustaining capital expenditure.

Sustaining capital expenditure of $10.4million related

primarily to capitalised waste development, major critical and

strategic spares, pit dewatering boreholes and equipment

related to the processing plant.

Non-sustaining capital expenditure of $102.8million primarily

related to the construction of the ReCYN project, development

of the Mineral Sizer, the tailings storage facility (“TSF”) 1

stage 5 lift and TSF 2 stage 1 construction, compensation at

the Le Plaque extension and capitalised pre-stripping activity

associated with the Walter cut back.

The ReCYN project was commissioned in the fourth quarter of

2023. The circuit reduces costs by lowering leaching and

detox reagent consumption, improving the quality of the

tailings discharge and decanting return water.

2024 Outlook

Ity is expected to produce between 270 - 300koz in 2024 at

an AISC between $850 - $925/oz.

Ore mining activities are expected to focus on the Ity,

Bakatouo, Walter, Le Plaque and Daapleu pits, which will be

supplemented with ore from the Verse Ouest pit and

stockpiles. Production is expected to be slightly higher in the

first half of the year due to greater availability of high grade

ore from the Ity and Bakatouo pits in the mine plan.

Throughput is expected to be slightly higher than in 2023, due

to the commissioning of the Mineral Sizer in the second half

of 2024, which is expected to increase throughput rates

during the wet season. Milled grades and recoveries are

expected to decrease slightly compared to 2023, due to the

reintroduction of lower grade semi-refractory ore from the

Daapleu pit.

AISC is expected to increase in 2024 due to the guided lower

levels of production and gold sales.

Sustaining capital expenditure is expected to be consistent

with the prior year at approximately $10.0million in 2024 and

is primarily related to waste stripping activities across several

pits, pit dewatering boreholes and processing plant upgrades

and replacements.

Non-sustaining capital expenditure is expected to decrease

from $102.8 million in 2023 to approximately $45.0million in

2024, and is primarily related to pre-stripping activity at the

Daapleu pit, TSF 2 earthworks and site infrastructure, in

addition to the ongoing Mineral Sizer and other smaller

optimisation initiatives. The Mineral Sizer, which was launched

in 2023 for a total capex of $19.0 million, is expected to be

commissioned in late Q4-2024, and will add an additional

primary crusher for the oxide ores to sustain higher plant

throughput rates regardless of the ore blend.

Exploration

An exploration programme of $16.0million was undertaken in

2023, consisting of 84,474 metres of drilling across 893 drill

holes. The exploration programme focused on adding near-

mine resources within the Grand Ity complex, in addition to

reconnaissance and delineation drilling on several potential

satellite targets.

An exploration programme of $10.0million is planned for

2024 and will focus on extending near-mine resources around

Grand Ity to test the continuity of mineralisation at depth and

in between the Walter, Bakatouo, Zia and Ity pits. Drilling will

also focus on extending the West Flotouo and Flotouo

Extensions deposits at depth. Reconnaissance and

delineation work is expected to continue at several targets on

the Ity belt, including the Gbampleu and Goleu targets.

Endeavour Mining plc

Annual Report 2023

The Mineral Sizer project is

one of several optimisation

projects to help sustain optimum

throughput above 6.0Mtpa at Ity’s

process plant.

Houndé

2023 Production

312koz

2023 AISC

$943/oz

2024 Production guidance

260 koz

– 290 koz

2024 AISC

guidance

$1,000/oz

– $1,100/oz

Unit

31 December

2023

31 December

2022

Operating data

Tonnes ore mined kt

5,420

5,754

Tonnes milled kt

5,549

5,043

Average gold grade milled g/t

1.92

Recovery rate %

91.0

93.0

Gold produced oz

311,876

294,993

Gold sold oz

313,698

295,874

Financial data

Realised gold price

$/oz

1,954

1,801

Cash cost per ounce sold

$/oz

835

701

AISC per ounce sold

$/oz

943

809

Sustaining capital

33.9

32.0

Non-sustaining capital

38.3

39.2

Operating review

continued

Endeavour Mining plc

Annual Report 2023

1. This is an alternative performance measure (non-GAAP measure). Please refer to the Alternative

Performance Measures sections in the Financial Review for definitions and reconciliations of alternative

performance measures to IFRS.

On-site rebuild centres improve

maintenance efficiencies

To cultivate on-site rebuild and repair capabilities for our

heavy mobile equipment, we have an on-site rebuild centre

at our Houndé mine. This has generated significant cost

savings and increased equipment availability and operating life.

Trucks are rebuilt on site, with kits ordered from

the manufacturer.

The Houndé mine is one of Endeavour’s

cornerstone assets, where the goal is to sustain

production above 250koz/year over a +10-year life

of mine at an industry-leading AISC.

For more information about our Houndé mine,

please see the Houndé page of our website here

2023 Insights

2023 production totalled 312koz, which exceeded the guided

270 - 285koz range, due to higher than scheduled volumes of

high-grade ore sourced from the Kari area and better mill

performance following blend optimisation initiatives. 2023

AISC amounted to $943/oz, which is above the guided $850 -

$925/oz range due to higher royalty payments, longer haulage

distances and increased consumable costs. 2023 production

increased compared to 2022 primarily due to increased mill

throughput, driven by efficiency improvements.

Ore tonnes continued to be mined from the three main mining

areas being Kari Pump, Vindaloo Main and Kari West, all of

which alternated effectively in terms of the focus between ore

mining and waste development. The major waste development

stages undertaken in the year were Kari Pump stage 3

stripping in H1 and Kari West and Vindaloo Main stripping in

the second half of the year.

Plant performance remained strong during the year with an

increase from 2022 in terms of tonnes milled following

completion of processing plant optimisation initiatives that

improved mill availability and reduced blockages, which was

partially offset by lower recoveries due to the higher proportion

of transitional and fresh ore.

AISC increased to $943/oz in 2023, due to higher royalty

costs, higher sustaining capital expenditure and higher mining

and processing costs following fuel and consumable cost

increases.

Sustaining capital expenditures of $33.9 million related

primarily to waste capitalisation, fleet upgrades and rebuilds,

plant upgrades and major critical and strategic spares.

Non-sustaining capital expenditures of $38.3 million related to

pre-stripping of the Kari Pump stage 3 pit, the TSF stage 8

and 9 wall raises and mining infrastructure establishment at

the Kari area.

2024 Outlook

Houndé is expected to produce, between 260 - 290koz in

2024 at AISC of $1,000 - $1100/oz.

Mining activities are expected to continue to focus on the

Vindaloo Main, Kari Pump, and Kari West pits. In H1-2024,

ore is expected to be primarily sourced from the Kari West pit

while stripping activities will focus on the Kari Pump and

Vindaloo Main pits. In the second half of 2024, a greater

volume of ore is expected to be mined from the higher grade

Kari Pump pit. Production is expected to be weighted towards

the second half of 2024 with greater volumes of higher grade

ore from the Kari Pump pit. Tonnes of ore milled are expected

to decrease in 2024 as a lower proportion of soft oxide ore

from the Kari West pit is anticipated in the ore blend as the pit

advances into harder transitional and fresh ore.

The increase in the proportion of harder transitional and fresh

material in the ore blend is expected to result in a slight

decrease in grades and processing recoveries in addition to

slightly higher mining and processing unit costs, driving higher

AISC compared to 2023. In addition, royalty costs are

expected to be higher due to the higher prevailing current gold

price and the change in the sliding scale royalty rates that

became effective in November 2023 in Burkina Faso (with the

new rate resulting in a $28/oz increase at a gold price of

$1,850/oz).

Sustaining capital expenditure is expected to increase from

$33.9 million in 2023 to approximately $40.0million in

2024, and primarily relates to waste stripping at the Kari

Pump and Kari West pits, mining fleet component rebuilds

and replacements, processing plant equipment upgrades and

pit dewatering boreholes.

Non-sustaining capital expenditure is expected to decrease

from $38.3 million in 2023 to approximately $20.0million in

2024, and primarily relates to stripping activity associated

with a push back at the Vindaloo Main pit, the stage 8/9 TSF

raise and land compensation for the third TSF cell.

Exploration

An exploration programme of $8.0million was undertaken in

2023 consisting of 27,723 metres of drilling across 155 drill

holes. The exploration programme was focused on identifying

additional resources below the Kari West deposit, evaluating

the underground potential of the Vindaloo Main deposit and

testing new near-mine targets including at Kari Bridge.

An exploration programme of $7.0million is planned for

2024, focused on delineating targets at depth within the Kari

Area and at the Vindaloo Deeps target, as well as adding

resources at the existing deposits.

Endeavour Mining plc

Annual Report 2023

Tyre monitoring has been

improved and tyre repairs are

carried out pre-emptively resulting

in longer tyre life and annual savings

of ~$0.10/t moved.

On-site repairs reduce risks associated

with procurement delays while increasing

the technical skills of the local workforce.

Mana

2023 Production

142koz

2023 AISC

$1,427/oz

2024 Production guidance

150 koz

– 170 koz

2024 AISC

guidance

$1,200

/oz

–

$1,300

/oz

Unit

31 December

2023

31 December

2022

Operating data

Tonnes ore mined - open pit kt

1,298

1,260

Tonnes ore mined - underground kt

1,314

944

Tonnes of ore milled kt

2,443

2,607

Average gold grade milled g/t

2.01

2.49

Recovery rate %

91.0

92.0

Gold produced oz

142,241

194,975

Gold sold oz

145,323

194,403

Financial data

Realised gold price

$/oz

1,953

1,812

Cash cost per ounce sold

$/oz

1,284

943

AISC per ounce sold

$/oz

1,427

994

Sustaining capital

20.8

9.9

Non-sustaining capital

53.6

61.4

Operating review

continued

Endeavour Mining plc

Annual Report 2023

Wona underground expansion

As the Wona open-pit approached the end of its economic life,

development commenced at the Wona underground deposit

in Q4-2021. During 2023 the third portal at Wona was

commissioned, reaching ore stopes during the year,

supporting higher underground mining rates and

increased volume and grade of ore feed from the

Wona underground deposit.

1. This is an alternative performance measure (non-GAAP measure). Please refer to the Alternative

Performance Measures sections in the Financial Review for definitions and reconciliations of alternative

performance measures to IFRS.

Our focus at Mana is to increase the mine

life beyond 10 years, through the expansion

of the underground deposits and evaluating

open pit targets.

For more information about our Mana mine,

please see the Mana page of our website here

2023 Insights

2023 production totalled 142koz which was below the guided

190 - 210koz range and 2023 AISC amounted to $1,427/oz

which was above the guided $950 - $1,050/oz range. This

was due to a slower than expected ramp up by a new

underground mining contractor at the Wona underground

deposit resulting in lower than expected ore tonnes mined and

consequently lower processed grades and throughput.

Production decreased from 195koz in 2022 to 142koz in

2023 largely due to lower average grades processed as a

result of lower grade Maoula ore in the mill feed, and a slower

than expected ramp up of the new mining contractor at the

Wona underground deposit.

Open pit mining focused on the Maoula open pit during the

year, providing supplemental feed to the underground

operations.

Underground operations continued throughout the year at Siou

which contributed 639k tonnes of ore, largely from stope

production with mined grades falling slightly as focus moved

to secondary stoping. Development at the Wona underground

continued throughout 2023 with 372k ore tonnes mined and

8,321 development metres achieved.

Ore tonnes milled decrease year on year with lower available

mine feed as the operations moved to increased reliance on

underground sources. Processed grades decreased compared

to 2022 due to the lower grade material available from Siou

and limited stope material at Wona underground.

AISC increased from $994/oz in 2022 to $1,427/oz in 2023

primarily due to the lower volumes of gold sold, and higher

underground mining unit costs as the underground operations

at Wona expanded with the addition of two new declines.

Sustaining capital expenditures of $20.8 million related

primarily to mining equipment, plant strategic spares and

infrastructure associated with the Wona underground mine.

Non-sustaining capital expenditures of $53.6 million related to

pre-production capitalised development costs and

infrastructure associated with the Wona underground and the

TSF stage 5 lift.

2024 Outlook

Mana is expected to produce between 150 - 170koz in 2024

at an AISC of $1,200 - $1,300/oz.

Ore is expected to be primarily sourced from the Siou and

Wona underground deposits as the Maoula open pit is

expected to be fully depleted by the end of Q1-2024.

Throughput is expected to be slightly lower than 2023 as the

mine transitions to becoming solely reliant on underground

ore for the feed. Average grades are expected to increase

compared to 2023 as higher grade ore from stope production

at the Wona underground deposit is expected to displace

lower grade Maoula open pit ore. Recoveries are expected to

decrease compared to 2023 as the Wona underground ore

has lower associated recoveries.

Mana AISC is expected to decrease in 2024 due to the

expected increase in underground mining volumes driving

lower underground mining costs, which is expected to be

partially offset by the higher royalty costs due to the higher

prevailing current gold price and the change in the sliding

scale royalty rates that became effective in November 2023 in

Burkina Faso (new rate results in a $28/oz increase at a gold

price of $1,850/oz).

Sustaining capital expenditure is expected to decrease from

$20.8 million in 2023 to approximately $15.0 million in

2024, and is primarily related to waste development in the

Wona underground deposit in addition to processing plant and

infrastructure maintenance and upgrades.

Non-sustaining capital expenditure is expected to decrease

from $53.6 million in 2023 to approximately $30.0 million in

2024, and is primarily related to Wona underground

development as the mine ramps up to full stope production

capacity, the stage 5 TSF lift and site infrastructure.

Exploration

An exploration programme of $7.1 million was undertaken in

2023 consisting of 20,728 metres of drilling across 378 drill

holes. The exploration programme focused on testing high

grade targets within the Wona underground deposit,

expanding resources at the Maoula and Nyafe deposits, as

well as delineating regional non-refractory, open-pit targets

within a 20 kilometre radius of the Mana processing plant.

An exploration programme of $2.0million is planned for

2024, focused on following up on near-mine oxide

mineralisation at the Kanan and Siou Nord targets while

additional target generation is undertaken incorporating

acombination of field mapping and reintegration of

existingdata.

Endeavour Mining plc

Annual Report 2023

In 2023, we focused on

developing our resources and

drill testing mineralised

extensions down plunge in the

Wona deposit. The results were

encouraging, with multiple

mineralised intercepts

over a 300-metre strike length,

which confirms the extension of

high-grade ore shoots at depth.

Lafigué

Operating review

continued

Endeavour Mining plc

Annual Report 2023

The Lafigué project will become Endeavour’s next

cornerstone asset and demonstrates the

capabilities of the Group to unlock value through

exploration by sourcing projects organically.

Preparing Lafigué for early start-up

Our strong construction track record and in-house expertise have positioned us well to build Lafigué on

budget and ahead of schedule in under two years. At Lafigué we wanted to go a step further to ensure a

smooth transition from project to operating mine and position the team for success. Operational readiness

has been a priority as we get the mine ready to meet the 2024 ramp up schedule. Proactive human

resourcing has been a focus, with the camp and functional teams already recruited.

As part of the recruitment process, and in-line with our ESG strategy, we launched a vocational training

programme to provide 150 young people with relevant skills to boost the region’s supply chain, and to

date, over 40% of beneficiaries are employed at Lafigué. Furthermore, in partnership with the Ministry of

National Education & Literacy, 20 teachers were trained and have been

teaching 551 students, including

280 women, literacy and numeracy skills in the nearby communities since December 2022.

2024 Production guidance

90 koz – 110 koz

2024 AISC guidance

$900/oz – $975/oz

2023 Growth capital spend

$242m

Anticipated first gold production

Q2-2024

Project update

Construction of the Lafigué project is expected ahead of

schedule in Q2-2024, rather than Q3-2024.

Growth capital expenditure for the project is approximately

$448.0 million, with $278.6 million, or 62%, of the growth

capex incurred to date, of which $242.1 million was incurred

in 2023 and approximately $170.0 million is expected to be

incurred in 2024 mainly related to construction activities

across the process plant, site infrastructure and

commissioning activities. Approximately $377.2 million or

84% of the total growth capital has now been committed, with

pricing in line with expectations.

Construction is tracking well with the crushing area, ball mills,

HPGR installation, CIL tanks, the elution area all nearing

completion. Process plant engineering and drafting is now

complete and delivery of all the project shipments is over 95%

complete. The 225kV power substation is complete with the

Dabakala switchyard and overhead power lines successfully

energised during December 2023. TSF earthworks are

complete and HDPE lining of the TSF is well advanced.

Contractor mining equipment mobilisation has advanced well

with mining activities commencing during Q4-2023 with

approximately 2,906kt of material moved.

2024 Outlook

First gold production at Lafigué is expected ahead of schedule

in Q2-2024. Lafigué is expected to produce between 90 -

110koz in 2024 at a post commercial production AISC of

$900 - 975/oz, which is in line with the Definitive Feasibility

Study ("DFS") assumptions.

Mining activities are expected in the western and eastern

flanks of the Main pit, as well as the West pit. Total mined

tonnes are expected to ramp-up through the year as the fleet

is progressively mobilised. Ramp-up of the processing plant is

expected to be completed in the second half of 2024 and

average processed grades are expected to increase through

the ramp-up period as mining advances into the Lafigué pit

through the year. Recovery rates are expected to be above

90%, while processing costs are expected to decrease

through the ramp-up period.

Sustaining capital expenditure is expected to amount to

$25.0 million in 2024 and is primarily related to capitalised

waste stripping activities, advanced grade control drilling and

spare parts purchases. Non-sustaining capital expenditure is

expected to amount to $5.0 million in 2024 and is primarily

related to the commencement of a TSF lift in in the second

half of 2024, once there is sufficient waste rock available

from mining operations, and waste stripping activity in the

eastern flank of the Lafigué pit.

Exploration

An exploration programme of $1.7million was undertaken in

2023 focused on advanced grade control drilling as well as

some early stage reconnaissance exploration at several near-

mine satellite opportunities.

An exploration programme of $4.0million is planned for 2024

to follow up on the drilling and trenching results at the WA05

and Central Area targets located within five kilometres of the

Lafigué deposit and to investigate future underground

potential by testing mineralisation below the current pitshell.

Endeavour Mining plc

Annual Report 2023

Year ended

($’millions) Unit

31 December

2023

31 December

2022

Operating data from continuing operations

Gold produced oz

1,071,675

1,160,824

Gold sold oz

1,083,519

1,150,226

Realised gold price

1,2

$/oz

1,919

1,808

AISC per ounce sold

$/oz

967

849

Earnings data from continuing operations

Revenue

2,114.6

2,069.0

Earnings from mine operations $

745.3

748.5

Adjusted EBITDA

2,4

1,047.3

1,133.3

Adjusted net earnings attributable to shareholders

230.2

292.7

Adjusted net earnings per share attributable to shareholders

$/share

0.93

1.18

Cash flow data from continuing operations

Operating cash flows $

619.3

909.6

Operating cash flows per share $/share

2.51

3.67

Balance sheet data

Net debt/(net cash)

555.0

(121.1)

Net debt/(net cash) / Adjusted EBITDA (LTM) ratio

2,4

0.50

(0.09)

1. Realised price is inclusive of the Sabodala-Massawa stream and realised losses/gains from the Group’s revenue protection programme.

2. This is a non-GAAP measure that is discussed in our Alternative Performance Measures section on pages 67 to 71.

3. Revenue includes gold, silver and other by-product revenues for all periods presented.

4. EBITDA is defined as earnings before interest, taxes and depreciation and depletion; LTM is defined as last 12 months.

Chief Financial Officer’s statement

Endeavour Mining plc

Annual Report 2023

I am pleased to report that our strong operational

performance, bolstered by the record gold price

environment, has underpinned our continued delivery

of attractive shareholder returns during 2023, along

with the ongoing investments in our two organic

growth projects and exploration.

During the year we continued to produce gold at

an industry-leading AISC

level despite a challenging

cost environment.

2023 has been marked by a continued focus on

driving operational performance that provides the

financial flexibility to balance medium-term capital

funding requirements for organic growth, with

attractive shareholder returns.

During 2023 we continued to build a

resilient and diversified business, that

exercises discipline in its approach to

capital allocation.

Our principal capital allocation priority

thisyear was the investment into our

Sabodala-Massawa expansion and our

Lafigué development projects, while we

also increased the spend on our exciting

exploration discovery in Côte d’Ivoire,

Tanda-Iguela. In line with our strategy of

diversification and actively managing our

portfolio to focus on larger, lower-cost

and longer-mine life assets, the Group

disposed of our two non-core assets,

Boungou and Wahgnion at the end of the

second quarter and the loss has been

included in loss on discontinued

operations.

In 2023, we delivered production from

continuing operations of 1,072koz

achieving our guidance at an industry-

leading AISC of $967/oz. AISC was

marginally above the top end of the

guided range as royalties were $18/oz

higher than anticipated due to the higher

realised gold price during the year

compared to the guidance gold price

and the impact of the change in sliding

scale royalty rates in Burkina Faso

fromNovember.

Our financial performance benefitted

from the record gold prices during 2023,

which were bolstered by a challenging

macro-economic environment. This

resulted in an average realised gold

price including the impact of our revenue

protection programme of $1,919 per

ounce in 2023, which increased from

$1,808 in 2022. During the year we

took advantage of elevated gold prices

to extend our revenue protection

programme through to 2025, in

anticipation of the completion of our

current growth phase and our transition

to a phase of debt reduction.

Despite higher gold prices, our operating

cash flows were lower compared to the

prior year due to 8% lower production

volumes, as Mana transitioned to

underground operations and Sabodala-

Massawa processed lower grade ore, in

addition to increased operating costs

and an increase in income tax payments

in 2023.

During the year we were pleased to

return $266.0million in shareholder

returns through a combination of

dividends and share buybacks bringing

the total returned to shareholders to

$903 million since we launched the

programme and made our first

payments in Q1-2021.

We also improved our capital structure,

successfully repaying our $330 million

Convertible Bond in cash while issuing

shares for the small in-the-money

convertible portion. We increased our

RCF capacity to $645 million to provide

increased financial flexibility, and added

a $167 million local Lafigué term loan

facility. We are pleased with our long-

term and relatively low-cost capital

structure that we will continue to

optimise as the interest rate

environment improves.

We ended 2023 with a net debt position

of $555.0million, an increase of

$676.1million over 2022, the largest

single driver of which was the

investment in our growth projects. Our

liquidity position remained strong at

year-end, with a cash position of

$517.2million, alongside our undrawn

RCF of $180.0million and Lafigué term

loan of $59.9 million.

Lastly, in the second half of the year,

welaunched a series of functional

improvement projects aimed at

strengthening our internal control

environment, key financial processes

and reporting systems. The benefits

ofwhich will be realised as they are

implemented over the next 18 to

24months.

GUY YOUNG

CHIEF FINANCIAL OFFICER

27March 2024

Endeavour Mining plc

Annual Report 2023

1,134.6

(252.3)

(126.9)

755.4

(288.1)

467.3

(447.5)

(102.6)

(163.3)

(5.0)

(261.9)

62.1

17.0

(433.9)

Operating

cash flows

before

exploration,

working

cap and

taxes

Income

tax

payments

Working

capital

Operating

cash flows

Investing

cash flows

excluding

Growth

and

Exploration

Net cash

before

other

items

Growth

capex

Exploration Cash

outflows on

cash

upstreaming

Discontinued

ops and

proceeds,

net of

cash

Dividends

and share

buybacks

Other

financing

activities

Impact of

foreign

exchange

on cash

Net cash

flow

1. Income taxes paid of $340.9 million included tax payments of $252.3 million and $88.6 million in withholding taxes paid. Cash outflows on cash upstreaming

includes the cash paid for withholding taxes and the minority dividends of $74.7 million.

Growth capex includes cash expenditures on the BIOX® plant, Lafigué and Kalana in the year in but excludes capitalised exploration, which is included in the

expenditures on mining interests in the statement of cash flows within investing cash flows. Capitalised exploration has been combined with exploration expense

to reflect total exploration costs.

Cash generation and allocation for 2023, $’m

Increase

Decrease

Total

Statement of Comprehensive Loss

Year ended

$’millions

31 December

2023

31 December

2022 Change

Revenue

2,114.6

2,069.0 2 %

Cost of sales

Operating expenses

(787.2)

(720.0) 9 %

Depreciation and depletion

(448.4)

(476.0) ( 6 ) %

Royalties

(133.7)

(124.5) 7 %

Earnings from mine operations 745.3

748.5 — %

Corporate costs

(49.0)

(47.7) 3 %

Other expenses

(54.8)

(44.0) 25 %

Impairment of mining interests and goodwill

(122.6)

(2.8) 4279 %

Share-based compensation

(28.7)

(32.8) ( 1 3 ) %

Exploration costs

(47.5)

(33.9) 40 %

Earnings from operations 442.7

587.3 ( 2 5 ) %

Loss on financial instruments

(118.0)

(19.1) 518 %

Finance costs, net

(71.2)

(61.1) 17 %

Earnings before taxes 253.5

507.1 ( 5 0 ) %

Tax expense

(210.8)

(250.3) ( 1 6 ) %

Net comprehensive earnings from continuing operations 42.7

256.8 ( 8 3 ) %

Net comprehensive loss from discontinued operations

(186.3)

(278.7) ( 3 3 ) %

Net comprehensive loss (143.6)

(21.9) 556 %

Earnings from mine operations

Earnings from mine operations of $745.3 million for the year

was slightly lower than 2022 as increased revenues were

offset by increased operating costs and royalties in 2023.

• Revenue is earned primarily from gold sales and for 2023

increased by $45.6 million or 2% to $2,114.6 million. The

increase was driven by higher realised gold prices

underpinned by record spot prices achieved during 2023,

an impact of $160.4 million. This was in part offset by lower

sales volumes of 66,707 ounces, an impact of $119.5

million due primarily to lower processed grades at Sabodala-

Massawa and the underperformance of Mana due to

contractor delays that was partially offset by increased

sales volumes from Ity and Houndé. Refer to the realised

price non-GAAP measurement included in the Alternative

Performance Measurements section on pages 67 to 71.

• Royalties increased by 7% from $124.5 million in 2022 to

$133.7 million in 2023 due to higher revenues as a

function of higher realised prices and increased royalty

rates in Burkina Faso enacted during the fourth quarter

of2023.

Financial review

Endeavour Mining plc

Annual Report 2023

27%

30%

29%

14%

$2,115m

2023

26%

27%

30%

17%

$2,069m

2022

Sabodala-Massawa (SEN)

Ity (CIV)

Houndé (BF)

Mana (BF)

Revenue by mine

• Operating expenses for 2023 amounted to $787.2 million,

which presents an increase of 9% compared to $720.0

million in 2022. The increase is primarily due to the adverse

impact of foreign exchange on our operating costs

associated with the strengthening CFA against the dollar

that translated into a higher cost base, increased energy

and consumable costs across all operating sites following

global inflationary pressures, increased operating costs due

to higher volumes processed and mined in order to negate

lower grades, and higher general and administrative costs.

Refer to the cash cost and AISC non-GAAP measurements

included in the Alternative Performance Measurements

section on page 67 to 71.

• Depreciation decreased from $476.0 million in 2022 to

$448.4 million in 2023 primarily due to lower production

volumes in combination with the impact of the depreciable

base change following the 2022 Reserves and Resource

update.

Earnings from operations

Earnings from operations was $442.7 million for the year, representing a decrease of 25% compared to $587.3 million in 2022

primarily due to the increased impairment charge and exploration costs incurred. Significant expense elements which had an

impact on earnings from operations include:

• Corporate costs increased to $49.0million in 2023 compared to $47.7million in 2022 due primarily to higher employee

compensation and professional service costs incurred in 2023.

• Other expenses for the year increased to $54.8 million in 2023 from $44.0 million incurred in 2022. Other expenses in

2023 includes $32.1 million related to the impairment of various receivables including the expected loss provision of $22.8

million in relation to consideration receivables, and the write down of the Allied receivable and historical outstanding VAT for

$5.9 million and $3.4 million respectively; $2.0 million related to acquisition and restructuring costs which comprised $12.0

million incurred in relation to business development, labour restructuring and investigation activities partly offset by the

clawback of CEO and Executive Director compensation of $10.0 million; settlement of indirect tax claims of $24.9 million

primarily at Sabodala-Massawa; loss on disposal of assets of $4.3 million; and $9.1 million proceeds received in relation to

the insurance claim for the disturbance incident that occurred at Houndé in May 2022. In 2022, other expenses included

$7.8 million in acquisition and restructuring costs; $5.9 million related to disturbance costs incurred at Houndé in relation to

a security incident, $16.5 million related to the impairment of receivables; and $8.9 million incurred in relation to legal and

indirect tax claims.

• Share-based compensation in 2023 decreased to $28.7 million from $32.8 million incurred in 2022 primarily due to the

forfeiture and clawback of CEO and Executive Director compensation in part offset by the increase in cash settled PSU

expenses as a result of the strong share price performance in combination with modifications to the performance factors

applied.

• Exploration costs for the year increased to $47.5 million in 2023 from $33.9 million in 2022 primarily driven by increased

spending focused on expanding resources at existing operations and delineating new greenfield opportunities, with continued

success achieved at the greenfield Tanda-Iguela property in Côte d'Ivoire, where further resource updates were announced in

2023.

• The impairment expense in 2023 of $122.6 million compares to an impairment of $2.8 million in 2022 and relates to

exploration and development projects where we either intend not to renew the licence, updated economic models or are in

the process of disposing of the property. Significant exploration properties impacted includes Kalana at $56.9 million

following changes primarily to the capital assumptions as part of the ongoing study work, Afema at $16.9 million which is in

the process of being sold to Turaco and the Kamsongo permit on the Nabanga property at $32.5 million as part of a

combination of properties in Burkina Faso which will not be renewed.

Endeavour Mining plc

Annual Report 2023

18%

17%

25%

33%

$787m

2023

18%

26%

31%

$720m

2022

Fuel

Salaries

Power

Consumables

Contractors

Operating costs

During the fourth quarter of 2023, the Group performed a review for indicators of impairment at each of the cash-generating

units (“CGUs”) and evaluated key assumptions such as significant revisions to the mine plan including current estimates of

recoverable mineral reserves and resources, recent operating results, and future expected production based on the reserves

and resources. In addition, those CGUs to which goodwill has been allocated are tested at least annually for impairment (Mana

and Sabodala-Massawa). As a result, the Sabodala-Massawa and Mana CGUs were tested for impairment at 31 December

2023. There were no indicators of impairment identified at the Group's other mine site CGUs in the year. The projected cash

flows used in impairment testing are significantly affected by changes in assumptions for gold prices, changes in the amount of

recoverable reserves, resources, and exploration potential expected to be converted into reserves, production costs estimates,

and discount rates. Following our assessment, the two CGUs were not impaired. The Group’s impairment testing incorporated

the following key assumptions:

Assumption Mana

Sabodala-

Massawa

Gold price - 2024 $1,939 $1,939

Gold price - 2025 $1,910 $1,910

Gold price - 2026 $1,843 $1,843

Long-term gold price $1,724 $1,724

Mine life 7 years 15 years

Life of mine production (koz) 1,553 5,981

Discount rate 9.0 % 6.5 %

Net comprehensive earnings from continuing operations

Net comprehensive earnings from continuing operations decreased by 83% from $256.8 million in 2022 to $42.7 million in

2023 due to the adverse impacts of the loss on financial instruments, impairment of exploration assets, and increased

exploration costs and finance costs.

• The loss on financial instruments amounted to $118.0 million in 2023 compared to a loss in 2022 of $19.1million. The

loss in the 2023 primarily comprised unrealised losses of $21.2million on the outstanding gold collar and forward contracts

at 31 December 2023, realised losses of $21.3million on the gold forward contracts settled during the year, unrealised fair

value losses on NSRs and deferred consideration of $24.1 million following remeasurement, the fair value loss of $14.9

million on the conversion option on the Convertible Notes repaid in February 2023, foreign exchange losses of $13.3million

and unrealised losses on marketable securities of $20.9 million primarily related to the Allied investment. The loss in 2022

primarily comprised foreign exchange losses of $42.5 million in part offset by the fair value gain on conversion option on

Convertible Notes of $30.3 million.

• Finance costs increased to $71.2 million from $61.1 million in 2022 due primarily to the higher interest associated with the

RCF and Lafigué project financing with $465.0 million and $107.5 million drawn as at year-end respectively. This was in part

offset by higher interest earned on cash.

• Total tax expense amounted to $210.8 million in 2023 compared to the expense incurred of $250.3 million in 2022. The

decrease is primarily due to the higher deferred tax recovery attributable to the reversal of deferred tax liabilities recognised

on mining interest at primarily Sabodala-Massawa and Kalana and withholding taxes in relation to the planned upstreaming of

cash for corporate requirements. This was in part offset by higher withholding taxes recognised in 2023 in excess of planned

distribution recognised in income taxes.

Net comprehensive loss from discontinued operations

The Group had a net comprehensive loss for the year of $186.3 million compared to a loss of $278.7 million in 2022 which

primarily reflects the net losses from Boungou and Wahgnion which were reclassified as discontinued operations following the

sale to Lilium during the second quarter of 2023. The loss in 2023 includes a loss on disposal of $177.8 million while the loss

in 2022 includes an impairment charge of $357.5 million that was driven by higher operating costs and lower than expected

grades relative to expectations during the year ended 31 December 2022. Also included in 2022, is a comprehensive gain from

Karma for $14.8 million which was sold to Néré in the first quarter of 2022.

Financial review

continued

Endeavour Mining plc

Annual Report 2023

Cash flows

$’millions

2023

2022 Change

Operating cash flows before changes in working capital and tax

1,087.1

1,140.5 ( 5 ) %

Taxes paid

(340.9)

(158.3) 115 %

Operating cash flows before changes in working capital

746.2

982.2 ( 2 4 ) %

Changes in working capital

(126.9)

(72.6) 75 %

Cash generated from discontinued operations

27.2

107.5 ( 7 5 ) %

Cash generated from operating activities

646.5

1,017.1 ( 3 6 ) %

Cash used in investing activities

(820.8)

(521.4) 57 %

Cash used in financing activities

(276.6)

(380.1) ( 2 7 ) %

Effect of exchange rate changes on cash and cash equivalents

17.0

(70.7) (124) %

(Decrease)/increase in cash

(433.9)

44.9 (1,066) %

Cash generated from operating activities decreased by $370.6 million to $646.5 million in 2023 compared to the prior year of

$1,017.1 million primarily due to higher taxes paid, timing of working capital outflows, the lower cash contributions from

discontinued operations and increased operating costs incurred.

• The operating cash flows before changes in working capital and taxes of $1,087.1 million were 5% lower than 2022 primarily

due to increased operating and exploration costs, higher royalties incurred, and realised losses incurred in relation to gold

forwards that was partly offset by increased revenues.

• During the year, the Group paid $340.9 million in income taxes compared to $158.3 million paid in the prior year. The

increase is primarily due to final payments for the 2022 tax year rolling into 2023 and increased withholding taxes settled

due to increased corporate cash requirements primarily to fund the Convertible Note settlement and shareholder returns

programme.

Taxes paid

2023 (Taxes from continuing operations $340.9m)

2022 (Taxes from continuing operations ($158.3m)

Houndé Ity Mana Sabodala-Massawa Other ¹

0.0

20.0

40.0

60.0

80.0

100.0

120.0

Other comprise withholding taxes paid on mine site dividends of $74.7 million (2022: $48.2 million) and corporate taxes paid by other Group entities.

• Working capital had an adverse impact on operating cash flows of $126.9 million in 2023 compared to an outflow of $72.6

million in 2022. The significant factors contributing to the working capital outflow in 2023 were the $80.4 million outflow in

relation to trade and other receivables primarily due to the timing of gold receipts and VAT build up, a $37.7 million outflow

associated primarily with the increase in stockpiles at Sabodala-Massawa which was partly offset by an inflow in relation to

trade and other payables due to the timing of payments.

• The current year included operating cash flows from discontinued operations of $27.2 million which was lower than the prior

year amount of $107.5 million following the sale of Boungou and Wahgnion to Lilium Mining in the second quarter of 2023

while 2022 also included operating cash flows from Karma which was sold in March 2022.

Cash flows used by investing activities were $820.8 million in 2023 compared to outflows of $521.4 million in 2022, and the

increase was primarily driven by increased capital incurred in relation to our two organic growth projects.

• Expenditures on mining interests of $762.6million in 2023 was significantly higher than the $426.1 million incurred in 2022

driven primarily by the Lafigué construction and Sabodala-Massawa plant expansion projects and increased non-sustaining

capital incurred at Ity.

• Cash used by discontinued operations was $46.6 million in 2023 compared to $99.7 million in 2022 following the sale of

Boungou and Wahgnion to Lilium Mining in the second quarter of 2023.

Endeavour Mining plc

Annual Report 2023

• Proceeds to date from the sale of Boungou and Wahgnion totalled $36.7 million, which net of cash disposed of $20.2 million

amounted to $16.5 million. Outflows reflected in Other assets include restricted cash outflows in relation to rehabilitation

funding and $10.0 million was incurred in additional Allied shares purchases.

Cash flows used in financing activities amounted to $276.6 million in 2023 compared to $380.1 million in 2022. The outflows

in 2023 consisted of payments associated with the Group’s shareholder returns programme, including dividends paid and

share buybacks of $200.4 million and $61.5 million respectively; settlement of the contingent consideration to Barrick of $50.0

million; payments of minority dividends of $74.7million; the settlement of call rights of $28.5 million; the payment of financing

and other fees of $68.6 million related primarily to interest on the RCF, Senior Notes and Convertible Notes. During the first

quarter of 2023, the Convertible Notes were settled in cash for $330.0 million with the conversion feature settled in shares

while the Company had $465.0 million and $107.2 million drawn respectively on the RCF and Lafigué financings arrangements

at year-end.

Summarised balance sheet

$’millions

As at

31 December

2023

As at

31 December

2022 Change

ASSETS

Cash and cash equivalents 517.2 951.1 (46) %

Other current assets 603.0 495.3 22 %

Total current assets 1,120.2 1,446.4 (23) %

Mining interests 4,157.1 4,517.0 (8) %

Other long-term assets 581.2 451.3 29 %

TOTAL ASSETS 5,858.5 6,414.7 (9) %

LIABILITIES

Other current liabilities 438.7 461.9 (5) %

Current portion of debt 8.5 336.6 (97) %

Income taxes payable 166.2 247.1 (33) %

Total current liabilities 613.4 1,045.6 (41) %

Long-term debt 1,059.9 488.1 117 %

Environmental rehabilitation provision 115.1 165.0 (30) %

Other long-term liabilities 57.7 54.1 7 %

Deferred income taxes 464.1 574.6 (19) %

TOTAL LIABILITIES 2,310.2 2,327.4 (1) %

TOTAL EQUITY 3,548.3 4,087.3 (13) %

TOTAL EQUITY AND LIABILITIES 5,858.5 6,414.7 (9) %

At 31 December 2023, Endeavour held $517.2 million in cash and cash equivalents and had a net debt position of

$555.0million compared to net cash position of $121.5 million as at 31 December 2022. The decrease has been primarily

driven by outflows associated with growth projects and shareholder returns. Our balance sheet remains robust at a net debt/

adjusted EBITDA ratio of 0.50 when considering the timing of project delivery in the first half of 2024.

Current assets increased on the prior year, primarily reflecting outstanding consideration receivables from Lilium Mining, the

build up in VAT and gold receivables due to the timing of receipts, and the increase in marketable securities following the Allied

listing in the third quarter of 2023 and classified within long-term assets in the prior year. This was in part offset by the

decrease in assets following the disposal of Boungou and Wahgnion and the long-term stockpile transfer at Sabodala-Massawa

based on the updated budgeted processing plan.

Mining interests decreased to $4,157.1 million primarily as a result of the disposal of Boungou and Wahgnion mines in the

second quarter of 2023 in combination with the impairment charge of $122.6 million recognised on the exploration and

evaluation projects. This was in part offset by increased expenditures on mining interests of $884.9 million, representing an

increase of 62% over the prior year due primarily to increased expenditure on the BIOX®and Lafigué growth projects and non-

sustaining capital costs.

The Group’s total liabilities were relatively consistent at the end of 2023 compared to the prior year, reflecting a decrease in

current liabilities following the settlement of the Convertible Notes and the Barrick contingent consideration repaid in the first

quarter of 2023, in part offset by the increase in long-term debt due to the draw downs on the RCF and Lafigué local financing.

The decrease in deferred taxes and environmental provisions were primarily driven by the disposal of Boungou and Wahgnion

while deferred taxes decreased due to the reversal of liabilities recognised on mining interest. Environmental provisions were

also impacted by the application of a higher discount rate resulting from the higher interest rate environment.

Financial review

continued

Endeavour Mining plc

Annual Report 2023

Reconciliations of alternative performance measures

This Annual Report as well as the Company’s other disclosures contain multiple non-GAAP measures, which the Company

believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use to assess the

performance of the Company. These do not have a standard meaning and are intended to provide additional information which

is not necessarily comparable with similar measures used by other companies and should not be considered in isolation or as

a substitute for measures of performance prepared in accordance with GAAP. The definitions of these measures, and the

reconciliation to the amounts presented in the consolidated financial statements, and the reasons for these measures, are

included below. The non-GAAP measures are consistent with those presented previously and there have been no changes to

the basis of calculation, except as otherwise disclosed below.

Realised gold price

The Company believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use the

realised gold price taking into account the impact of the Company’s revenue protection programme, whereby the Group has

entered into gold forward contracts and gold collars to protect against volatility of the gold price, particularly in a period of

significant capital investment. Management believes that reflecting the impact of the revenue protection programmes on the

Group’s realised gold price is a relevant measure as the programme is determined based on estimated production and sales,

and increases the consistency of this calculation with our peer companies.

Management have further adjusted the revenues as disclosed in the consolidated financial statement to exclude by-product

revenue and has reflected the by-product revenue as a credit to operating expenses in the determination of AISC. The realised

gold price increased from $1,808 per ounce in 2022 to $1,919 per ounce in 2023, taking into account the realised losses

from our revenue protection programme of $21.3 million compared to a gain of $19.8 million in 2022 and can be attributed to

record spot prices realised during 2023.

$’millions unless otherwise indicated

2023

2022

Revenue 2,114.6

2,069.0

By-product revenue

(13.7)

(9.4)

Gold revenue

2,100.9

2,059.6

Realised (losses)/gains on collars and forward contracts

(21.3)

19.8

Adjusted gold revenue A1

2,079.6

2,079.4

Gold stream revenue

(3.6)

(3.4)

Stream adjusted gold revenue A2

2,076.0

Ounces sold B1

1,083,519

1,150,226

Ounces sold under the gold stream

(9,400)

Stream adjusted ounces sold B2

1,074,119

1,140,826

Realised gold price for the period, per ounce sold A1/B1

1,919

1,808

Stream adjusted realised gold price for the period, per ounce sold A2/B2

1,933

1,820

LBMA average gold price

1,941

1,800

During the year, the Group extended its revenue protection programme to mitigate the risk of gold price fluctuations, in

particular with the Group’s significant capital investment over the next two years and at a time of record gold prices. During

2023, the Group entered into additional gold collars and forward contracts maturing through 2024 and 2025. As at 31

December 2023, the Group had a total of 70,000 ounces in forwards at an average price of $2,032 per ounce, 450,000

ounces in collars outstanding in relation to 2024 at an average floor price of $1,800 per ounce and a ceiling price of $2,400

per ounce and 200,000 ounces in collars outstanding in relation to 2025 at an average floor price of $1,992 per ounce and a

ceiling price of $2,400 per ounce.

Cash costs and AISC

The Company reports cash costs and AISC per ounce sold. The Group believes that, in addition to conventional measures

prepared in accordance with GAAP, these non-GAAP measures provide investors with transparency regarding the cost of

producing an ounce of gold in each period, and the AISC including those capital expenditures that are required for sustaining

the operation of the mines. By-product revenues are included as a credit to operating expenses, and are also included in non-

cash and other adjustments below. For the purposes of the Group AISC, corporate costs are included to provide a Group-wide

AISC per ounce sold while share-based expenses are specifically excluded.

The increase in the Group AISC in 2023 reflects primarily the decrease in the gold ounces sold at Mana and Sabodola-

Massawa, and the increased operating costs driven primarily by mining higher volumes and adverse impact of stronger CFA

foreign exchange environment and higher royalties due to higher revenues.

Endeavour Mining plc

Annual Report 2023

AISC from continuing operations, $/oz

2023

2022

Sabodala-Massawa Ity Houndé Mana

200

400

600

800

1,000

1,200

1,400

1,600

1,800

The following is a reconciliation of the Group AISC for 2023 and 2022, while the Operating Review on pages 50 to 59

discusses the AISC on a mine-by-mine basis. When including the impact of discontinued operations, cash costs and AISC

perounce increase to $888 and $1,021 per ounce respectively in 2023 compared to $808 and $933 per ounce respectively

in2022.

Cash costs and AISC by mine

$’millions unless otherwise indicated

Sabodala-

Massawa Ity Houndé Mana Other

Continuing

Operations

2023

Operating expenses 171.8 222.4 216.8 176.2 —

787.2

Royalties 32.7 36.5 45.7 18.7 —

133.6

Non-cash operating expenses

1.3 (6.2) (0.6) (8.3) —

(13.8)

Cash costs 205.8 252.7 261.9 186.6 —

907.0

Corporate costs — — — — 49.0

49.0

Sustaining capital 23.8 10.4 33.9 20.8 2.9

91.8

All-in sustaining costs 229.6 263.1 295.8 207.4 51.9 1,047.8

Gold ounces sold 299,343 325,155 313,698 145,323 —

1,083,519

All-in sustaining costs per ounce sold 767 809 943 1,427 — 967

Cash costs per ounce sold 688 777 835 1,284 — 837

2022

Operating expenses 171.6 214.2 170.5 162.9 0.8

720.0

Royalties 34.7 31.1 37.5 21.2 —

124.5

Non-cash operating expenses

(4.0) (7.5) (0.6) (0.7) —

(12.8)

Cash costs 202.3 237.8 207.4 183.4 0.8

831.7

Corporate costs — — — — 47.7

47.7

Sustaining capital 40.0 13.4 32.0 9.9 2.2

97.5

All-in sustaining costs 242.3 251.2 239.4 193.3 50.7 976.9

Gold ounces sold 350,578 309,371 295,874 194,403 —

1,150,226

All-in sustaining costs per ounce sold 691 812 809 994 — 849

Cash costs per ounce sold 577 769 701 943 — 723

1. Non-cash and other adjustments relate primarily to non-cash fair value adjustments to inventory associated with the purchase price allocation of SEMAFO and

Teranga, net realisable value adjustments and adjustment for revenue from silver sales and by-product revenues.

Financial review

continued

Endeavour Mining plc

Annual Report 2023

Group

Total 967

Group

Total 849

Capital expenditure

The Company’s all-in-sustaining costs include sustaining capital expenditures which management has defined as those capital

expenditures related to producing and selling gold from its ongoing mine operations. Non-sustaining capital is capital

expenditure related to major projects or expansions at existing operations where management believes that these projects will

materially benefit the operations. Capital expenditures at growth projects are those capital expenditures incurred at new

projects. The distinction between sustaining and non-sustaining capital is based on the Company’s capitalisation policies and

considers guidelines set out by the World Gold Council. This non-GAAP measure provides investors with transparency regarding

the capital costs required to support the ongoing operations at its mines, relative to its total capital expenditures. Readers

should be aware that these measures do not have a standardised meaning and other companies may classify expenditures in a

different manner. It is intended to provide additional information and should not be considered in isolation, or as a substitute

for measures of performance prepared in accordance with IFRS. See below a reconciliation by mine site of total capital

additions incurred for 2023 and 2022.

$’millions

Sabodala-

Massawa Ity Houndé Mana Other

Continuing

Operations

Discontinued

Operations

2023

Sustaining capital 23.8 10.4 33.9 20.8 2.9

91.8 17.1

Non-sustaining capital 46.2 102.8 38.3 53.6 4.4

245.3 26.4

Non-cash additions to leased assets — 2.6 — 20.2 —

22.8 —

Payments for sustaining leases — (6.0) (0.7) (11.1) (2.9)

(20.7) (1.6)

Non-sustaining exploration 17.7 7.8 3.8 2.1 23.7

55.1 1.2

Growth projects 186.4 — — — 261.1

447.5 —

Total capital additions 274.1 117.6 75.3 85.6 289.2 841.8 43.1

2022

Sustaining capital 40.0 13.4 32.0 9.9 2.2

97.5 29.8

Non-sustaining capital 40.1 49.0 39.2 61.4 2.9

192.6 59.5

Non-cash additions to leased assets — 1.5 2.0 — 6.2

9.7 —

Payments for sustaining leases (0.1) (4.6) (0.8) (6.0) (2.2)

(13.7) (4.1)

Non-sustaining exploration 14.1 5.9 1.2 2.8 19.5

43.5 4.9

Growth projects 68.1 — — — 58.4

126.5 —

Total capital additions 162.2 65.2 73.6 68.1 87.0 456.1 90.1

EBITDA and adjusted EBITDA

The Group believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use EBITDA

and adjusted EBITDA to evaluate the Group’s performance and ability to generate cash flows and service debt. The following

tables provide the illustration of the calculation of this margin, for the year ended 31 December 2023 and 31 December 2022.

The decrease in adjusted EBITDA from continuing operations has been driven the increased operating cost base reflected in

operating costs, royalties and exploration costs, partly offset by increased revenues.

$’millions

2023

2022

Earnings before taxes

253.5

507.1

Add back: Depreciation and depletion

448.4

476.0

Add back: Finance costs, net

71.2

61.1

EBITDA from continuing operations 773.1

1,044.2

Add back: Impairment charge of mineral interests

122.6

2.8

Add back: Other expense

54.8

44.0

Add back: Non-cash and other adjustments

0.1

3.4

Add back: Net loss on financial instruments

96.7

38.9

Adjusted EBITDA from continuing operations 1,047.3

1,133.3

Add back: Discontinued operations

53.2

150.9

Adjusted EBITDA from all operations 1,100.5

1,284.2

1. Non-cash and other adjustments relate primarily to non-cash fair value adjustments to inventory associated with the purchase price allocation of SEMAFO and

Teranga, and net realisable value adjustments. Non-cash and other adjustments have been included in the adjusted EBITDA as they are non-recurring items

which are not reflective of the Company’s ongoing operations, as well as to be consistent with calculation of adjusted earnings.

2. Net loss on financial instruments is the loss on financial instruments excluding the realised (gain)/loss on forward contracts and gold collars.

Endeavour Mining plc

Annual Report 2023

Net earnings and adjusted net earnings

Net earnings have been adjusted for items considered exceptional or unusual in nature and not related to Endeavour’s core

operation of mining assets or reflective of current operations. The presentation of adjusted net earnings may assist investors

and analysts to understand the underlying operating performance of our core mining business. However, adjusted net earnings

and adjusted net earnings per share do not have a standard meaning under IFRS. They should not be considered in isolation, or

as a substitute for measures of performance prepared in accordance with IFRS and are not necessarily indicative of earnings

from mine operations, earnings, or cash flow from operations as determined under IFRS.

The decrease in adjusted net earnings attributable to shareholders during 2023 is primarily driven by the increased cost base,

adverse impact of realised gold hedge losses, in part offset by higher revenues, lower depreciation and depletion charge, and

lower tax expense.

The following table reconciles these non-GAAP measures to the most directly comparable IFRS measure.

$’millions

2023

2022

Total net and comprehensive loss

(143.6)

(21.9)

Net loss from discontinued operations

186.3

278.7

Net loss on financial instruments

96.7

38.9

Other expenses

54.8

44.0

Non-cash, tax and other adjustments

(11.8)

23.5

Impairment charge on mineral interests

122.6

2.8

Adjusted net earnings 305.0

366.0

Attributable to non-controlling interests

74.8

73.3

Attributable to shareholders of the Company 230.2

292.7

Weighted average number of shares issued and outstanding

246.9

247.8

Adjusted net earnings from continuing operations per basic share 0.93

1.18

1. Net loss on financial instruments excludes the realised gain/loss on forward contracts and gold collars.

2. Non-cash, tax and other adjustments mainly relate to the impact of the foreign exchange remeasurement of deferred tax balances, and non-cash fair value

adjustments to inventory associated with the purchase price allocation of SEMAFO and Teranga.

3. Adjusted net earnings attributable to non-controlling interests is equal to net earnings from continuing operations attributable to non-controlling interests

adjusted, which on average is approximately 11% for the Company’s operating mines.

Net debt/(cash) and net debt/(cash) / adjusted EBITDA

The Group is reporting net debt/(cash) and net debt/(cash) / adjusted EBITDA for the trailing 12 months (“LTM”) ratio. This

non-GAAP measure provides investors with transparency regarding the liquidity position of the Group. It is intended to provide

additional information and should not be considered in isolation or as a substitute for measures of performance prepared in

accordance with GAAP.

The increase in net debt during 2023 has primarily been driven by increased growth capital incurred at our two organic projects

and increased shareholder returns. The following table explains the calculation of net debt/(cash) / adjusted EBITDA LTM ratio

using the last 12 months of adjusted EBITDA.

$’millions unless otherwise indicated

31 December

2023

31 December

2022

Cash and cash equivalents (517.2) (951.1)

Less: Drawn portion of Lafigué financing 107.2 —

Less: Principal amount of Senior Notes 500.0 500.0

Less: Principal amount of Convertible Notes — 330.0

Less: Drawn portion of corporate loan facilities 465.0 —

Net debt/(cash) 555.0 (121.1)

Net debt/(cash) / adjusted EBITDA LTM ratio

0.50 (0.09)

1. Trailing 12-month adjusted EBITDA is calculated using adjusted EBITDA as reported in prior periods for each quarter prior to the fourth quarter of 2023.

Financial review

continued

Endeavour Mining plc

Annual Report 2023

Operating cash flow and operating cash flow per share

The Company uses operating cash flow and operating cash flow per share as a measure of its ability to both generate cash and

manage liquid resources. The calculation of operating cash flow per share, divides operating cash flows by the weighted

average number of outstanding shares.

The decrease in operating cash flow per share from continuing operations has been primarily driven by increased income tax

payments in 2023, work capital outflows associated with VAT and timing of gold sale receipts, increased cost base reflected

operating and exploration expenditure in part offset by increase revenues.

$’millions unless otherwise indicated

31 December

2023

31 December

2022

Operating cash flow

Cash generated from operating activities by continuing operations 619.3

909.6

Changes in working capital from continuing operations

126.9

72.6

Operating cash flows before working capital from continuing operations 746.2

982.2

Divided by weighted average number of outstanding shares, in millions

246.9

247.8

Operating cash flow per share from continuing operations $ 2.51

$ 3.67

Operating cash flow per share before working capital from continuing operations $ 3.02

$ 3.96

Return on capital employed

The Company uses return on capital employed (“ROCE”) as a measure of long-term operating performance to measure how

effectively management utilises the capital it has been provided. The calculation of ROCE, expressed as a percentage, is

adjusted EBIT (based on adjusted EBITDA calculated above adjusted to include adjusted EBITDA from discontinued operations)

divided by the average of the opening and closing capital employed for the 12 months preceding the period end. Capital

employed is calculated as total equity of the Group adjusted by net debt/(cash) as determined above. Previously, management

determined capital employed as total assets less current liabilities. Management believes that including long-term liabilities

anddetermining capital employed based on total equity is more reflective of the long-term management of capital of the Group

and is also more consistent with the similar calculation of our peer companies. The calculation has been restated for all

periodspresented.

The decrease in ROCE for the trailing 12 months (“LTM”) to 31 December 2023 reflects the lower adjusted EBIT in 2023

compared to 2022 due to increased operating costs and the loss in EBIT contribution from discontinued operations in the

second half of the year, in part offset by increased revenues, while average capital employed was slightly lower than the prior

year due to the disposal of Boungou and Waghnion in the second quarter of 2023.

$’millions unless otherwise indicated

31 December

2023

31 December

2022

Adjusted EBITDA

1,100.5

1,284.2

Depreciation and amortisation

(501.5)

(616.0)

Adjusted EBIT (A)

599.0

668.2

Opening capital employed (B)

3,966.2

4,309.5

Total equity

3,548.3

4,087.3

Net debt/(net cash)

555.0

(121.1)

Closing capital employed (C)

4,103.3

3,966.2

Average capital employed (D)=(B+C)/2

4,034.8

4,137.9

ROCE (A)/(D)

15 %

16 %

1. Adjusted EBITDA has been calculated to include the adjusted EBITDA from discontinued operations.

Endeavour Mining plc

Annual Report 2023

Risk management and principal risks

Endeavour Mining plc

Annual Report 2023

Effective

risk

management

Our approach

Endeavour recognises that risk is inherent to our

business. Our risk management process aims to

identify, mitigate and monitor our risks, while

enabling us to deliver our strategic objectives and

create value for all our stakeholders.

Effective risk management helps drive our strategy, inform our decision making and improve

our performance by identifying and managing risks, while taking into account our appetite

for risk. By implementing a robust risk governance framework, we aim to define

responsibilities and ensure transparency and accountability in relation to identified risks.

Risk management process

Our risk management process for identifying, assessing,

understanding and managing corporate risks in a systematic

way allows us to make informed decisions and respond to

risks and opportunities as they arise in accordance with our

appetite for risk. Our six-step process is described in more

detail below.

Risk governance framework – roles and responsibilities

The Board oversees the Group’s risk management process,

assesses and approves our overall risk appetite, and

monitors our risk exposure and response to our principal

risks. The Board is supported by the Audit Committee which

monitors the risk management process as well as ensuring

the Group maintains an effective system of internal controls.

As part of the risk management process, Endeavour’s

Executives, which includes senior management as well as

functional and operational managers, regularly engage in an

evaluation of the risks facing the organisation, and the

appropriate controls which mitigate these risks. The Internal

Audit function regularly follows up on the continuance of our

risk management programme to inform its risk assessment

and Internal Audit plan.

Endeavour Mining plc

Annual Report 2023

Principal risks and

uncertainties risk criteria

The Group’s risk matrix is regularly reviewed and monitored by

our Risk Management Committee, as well as the Audit

Committee. We define a principal risk as a risk or combination

of risks that could seriously affect the performance, future

prospects or reputation of Endeavour. These include those

risks that would threaten the business model, future

performance, solvency or liquidity of the Group. Each risk is

evaluated based on the potential likelihood of occurrence, and

the potential consequence. The Group analyses risks

holistically, seeking to understand the potential consequences

of a risk event across a range of potential outcomes such as

legal implications and financial costs.

Emerging risks

In addition to refreshing our principal risks, we conducted an

exercise to support the identification of our emerging risks.

We define emerging risks as risks in a new or unfamiliar

context, familiar risks that cannot yet be fully assessed, or

risks that are known to some degree but are not likely to

materialise for several years, all of which may have significant

implications on our business model and our ability to achieve

strategic goals. Due to the high degree of ambiguity and

uncertainty related to emerging risks, their underlying

indicators require ongoing monitoring should they signal an

escalation or change in the risk over time.

Risk management and principal risks

continued

Endeavour Mining plc

Annual Report 2023

TOP – DOWN

Oversight,

identification,

assessment and

mitigation of risk

at a Group level

BOTTOM – UP

Oversight,

identification,

assessment and

mitigation of risk

at a business

unit and risk

owner level

THIRD LINE OF ACCOUNTABILITY

Internal Audit Board of Directors

and Audit Committee

• Provide assurance on risk

management controls

• Evaluate adequacy and

effectiveness of Corporate

Risk Management (“CRM”)

• Develop risk-based internal

audit plans

• Understand how the Company manages

and monitors principal risks

• Confirm strategies are within the risk

appetite and tolerance

• Audit Committee conducts risk deep dives

• Review semi-annual CRM Board Report

• Provide guidance and expectations for

reporting

SECOND LINE OF ACCOUNTABILITY

CRM team CRM committee Executive Committee

• Determine risk tolerance

criteria and risk matrix with

the Executive Committee

• Ensure CRM programme is

reviewed

• Maintain and document

principal risks in risk register

• Support risk owners in all

their functions

• Identify risk owners

• Review risk register, risk

threshold and risk treatment

plans

• Facilitate semi-annual

principal risk assessment

• Approve CRM standard

• Produce management and

Board reporting with ExCo

and CRM team

• Define risk tolerances and support CRM

committee to approve risk tolerance

criteria and risk matrix

• Review emerging and principal risks,

participate in annual risk assessment and

review risk register

• Review and adjust materials (including

CRM Board Report) before communicating

to Board

FIRST LINE OF ACCOUNTABILITY

Business units Risk owners

• Takes and manages risks

for business activities

• Executes risk management

activities

• Escalates and reports risks

• Performs risk assessments

• Implements, monitors and reports the

effectiveness of risk treatment plans and

controls in the internal and external

environment

• Escalates and reports risks

Artisanal and Small-Scale Gold Mining

Artisanal and Small-Scale Gold Mining (“ASGM”) refers to

artisanal and small-scale mining activities conducted within

the vicinity of our operations by individuals who are not

affiliated with Endeavour. These miners operate using their

own resources, and typically employ labour-intensive, manual

methods. Historically, ASGM has served as a source of

subsistence income for local communities. However,

challenges related to health and safety practices, as well as

environmental impacts, persist without proper control. As a

business, we face potential risks stemming from the

operational or environmental effects of ASGM.

For instance, there is a risk of depletion of our reserves or

restricted access to our operational sites. Despite Endeavour

sourcing all gold from its own mines, there is an underlying

risk that gold extracted by ASGM may inadvertently find its

way into our operations. Consequently, Endeavour may be

exposed toenvironmental and societal challenges associated

with ASGM, both in proximity to our operations and through

regulatory consequences.

Climate change regulations

Endeavour continues to monitor its environmental impact,

ensuring we continually work towards the objectives listed

within our ESG strategy to deliver wider societal benefits.

However, stricter carbon emission limits may be enforced

impacting our mining operations. Transitioning to cleaner

energy sources requires significant investment and

dependence on fossil fuels may become a liability.

Climatechange affects water availability and regulatory

requirements for water usage and discharge may tighten.

Transition risks may also adversely affect asset valuations

and long-term viability.

Fraud risk assessment

In light of emerging legislation under the Economic Crime and

Corporate Transparency Bill, the Audit Committee has asked

management to prepare a Fraud Risk Assessment for

consideration by the Board. Whilst the guidance surrounding a

Failure to Prevent Fraud Offence has yet to be published, the

Board felt it was appropriate to put planning in place and look

to embed fraud risk controls within our second line of defence

prior to the new legislation becoming effective later in 2024.

This work is ongoing and is described in more detail in the

Audit Committee report on page 147.

The Board has considered potential risks which may arise

from the misconduct on the part of the former CEO and other

matters arising from the investigation and subsequent actions

by the Board. This includes but is not limited to:

• potential claims and class action lawsuits, additional

matters which may be brought to the Board’s attention in

the future arising from the actions of the former CEO that

were not subject to the investigation; and

• claims that maybe brought by the former CEO in connection

with the termination of his employment and clawback of

remuneration.

At this time two class actions have been filed in Ontario,

Canada. These actions are both at a very preliminary stage

and accordingly the likelihood of loss is not determinable. The

Company believes it has defences to the claims, but it is not

possible at this early stage to determine the outcome of the

actions or the amount of loss, if any.

Endeavour Mining plc

Annual Report 2023

CRM residual risk heat map

To help visualise our principal risks, we have plotted

them on this heat map opposite. The individual risks are

described in more detail on the following pages.

Principal risks

Security Risk

Geopolitical Risk

Environmental Risk

Macro-economic Risk

Supply Chain Risk

Licence to Operate Risk

Operational Performance Risk

Capital Projects Risk

Concentration Risk

Human Capital Risk

Legal and Regulatory Risk

Cybersecurity Risk*

* New principal risk for 2023

In addition, save for requests for information and clarification, no regulatory or other authorities have been in contact with the

Company. We have made no consideration of potential for fines or other penalties that may be placed on the Company in the

event of a future investigation by such bodies.

See further discussion in the Directors’ Report as part of the post balance sheet events on page173.

Risk appetite

We continue to monitor our exposure to risk, with consideration to the related upside opportunities. To ensure we manage risk

appropriately, we have defined our risk appetite levels across each of our Principal Risks. Where risks are deemed to exceed

our appetite, supporting mitigation plans have been developed. Endeavour defines risk appetite as the nature and extent of

risks that the Company is willing to accept in the execution of its strategic and business objectives, in line with its values and

applicable law. Depending on the type of risk, Endeavour’s policies, standards and procedures also inform decision makers of

the Company’s risk appetite. The appetite for risk is not of a static nature and may change over time depending on internal and

external factors.

We have defined our risk appetite levels across each of ourPrincipal Risks. If a Principal Risk exceeds appetite, it maythreaten

the achievement of objectives and may require achange to strategy and supporting mitigation plans will bemitigated.

2023 Principal Risks

During the current financial year, Endeavour has undertaken an exercise to review and refresh its Principal Risks, ensuring

these are reflective of our current operating environment, industry trends and wider macro-economic factors. These risks have

been assessed as per our established risk assessment criteria and are subject to ongoing review by our Executive Committee,

Audit Committee and Board.

1 – Security Risk

Risk Level

l High

Trend

↔ No change

Appetite

Low

Strategic Link

Maintain a high-

quality portfolio,

Be a trusted

partner

Accountability

Technical

Committee

Description & Impact

Our operations span various jurisdictions exposing Endeavour to significant security threats. Due to the

jurisdictions within which we operate, there exists an underlying risk of terrorism, kidnapping, extortion,

and harm to our people.

These threats may directly affect Endeavour or indirectly impact the entire industry as a result of

political instability and illegal mining activities.

Should a security event materialise, we could face theft of assets, loss of access to sites, operational

disruptions, transportation challenges for essential supplies to mine sites, staff recruitment difficulties

and/or limitations on exploration activities. Furthermore, such events may adversely impact the

underlying value of our assets.

Mitigations

• Ongoing review of our security risks, to allow us to implement safeguards when required, to help

mitigate terrorist threats.

• Reinforce our security arrangements with local governments, simultaneously cooperating with national

government requirements.

• Airstrips are present or strategically located near all of our mine sites to facilitate transportation and

evacuation in case of emergency.

• Use of private security contractors to provide security services at our mine sites, ensuring that they

respect human rights and follow our Code of Conduct.

• Investment in social and community programmes, infrastructure development and government

initiatives to support local communities and deter criminal acts.

Risk management and principal risks

continued

Endeavour Mining plc

Annual Report 2023

2 – Geopolitical Risk

Risk Level

l High

Trend

p Increase

Appetite

Low

Strategic Link

Create a resilient

business, Be a

trusted partner

Accountability

Technical and

Audit Committees

Description & Impact

Endeavour operates in countries in West Africa with developing, complex or unstable political, economic

and social climates. As a result, our exposure to unpredictable political, economic, regulatory, social

and tax environments can significantly impact our operations. Recent developments include significant

shifts in regional alliances among West African states, including the announcement in January 2024 by

the Government of Burkina Faso, along with those of Mali and Niger, of its intention to withdraw from

the Economic Community of West Africa States (ECOWAS), change in Burkina Faso royalty rates which

took effect in November 2023 and other legislative and fiscal proposals that could alter the business

landscape, particularly in the mining sector. Threats such as terrorism, civil disorder, and war may

directly affect our business as discussed under Security Risk.

Unstable geopolitical environments introduce uncertainty to the political, economic, taxation and

regulatory environments we operate in, which may challenge our ability to develop in line with our

strategic objectives. Failure to actively monitor and manage changes in our geopolitical environment

may hinder our ability to explore, operate and develop, impacting the long-term viability of our business.

Political instability may affect our agreed mining authorisations, licences and conventions with the

government. Regulatory changes aimed at increasing economic shares of governments or local

suppliers may further adversely affect our operations.

Mitigations

• Ongoing liaison with local and national government authorities, in conjunction with our external

counsel to maintain our regulatory framework.

• Active engagement strategy with the governments, regulators, and other stakeholders within the

countries in which we operate, to secure and maintain our permits and licences to operate.

• Active participation in the National Chambers of Mines to ensure we remain abreast of regulatory and

tax changes. This is supported by weekly engagement with in-country management, including Tax and

Legal teams by the EVP of Public Affairs & Security.

• The Group has established a Regional Crisis Management Organisation and supporting Emergency

Procedures which are subject to continuous communication to employees.

• Active presence in the countries where we operate promotes socio-economic development.

Endeavour Mining plc

Annual Report 2023

3 – Environmental Risk

Risk Level

l Medium

Trend

↔ No change

Appetite

Low

Strategic Link

Be a trusted

partner

Accountability

Technical, ESG

and Audit

Committees

Description & Impact

Mining operations carry the inherent risk of environmental impacts, which can result in damage to

ecosystems, as well as potential illness, injury or disruption to local communities.

Endeavour is subject to existing and evolving environmental regulations and standards (e.g. the Global

Industry Standards on Tailings Management and the Transition to a Low Carbon Economy), as well as

our own environmental targets to manage the impacts of our operations and contribute to climate

change mitigation efforts. Failure to meet these standards and regulations may impact our ability to

operate in accordance with external stakeholder expectations (including governments of our host

countries and regulators).

Recognising that access to clean water is a human right, we need to prevent the contamination of water

sources around our operations.

Mine closures have far-reaching effects on various stakeholders, and expectations are rising as to how

mining companies mitigate these impacts, including the socio-economic effects on communities.

As environmental practices come under increased scrutiny, there is an underlying risk that our mine

sites could be affected by the loss of operating licences, or increased scrutiny impacting our access

tocapital.

The Company is exposed to climate-related risks and subject to environmental compliance obligations

which are continually developing. The occurrence of a climate-related event or failure to comply with

environmental obligations could lead to operational interruptions, reputational damage, financial

penalties or even suspension of operating licences.

Tailings, which are residual materials from ore processing, are stored and managed in dynamic

structures known as tailings storage facilities. TSFs can pose significant risks to surrounding

communities and the environment. In the event of catastrophic tailings management failures, the

consequences can be dire, potentially leading to environmental devastation and the loss of lives

andlivelihoods.

Mitigations

• Implementation of policies, standards and procedures designed to identify and mitigate any ESG risk

and impacts across our business.

• Supporting our policies with Group-wide monitoring matrix and triggered action plans for environmental

nonconformance.

• Maintenance and management of Environmental, Legal and Compliance registers.

• Conducting a gap analysis and developing a response plan to the Task Force on Nature-related

Financial Disclosures.

• Ongoing review and update of mine closure and rehabilitation plans.

• Inclusion of environmental targets related to tailings facilities, renewable power, and carbon emissions

in management’s short-term and long-term incentive plans.

• Adopting a Tailings Management Policy that follows best practice and aligns with relevant international

conventions and industry standards such as the Global Industry Standard on Tailings Management

(“GISTM”) and the World Gold Council.

• Designing TSFs by internationally reputable TSF design houses to the requirements set out by the

ANCOLD2019 (Australian National Committee on Large Dams, updated in 2019) and having an

appointed third party Engineer of Record oversee the design and management of each facility.

• Managing Endeavour’s TSFs in compliance with EoR approved TSF Operating and Maintenance

Manuals including conservative and robust Trigger Action Response Plans.

• TSF audits conducted on an annual basis by the EoR of the facilities.

• Daily inspections are conducted by multiple professionals including the site manager.

• Implementation of TSF deposition plan including management of supernatant water levels.

Risk management and principal risks

continued

Endeavour Mining plc

Annual Report 2023

4 – Macro-economic Risk

Risk Level

l High

Trend

↔ No change

Appetite

Medium

Strategic Link

Reward

shareholders

Accountability

Audit Committee

Description & Impact

Endeavour’s operations are inherently exposed to the volatility of gold prices, as well as the impact of

oil prices on our production inputs. Recent global events, including the prolonged Russia-Ukraine

conflict and the emergence of the Israel-Hamas war in the Middle East, have increased volatility in

financial markets, impacting not only commodities but also interest rates and foreign exchange rates.

Interest rate fluctuations can directly influence our cost of capital for existing and future development

projects and may influence the availability of investment capital within our sector.

Foreign exchange rate fluctuations may significantly affect our input costs and revenue.

Inflationary pressures leading to increased operating costs and disruptions to supply chain can erode

margins and cash returns.

In addition, the rising cost of production negatively impacts the Group AISC which potentially

undermines the risk-reward equation for investors.

Mitigations

• Active management of forward contracts and gold collars to mitigate risk of commodity price

downturns.

• Evaluation of foreign-denominated cash flows and implementation of foreign exchange contracts to

mitigate exposure to changes in foreign exchange rates.

• Ongoing management of cash balances at each of our entities, to ensure adequate cash flow for

operations.

• Implementation of a Treasury Management System to enhance cash management capabilities.

• Implementation of LBMA price strategy to maximise gold prices received.

• Ongoing reviews of cost efficiency and cash optimisation programmes.

Endeavour Mining plc

Annual Report 2023

5 – Supply Chain Risk

Risk Level

l Medium

Trend

↔ No change

Appetite

Medium

Strategic Link

Maintain a high-

quality portfolio

Accountability

Technical

Committee

Description & Impact

Endeavour relies on a stable supply chain of goods and services to support ongoing operations at our

sites. However, our supply chains remain sensitive to disruption due to a combination of micro-

economic and macro-economic factors, many of which are beyond our control (see Macro-economic risk

for more details).

Micro-economic factors include the local security environment in our operating regions and regulatory

changes which can directly impact our ability to source essential materials including increased local

content requirements.

Macro-economic factors include the volatility of prices driven by foreign exchange rates, the withdrawal

of Burkina Faso from ECOWAS and the ongoing conflicts in Ukraine and the Middle East. In addition,

access to freight services, including safe transport of goods to mine sites and reliable shipping lines for

international transport, plays a critical role.

Should we fail to source and obtain the necessary inputs for our operations, our mining activities could

face significant disruptions, ultimately affecting cash flow generation for Endeavour.

Furthermore, we recognise that supply chain disruption related to modern slavery is an ongoing concern.

We must find a balance between ensuring continuity of supply and managing the risks associated

withslavery, forced labour, and human trafficking. While diversifying our supply base can help

mitigatedisruptions, managing multiple suppliers can also complicate compliance with modern

slaveryregulations.

In our commitment to sustainability, we aim to actively source more local suppliers to meet business

requirements. However, this strategy comes with its own risks, including the support required from

Endeavour and the capabilities of our suppliers.

Mitigations

• We are actively partnering with key suppliers for in-country stock to secure critical inputs.

• Ongoing monitoring of the political environments within the jurisdiction where we operate and

maintaining a proactive dialogue with host governments and key stakeholders. Negotiation of longer-

term and Group-wide supply chain contracts to mitigate exposure to short-term supply chain volatility.

• Implementation of business resilience planning to manage disruptions as they arise.

• Planned implementation of a Maintenance, Repair and Operation system to increase the efficiency of

our recording process and to optimise our inventory of goods.

• Active engagement with our internal clients and local partners to increase collaboration to better

adjust to the new local decree and mitigate any impact on operations. Major suppliers have complied

to this Decree, through representation or establishment of joint ventures.

• Launch diagnostics to certify our supply chain function according to ISO 28000 standards.

• Annual evaluation and field visits of our national suppliers to strengthen relationships, assess

performance, and ensure alignment with Endeavour Standards and Policies.

• Audits on a select group of identified suppliers to ensure compliance with the Endeavour Supplier

Code of Conduct, including human rights.

• Implementation of affirmative procurement and tendering measures through our Local

ProcurementPlan where specific categories of goods or services are exclusively assigned to

localorcommunity suppliers.

Risk management and principal risks

continued

Endeavour Mining plc

Annual Report 2023

6 – Licence to Operate Risk

Risk Level

l Medium

Trend

p Increase

Appetite

Low

Strategic Link

Be a trusted

partner

Accountability

ESG Committee

Description & Impact

Through our operating activities, we have the potential to deliver significant and positive contributions to

the local communities in the jurisdictions where we operate. However, it remains critical that we remain

vigilant in monitoring and managing our impact to ensure that we protect our reputation.

An external perception that Endeavour is not effectively generating sustainable benefits for local

communities or is not fully compliant with human rights legislation or environmental laws could

adversely impact on the organisation’s reputation and affect our stakeholder relations and social

licence to operate.

This may further result in adverse community relations, which may lead to financial repercussions,

impacting costs, profitability, access to finance or the overall viability of our operations. In addition, the

safety of our workforce and security of our assets could be compromised. Localised events may

escalate to disputes with local, regional and/or national governments and other external stakeholders,

resulting in damage to our reputation and the real value of our assets.

Instability in Burkina Faso has led to an increase in illegal mining on our sites, raising the risk of

property damage, theft and resource depletion. In addition, there is an increased reputational risk in the

event illegal miners sustain injuries while on our properties.

Mitigations

• Implementation of a Group Stakeholder Engagement procedure, that outlines our objectives,

principles, and requirements for engaging with local stakeholders.

• Management of an established grievance mechanism and whistleblowing process to enable

anonymous reporting of breaches of our values, Code of Conduct and potential human rights abuses.

• Building local, long-term partnerships with our host countries, to support the development of local

communities. This is facilitated through the creation of direct employment opportunities, and

procurement of goods and services from local businesses, as well as wider community investment.

• Monitoring and publication of our Tax and Economic Contribution Report.

• Implementing global initiatives and principles to guide our behaviour, such as the United Nations

Guiding Principles, the Voluntary Principles on Security and Human Rights and the WGC’s Responsible

Gold Mining Principles.

• Prioritising the use of local suppliers within the areas we operate, as part of our procurement strategy.

• Participation in ESIA Resettlement Committees.

• Implementation of a Social Performance management system across the Group, which includes

stakeholder engagement and grievance standards and procedures.

• Implementing a comprehensive management plan to address illegal mining which includes monitoring

of activity, contributing to the formalisation of artisanal mining including relations with governments

and international institutions (WGC) and providing alternative economic activities to communities that

can substitute the need to illegally mine.

Endeavour Mining plc

Annual Report 2023

7 – Operational Performance Risk

Risk Level

l Medium

Trend

p Increase

Appetite

Medium

Strategic Link

Maintain a high-

quality portfolio,

Reward

shareholders

Accountability

Technical

Committee

Description & Impact

There is an underlying risk that our existing operations and development projects fail to deliver planned

production rates and AISC levels.

Our operational performance is exposed to a number of external risks, often outside of the Group’s

control (including, but not limited to, extreme weather, natural disasters, geotechnical challenges or

loss or interruption to key supplies such as electricity and water). Internal risks may also be present,

including potential failure of critical equipment.

The nature of mining exposes our workforce to a range of occupational health and safety risks, which in

turn could significantly impact on operational performance. We believe that all occupational injuries and

illnesses are preventable with the correct, robust health and safety practices and procedures in place.

Mineral resources and mineral reserves are crucial data points in a mining company’s operations and

are the backbone of a successful mining project. Mineral resources are converted to reserves, reserves

are the basis for the mine plan, while the mine plan is the centrepiece of the business plan.

Mineral resources form the foundation of exploration and mining company value with risk management

serving as a critical function of business decision making.

Endeavour could face a significant impact to production if the mineral reserves and mineral resources

are not estimated properly. The mineral reserves and mineral resources assessment is a complex

process that requires careful evaluation and verification and depend on (i) geological interpretation, (ii)

tonnage risks, (iii) estimation (grade) risks, and (iv) classification risk.

Mitigations

• Establishment of a risk assessment process for each mining asset with an associated mitigation plan.

• Formalised maintenance schedule for equipment and facilities, which are subject to parallel inspection

(inclusive of preventative and predictive maintenance).

• Implementation of a Group Asset Management Strategy for fixed plant and heavy mining equipment.

• Critical spares included inventory balances to monitor availability of critical maintenance parts across

the Group.

• Ongoing review and uplift of our risk assessment strategy, including the sharing of best practices

among our operating assets.

• Performing grade control reconciliation and our reserves and resources process.

• Our Technical Committee reviews annually the resource and reserve estimates of Endeavour’s mineral

properties and the methodology behind those estimates.

• Identified qualified persons responsible for the mineral reserve and resource estimates.

• The mineral resources and reserves are estimated and reported in accordance with Canadian National

Instrument 43-101, 'Standards of Disclosure for Mineral Projects’.

• Conduct assessment of reserves and resources. Reserves and resources are to be peer reviewed

prior to release.

• Costs used to estimate the resources and reserves are forecast over the life of the resources and

reserves to reflect the expected values for this horizon.

• Prices used to estimate the resource and reserve are benchmarked against peers and sensitivities

are completed at each price point to ensure profitability is maximised and built into the estimate.

• Close spaced grade control and broader spaced conversion drilling is used to compare and inform the

resource and reserve estimates.

• Established internal validation, reviews, and systems, and external auditing.

• Implemented internal Company standards.

• Each of our sites has a site-specific Health and Safety Management Plan that applies to all our

employees and contractors, in line with the requirements of ISO 45001, and reflects the unique

operating context and associated risks along with a five-step health and safety risk mitigation

hierarchy.

• Safety management is underpinned by regular training for our workers to reinforce our safety culture.

• We employ a proactive prevention approach to minimising the chance of occupational diseases

occurring with a clear occupational health risk management process in place.

Risk management and principal risks

continued

Endeavour Mining plc

Annual Report 2023

8 – Capital Projects Risk

Risk Level

l Medium

Trend

p Increase

Appetite

Medium

Strategic Link

Maintain a high-

quality portfolio,

Reward

shareholders

Accountability

Technical

Committee

Description & Impact

The identification and construction of advanced project development opportunities is integral to

achieving our strategic goals. However, large construction projects may fail to achieve desired economic

returns due to: inability to fully recover estimated mineral resources, design or construction inadequacy,

failure to achieve the expected operating parameters, and capital or operating costs exceeding

projections.

Failure to manage new projects effectively - from the evaluation of the expected returns on the project

relative to the Group’s capital allocation strategy; accurate estimation of the capital costs to complete

the project; and accurate estimates related to the life of mine of the project upon its completion from

both a resource recovery and operating cost perspective - may result in the Company not meeting its

longer-term strategic goals and shareholder objectives.

Securing external funding for major capital projects that demand significant capital remains a critical

consideration in their execution and completion.

Mitigations

• Rigorous assessments prior to approval including feasibility or technical studies and capital

appraisals, which include an assessment of the project in relation to the Group’s capital allocation

strategy and objectives.

• Project charters for all new capital projects requiring Group-level support.

• Implementation of a project risk register and risk mitigation plan.

• Project steering committee meetings on a monthly basis involving key stakeholders to monitor

progress relative to budget, S-curve, and the use of contingency, as well as oversight of non-financial

areas, including but not limited to safety, permitting, community relations, or environmental issues.

• Monthly progress reports to the Board of Directors and more detailed project updates on a quarterly

basis to the Technical, Health & Safety Committee of the Board.

• Advanced grade control and metallurgical recovery test programmes to improve mine planning and

forecast recoveries in the initial months of operation.

• Construction of the mine under an EPCM contract using a contractor with a proven track record for

delivering similar scale projects, and especially gold projects in West Africa, on budget, on time and

that generally exceed nameplate capacity.

• Review of capital costs prior to final financial modelling.

• Operational readiness detailed planning undertaken to ensure an efficient start-up. Operating

parameters used for the DFS benchmarked against similar operations in the Group to ensure

adequacy and suitability. Identification of operating team with suitable skills at Endeavour’s other

operations to join the project operating team and ensure smooth and fast ramp-up of operations.

• Management review of employee skills and performance.

Endeavour Mining plc

Annual Report 2023

9 – Concentration Risk

Risk Level

l Medium

Trend

q Decrease

Appetite

Medium

Strategic Link

Maintain a high-

quality portfolio,

Be a trusted

partner

Accountability

Audit and

Technical

Committees

Description & Impact

Our operations are inherently susceptible to the adverse effects stemming from political or security

events that may result from potential instability in our host countries (see Geopolitical and Security risks

for more details). This risk can materialise in two ways:

i) Political or security disruptions can hinder our operations, preventing us from achieving our

performance targets and strategic objectives; and

ii) The perception of inadequate diversification and excessive exposure to high-risk countries can

negatively impact on the Group’s capital markets profile.

To safeguard the continued commercial and capital markets success of our organisation, we constantly

evaluate the diversification of our portfolio in and beyond our current region to ensure sustainable

longer-term revenues and alignment with the Group’s strategic objectives.

Without ongoing consideration to active portfolio management and wider opportunities for development

outside of our existing region, the Group faces the risk of reduced commercial performance.

Mitigations

• Review of our current operating mines and projects to ensure these remain viable and in line with our

capital allocation strategy and strategic objectives.

• Ongoing assessment of our existing portfolio and potential disposal of smaller, higher-cost, higher-risk,

shorter-life assets, in particular in Burkina Faso.

• The expansion of Sabadola-Massawa in Senegal and the construction of Lafigué in Côte d’Ivoire, both

expected to be delivered in Q2 2024, will further re-balance our production across three countries.

• Assessment of transformational acquisition opportunities in new countries.

• Disposal of two non-core assets in 2023.

10 – Human Capital Risk

Risk Level

l Medium

Trend

q Decrease

Appetite

Medium

Strategic Link

Maintain a high-

quality portfolio,

Be a trusted

partner

Accountability

Corporate

Governance and

Remuneration

Committees

Description & Impact

Endeavour places great emphasis on attracting and retaining the best talent, recognising that their

experience is pivotal to our continued success.

Endeavour prides itself on the combination of experience and expertise within its Executive Group,

Senior Management team and operational workforce which collectively contribute to its

organisationalstrength.

As labour costs rise, the organisation faces an underlying risk that it may be unable to continue to

retain or attract employees with the requisite skills and experience. Without these, the Group may

experience short-term disruption to operations and production, with the longer-term impact being the

inability to effectively execute the organisational strategy.

Endeavour undertakes periodic reviews of its compliance with legislative requirements and regulations

related to fair and competitive remuneration. Any breaches or non-compliance could tarnish the

reputation of the Group and have adverse financial implications.

Mitigations

• Focus on retention strategies driven through training and development and the formalisation of

development opportunities.

• Regular benchmarking of compensation and benefits against the wider market.

• Implementation of an annual People review and developing succession plans across Endeavour to

ensure career development plans are in place for critical employees.

• Management development programme for successors to critical positions and high-potential

employees.

• Introduction of the first merit review process in 2023 to promote fairness and transparency which will

be expanded to the whole Group in 2024.

• Presentation of the first People review of the Executive Committee and other key positions to the

Remuneration Committee with specific succession actions to address the high-risk positions.

• Implementation of a fully-compliant salary grid in Burkina Faso to address the impact of the change in

roster while also providing higher compensation.

Risk management and principal risks

continued

Endeavour Mining plc

Annual Report 2023

11 – Legal and Regulatory Risk

Risk Level

l Medium

Trend

p Increase

Appetite

Medium

Strategic Link

Be a trusted

partner

Accountability

Audit Committee

Description & Impact

The geographical spread of Endeavour’s operations and assets makes its regulatory and compliance

environment diverse and complex.

Endeavour must continue to manage its legal and regulatory obligations, including within the areas of

human rights, anti-bribery and corruption, privacy and international sanctions.

Failure to effectively manage and deliver our requirements under these regulations could result in

regulatory fines, reputational damage and the potential for the Group to face li

tigation.

Mitigations

• Legal, tax and public affairs teams in the jurisdictions in which we operate actively monitor local

regulatory requirements, to allow us to respond effectively to identified changes.

• A Group Compliance Programme has been established that includes policies, procedures, compliance

certificates, training, third-party due diligence, monitoring and investigations.

• Investment in compliance assessments, including but not limited to Human Rights & Anti-Bribery and

Anti-Corruption Baseline Risk Assessments, Human Rights Online Training, VPSHR (Voluntary

Principles on Security and Human Rights) implementation, and Sanctions Training.

12 – Cyber Security Risk

Risk Level

l Medium

Trend

New

Appetite

Medium

Strategic Link

Create a resilient

business

Accountability

Audit Committee

Description & Impact

The Group's IT systems, which include infrastructure, networks, applications, and service providers, are

essential for supporting and running its operations. Moreover, the Group needs its IT systems to be

accurate and secure to meet the regulatory, legal and tax obligations. While the Group maintains some

of its critical IT systems, it is also dependent on third parties to provide certain IT services.

The Group could be subject to network and systems interference or disruptions from a number of

sources, including security breaches, cyber attacks and system defects which could negatively impact

its business processes.

Mitigations

• Security measures and recovery plans are in place for all major sites and critical IT systems and

business processes.

• Endeavour is audited annually by independent certified experts and has not experienced any material

information security breaches over the past four years.

• A cyber security roadmap is being implemented to enhance our current security posture, and includes

the following: device security, identity security, data security, application security, offensive security

and operations security.

• The IT Department runs regular employee awareness campaigns on a variety of cyber security topics,

including a strong focus on phishing scams. Phishing simulations helps employees recognise, avoid,

and report potential threats that can compromise critical business data and systems, including

phishing, malware, ransomware, and spyware.

Endeavour Mining plc

Annual Report 2023

Addressing

climate

change

Task Force on Climate-related

Financial Disclosures Report 2023

Endeavour Mining plc

Annual Report 2023

In line with the UK Listing Rules, the Company confirms that its

2023 Annual Report includes climate-related financial disclosures

consistent with the Task Force on Climate-related Financial

Disclosures (“TCFD”) recommendations and Recommended

Disclosures. This section contains all the relevant disclosures.

Endeavour Mining plc

Annual Report 2023

Goal: To be Net Zero by 2050

and to reduce our emissions

intensity by 30% by 2030.

Decisive action to address climate change is essential to solving Africa’s

most pressing issues. As one of the world’s largest gold producers, and

the largest in West Africa, we recognise the important role we play in

supporting our host countries with their just energy transition.

We will achieve this by decarbonising our assets, partnering with our host

countries in the development of their renewable energy infrastructure and

supporting our host communities adjust to a changing climate through

skill development initiatives, and community-based climate-resilient

agricultural projects.

Climate governance is important

because climate change poses a risk to

our business. Good governance

structures help ensure we are equipped

to deal with climate-related risks,

identify opportunities and respond

appropriately to our stakeholders.

Board oversight

The Board is accountable and has

ultimate responsibility for ensuring that

material climate-related risks and

opportunities are appropriately integrated

into the Group’s business plans, risk

management and decision making.

The Board’s governance activities

include approving our environmental

policy, reviewing the Group’s

decarbonisation strategy, compliance

with climate-related disclosures,

overseeing performance and setting

targets, including those linked to

executive compensation.

Board committees

The following Board committees assist

the Board in the review of the Group’s

climate-related issues:

The ESG Committee sets the Group’s

ESG strategy, including decarbonisation,

and supports the Company in fulfilling

its responsibilities in respect of its ESG

targets and commitments.

The Technical, Health & Safety

Committee monitors the technical

aspects and capital projects related to

the Group’s ESG strategy, including

renewable energy projects and tailings.

The Audit Committee is responsible

for oversight of the Group’s corporate

risk management, including ESG-related

risks.

Management roles

Chief Executive Officer

The CEO is responsible for driving

Endeavour’s climate change strategy,

performance and targets, supported by

his senior management team and

functional leads.

Executive ESG Steering Committee

The ESG Steering Committee provides

internal oversight of our decarbonisation

strategy, progress on its implementation

and performance. It is comprised of our

CEO, CFO, COO, EVP ESG & Supply

Chain, EVP for Public Affairs, Security

and Social Performance, as well as

senior management from Technical

Services, ESG, Social Performance and

Investor Relations.

The ESG Steering Committee reports

tothe Board ESG Committee on a

quarterly basis.

Decarbonisation Working Group

The Decarbonisation Working Group

(“DWG”) is a multi-disciplinary group

comprising key functions across the

business who are responsible for the

implementation and delivery of our

decarbonisation strategy, as well as

compilation of the Group’s climate-

related data and disclosure.

The Group meets weekly and includes

processing, mining, operational

excellence and innovation, and energy

transition representatives from

Operation Performance and Technical

Services and ESG.

Operational management

Reporting to the COO, the mine General

Managers, supported by their operations

teams, are responsible for ensuring

climate risk awareness is embedded

into day-to-day operations, including

climate risk identification, and

implementation of climate risk

mitigation programmes.

Each mine has a site-specific climate

risk assessment, with corresponding

mitigation actions.

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Governance

Disclose the organisation’s governance around

climate-related risks and opportunities:

a) Describe the Board’s oversight of climate-related risks

and opportunities

b) Describe management’s role in assessing and managing

climate-related risks and opportunities

Climate change has been identified as a

key risk to monitor for Endeavour. Based

on a climate change scenario analysis

conducted in 2022, in alignment with

TCFD guidelines, a comprehensive

climate change risk assessment was

carried out with stakeholders across the

organisation.

Regarding our risk assessment update,

three scenarios were considered:

1. Optimistic Scenario

2. Intermediate Scenario

3. Pessimistic Scenario

1. Optimistic scenario: projected socioeconomic

global changes towards sustainability (SSP1).

Carbon dioxide emissions started declining in

2020 and go to zero by 2100 (RCP2.6).

2. Intermediate scenario: projected socioeconomic

global changes do not shift markedly from

historical patterns (SSP2). Emissions reach the

peak around 2040, then decline (RCP4.5).

3. Pessimistic scenario: projected socioeconomic

global changes towards deeper fossil-fuelled

development (SSP5). Emissions continue to rise

throughout the entire 21st century (RCP8.5).

These scenarios were evaluated over

three distinct time periods, considering

the current lifespan of our asset base

and our decarbonisation targets:

1. Short-Term: 2025

2. Medium-Term: 2030

3. Long-Term: 2040

In the regions where Endeavour

operates, the current climate and

projected future climate show no

significant variations. Endeavour is

already confronting both chronic and

acute risks associated with climate

change, positioning the business as

relatively well-prepared to respond to

droughts, severe storms, extreme

precipitations and wildfires. Alongside

ensuring operational continuity, we

arealso focused on ensuring our

surrounding host communities are well-

prepared for climate change. Risks

related to communities have been

incorporated into our climate change

risk assessment on page 78.

We intend to conduct annual updates to

our climate change scenario analysis to

ensure ongoing relevance and enhance

our ability to accurately assess climate

change-related risks on an annual basis.

Endeavour Mining plc

Annual Report 2023

Strategy

Disclose the actual and potential impacts of climate-related risks

and opportunities on the organisation’s businesses, strategy and

financial planning where such information is material:

a) Describe the climate-related risks and opportunities the organisation has

identified over the short, medium and long-term

b) Describe the impact of climate-related risks and opportunities on the

organisation’s businesses, strategy, and financial planning

c) Describe the resilience of the organisation’s strategy, taking into consideration

different climate-related scenarios, including a 2°C or lower scenario

Climate change scenario analysis

Using a well-respected external data provider for climate analytics, as well as the Intermediate scenario that we have aligned

with the Paris Agreement and our 2030 emissions reduction target, we assessed how acute and chronic risks progress through

our defined time periods. The tables below show that our sites do not experience significant or rapid changes in weather

patterns arising from future predicted climate change. We are already experiencing acute and chronic physical impacts, for

which we have mitigation and adaptation strategies in place.

Sabodala-Massawa Mine, Senegal

Risk Aspect Short-Term(2025) Medium-Term(2030) Long-Term(2040) Trend

Flooding

Nil Nil Nil Constant

Extreme Heat

Low Low Low Increasing

High Wind

Very Low Very Low Very Low Constant

Drought

Medium Medium Medium Constant

Severe Storms

High High High Slightly Increasing

ExtremePrecipitations

Very High Very High Very High Slightly Increasing

Wildfires

VeryVeryHigh VeryVeryHigh VeryVeryHigh Slightly Increasing

Ity Mine, Côte d’Ivoire

Risk Aspect Short-Term(2025) Medium-Term(2030) Long-Term(2040) Trend

Flooding

Very Low Very Low Very Low Constant

Extreme Heat

Low Low Low-Medium Increasing

High Wind

Very Low Very Low Very Low Constant

Drought

Low Low Low Constant

Severe Storms

High High High - Very High Increasing

ExtremePrecipitations

Very High Very High Very High Increasing

Wildfires

Low-Medium Low-Medium Low-Medium Constant

Houndé Mine, Burkina Faso

Risk Aspect Short-Term(2025) Medium-Term(2030) Long-Term(2040) Trend

Flooding

Nil Nil Nil Constant

Extreme Heat

Low Low Low-Medium Increasing

High Wind

Very Low Very Low Very Low Constant

Drought

Medium Medium Medium Constant

Severe Storms

Medium Medium Medium Slightly Increasing

ExtremePrecipitations

High High High Slightly Increasing

Wildfires

High High High Constant

Mana Mine, Burkina Faso

Risk Aspect Short-Term(2025) Medium-Term(2030) Long-Term(2040) Trend

Flooding

Nil Nil Nil Constant

Extreme Heat

Low Low Low Increasing

High Wind

Very Low Very Low Very Low Constant

Drought

Medium Medium Medium Constant

Severe Storms

Medium Medium Medium Increasing

ExtremePrecipitations

High High High Slightly Increasing

Wildfires

High High High Constant

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Climate change financial risk assessment by site

As part of our climate change scenario analysis, in 2023 we also assessed the potential financial impact of climate change on

our assets, using our Corporate Risk Matrix (“CRM”) and a set of guidelines, based on a Group-wide methodology and science-

based calculation, for measuring acute and chronic physical risks

. Using a total sum of $100 for each mine, which would

represent the total sum of the financial impact of all the risks combined, we have illustrated the proportion of financial impact

for both acute and chronic risks.

As mentioned in the preceding paragraphs, we are already experiencing acute and chronic weather for which we have mitigation

plans in place. As the scenario planning does not identify any spikes or rapid / significant changes in weather patterns, our

current assessment of the financial impact of these risks within the context of climate change scenarios remains manageable

and is deemed ‘low’.

Sabodala-Massawa Mine, Senegal

Consequence

Likelihood 1. Insignificant 2. Minor 3. Moderate 4. Major 5. Critical

5. AlmostCertain

$0 $0 $0 $0 $0

4. Likely

$0 $0 $0 $0 $0

3. Possible

$10 $0 $0 $0 $0

2. Unlikely

$19 $10 $0 $0 $0

1. Rare

$8 $53 $0 $0 $0

Ity Mine, Côte d’Ivoire

Consequence

Likelihood 1. Insignificant 2. Minor 3. Moderate 4. Major 5. Critical

5. AlmostCertain

$0 $0 $0 $0 $0

4. Likely

$0 $0 $0 $0 $0

3. Possible

$3 $0 $0 $0 $0

2. Unlikely

$15 $29 $0 $0 $0

1. Rare

$11 $42 $0 $0 $0

Houndé Mine, Burkina Faso

Consequence

Likelihood 1. Insignificant 2. Minor 3. Moderate 4. Major 5. Critical

5. AlmostCertain

$0 $0 $0 $0 $0

4. Likely

$0 $0 $0 $0 $0

3. Possible

$1 $0 $0 $0 $0

2. Unlikely

$23 $33 $0 $0 $0

1. Rare

$26 $17 $0 $0 $0

Mana Mine, Burkina Faso

Consequence

Likelihood 1. Insignificant 2. Minor 3. Moderate 4. Major 5. Critical

5. AlmostCertain

$0 $0 $0 $0 $0

4. Likely

$0 $0 $0 $0 $0

3. Possible

$0 $0 $0 $0 $0

2. Unlikely

$18 $8 $0 $0 $0

1. Rare

$17 $57 $0 $0 $0

Endeavour Mining plc

Annual Report 2023

1. Acute and Chronic Physical Risks Guidelines for sites

These are the guidelines we used to assess acute and chronic risks at each site:

• Acute risks often involve sudden and severe events, such as extreme weather events, while chronic risks manifest over a longer timeframe, such as changes

in temperature and precipitation patterns.

• Chronic risks are predictable, and we can prepare for them, we would therefore consider mitigation costs as the financial impact.

• Acute risks on the other hand are difficult to predict and are extreme. Therefore, while mitigation actions can be taken, we should anticipate potential

disruptions and production losses in the event of such occurrences.

Chronic Risk

Example of Chronic Risk

Decrease in water availability/droughts

Potential Impacts Methodology Guidance Science Based Calculation Reference

Community Demands Cost estimate for boreholes, pumps, pipelines Cost of 75kW pump ($) and pipeline ($/km) from Endeavour dam

tocommunity

Cost estimate for compensation claims Depending on area of operation and country, between $200,000 and

$500,000

Water for Processing Cost estimate for additional water infrastructure Cost for the complete water harvest dam at Ity was $2.05

million(Definitive Feasibility Study)

Water modelling measures should give advance

warning, so no loss of production cost

The water modelling should trigger a warning if the forecasted water

quantity falls below a predetermined threshold set by the process

plant production plan

Dust Cost estimate for additional water suppression Cost of 2 x additional water trucks (capex +opex)

Rehabilitation Failure Cost estimate of tree planting initiatives Cost to plant 20 acres of tree planting (assume this is a repeat

offailed past planting)

No Potable Water Cost estimate to purchase supplemental potable water Site potable water consumption (m

) x 20% x price of statesupplied

water

Government Regulation Cost estimate of increased water use tax Increase water tax ($/m

) by 50%

Electricity Cost estimate of increased power rate Increase power price ($/kWH) by 25%

Acute Risk

Example of Acute Risk

Increase in extreme precipitation

Potential Impacts Methodology Guidance Science Based Calculation Reference

Production Loss Open Pit - loss of 1 week production

Underground - loss of 3 weeks production

Revenue loss

Budget average weekly production of gold ounces x spot gold price

Civil Works - RoadRepair Construction of 5km of site roads Average road construction cost per km

Equipment Loss Partial loss of equipment Open Pit - 5% of fleet value

Underground - 10% of contractor fleet value

TSF Filling with Water Increased TSF capacity required at end of mine life Cost of one additional TSF lift

Dewatering Pump Costs Cost estimate for capex and opex of additional

dewatering pumps

Capex cost of 10 x 75kW pumps + pipeline

+ Opex cost of genset operations for 2 weeks (Open Pit)

+ Opex cost of genset operations for 4 weeks (Underground)

(Opex genset fuel = 0.27L/kWh x Site LFO Price $/L x kWh of

dewatering)

Increased Run-off

SoilErosion

Remedial surface earthworks

Site assessment of impact areas (m

)

Max area 100,000m

Average earthworks cost per m

Pit Wall / TSF

WallCompromised

Major remedial earthworks Site mining cost per tonne* x tonnes to be moved ($2.13 to $3.44

per tonne; standard event evaluated at 1.3M tonnes to be moved)

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Climate change risks overview

Risk Description Level

Flooding Overflowing of rivers, streams and other water bodies is not expected to happen

according to data for any givenemission scenario and for the entire temporal

scope of the assessment. Values for the selected metric (meandepth of the

water (in metres) at the 100-year return period) are predicted as zero which

correspond to the«Lowest» risk class.

Mean depth of the water (in metres) at the 100-

yearreturn period

Extreme Heat This risk is not very relevant at present, but it is expected to increase in the

future. The number of hot daysper year with temperatures above the local mean

high temperatures is increasing in all emission scenarios. Atpresent, the

number is little more than 5 for all scenarios, so this has been classified as a

«Low» risk level.

Days per year with temperature exceeding the

localhistorical 99th percentile temperature

based on the meanof the high temp distribution

determined by the GlobalCirculation Models

(“GCMs”)

High Wind The modelled maximum wind speed with a 100-year return period is around 45

km/h which is considered a«Lowest» risk level according to Jupiter’s global

classification. This value remains the same, for the entire Projectlifespan and

all emission scenarios.

Maximum 1-minute sustained wind speed (in

km/h)experienced at the 100-year return period

based on themean of the wind speed

distribution determined by theGCMs

Drought Drought does seem a medium risk already at the Project site. The mean months

per year where the rolling 6-month average Standardised Precipitation

Evapotranspiration Index is below -2, which is an indicator of droughtconditions,

is around 0.3, according to all scenarios, corresponding to a «Medium» risk.

Across all the emission scenarios, projected data shows stability in the future.

Only for the optimistic scenario is it predicted a light decrease after 2035.

According to Jupiter classification, risk levels remain «Medium» for theentire

Project lifespan and for all scenarios.

Mean months per year where the rolling 6-month

averageStandardised Precipitation

Evapotranspiration Index isbelow -2

Severe Storms Severe storms seems a relevant risk already, with stability across the Project

lifespan but at a different risklevels based on the selected emission scenario.

According to both the optimistic and intermediate scenarios the number of days

per year where environmentalconditions are conducive to severe thunderstorm

formation varies from 10 to 17 at present, corresponding to a«Medium» risk

level, and it is expected to slightly increase in the short andmid-term. In the

long-term the valuesare expected to stabilise in between 13 and 18 days per

year, still classified as being «Medium» risk.

Number of days per year where environmental

conditionsare conducive to severe thunderstorm

formation based onthe mean of the distributions

of several parametersdetermined by the GCMs

Extreme

Precipitations

Extreme precipitations does seem a very high risk already at the Project site.

The maximum daily total waterequivalent precipitation (in mm) experienced at

the 100-year return period at present is around 260 mmcorresponding to a

«Highest» risk level. No matter the emission scenarios, projected data shows

stability across the entire Project lifespan with a slightincrease. The long-term

values for this metric ranges from 273 to 285 mm.

Maximum daily total water equivalent

precipitation (inmm) experienced at the 100-year

return period based onthe mean of the

precipitation distribution determined bythe

GCMs

Wildfires The risk of wildfire seems very high already, with slightly fewer than 80 mean

annual number of wildfires(defined as wildfires which ignite and grow to

detectable size, that are expected in a 1 sq km grid cell)corresponding to the

«Highest» risk level. No matter the emission scenarios, projected data show a

slight increase over the entire project lifespan, withprojected data being very

similar for all different emission scenarios.

Mean annual number of wildfires, which ignite

and growto detectable size, that are expected in

a 1 sq km gridcell

Endeavour Mining plc

Annual Report 2023

Transition Risks

In summary, Endeavour is considered to have no high significant Transition Risks.

Risk/

Opportunity

Area

Description of risk/

opportunity

Impact

Risk Policy and

Legal

Increase in climate change

regulations

• Cost of compliance to carbon pricing/taxes.

• Increased cost of energy.

• Increased cost of raw materials.

• Increased compliance, disclosure costs.

Risk Policy and

Legal

Increases in fuel excise taxes

• Increases in fuel excise taxes, an implicit form of carbon

pricing, could increase the cost of fuel in Burkina Faso and

Côte d'Ivoire resulting in increased costs to transportation

and other products and services.

• Senegal is discussing carbon pricing as one of the

instruments to consider in reducing its GHG emissions.

• Endeavour is subject to current domestic climate change

policy. There is the potential for future legislation and

additional policy requirements. Endeavour monitors the

situation closely.

Risk Policy and

Legal

Exposure to litigation

• Litigation to hold companies to account for their actions to

address and contributions to climate change is becoming

increasingly common.

• Endeavour may be negatively impacted by climate change-

related litigation, however there currently is no precedent for

legal action on climate in our countries of operations.

Opportunity Policy and

Legal

Increase in renewable energy

opportunities

• As host countries step up the fight against climate change,

more renewable energy projects could come on stream,

providing Endeavour with an opportunity to source renewable

energy to power its operations, thereby reducing its Scope 2

carbon footprint.

Opportunity Policy and

Legal

Nature-based solutions

• With an increased focus on finding nature-based solutions to

tackle climate change, Endeavour’s biodiversity actions,

including rehabilitation and reforestation, could contribute to

lowering its overall carbon emissions.

Risk Reputation Investor demand for

environmental disclosures

• Companies that don’t meet investor expectations regarding

carbon performance and disclosure may experience

increased costs of capital or inability to access capital.

Conversely, companies that are able to meet investor

expectations may benefit from decreased costs of capital or

increased ability to access capital. Endeavour is already

reporting to investors and disclosing climate change-related

information. In 2023, Endeavour commenced assessing an

internal price of carbon and will continue this work in 2024.

1. The description of risk/opportunity column sets out disclosure as required by TCFD recommended disclosure regarding strategy under point a) Describe

climate-related risks and opportunities that the organisation has identified over the short, medium and long-term.

2. The impact column sets out disclosure as required by TCFD recommended disclosure regarding strategy under point b) Describe the impact of climate-

related risks and opportunities on the organisation’s business, strategy, and financial planning.

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Risk/

Opportunity Area

Description of risk/

opportunity

Impact

Opportunity Markets and

Economy

Gold can play a vital role in

technologies that may help

facilitate the transition to a

low-carbon future

• Increased demand for gold in emerging and future

technologies could increase the value of the product, which

could positively impact Endeavour’s revenues.

Opportunity Markets and

Economy

Gold’s risk-return profile and

its sensitivity to climate-

related physical and transition

risks looks relatively robust,

particularly in comparison to

many other mainstream

assets.

• Increased demand for gold in future technologies could

increase the value of the product, which could positively

impact Endeavour’s revenues.

• Heightened market volatility and uncertainty from climate-

related risks are likely to be supportive of further investment

demand for gold, as gold’s roles as a risk hedge, portfolio

diversifier and market insurance asset are well established.

Gold may have an additional role to play as a climate risk

mitigation asset in long-term investment strategies.

1. The description of risk/opportunity column sets out disclosure as required by TCFD recommended disclosure regarding strategy under point a) Describe climate-

related risks and opportunities that the organisation has identified over the short, medium and long-term.

2. The impact column sets out disclosure as required by TCFD recommended disclosure regarding strategy under point b) Describe the impact of climate-related

risks and opportunities on the organisation’s business, strategy, and financial planning.

The likelihood and anticipated consequence of transition risks that are considered to have significant potential to directly

interact with Endeavour have been assessed. An independent evaluation by an external consultant of the legal, technological,

market and reputational-related risks within our current mining jurisdictions has concluded that there is no tangible risk to

Endeavour within the projected timeframes (i.e. to 2040). There is however a future potential for climate-related legislation and

policy requirements, as set out within the table below.

Risk/Opportunity

Description Likelihood Consequence

>3ºC Scenario

≤2ºC Scenario

>3ºC

Scenario

≤2ºC

Scenario

>3ºC

Scenario

≤2ºC

Scenario

Future climate

change legislation

and policy may

impose increasingly

stringent restrictions

on fossil fuels for

power generation and

other end-uses

A less rapid and less

stringent national

decarbonisation pathway

is not likely to affect

projected Company

economics and offtake

demand (as this pathway

largely corresponds to

existing national policies

and plans)

A more rapid and more

stringent national

decarbonisation pathway

may affect the future

economic viability of the

Company, depending on

each country’s approach

to transitioning to

renewable energy

technologies

Unlikely Low Minor Moderate

3. Less rapid, less stringent decarbonisation.

4. More rapid, more stringent decarbonisation.

Endeavour Mining plc

Annual Report 2023

Financial impact of climate change

Understanding the financial implications of climate-related risks and opportunities on our business is critical to helping us

manage and mitigate these risks and take advantage of the opportunities. In 2023, we extended our climate change risk

analysis to include an assessment of the possible financial impact on the Group, which are outlined in the table below. The aim

is to describe the effects of climate change on our financial performance, providing stakeholders with a comprehensive view of

the organisation's resilience and adaptability in the face of climate change.

Following this assessment, we have concluded that, overall, the financial impact of climate change on our business is low.

Risks and Impacts

Region

and Site

Risk

Category Mitigations and Adaptation Actions Potential Financial Impact

Social Performance

Community demands are expected

to increase in case of drought or

extreme precipitationssince this

could affect agriculturalproduction

and communityinfrastructures.

All sites Low Engaging with the community on the phenomenon

ofclimate change, discussing its causes,

consequences, and future prospects is a key

initiative. Ensure provision has been established in

financial mechanisms available to channel revenue

generated by the mining industry towards economic,

social and environmental development projects.

The focus includes the implementation of sustainable

projects and the promotion of training programmes in

the most effective and profitable farming techniques.

Low: Cost of

supplementary pumps

and pipelines for water

tocommunity.

Droughtcould also impact

economic development projects

such asaviculture and

marketgardening.

All sites Low Develop innovative alternatives to current projects. Low: Increase in

community project

budget.

Wildfirescould cause loss of

cultivable lands.

All sites Low Use of land reclamation techniques. Low: Wildfire

preventionplan.

Droughtscould result in lack of

potable water.

All sites Low Monitor potable water well levels and plan

additionalboreholes.

Low:Cost for additional

potable water(purchase

or boreholes).

Production [Mining]:

Droughtcould cause more dust

and potential haulage

interruptiondue to poor visibility.

All sites Low Additional dust suppression equipment.

Drivingregulations adapted to conditions

(lowerspeed, lights).

Low: Additional

equipment costs,

lowerproductivity.

Extreme precipitations andsevere

storms/high windscould resultin

temporary suspension of hauling

due to poor visibility, poorroad

conditions and flooding of

themine.

All sites Low Wet season plan.

Install and upgrade perimeter drainage.

Increase pumping capacity.

Low: Additional pumping

equipment costs

andOpen Pit up to one

week of production

loss;underground mine,

up to 3 weeks

ofproduction loss.

Extreme precipitations andsevere

stormscould cause pit wallfailure

causing unavailabilityof the pits.

All sites Low to

Moderate

Dewatering plan for mine during wet season.

Pit slope monitoring (radar).

Low to Moderate: Major

remedial earthworkand

pit unavailability.

Extreme precipitations and severe

stormscould cause disruption

inore transportation from pit to

ROM pad.

All sites Low Road maintenance plan.

Production flexibility between different

productionareas.

Low: Civil work for

roadrepair.

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Risks and Impacts

Region

and Site

Risk

Category Mitigations and Adaptation Actions Potential Financial Impact

Production [Processing]:

Droughtscould result in lack of

water for the processing plant.

All sites Low Increase dam capacity.

Alternative water supply.

Regularly review the water management strategy.

Low: Cost for

additionalwater

infrastructure.

Extreme precipitationsandsevere

stormscould compromise theTSF

walls, which would result in

production loss.

All sites Low to

Moderate

Monitor TSF, event pond and sedimentation basins

water balance.

Low to Moderate: Major

remedial earthwork and

TSF unavailability

(production loss).

Extreme precipitationscould

cause the TSF capacity to be

reducedor the TSF to overflow.

Côte

d'Ivoire :

Ity

Low Increaserecyclingwater from TSF to process plant. Low: Cost for an

additional TSF lift at end

ofminelife.

Wildfirescould cause damages to

piping (water, tailings, etc.)

resulting in production loss.

All sites Low Implement wildfire prevention plan. Low: Cost for

additionalpiping.

Extreme heatcould impact

equipment performance

andreliability.

All sites Low Install additional cooling system where feasible. Low: Additional cooling

systems, increased

maintenance costs.

Infrastructure

Severe storms/high winds and

wildfires could damage the mine

infrastructure (buildings).

All sites Low Implement wildfire prevention plan. Low: Cost of repair for the

damaged infrastructure.

Health, Safety and Environment

Droughts could cause loss

ofbiodiversity.

BF &

Senegal

Low Biodiversity monitoring and audits.

Reforestation and land protection.

Low: No cost considered.

Droughts and wildfires could

cause rehabilitation failure

considering tree planting success

and desertification.

All sites Low Adapt the closure and readaptation plans.

Implement wildfire prevention plan.

Low: Cost for tree

planting, assuming

wemust replant

certainareas.

Extreme heat and extreme

precipitations could result in

increased health issues related to

heat and malaria.

All sites Low Awareness programme for employees

(heatandhydration).

Malaria prevention strategy.

Low: Absenteeism costs.

Extreme precipitations could

cause an increased acid mine

drainage.

All sites Low Cover sulphide-rich stockpiles with carbonate material.

Create run-off catchment basins.

Design the landfill and waste stockpile to limit oxygen

ingress to reduce acid generation.

Include in the wet season plan, the sediment

management procedure, the management of run-off

from the landfill.

Low: Cost for earthwork

and prevention plan

implementation.

Regulation

Increased government regulation

could result in increased

operational costs (water tax).

All sites Low Maintain communication with government, stay

informed on new regulations.

Low: Increased tax.

Energy

Extreme heat could result in

increased energy consumption.

All sites Low Opportunity for alternative energy sources (solar). Low: Costs for purchasing

and operating additional

cooling equipment.

Drought could result in increased

energy costs due to reduced

hydroelectricity production.

All sites Low Opportunity for alternative energy sources (solar). Low: Increased power

price.

Endeavour Mining plc

Annual Report 2023

2023 Initiatives

Throughout the year, we executed a

variety of new initiatives in line with our

decarbonisation strategy and mitigating

our susceptibility to climate change.

These efforts align with our commitment

to reduce our emissions intensity by

30% by 2030.

The most significant development in

2023 was the approval and

commencement of detailed engineering

and procurement for a solar farm hybrid

energy solution at our Sabodala

Massawa mine. The project will

comprise a 37MWp / 35.2MVA solar

farm using single axis tracked

technology with bifacial modules, and a

battery energy storage system with

16MW / 8MWh capacity using Li-ion

technology. The solar farm is expected

to generate approximately 73GWh per

year of clean energy which will offset

energy that is currently being produced

by heavy fuel oil (“HFO”) supplied

generators, resulting in an emissions

reduction of over 39,000 tCO

-e per

year, which is equivalent to 24% of HFO,

and reducing our overall power cost by

approximately 22% per year. Further

information is available on pages 44

to45.

At our Mana operation, we connected

the Wona underground operation to the

grid, removing our reliance on diesel

generators. This has resulted in a fuel

saving of almost 3.0 million litres of

diesel and an emissions reduction of

over 2,500 tCO

-e in 2023 alone. Over

the remaining life of mine, we estimate

we will save approximately 14.5 million

litres of diesel and around

18,500 tCO

-e with this connection.

With the whole Mana mine and

processing plant now connected to the

grid, we estimate the combined savings

of diesel will be circa 47 million litres of

diesel and 48,000 tCO

-e over the

remaining life of mine.

At our Ity and Houndé operations, we

completed the construction of overhead

power lines to our mining pits and

remote borefields, thereby displacing

diesel operated portable generators at

these locations. This allows for the

operations to be further supplied by grid

power, which is partially produced by

renewable sources, and reduces our

dependence on fossil fuels.

At all our operations, energy efficiency

initiatives for our mining operations and

mobile fleet continued throughout 2023.

These included our waste back-filling

strategies, fragmentation optimisation,

and adoption of data from the fuel

management systems into our

operational planning. The cumulative

impact of these initiatives in 2023

contributed to an emissions reduction of

over 8,000 tCO

-e.

Our decarbonisation initiatives aren’t

confined to our operations. With our two

organic growth projects, we have also

considered how to reduce our carbon

footprint while they are under

construction. One such example is our

Scope 3 emissions from transport.

During the study phase, we considered

the best ways to optimise the transport

and logistics by consolidating freight and

utilising regional or national fabricators

and suppliers to reduce Scope 3

emissions. For example, at our Lafigué

project, we used break-bulk ships for

transport efficiency, we sourced HDPE

piping that was manufactured in

neighbouring Ghana rather than China,

and we used concrete hold down bolts

and embedded items that were

fabricated locally in Côte d’Ivoire rather

than in China and then shipped across

the world.

We support the global climate change

goals outlined in the United Nations

Framework Convention on Climate

Change (“UNFCCC”) and the Paris

Agreement. Our 2030 climate change

target, to reduce our emissions intensity

by 30%, is aligned with the Paris

Agreement and, based on our analysis,

will achieve just below the 2-degree

pathway. Our ultimate aim will be to

ensure our decarbonisation initiatives

will achieve a 1.5-degree pathway. As

part of this, we will be seeking to be

aligned with the Science-Based Targets

initiative (“SBTi”).

In a recent report, the World Gold

Council has identified that approximately

80% of gold’s greenhouse gas (“GHG”)

emissions comes from power used in

gold mining operations. This presents

an opportunity for the industry to

contribute to emissions reductions

aligned to Paris targets by changing how

it sources and uses power and fuels.

At Endeavour, we are actively engaged

in a strategic transition from fossil fuels

to renewable energy sources.

Recognising the imperative to mitigate

climate change and reduce our carbon

footprint, we are investing in and

implementing initiatives that harness

the power of renewable resources. In

Burkina Faso we are developing

partnerships for the supply of energy to

our mines from a newly developed solar

plant and in Senegal we are building a

solar farm at our Sabodala-Massawa

mine. Alongside reducing our

consumption of fossil fuels, these

initiatives are improving our emissions

and cost profile, as well as benefiting

our host countries by increasing their

renewable energy profile. In the long-

term, the local communities around

these mines will also be able to benefit

from decarbonised electricity.

A comparison of the Group’s overall

performance against our global gold

peers, demonstrates we have one of the

lowest carbon emissions. Refer to page

101 for emissions presented on a mine-

by-mine basis.

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Endeavour’s corporate risk management

(“CRM”) framework is designed, among

other things, to identify, manage and

monitor climate-related risks. We review

climate-related risks annually as part of

our multi-disciplinary Group-wide risk

management process over both the

short and medium-term and these are

integrated within our CRM system as

part of our broader review of ESG-related

risks.

In 2022, we commissioned a climate-

scenario risk planning analysis to

deepen our understanding of the

climate-related risks and opportunities

posed to our business. The results of

this analysis confirmed the main acute

and chronic physical risks identified

were broadly aligned with our own site-

level qualitative risk assessment and

subsequent mitigation options.

We evaluate the materiality of risks, as

well as the opportunities, on their

operational or financial impact over the

short, medium and long-term using both

qualitative and quantitative judgements.

These risks and opportunities, alongside

site-specific climate-related risk analysis

are then incorporated into our

operational strategy for each of our

mines and development-stage projects.

From our climate change scenario

planning analysis, we have noted the

possibility of more frequent, severe

weather patterns which could

compromise our infrastructure, impact

any number of functions at our

operations, and disrupt our supply

chain. However, our analysis shows that

significant changes are not expected in

the short and medium-terms.

Acute physical risks are included in our

climate change risk assessments and

we work to develop and implement

appropriate management plans. For

example, some of our mines experience

a prolonged wet season with significant

rainfalls. We manage the risks of

flooding in the pits, which can stop or

slow operations and lead to discharge of

sediment, as well as negatively

impacting our communities around

these mines. All of our mines have a

wet season preparation strategy and

sediment control plans in place. We are

also aware of the social risks of

increased temperature, leading to

vector-borne diseases, impacting our

workforce and our productivity and we

have a variety of community health

initiatives in place to address this, with

a particular focus on malaria.

In addition, as part of the feasibility

study for a new project, we evaluate

weather patterns and anticipate climate

change scenarios to inform our design

decisions. For example, at our Lafigué

project, during the study phase we

commissioned a trade-off study between

a high pressure grinding roll (“HPGR”)

and a SAG and ball mill circuit to

determine the operational cost savings

versus the capital expenditure of each

processing method. The trade-off study

demonstrated that the HPGR was more

energy efficient over the life of mine,

thereby reducing the mine’s emissions,

improving its carbon footprint and saving

on energy costs.

We are in the process of updating our

standard climate assessment protocol

to incorporate considerations for climate

change throughout the projected

lifespan of a mine in our new mine

designs.

We monitor climate-related regulatory

and policy changes in our host

countries. Notifications of changes in

legislation and regulations are regularly

received from the official gazette

subscription service of the Ivorian,

Burkinabe and Senegalese governments

and disseminated across the business.

As we have noted in our transition risks,

changes to climate regulation could

impact our business and operations

through potential increases in the cost

of water and energy supplies.

Refer to pages 72 to 85 for further

details of our risk management process.

Endeavour Mining plc

Annual Report 2023

Risk management

Disclose how the organisation identifies, assesses,

and manages climate-related risks:

a) Describe the organisation’s processes for identifying and assessing

climate-related risks

b) Describe the organisation’s processes for managing climate-related risks

c) Describe how processes for identifying, assessing, and managing

climate-related risks are integrated into the organisation’s overall risk management

Reducing our greenhouse gas emissions by enhancing the efficiency of our operations, reducing energy use and adopting

renewable energy technologies are key drivers for the long-term sustainability of the Group’s business and in line with our

commitment to tackle climate change, a key priority of our ESG strategy (page 31).

The Group uses the reporting of GHG emissions (Scope 1 and Scope 2) as a KPI to monitor its alignment with strategic goals

and performance against its decarbonisation targets. Additionally, the Group discloses its Scope 3 emissions for categories

1-4, 6, 7, 9, and 10. Our Scope 1, 2 & 3 emissions are measured and calculated in accordance with the framework and

guidelines set by the Greenhouse Gas Protocol (GHG Protocol), developed by the World Resources Institute (WRI) and the World

Business Council for Sustainable Development (WBCSD).

Over 99% of our emissions are from our operations in West Africa. Our Scope 1 and 2 GHG emissions originating from the UK

are immaterial compared to the Group as a whole and contribute less than 1% to our total emissions.

Unit 2023 2022 2021

Scope 1 emissions tCO

-e 579,422 749,338 766,934

Scope 2 emissions tCO

-e 129,494 135,590 86,217

Total Scopes 1 and 2 emissions tCO2-e 708,916 884,928 853,151

Group emission intensity tCO2-e/oz Au 0.60 0.64 0.54

Scope 3 emissions (operations) tCO

-e 402,263 414,641 226,883

Scope 3 emissions (construction projects) tCO2-e 42,047 — —

Group electricity use kWh 567,306,059 618,441,311 616,545,486

100

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Metrics

and targets

Disclose the metrics and targets used to assess

and manage relevant climate-related risks and

opportunities where such information is material:

a) Disclose the metrics used by the organisation to assess

climate-related risks and opportunities in line with its strategy

and risk management process

b) Disclose Scope 1, Scope 2, and, if appropriate, Scope 3

GHG emissions, and the related risks

c) Describe the targets used by the organisation to manage

climate-related risks and opportunities and performance

against targets

In 2023, our total Scope 1 and Scope 2

absolute emissions decreased by 20%

to 708,916 tCO

-e from 884,928 tCO

-e

in 2022, predominantly due to the

divestment of the Boungou and

Wahgnion operations, which was

effective from 1 July 2023. If we analyse

the absolute emissions of our current

portfolio, these decreased by 6% year

on year, from 670,508 tCO

-e in 2022

to 627,627 tCO

-e in 2023.

Our Scope 1 emissions in 2023 were

579,422 tCO

-e, down 23% from

749,338 tCO

-e in 2022. The majority of

this reduction related to the divestment

of the Boungou and Wahgnion

operations, which both generated energy

from HFO fired power stations. Our

current portfolio of operations reduced

their Scope 1 emissions by 7% to

498,134 tCO

-e in 2023 from 534,918

tCO

-e in 2022.

Our Scope 2 emissions from our Ity,

Houndé and Mana mines were 129,494

tCO

-e in 2023, a 4% decrease from

135,590 tCO

-e in 2022.

A key element of our decarbonisation

strategy is to transition away from fossil

fuel generated power (Scope 1) to more

sustainable energy sources such as

self-generated renewable power, like the

solar farm at Sabodala-Massawa, and

grid supplied power (Scope 2), which is

partially generated by renewable

sources, such as the Pa Solar PV Park

in Burkina Faso.

In 2023, our grid supplied power

increased by 39GWh from 2022, as we

transitioned more of our operations and

services to the grid. Our overall Scope 2

emissions decreased as these

countries (Côte d’Ivoire and Burkina

Faso) adopted more renewable energy

into their mix and the country emission

factors subsequently decreased. Our

Scope 2 emissions factors are location

based and sourced from the

International Energy Agency (“IEA”)

2023 Emissions Factors dataset.

Our emissions intensity per ounce of

gold produced was 0.60 tCO

-e/oz in

2023, a 6% decrease from 0.64 tCO

-e/

oz in 2022.

Our Ity mine produced the lowest

emissions intensity of the Group,

reporting 0.45 tCO

-e/oz, while the

Boungou and Wahgnion operations had

emissions intensities of 0.77 tCO

-e/oz

and 0.82 tCO

-e/oz, respectively, prior

to divestment on 1 July 2023.

Our overall energy use decreased by 11%

for 2023 to 9.2 million GJ, compared to

10.3 million GJ in 2022, whereas our

energy intensity increased slightly from

7.5GJ/oz to 7.8GJ/oz. While the energy

intensity of our operations increased for

the period, our corresponding emissions

decreased as we transition to more

sustainable energy sources.

In 2023, we consumed a total of

567,306,059 kWh of electricity at our

West African operations, of which 49%

was from purchased electricity, up from

40% in 2022 due to the divestment of

the Wahgnion and Boungou mines, and

a full year of grid supply to the Mana

processing plant, compared to only five

months in 2022. Electricity consumption

from a UK source was immaterial

relative to the rest of the Group and

constituted less than 1% of total

electricity consumed.

101

Endeavour Mining plc

Annual Report 2023

579,422

129,493

444,310

Endeavour's Carbon Footprint (CO

e) 2023

Scope 1

Scope 2

Scope 3

193,822

168,077

147,083

88,894

25,401

55,888

17,205

12,547

708,916

Scope 1&2 Emissions by Site (tCO

e) 2023

Sabodala-Massawa

Houndé

Ity

Mana

Boungou

Wahgnion

Lafigué

Exploration

Endeavour Energy vs Emissions

Energy intensity

2021 2022 2023

0.00

1.00

2.00

3.00

4.00

5.00

6.00

7.00

8.00

9.00

10.00

Emissions intensity (Scope 1 & 2)

660

640

620

600

580

560

540

520

500

480

Energy GJ/oz

GHG CO

Endeavour captures eight out of the 15

Scope 3 categories that are most

relevant to our business activities, as

developed by an external consultant

using industry-recognised and globally

standardised frameworks and

methodologies developed by the

Greenhouse Gas Protocol.

In 2023 our overall Scope 3 emissions

substantially increased as Endeavour

engaged in three major construction

projects: the Lafigué project; the

Massawa BIOX® expansion; and the Ity

ReCYN expansion and we have included

these emissions in our calculations. To

this end we have separated out the

Scope 3 emissions related to these

construction projects so that we can

distinguish between Scope 3 emissions

related to gold production and Scope 3

emissions related to construction

activities.

Our Scope 3 emissions related to our

operations were 402,263 tCO

-e in

2023, a marginal decrease from

414,641 tCO

-e in 2022. Considering

the divestment of the Boungou and

Wahgnion operations during 2023, any

larger decrease was offset by further

refinement of our Scope 3 emissions

calculation methods to capture the

entire value chain.

Our Scope 3 emissions related to our

construction projects were 42,047

tCO

-e, comprising of Category 2,

Category 4 and Category 7 emissions.

All other Scope 3 emissions categories

related to our construction projects have

been captured within the operations

Scope 3 emissions data.

102

Task Force on Climate-related

Financial Disclosures Report 2023 continued

Endeavour Mining plc

Annual Report 2023

Endeavour Energy Consumption (GJ)

2021 2022 2023

Endeavour Group

2,000,000

4,000,000

6,000,000

8,000,000

10,000,000

12,000,000

Endeavour Energy Intensity (GJ/oz Au)

2021 2022 2023

Endeavour Group

0.00

1.00

2.00

3.00

4.00

5.00

6.00

7.00

8.00

9.00

10.00

Scope 3 Emissions Category Unit 2023 2022

Category 1 - purchased goods and services tCO

-e 192,024 184,826

Category 2 - capital goods tCO

-e 47,662 24,164

Category 3 - fuel and energy-related activities tCO

-e 161,925 177,850

Category 4 - upstream transportation and distribution tCO

-e 27,197 9,473

Category 6 - business travel tCO

-e 7,320 7,182

Category 7 - employee commuting tCO

-e 7,777 10,647

Category 9 - downstream transportation and distribution tCO

-e 330 410

Category 10 - processing of sold goods tCO

-e 75 89

Total Scope 3 Emissions tCO2-e 444,310 414,641

Category 2 and Category 4 Scope 3

emissions substantially increased in

2023, compared to 2022, due to the

impact of Endeavour’s construction

activities. All other category emissions

remained at similar or slightly reduced

levels to 2022, except for Category 1,

which increased by 4% as our

calculation methods improved to

capture our entire upstream emissions

associated with purchased goods and

services. An example of the

improvement to our methodology is that

27,164 tonnes of emissions related to

lime consumption that were previously

captured as Scope 1 emissions have

been recategorised to Scope 3

emissions.

In 2023, we advanced our processes

and metrics to support our emissions

reduction targets. These included the

standardisation of our greenhouse gas

emissions reporting procedures, the

assessment of the financial impact

of identified climate change risks, and

the development of an internal price

of carbon.

Endeavour has set a medium-term

target of reducing our Scopes 1 and 2

emissions intensity by 30% by 2030

(from a 2022 baseline), which is aligned

to the Paris Agreement to achieve just

below the 2-degree pathway. In 2025

we have set an emissions target of less

than 0.60 tCO

-e/oz gold produced as

we progress with our decarbonisation

initiatives, including renewable power,

which will cumulatively contribute to us

achieving our medium-term emissions

intensity reduction target.

Our ultimate goal is to be Net Zero by

2050 and we believe our

decarbonisation initiatives will achieve a

1.5-degree pathway as outlined by the

Paris Agreement.

Our climate related ambitions form part

of our executive short-term and long-

term incentive plans with our annual

emissions intensity targets used as a

key performance indicator to embed this

commitment across all our operating

sites and promote our transition to Net

Zero and a sustainable future.

We’ve identified a number of abatement

initiatives to enable us to achieve our

2030 target. Further details are

described on page 98.

103

Endeavour Mining plc

Annual Report 2023

Endeavour Scope 1 & 2 Emissions Intensity

GHG Emissions Intensity (kgCO

-e/oz Au)

541

640

604

2021 2022 2023

Endeavour Group

100

200

300

400

500

600

700

800

900

1000

43%

36%

11%

Endeavour Scope 3 Emissions 2023 (%)

Category 1

Category 3

Category 2

Category 4

Category 7

Category 6

Category 9

Category 10

Construction Projects

Operations

91%

Going concern

The Directors have performed an assessment of whether the

Group would be able to continue as a going concern until at

least March 2025. In their assessment, the Group has taken

into account its financial position, expected future trading

performance, its debt and other available credit facilities,

future debt servicing requirements, its working capital and

capital expenditure commitments and forecasts.

At 31 December 2023, the Group’s net debt was $555.0

million with cash and cash equivalents of $517.2 million, and

debt with a principal outstanding of $1,072.2million. The

Group had an undrawn portion of it’s RCF of $180.0 million

and

$59.9 million of the Lafigué term loan. Subsequent to 31

December 2024 and up to 27 March 2024, the Group had a

further drawdowns of $180 million on the RCF and $40.0

million on the Lafigué term loan.

Based on a detailed cash flow forecast prepared by

management, in which it included any reasonably possible

changes in the key assumptions on which the cash flow

forecast is based, the Directors have a reasonable

expectation that the Group will have adequate resources to

continue in operational existence until at least March 2025

and that at this point in time there are no material

uncertainties regarding going concern. Key assumptions

underpinning this forecast include consensus analyst gold

prices and production volumes in line with annual guidance.

The Board is satisfied that the going concern basis of

accounting is an appropriate assumption to adopt in the

preparation of the consolidated financial statements for the

year ended 31 December 2023.

Viability statement

In accordance with Provision 31 of the UK Corporate

Governance Code 2018 issued in July 2018 (“UK Code”),

management has prepared a viability statement which

considers the Group’s current financial position, the

appropriate assessment period, as well as the principal risks

and sensitivities of the Company which was evaluated by the

Board for approval.

Period of assessment

The UK Code states that the Directors should assess the

ability of the Group to continue operations and meet its

liabilities over an appropriate period. The Board has

determined that the most appropriate timeframe for this

assessment is the five-year period ending 31 December

2028. This period covers the strategic, operational and

exploration targets of the Group, the significant capital

investment in 2024, the period over which the Senior Notes

are due, anticipated shareholder returns, as well as the period

over which the primary and emerging risks identified have the

potential to impact the Group.

Risks and stress tests

To evaluate the Group’s viability, the Board considered Group-

wide principal and emerging operational risks that could

impair the liquidity of the Company. The risks were

established through discussion with senior management and

other personnel across the operations. Through this process,

the principal and emerging risks of the Group were identified

and considered for the purposes of analysing the viability of

the Group over the assessment period.

For the purposes of analysing the Group’s viability, the

Directors have determined that the following risks are

fundamental in assessing the Company’s liquidity and

solvency.

Macro-economic factors

The price of gold is central to the Group’s revenue projections

and can fluctuate significantly as it is dependent on several

macro-economic factors. A significant fall in the gold price

would impact the Group’s revenues, operating cash flows and

net cash position and is considered to be a principal risk for

the Group. The overall viability was prepared using the median

analyst consensus gold price for the duration of the viability

period.

The prices of critical materials and services, changes in

inflation rates, and exposure to foreign exchange rates can

have a significant impact on the profitability of the Company’s

operations and the ability for the various mine sites to

generate cash flows. Management has evaluated the impact

on operating costs in scenarios where operating costs across

all sites increased 40% due to the factors mentioned above.

Security threat or geopolitical event

Due to the nature of the gold mining business and the

geographic locations of our operating mines, there are

potential direct or indirect security threats or geopolitical risks

to the operating mine sites, the assets within, as well as to

our employees. These security or geopolitical risks can be the

result of a major security incident, social or civil disruption, or

changes in government expectations affecting the agreed

mining authorisation, licences, or conventions with the

government. The Directors consider these to be primary risks

for the Group and management has evaluated scenarios

which include a complete shutdown of two mines, or

approximately 33% of total production, in Burkina Faso over

the assessment period.

Operational performance risk

The Company’s existing operations may fail to achieve or

maintain planned production levels at the expected operating

cost profiles over the viability period, due to issues such as

lower than expected grades or recoveries, and/or higher costs

of mining and processing due to operating challenges or

increase in supply chain costs. To consider the impact of

these risks, we considered a scenario whereby there was a

25% reduction in production, while operating costs remain

unchanged across all mines for the assessment period.

104

Viability statement

Endeavour Mining plc

Annual Report 2023

Capital projects

In addition to our ongoing sustaining capital requirements, the

Company has entered a capital investment phase with

regards to the construction of the Sabodala-Massawa BIOX®

plant expansion and the Lafigué project, which are expected

to be commissioned in H1-2024. Given the proximity to

completion, the risk of cost overruns due to macro-economic

factors or changes in technical requirements are considered

significantly lower, while the material change in the delivery

timeline remains. Management considers this risk has been

reflected appropriately through the 35% lower production

scenario.

Environmental risk

The Company is exposed to climate-related risks and subject

to environmental compliance obligations which are continually

developing. The occurrence of a climate-related event or

failure to comply with environmental obligations could lead to

operational interruptions, reputational damage, the imposition

of financial penalties or the suspension of operating licences.

As environmental practices continue to face further scrutiny,

this could affect the Company’s operations or access to

capital. The factors noted are considered emerging risks to

the Group and have been stress tested as part of the

scenario of increase in operating cost of 40% over the

assessment period.

Analysis

Management conducted the viability assessment using the

risks above which are considered to be severe but reasonably

possible scenarios for the Group. The viability assessment

prepared by management assumes the payment of dividends

as part of the Company’s shareholder return programme and

the renewal of the revolving credit facility, which matures in

October 2025, for an additional four years. Under

management’s base case without a major capital project

following Lafigué, the RCF is assumed as available but

undrawn and the Senior Notes which are due in October 2026

are repaid in full. However the assumption that a major

uncommitted capital project is commenced following Lafigué

(i.e. Tanda-Iguela) is that the RCF would be utilised and that

additional external funding similar to the $500 million Senior

Notes would be sourced. The Group is constantly monitoring

the possibility of the risks identified above and has multiple

control measures in place to prevent or mitigate the impact of

any of the above scenarios. Were any of the above scenarios

to occur, the Company has several options available to

mitigate the impact of these scenarios, and ensure sufficient

liquidity to continue operations, which include, but are not

limited to, the reduction of the dividends paid to shareholders

and corresponding reduction in local dividend payments to

bring cash offshore, deferral or reduction of capital and/or

exploration expenditures, reduction in corporate costs, the

use of funds available to be drawn down on the RCF, or the

refinancing of the Senior Notes prior to their maturity in

October 2026.

All scenarios were initially assessed using the consensus

analyst gold prices. The results of this analysis concluded that

the scenario of macro-economic factors (increase in operating

expenses by 40%) identified above produced a negative cash

balance during the assessment period, however the impact of

this downside scenario could be managed in the normal

course of business, through the mitigating factors noted

above. Further to this, the scenarios were re-run using a gold

price of $1,600/oz over the assessment period. At these

lower gold price levels used over the entire assessment

period, the scenarios identified above of macro-economic

factors (increase in operating expenses by 40%), security

threat or geopolitical event (decrease in Burkina Faso

production by 35%), and operational performance risk

(decrease in production by 25%) produced a negative cash

balance during the assessment period. However, the impact

of this downside scenario could be managed in the normal

course of business, through the mitigating factors noted

above.

In addition, management reverse stress tested the gold price

in the viability analysis to determine at what price during the

viability period the Group would have a $nil cash balance and

all available revolving credit facility drawn. The result of the

reverse stress test determined the gold price would need to

drop to $1,787/oz over the entirety of the viability period for

this to occur, prior to the consideration of any mitigating

factors that could be taken under this scenario.

Further to management’s analysis, under the scenarios

considered above, Endeavour is a viable business supported

by its strong financial position at 31 December 2023, with

cash and cash equivalents of $517.2 million, a net debt

position of $555.0 million and $180.0 million available on the

RCF and $59.9 million on the Lafigué term loan.

Conclusion

Taking into consideration the Group’s current financial

position, the robust assessment of the principal risks, as well

as the mitigating factors available to the Group, the Directors

confirm that they have a reasonable expectation that the

Group will be able to meet its liabilities and continue

operations over the period ending 31 December 2028. This

longer-term assessment process supports the Directors’

statements on both viability and going concern.

105

Endeavour Mining plc

Annual Report 2023

Produced to comply with sections 414CA and 414CB of the Companies Act 2006. The information listed is incorporated by

cross-reference.

Reporting requirement Relevant policies and standards Relevant information

Anti-bribery and anti-corruption Anti-Bribery and Anti-Corruption Policy

Code of Business Conduct & Ethics

Supplier Code of Conduct

RGMP 1

Whistleblower Policy

UN Global Compact Principle 10

Information related to policies and standards,

pages 107 to 109

Governance, pages 110 to 174

UN Global Compact COP, https://

unglobalcompact.org/

Business model Business model, pages 14 to 15

Climate-related financial disclosures Environmental Policy

Biodiversity Policy

TCFD

Information related to policies, pages 107 to 109

TCFD disclosure, pages 86 to 103

Employees Environmental Policy

Sustainability Policy

Harassment Prevention Policy

Diversity Policy

TCFD

RGMPs 4,6

UN Global Compact Principles 3-6

Information related to policies, pages 107 to 109

Social (or employees), pages 40 to 42

RGMPs, https://www.endeavourmining.com/esg/

esg-reporting

Environmental matters Environmental Policy

Social Responsibility Policy

TCFD

RGMPs 8-10

UN Global Compact Principles 7-9

Tailings Management Policy

Energy and GHG Policy

Information related to policies, pages 107 to 109

TCFD disclosure, pages 86 to 103

RCMPs, https://www.endeavourmining.com/esg/

esg-reporting

UN Global Compact COP, https://

unglobalcompact.org/

Human rights Human Rights Policy

Supplier Code of Conduct

Modern Slavery Statement

Code of Business Conduct & Ethics

RGMP 5

UN Global Compact Principles 1-2

Information related to policies and standards,

pages 107 to 109

RGMPs, https://www.endeavourmining.com/esg/

esg-reporting

UN Global Compact COP, https://

unglobalcompact.org/

Non-financial KPIs Strategic progress, pages 20 to 25

Reconciliation of non-GAAP measures to IFRS in

Financial review, pages 62 to 71

Principal risks and impact on

business activity

Risk management, pages 72 to 85

TCFD disclosures, pages 86 to 103

Social matters Social Responsibility Policy

RGMPs 2, 3, 7

Local Procurement Reporting Mechanism

Information related to policies, pages 107 to 109

RGMPs, https://www.endeavourmining.com/esg/

esg-reporting

106

Non-financial information statement

Endeavour Mining plc

Annual Report 2023

Anti-Bribery and

Anti-Corruption

Policy

The policy highlights our zero-tolerance approach to bribery and corruption and sets out the commitment of the Company

and its representatives to conducting business in an honest and ethical manner, reflecting the highest standards of

integrity and compliance. The policy is posted on our website and throughout our mine sites and includes guidance on

identifying and avoiding improper payments. Our employees are made aware of this policy through the onboarding

process, and acknowledgement of it is required annually. Third party compliance with this policy is mandated in our

contracts.

Biodiversity

Policy

The Biodiversity Policy underscores the Company’s dedication to responsible mining, ensuring sustainable value for

shareholders, host countries and communities. This Biodiversity Policy (“policy”) has been

developed as a component of the Environmental Policy to support the Company in its efforts to comply with this

commitment. It integrates biodiversity into land use planning, mine planning, and rehabilitation. The Group commits to

transparently communicating biodiversity impacts, management approach, and progress to external stakeholders.

Code of Business

Conduct & Ethics

This requires that Directors, employees, and contractors maintain the highest level of integrity in their dealings with each

other and with the public, as representatives of the Company. The Code promotes honest and ethical conduct; fair,

accurate and timely disclosures in our public filings; and compliance with laws and regulations. It also provides a

mechanism for reporting unethical conduct and outlines procedures in relation to conflicts of interest, and their

resolution. We consider this Code when evaluating potential dealings with external stakeholders.

Diversity Policy

This policy recognises that a diverse and talented workforce is a competitive advantage and states that we consider

highly qualified individuals at all stages of employment, while aiming to promote diversity including of race, sex, religion,

ethnic origin and disability. In particular, the policy highlights our commitment to the representation of women and ethnic

minorities at Board and management levels. We have increased our reporting on diversity throughout the organisation to

identify opportunities to increase diversity in the workplace.

Energy

Management

Policy

The purpose of this policy is to set out the Group’s commitment to achieving a reduction in its carbon emissions, with the

aim of achieving Net Zero by 2050 and a 30% reduction in emissions intensity by 2030. Under this policy the Group

commits, to procuring energy in compliance with the Responsible Gold Mining Principles and complying with all applicable

legal and other requirements related to energy management and improving energy efficiency.

Relevant

policies and

standards Information related to policies, any due diligence progress and the outcome

107

Endeavour Mining plc

Annual Report 2023

Environmental

Policy

This policy sets out our objectives for sustainable development, with a focus on protecting the environment, efficient

management of the exploration and extraction of mineral resources, and the sustainable use of resources for the benefit

of all stakeholders. Our values are based on "zero harm" environmental management and we are required to comply with

relevant laws and regulations or the relevant industry standards. We consider environmental issues in our decision-

making and our longer-term business strategies. We ensure that internal and external stakeholders are aware of this

policy and the applicable responsibilities.

Environmental

Policy

This policy highlights that we seek to make a meaningful contribution towards the people in the countries in which we

operate and to create resilient and self-sustaining communities, where people are equipped with the skills and knowledge

they need to prosper. Through our operations, and interactions with all stakeholders, we demonstrate our respect for

people, customs and beliefs.

Harassment

Prevention Policy

This highlights our commitment to maintaining a work environment which respects all individuals, regardless of their age,

race, gender or religion. Harassment of any nature is considered unacceptable and will not be tolerated. This applies to

all of our stakeholders. Any issues can be reported without the complainant suffering adverse consequences.

Human Rights

Policy

This policy emphasises our respect for human rights and our commitment to treating all of our stakeholders fairly and

with dignity. We respect the values, religious beliefs, traditions and cultures of the communities in which we operate and

all applicable labour, child labour, modern slavery, and employment laws. In addition, we uphold the right to freedom of

expression, safe working conditions and the respect of human rights for our people by any security personnel operating at

our sites. The availability of the whistleblowing facility to report any breach of this policy underlies our commitment to

these principles.

Local

Procurement

Reporting

Mechanism

We have committed to reporting to the LPRM, the aim of which is to increase and standardise information on local mine

site procurement processes and results. We prioritise local procurement as we understand the positive impact on the

local, regional, and national communities in which we operate. To monitor our progress in supporting LPRM, we have

categorised our database to better monitor and measure our local procurement processes.

Modern Slavery

Statement

This statement, made annually in response to section 54(1) of the UK Modern Slavery Act 2015, sets out the steps

taken by Endeavour to identify and mitigate the risk of modern slavery occurring in our business and supply chain. Our

commitment is highlighted in our other policies and the due diligence completed on our suppliers, with the inclusion of a

modern slavery clause in all of our new contracts.

Relevant

policies and

standards Information related to policies, any due diligence progress and the outcome

108

Non-financial information statement

continued

Endeavour Mining plc

Annual Report 2023

Safety and Health

Policy

This policy states that Endeavour places the highest priority on safety and health in work practices and systems. We are

committed to complying with all occupational health and safety laws, or in the absence of such standards, leading

industry practices. Appropriate training and protective equipment is provided to ensure a safe work environment. Safety at

work is the responsibility of all levels of employees, through participation in safety inspections, training, reporting and

grievance mechanisms. Safety shares are undertaken at all levels of the organisation - daily pre-start safety meetings by

each department, weekly HSE meetings by management and monthly safety toolbox meetings. Safety shares are at the

forefront of our monthly operational reviews.

Sanctions Policy

This outlines the Company's policy of compliance with all applicable economic sanctions and trade control laws, rules

and regulations and of the identification and management of risks of a breach. We will not conduct business in, or have

any dealings with governments of any countries that are subject to comprehensive sanctions, or with any individuals who

are subject to economic sanctions. We have implemented a screening process to ensure compliance with this policy.

Supplier Code of

Conduct

This policy outlines the conduct expected of our suppliers, including their subcontractors and sets out the ethical

standards that they must follow and upon which they will be assessed, which are consistent with Endeavour's own

policies as described herein. We carry out a due diligence process for our significant suppliers to ensure that they are

aware of and comply with our various policies. Any violations of this policy can be reported on our whistleblower hotline.

Tailings

Management

Policy

The Group commits under this policy to comply with all applicable national or local governmental statutes, laws and

regulations in the jurisdictions in which it operates with regard to tailings facilities. It sets out that the Group is working

towards alignment with relevant international conventions and industry standards such as the Global Industry Standard

on Tailings Management (“GISTM”) and the World Gold Council. It states that the Group designs its TSFs in line with

industry good practice and in accordance with relevant industry guidelines such as the International Commission on Large

Dams (“ICOLD”), the Australian National Committee on Large Dams (“ANCOLD”) and the Canadian Dam Association

(“CDA”). The Group states that it recognises the sensitivity around water management and aims to return water to the

tailings facilities and that it develops emergency preparedness, management and response plans.

Whistleblower

Policy

This policy emphasises our commitment to compliance with laws, regulations, and the Company's own business and

ethics policies. It outlines the confidential and anonymous process that is available under which people can report

violations of Group policies. The policy is communicated to all employees, electronically on our website, on social media

and on posters at all of our sites. All employees are made aware of the whistleblower policy during their onboarding at the

Company. All whistleblower complaints are forwarded to the Audit Committee Chair directly who, with the appropriate

management, determines the appropriate action to be taken. There are no adverse consequences for anyone who makes

a whistleblower complaint in good faith. A summary of the whistleblower complaints made, the actions taken and

outcomes are reviewed by the Audit Committee and the Board at least quarterly.

Relevant

policies and

standards Information related to policies, any due diligence progress and the outcome

1. Complete policy is available on the Endeavour website (www.endeavourmining.com).

2. Additional disclosures included in our 2022 Sustainability Report and will be included in our 2023 Sustainability Report.

This Strategic Report has been prepared in accordance with the requirements of the Companies Act 2006, has been approved

and signed on behalf of the Board.

SRINIVASAN VENKATAKRISHNAN

CHAIR

27March 2024

109

Endeavour Mining plc

Annual Report 2023

Chair’s

introduction

to governance

I have pleasure in introducing Endeavour’s Governance

Report for the year ended 31 December 2023.

This has been my first complete year as Chair of the

Company and I am proud of the achievements we

have made over the course of the year despite some

headwinds at the start of 2024.

Dear Shareholders,

I have pleasure in introducing our

Governance Report for the year ended

31 December 2023. This year was my

first complete year as Chair of the

Company and I am proud of the

achievements we have made over the

course of the year, not only strategically

but also in terms of governance and

environmental and social matters,

despite some headwinds at the start of

2024. More information on these can

be found in the pages that follow and

also in our 2023 Sustainability Report.

As a board, we were disappointed to

discover the initial act of serious

misconduct by our former CEO. We take

both governance and ethics very

seriously, and therefore acted swiftly

and decisively, as we do not tolerate

such lack of integrity from any member

of the Board or management, least of all

the CEO. The details of the investigation

into the events that led to the

termination of our former CEO are set

out within the Audit Committee report on

pages 138 to 142. While the

circumstances clearly indicated

deliberate overriding of controls, active

concealment and misrepresentation by

the former CEO, we are continuing to

evaluate the Company’s overall control

environment, including the impact of

“tone at the top”, and expect to report

on any related remediation plans in due

course. In the interim, we have added

further mechanisms such as additional

dual controls in committing the

Company within the context of M&A and

subsequent renegotiations, so that the

risk of such events is minimised in the

future.

This has been a moment for us, as a

board, to reflect on the culture within

the Company at the time and on the

circumstances in which the former CEO

was able to circumvent the controls and

delegation of authority that existed

without being successfully challenged.

In addition, in relation to the separate

investigation into the former CEO’s

personal conduct, the Board was

extremely disappointed to learn that a

management-led investigation at the

time of the incident, in 2021, was not

reported to the Board. Changes have

since been made to our investigations

procedures to ensure that this situation

does not happen again. In addition, our

current head of HR instigated a culture

review shortly after his appointment in

September 2022. The initial findings

around employee engagement and

results of a London-based female

employee survey were presented to the

Board in October 2023 and work is

ongoing under the sponsorship of our

new CEO, Ian Cockerill. Ian has over 50

years of experience in mining and many

years of listed company governance and

I am confident that under his

sponsorship further improvements will

be made. The Board will continue to

shape and monitor the evolution of the

Endeavour culture under Ian’s

leadership.

110

Chair’s introduction to governance

Endeavour Mining plc

Annual Report 2023

Compliance with the UK Corporate

Governance Code

Endeavour is required to comply with the

UK Corporate Governance Code 2018

(“UK Code”), which is available to view

on the FRC’s website at www.frc.org.uk.

The Board is committed to maintaining

and continually improving, our corporate

governance processes and we have

worked hard during the year to progress

further the Group’s compliance with the

UK Code and with the Listing Rules.

Good governance and consideration of

the interests of our stakeholders, are

integral to our strategic decisions and

essential in supporting the long-term

sustainability of the Company.

As at 31 December 2023, the Board

confirms that the Company has applied

the principles and complied with the

provisions outlined in the UK Code other

than in respect of some elements of

provision 41. As stated in last year’s

Annual Report, we are not required to

report under the Gender Pay Gap

Reporting Regulations or the Pay Ratio

Regulations due to the Group having

fewer than 250 employees in the UK.

We have therefore not provided these

ratios in illustrating executive

remuneration as would otherwise be

required under provision 41 and do not

think they would be insightful due to the

nature and geography of our operations

in West Africa. We however do strive to

ensure that we pay all employees fairly

and that there are no disparities based

on gender or ethnicity. Please see more

information on our approach to diversity

on pages 128 to 133.

Focus on governance procedures

in2023

Provision 38 of the UK Code

We have placed a strong focus on

improving our governance procedures

further this year and have now made a

change to our Remuneration Policy,

which means that we are in compliance

with Provision 38 of the UK Code.

Provision 38 states in respect of

executive directors that “only basic

salary should be pensionable.”

Previously under our Remuneration

Policy, the Chief Executive and the

workforce received a pension

contribution of 6% of their annual Short-

Term Incentive Plan (“STIP”) payment in

addition to 6% of basic salary. However

following engagement with proxy

advisers and shareholders we put

forward a resolution at the 2023 Annual

General Meeting to change the

calculation methodology for pension

contributions under our Remuneration

Policy. The resolution was passed by

shareholders with 98.24% of votes in

favour. As a result, with effect from

1 April 2023, the pension contribution

for Executive Directors (and that of the

UK workforce) is calculated as 10% of

base salary only and there is no

element relating to variable pay. This

adjustment ensures compliance for the

Company from that date onward.

Board changes

At the Annual General Meeting in May

2023, James Askew stepped down from

the Board after serving a term of six

years. We were sorry to see him leave,

having benefitted from his extensive

gold mining industry experience over the

years and his considerable contributions

and we are thankful for his guidance,

particularly in the areas of technical and

ESG matters. We were however pleased

to welcome Patrick Bouisset to the

Board, as a Non-Executive Director.

Patrick is our former Executive Vice

President of Exploration and has 30

years of experience in mining and oil

and gas exploration. We are delighted to

have him on board, as exploration and

organic growth will continue to be a

positive differentiator for us.

111

Endeavour Mining plc

Annual Report 2023

Governance

Compliance

With The UK Corporate

Governance Code 2018

Further details of the way the

UK Code has been applied can

be found in the following pages:

Board Leadership

and Company Purpose

Pages 118 to 119

Division Of Responsibilities

Pages 126 to 127

Composition, Succession

and Evaluation

(including the Corporate

Governance and Nominating

Committee Report)

Pages 128 to 133

Audit, Risk and Internal Control

(including the Audit Committee

Report)

Pages 134 to 148

Remuneration

(the Directors’ Remuneration

Report)

Pages 151 to 167

Following these changes, we considered

how we could improve our Board

structure to better align with the UK

Code and this was the subject of

discussions at the Corporate

Governance and Nominating Committee

for a number of months. As a result, in

September 2023, we were happy to

announce that we had reshaped our

Board in several areas, putting in place

some positive changes to strengthen

our compliance and governance

structure:

• we appointed Cathia Lawson-Hall to

the Board as a new Independent Non-

Executive Director and she also joined

the Remuneration Committee;

• Ian Cockerill was appointed Deputy

Chair; and

• Alison Baker, our Audit Committee

Chair was appointed Senior

Independent Director.

In January 2024, with the departure of

Sébastien de Montessus from the

Board, we appointed Ian Cockerill as

CEO and accordingly made the following

further changes to the Board

Committees:

• the addition of Sakhila Mirza to the

Audit Committee and the Corporate

Governance and Nominating

Committee;

• the appointment of Alison Baker as a

member of the Remuneration

Committee;

• the appointment of Cathia Lawson-

Hall as Chair of the ESG Committee

and as Employee Engagement

Director; and

• the appointment of Patrick Bouisset

as Chair of the Technical Committee.

Ian Cockerill is no longer a member of

the Remuneration Committee or of the

Corporate Governance and Nominating

Committee due to his executive role.

We are confident that following these

changes, we have the right skill set and

composition at Board level to guide us

and all our stakeholders through the

next chapter. In addition, the Company

now meets the board diversity targets

under Listing Rules 9.8.6R(9) and

14.3.33R(1):

• 44% of Board members are women;

• the Senior Independent Director is a

woman; and

• 55% of the members of the Board are

of minority ethnicity.

We plan to review the Board

composition further during the course of

2024 to identify any areas where we

can add to its collective skill set. More

information on the recent Board

appointments and further detail on

Board and Executive Committee

diversity, can be found in the Board and

Executive Committee biographies on

pages 114 to 117 and in the Corporate

Governance and Nominating Committee

section on pages 128 to 133.

Employee engagement,

culture andvalues

During the year, as with every year, we

engaged actively with our shareholders

and our other stakeholders. During

2023, due to one of the outcomes of

the 2022 Board evaluation, we

increased our focus on employee

engagement.

To better understand the employee

experience, we undertook both an

Endeavour Women's survey, which was

conducted internally and a pilot all-

employee survey, which was conducted

for us by an independent third party,

Retensa, and which had a response rate

of 78%. The results of the surveys were

reported to the Corporate Governance

and Nominating Committee,

Remuneration Committee and full Board

and actions arising from the surveys

taken forward. More information can be

found in the Corporate Governance and

Nominating Committee section on

pages 118 to 133.

Employee engagement meetings were

held in Abidjan in November, led by

Cathia Lawson-Hall and me. The groups

of women employees in attendance

were encouraged to ask questions and

to share their views on working in the

mining industry and to discuss their

experiences as women working at

Endeavour.

These initiatives have helped us to hear

the employee voice directly and to better

understand the Company's culture in

our countries of operation as well as in

our corporate offices. Further initiatives

are planned for 2024 and more

information can be found in the

Stakeholder Engagement section of the

Governance Report on page 124.

Another area of focus was on employee

well-being, whereby a number of

awareness campaigns were carried out

on health issues such as malaria,

breast cancer, prostate cancer, hand

protection and fatigue management. We

also provided screening for

hypertension, HIV, hepatitis B and

diabetes.

One of the achievements of which we

are particularly proud this year, following

two years of rigorous transformation, is

the successful alignment of our HSE

management systems with international

standards ISO 45001:2018 and ISO

14001:2015.

I meet regularly with the Company’s

senior management team and some of

their direct reports both in London and

Abidjan and this year, I visited the

Lafigué project with the Board, meeting

with the site teams and geologists. We

had the opportunity to learn on the

ground about the Group’s commendable

environmental and social initiatives at

Lafigué such as the assistance given to

local communities, especially women, to

find alternatives to ASGM (artisanal and

small scale gold mining), as a means of

earning a living. We also heard from

participants in the Company’s literacy

programme for local communities and

we received a presentation on the

health and water supply initiatives that

Endeavour has put in place around the

Lafigué mine.

We are committed to the

implementation of the Voluntary

Principles on Security and Human Rights

(“VPSHR”) and during 2022 we applied

for membership. In May 2023 we were

voted an engaged member by our peers

and since becoming an engaged

member, we have developed a VPSHR

programme with the national and private

security entities engaged in protecting

our assets. The aim of the programme

is to improve their understanding of and

respect for, human rights during security

operations. We expect to receive full

membership of the VPSHR by early

2025.

112

Chair’s introduction to governance

Continued

Endeavour Mining plc

Annual Report 2023

Board evaluation

In 2023, together with the Deputy

Company Secretary, I conducted an

internal Board evaluation by way of an

internally developed questionnaire. The

responses arising from the

questionnaire were condensed into a

report. This was then considered and

discussed at the Corporate Governance

and Nominating Committee and the

outcomes were positive in all areas,

although we have a few actions resulting

from the report, such as increasing

continued focus on senior management

and Board succession planning and

gaining a better insight into Company

culture and finding ways in which the

Board can improve it. We will take these

forward over the course of 2024. More

information on the evaluation process

and the outcomes and actions can be

found in the Corporate Governance and

Nominating Committee section of this

report on pages 128 to 133.

The Governance Report which follows,

sets out our approach to governance

and the areas of focus for the Board

and the Committees during the year,

together with the decisions we have

made, while taking into consideration

our duties to all our stakeholders under

s172 of the Companies Act 2006.

SRINIVASAN VENKATAKRISHNAN

CHAIR

27 March 2024

113

Endeavour Mining plc

Annual Report 2023

Srinivasan

Venkatakrishnan

(“Venkat”)

Chair

Ian Cockerill

Chief Executive Officer

Alison Baker

Senior Independent

Director

Cathia Lawson-Hall

Independent Non-Executive

Director

Appointment 05/2022 Appointment 05/2022 Appointment 03/2020 Appointment 09/2023

British/Indian British British French/Togolese

Qualifications

ACA, BCOM

Qualifications

MSc Mineral Production

Management, BSc (Hons)

Geology

Qualifications

Chartered Accountants of

England and Wales, B.Sc

Mathematical Sciences

Qualifications

Master’s degree

postgraduate degree (DEA)

in Finance from Paris

Dauphine University

Committees Committees Committees Committees

Venkat is a Corporate

Director who brings a

wealth of mining and

financial experience gained

through his experience of

leading global mining

businesses in a career

that has spanned 17

countries and six

continents. He has a

proven track record of

leading multinational

publicly listed

organisations through

periods of challenging and

transformative change.

He served as CEO of

Vedanta Resources plc

from 2018 to 2020 and

was CEO of AngloGold

Ashanti Limited between

2013 to 2018, having

previously been chief

financial officer of the

business from 2005 and

of Ashanti Goldfields

Limited from 2000. In his

early career, he was a

director with Deloitte in

London, leading corporate

restructurings on behalf of

both corporates and

financiers. Venkat has

served on the boards of

the WGC, ICMM and the

Financial Review

Investigation Panel of

theJSE.

Skills and expertise

Strategy & Leadership,

Metals & Mining, Finance,

Accounting, International

Business, Operation &

Exploration, Corporate

Governance, Sustainability

External appointments

BlackRock World Mining

Trust plc

The Weir Group PLC

(retiring from this role on

31 March 2024)

Ian Cockerill was

appointed as Chief

Executive Officer of

Endeavour in January

2024, having joined the

Board as Senior

Independent Director in

2022 and having held the

role of Deputy Chair since

September 2023. He has

nearly 50 years of

experience in the global

natural resources industry,

having previously been

CEO at Gold Fields Ltd and

CEO at AngloCoal, a

subsidiary of the Anglo

American group. He holds

a BSc (Hons) degree in

Geology from London

University, an MSc in

Mineral Production

Management from the

Royal School of Mines and

the AMP from Templeton

College Oxford. Mr

Cockerill was the former

chair of the BlackRock

World Mining Trust and

also of Polymetal Plc. He

was the former lead

independent director of

Ivanhoe Mines Ltd and a

non-executive director of

Orica Ltd. He is associated

with two private

businesses as a non-

executive director of IPulse

Ltd and non-executive chair

of Argo Natural Resources.

Skills and expertise

Strategy & Leadership,

Metals & Mining,

International Business,

Finance, Public Policy,

Human Resources,

Corporate Governance,

Operations and Exploration

External appointments

BHP Group Limited

Alison Baker has over 25

years’ experience in

providing audit, capital

markets, advisory and

assurance services to the

energy and mining sectors,

particularly in emerging

markets, having previously

been a partner at both

PwC and EY.

She is a member of

Chapter Zero, the

Directors’ Climate Forum

for UK non-executive

directors. She is currently

a non-executive director

and audit committee chair

at TSX listed Capstone

Copper Corp. and senior

independent director and

audit committee chair at

London listed Helios

Towers plc and

Rockhopper

Explorationplc.

Skills and expertise

Strategy & Leadership,

Metals & Mining, Finance,

Accounting, International

Business, Corporate

Governance, Sustainability

External appointments

Helios Towers plc

Rockhopper Exploration plc

Capstone Copper Corp.

Cathia Lawson-Hall has

over 25 years of

experience in finance. She

was head of coverage and

investment banking for

Africa at Société Générale

where she oversaw

relations with African

governments, large

corporates and financial

institutions. In her previous

role at Société Générale,

she was managing

director, co-head of debt

capital markets for

corporates in France,

Belgium and Luxembourg.

She started her career as

a financial analyst covering

the telecommunications

and media sectors before

moving into financial

consulting. She has built

up solid experience in

corporate and investment

banking, primarily in debt

capital markets, financial

analysis and consulting.

She is an independent

member of the board of

directors of the Agence

Française de

Développement.

Skills and expertise

Finance, Public Policy,

Strategy & Leadership,

International Business,

Corporate Governance

External appointments

Universal Music Group N.V

Vivendi S.A.

114

Our Board

Endeavour Mining plc

Annual Report 2023

The Endeavour

Board provides

leadership to the

Group and is

responsible for

its long-term

success.

Livia Mahler

Independent

Non-Executive Director

Sakhila Mirza

Independent

Non-Executive Director

Tertius Zongo

Independent

Non-Executive Director

Patrick Bouisset

Non-Executive Director

Naguib Sawiris

Non-Executive Director

Appointment 10/2016 Appointment 09/2022 Appointment 07/2020 Appointment 05/2023 Appointment 11/2015

Canadian British/Pakistani Burkinabe French Egyptian

Qualifications

MBA, B.Sc.

Qualifications

LLB

Qualifications

BA, Master’s in

Economics, Business

Management Degree

Qualifications

MGeoSci, M.S.E

Qualifications

Diploma of Mechanical

Engineering with a

Master’s in Technical

Administration

Committees Committees Committees Committees Committees

Livia Mahler’s background

includes 14 years in

developing exploration

technologies in natural

resources and 20 years of

experience in venture

capital. She has been a

member of a number of

boards, audit committees

and remuneration

committees.

Ms Mahler is currently

president and chief

executive officer of

Computational

Geosciences Inc., a

company that provides

geophysical data

processing services to the

mining and oil & gas

industries. She is also a

founder and director of

Go2Lithium Inc, a

company delivering DLE

technology to extract

lithium from aqueous

sources. Ms. Mahler has

previously served on the

boards of Ivanhoe Mines,

Diversified Royalty Corp.,

Turquoise Hill Resources

Ltd. and DuSolo

FertilizersInc.

Skills and expertise

Strategy & Leadership,

Metals & Mining, Finance,

Public Policy, Human

Resources, Accounting,

International Business,

Operations & Exploration

Sakhila Mirza has over 15

years’ experience in the

energy and commodities

industry. She is currently

deputy CEO and general

counsel of the LBMA,

working closely with the

directors and the CEO on

the strategic direction of

the LBMA. Sakhila leads

on sustainability and

responsible sourcing and

also provides guidance on

the governance, legal and

compliance risks.

On behalf of the LBMA

members she is heavily

involved in discussions

with governments and

regulators on issues

affecting the market,

refiners, and bullion

banks. She is a trustee of

the Recruitment

Employment

Confederation and of

Speakers for School. Ms

Mirza has an LLB in Law

from the London School of

Economics and is a

qualified solicitor.

Skills and expertise

Strategy & Leadership,

Metals & Mining,

International Business,

Finance

Tertius Zongo is a former

Prime Minister of Burkina

Faso (2007-2011). Prior

to this, Mr. Zongo served

as Burkina Faso’s

Ambassador Extraordinary

and Plenipotentiary to the

USA (2002-2007). He has

also held a number of

positions within the

Burkinabe Government

including Minister of State

for Planning and Budget

and Minister of Economy

and Finance. Since 2018,

Mr. Zongo is the director

of the “Chair Sahel” of the

Foundation for Studies

and Research on

International Development

(“FERDI”), which aims to

better inform public and

private decision-makers

toensure the sustainable

development of the

Sahelregion.

Skills and expertise

Strategy & Leadership,

Finance, Public Policy,

International Business,

Corporate Governance

External appointments

Central Bank of West

African States Countries

(“BCEAO”)

Patrick Bouisset joined

Endeavour as the

Executive Vice President

of Exploration in

November 2015. He

hasover 30 years of

experience in mining and

oil and gas exploration

and he retired from his

executive role at

Endeavour in

December2022.

Prior to joining Endeavour,

Mr Bouisset was

executive vice president

exploration and new

ventures of La Mancha

and before that, vice

president of geoscience

for Areva’s mining

business group. For six

years, as a member of

Areva’s executive

committee, he led

worldwide uranium

exploration activities and

managed all of its pre-

production subsidiaries.

Before joining Areva in

2007, he spent more than

20 years with Total in

various exploration and

production roles and led

the company’s oil and

gasexploration activities

in Africa.

Skills and expertise

Metals & Mining,

Operations and

Exploration, Strategy &

Leadership, International

Business, Human

Resources, Public Policy,

Sustainability

Naguib Sawiris founded

Orascom Telecom Holding

which subsequently

merged with VimpelCom

Ltd. creating the world’s

sixth largest mobile

telecommunications

provider in April 2011.

After divesting his telecom

empire, his main focus is

currently on mining and

real estate development.

Mr. Sawiris is a recipient

of numerous honorary

degrees, awards, and

honors including an

Honorary Doctorate of Law

by Handong Global

University of South Korea,

the Honor of Commander

of the “Legion

d’Honneur”, the Honour of

Commander of the “Stella

della Solidarieta Italiana”

and the “Sitara-eQuaid-e-

Azam” of Pakistan among

others. Mr. Sawiris is the

Chairman of Orascom

Investment Holding and

Chairman of Ora

Developers, a company

undertaking high-end real

estate developments and

hospitality projects in

various prime locations

around the world. Mr.

Sawiris sits on the

following boards: La

Mancha Holding, Nile City

for Investments SAE, Nile

Sugar SAE, Chairman and

Orascom TMT

Investments S.à r.l.,

Manager A.

Skills and expertise

Strategy & Leadership,

Metals & Mining, Finance,

Public Policy, International

Business

External appointments

Orascom Investment

Holding SAE

115

Endeavour Mining plc

Annual Report 2023

Ian Cockerill

Chief Executive Officer

Guy Young

Executive VP and

Chief Financial Officer

Mark Morcombe

Executive VP and

Chief Operating Officer

Pascal Bernasconi

Executive VP Public Affairs

and Security

Morgan Carroll

Executive VP Corporate

Finance & General

Counsel

Appointment 05/2022 Appointment 03/2023 Appointment 05/2019 Appointment 06/2016 Appointment 06/2016

British South African/British Australian French Irish

Qualifications

MSc Mineral Production

Management, BSc (Hons)

Geology

Qualifications

CA (SA)

Qualifications

B.Eng (Mining),

M.Eng.Science (Mining

Geomechanics)

Qualifications

PhD Chemistry

Qualifications

LL.B, LL.M, M.A., Attorney

(New York), Solicitor

(Supreme Court of

England & Wales)

Ian Cockerill was appointed

as Chief Executive Officer

of Endeavour in January

2024, having joined the

Board as Senior

Independent Director in

2022 and having held the

role of Deputy Chair since

September 2023. He has

nearly 50 years of

experience in the global

natural resources industry,

having previously been CEO

at Gold Fields Ltd and CEO

at AngloCoal, a subsidiary

of the Anglo American

group.

He holds a BSc (Hons)

degree in Geology from

London University, an MSc

in Mineral Production

Management from the

Royal School of Mines and

the AMP from Templeton

College Oxford. Mr

Cockerill was the former

chair of the BlackRock

World Mining Trust and

also of Polymetal Plc. He

was the former lead

independent director of

Ivanhoe Mines Ltd and a

non-executive director of

Orica Ltd.

Guy Young joined

Endeavour in March 2023

as Chief Financial Officer.

Prior to joining Endeavour,

Guy served as director

and chief financial officer

of Vesuvius plc, the FTSE

250 molten metal

engineering and

technology group, where

he had been chief

financial officer since

2015. From January 2011

to October 2015, he

served as chief financial

officer of Tarmac and

latterly Lafarge Tarmac,

the British building

materials company. Guy

held a number of senior

financial and business

development positions at

Anglo American plc from

1997 to 2010, including

the position of CFO of

Scaw Metals Group, the

South African steel

products manufacturer.

Guy is qualified with the

South African Institute of

Chartered Accountants.

Mark Morcombe joined

Endeavour in May 2019

as Chief Operating Officer,

bringing with him more

than 30 years of

experience in the mining

industry. He has extensive

expertise in leading

safety, environment, mine

planning, cost and

productivity initiatives in

underground and open pit

mines in Africa and

Australia. Prior to joining

Endeavour, Mark was

chief operating officer of

Centamin Plc, operator of

the Sukari Mine in Egypt,

and before this, he held

the same role at Acacia

Mining with three

operating mines in

Tanzania. Between late

2010 and April 2016, he

held several senior roles

at AngloGold Ashanti,

including senior vice

president, planning and

business development for

the Continental Africa

region and senior vice

president Ghana, during

which time he led the

Obuasi gold mine

turnaround project.

Pascal Bernasconi joined

Endeavour in 2016 from

the La Mancha Group,

where he was General

Manager of the Societe

des Mines d’Ity, bringing

with him significant

experience managing

complex operating

environments. He began

his career in the nuclear

industry at COGEMA,

where he managed a large

nuclear site in France for

five years, before moving

to Areva’s mining

operations in Kazakhstan

and in Niger.

Morgan Carroll joined

Endeavour at its inception

as a mining company in

2011, and has over 20

years of experience in

mining finance and

advisory. He is

responsible for the

corporate finance function

at Endeavour as well as

for overseeing the legal

function as General

Counsel, having worked

on all of Endeavour’s

major acquisitions and

financings since 2011.

Morgan initially practised

at a large international law

firm in New York and

London, and worked at

several US and European

banks in structured

finance roles, before

joining Endeavour

Financial on the corporate

advisory side in 2008. He

has wide-ranging

experience advising on

base and precious metals

and corporate

transactions. Throughout

his career, his areas of

focus have been corporate

and project finance, debt

and equity capital

markets, M&A and

corporate development,

and board-level

governance.

116

Our Executive Management Team

Endeavour Mining plc

Annual Report 2023

David Dragone

Executive VP HR and

Communication

Jono Lawrence

Executive VP Exploration

Guénolé Pichevin

Executive VP Strategy and

Business Development

Djaria Traore

Executive VP ESG and

Supply Chain

Martin White

Executive VP Projects

Appointment 01/2023 Appointment 01/2023 Appointment 01/2023 Appointment 01/2023 Appointment 06/2022

French/Italian Australian French US/Mali British

Qualifications

MSc in Economics and

Human Resources

Qualifications

BAppSci (Geology);

BAppSci (Geology)

Honours; MBA

Qualifications

Graduate of EDHEC

Business School

Qualifications

B.Sc. Business

Administration from Tours,

France, B.Sc International

Business from New

Jersey, USA and Executive

MBA at the School of

Business Darden,

University of Virginia, USA

Qualifications

B.Sc (Hons) Mining

Engineering, PhD Mining

Engineering (Rock

Mechanics)

David Dragone joined

Endeavour in January

2023 as EVP Human

Resources and

Communications. David

has over 20 years’

experience in human

resources, with expertise

in organisational design,

culture, people

development and talent

management, industrial

relations, integration

processes and change

management. Prior to

joining Endeavour, David

held senior positions in

large, multinational

organisations operating in

a variety of sectors,

including Schlumberger,

the world’s leading

international geosciences

company CGG,

multinational nuclear fuel

cycle company Orano, and

most recently at Nexans,

the cable and fibre optics

business.

Jono Lawrence joined

Endeavour as Exploration

Manager in 2016, with

over 25 of years’

experience in mineral

exploration. He was

promoted to SVP

Exploration in 2020 and

subsequently EVP

Exploration in January

2023. Prior to joining

Endeavour, Jono was

Exploration Manager

Central and East Africa

with Randgold Resources,

based out of the Kibali

gold mine in the DRC,

Africa. Between 2004 and

2012 he held senior roles

with Australian and

Canadian companies

exploring for gold and

copper resources in Laos

(Pan Australia), the

Philippines (Medusa

Mining) and the DRC

(African Metals).

Guénolé Pichevin joined

Endeavour in 2016 and as

Executive VP Strategy &

Business Development is

responsible for the

Company’s M&A, strategic

planning and business

development functions.

Since 2016 he has been

closely involved in a

number of

transformational initiatives

for Endeavour including

the acquisitions of

SEMAFO and Teranga,

asset disposals, strategic

plans and long-term

financings. Prior to joining

Endeavour, Guénolé held

several roles in Europe

and Asia with European

banks in natural

resources financing and

advisory.

Djariatou (Djaria) Traore

joined Endeavour in

January 2019 as VP

Supply Chain and was

promoted to EVP ESG and

Supply Chain in January

2023. She has over 22

years of experience in the

mining industry with

extensive expertise in

procurement and logistics

management. Prior to

joining Endeavour, Djaria

held several senior

management positions

including Procurement

Director for Nordgold in

Russia and Supply Chain

Director at its Lefa mine in

Guinea until 2018. She

began her career at

Connell Mining, a

subsidiary of Connell

Company, one of the

largest privately held

corporations in the US,

where she held

successively the positions

of Sales Director and

Global Sales Director for

Africa from 2005 until

2014. In 2020, Djaria was

recognised as one of the

‘100 Global Inspirational

Women in Mining’.

Martin White joined

Endeavour in September

2020 as the General

Manager of the Mana

mine in Burkina Faso,

before being appointed

EVP Projects in mid-2022.

Martin has over 30 years

of experience in the

mining industry with

expertise in mine

production management,

safety and environmental

controls, mine feasibility

and environmental

studies, and project

development. Prior to

joining Endeavour, Martin

held several senior

management positions

including Technical

Director for Nordgold and

General Manager at its

Lefa mine, as well as

Chief Operating Officer of

Aureus Mining and

General Manager for

Arcon Mines.

117

Endeavour Mining plc

Annual Report 2023

The Board

• determines the purpose, values and standards of the

Company and ensures that its obligations to its

stakeholders are understood and met. It sets the

Company’s strategic aims, ensuring appropriate financial

and human resources are in place for the Company to

meet its objectives;

• provides leadership within a framework of effective

controls, which enables risk to be assessed and

managed. It ensures the maintenance of a system of

internal controls and risk management (including

financial, operational and compliance controls) and

reviews the overall effectiveness of these systems;

• promotes the long-term success of the Company,

generating value for shareholders and other stakeholders

and contributing to the lives of wider society, particularly

the near-mine and regional stakeholders. The Company’s

business model and strategy are set out on pages 14 to

15 of the Strategic Report which describes how the

Company generates and preserves value over the long-

term. The Board has overall authority for the management

and conduct of the Group’s business and its development.

Responsibility for the delivery of Group strategy and the day-

to-day management of the business has been delegated to

the Chief Executive Officer (“CEO”) who leads the Executive

Management team to deliver that strategy. The Board has

in place a Board of Director Charter and Corporate

Governance Guidelines which sets out principles and

policies that assist the Board in exercising its

responsibilities.

Matters reserved for the Board

There is a schedule of matters reserved for the Board’s

decision which forms part of a delegated authority

framework. Matters for the Board’s approval include the

Group’s strategy and objectives, setting the purpose and

values of the Group, approving annual budgets, material

agreements and major capital expenditure, oversight of the

Group’s operations, risk appetite statements and corporate

policies, as well as the remuneration policy for Directors

and senior executives.

The schedule of matters reserved for the Board is reviewed

regularly, to ensure that it is kept up to date with any

regulatory obligations or changes to the way in which the

Company operates so that it remains fit for purpose.

118

Our governance framework

Endeavour Mining plc

Annual Report 2023

The Board

• determines the purpose, values and standards of the

Company and ensures that its obligations to its

stakeholders are understood and met. It sets the

Company’s strategic aims, ensuring appropriate financial

and human resources are in place for the Company to

meet its objectives;

• provides leadership within a framework of effective

controls, which enables risk to be assessed and

managed. It ensures the maintenance of a system of

internal controls and risk management (including

financial, operational and compliance controls) and

reviews the overall effectiveness of these systems;

• promotes the long-term success of the Company,

generating value for shareholders and other stakeholders

and contributing to the lives of wider society, particularly

the near-mine and regional stakeholders. The Company’s

business model and strategy are set out on pages 14 to

15 of the Strategic Report which describes how the

Company generates and preserves value over the long-

term. The Board has overall authority for the management

and conduct of the Group’s business and its development.

Responsibility for the delivery of Group strategy and the day-

to-day management of the business has been delegated to

the Chief Executive Officer (“CEO”) who leads the Executive

Management team to deliver that strategy. The Board has

in place a Board of Director Charter and Corporate

Governance Guidelines which sets out principles and

policies that assist the Board in exercising its

responsibilities.

Matters reserved for the Board

There is a schedule of matters reserved for the Board’s

decision which forms part of a delegated authority

framework. Matters for the Board’s approval include the

Group’s strategy and objectives, setting the purpose and

values of the Group, approving annual budgets, material

agreements and major capital expenditure, oversight of the

Group’s operations, risk appetite statements and corporate

policies, as well as the remuneration policy for Directors

and senior executives.

The schedule of matters reserved for the Board is reviewed

regularly, to ensure that it is kept up to date with any

regulatory obligations or changes to the way in which the

Company operates so that it remains fit for purpose.

118

Our governance framework

Endeavour Mining plc

Annual Report 2023

The Board

The Board delegates certain matters to its principal committees, which are responsible for:

Audit Committee

Reviewing the Group’s

accounting and

financial policies,

periodic financial

statements and

disclosures related to

the Company’s

financial performance,

its disclosure practices,

internal controls,

internal audit and risk

management

processes and

overseeing all matters

associated with

appointment, terms,

remuneration and

performance of the

external auditor.

Remuneration

Committee

Reviewing and

recommending the

framework and policy for

remuneration of the

Executive Directors and

senior executives, as

well as setting

appropriate

performance-based

targets for incentive

programmes, and

monitoring the

remuneration philosophy

applicable to the wider

workforce.

Corporate Governance

and Nominating

Committee

Ensuring that the

structure, size and

composition of the

Board and the senior

leadership team are

best suited to delivering

the Company’s strategy.

Monitoring best practice

trends and particular

areas of governance

which are of interest to

our stakeholders.

Oversight of Board

succession and

appointments and

annual Board

performance reviews.

Environment, Social

and Governance

Committee

Oversight of the ESG

strategy and supporting

the Company in fulfilling

its responsibilities in

respect of ESG targets

and commitments and

ensuring its governance

is aligned with market

practice and

stakeholder

expectations.

Technical, Health and

Safety Committee

Assisting and advising

the Board and Senior

Management and

discharging the Board’s

oversight

responsibilities, in the

areas of projects,

exploration, security,

technical

and health

and safety matters and

reviewing and

recommending the

annual budget to the

Board.

SEE

PAGES 134 to 148

SEE

PAGES 151 to 167

SEE

PAGES 128 to 133

SEE

PAGE 149

SEE

PAGE 150

Endeavour’s Executive Management Team

The Board has delegated the responsibility for the delivery of the Group strategy and the day-to-day executive management of

the business to the CEO, who leads the Executive Management Team to deliver this strategy. Endeavour’s Executive

Management team has a significant track record of value creation, a proven ability to operate consistently, as well as to

optimise mining operations and build projects and has significant exploration knowledge and capabilities.

Disclosure Committee

The Disclosure Committee is a management committee comprising of the CEO, Chief Financial Officer, Chief Operating

Officer, Company Secretary, Deputy Company Secretary and VP Investor Relations. It is responsible for implementing the

disclosure procedures of the Company, as governed by the Disclosure Procedures Manual and in particular for identifying

inside information and material information and the circumstances in which information should be disclosed, having regard to

the UK Market Abuse Regulation (“UK MAR”) obligations. The Disclosure Committee meets on an as-needed basis.

119

Endeavour Mining plc

Annual Report 2023

Balance of independence

The Board currently comprises the

Chair, five independent Non-Executive

Directors, two non-independent Non-

Executive Directors and one Executive

Director. The Board has concluded that

the Chair and the Non-Executive

Directors declared as independent

remain independent, in line with the

definition set out in the UK Code and

are free from any relationship or

circumstances that could affect, or

appear to affect, their independent

judgement. Following an assessment of

the Independent Non-Executive Directors

by the Corporate Governance and

Nominating Committee, it was

concluded that each of them continued

to make an important contribution to the

Board and to demonstrate

independence of character and provide

challenge to the Board on many topics.

Relationship agreement with

La Mancha

The Company is party to a relationship

agreement with La Mancha, the terms of

which became effective upon the

Company’s listing in London in 2021 (the

“Relationship Agreement”). The

Relationship Agreement replaces the

2015 Investor Rights Agreement and

provides that for so long as La Mancha

and its associates hold an interest that

in aggregate: (a) is equal to or greater

than 15% of the issued ordinary share

capital of the Company, La Mancha shall

have the right to appoint two Directors to

the Board; or (b) is equal to or greater

than 10% but less than 15% of the

issued ordinary share capital of the

Company, La Mancha shall have the right

to appoint one Director to the Board.

As La Mancha has a stake of circa

18.3% in the Company, both Patrick

Bouisset and Naguib Sawiris have been

nominated to the Board by La Mancha

under the terms of the Relationship

Agreement and accordingly they are

notconsidered independent. For

moreinformation on the Relationship

Agreement please see page 171 of

theDirectors’ Report.

Attendance

Each of the Directors has committed to

attend all scheduled Board meetings

and all meetings of each Board

Committee on which they serve and to

be reasonably available to senior

management and the other Directors for

consultation between meetings.

The Board held six scheduled meetings

during the year. A rolling agenda and

forward calendar are agreed annually

and the agenda for each meeting is

agreed with the Chair and CEO with

input from the chairs of the Committees.

Board papers are circulated to Directors

in advance of the meetings. If a Director

on occasion cannot attend a meeting,

he or she is able to consider the papers

in advance of the meeting and will have

the opportunity to discuss them with the

Chair or CEO and to provide comments

or ask any questions.

All Directors have an open invitation to

attend all Committee meetings of the

Board and are granted access to all

papers. The Chair of the Board attends

all meetings of the Committees (where

he is not a member, as an invitee).

The Non-Executive Directors have the

opportunity to meet without the CEO and

the Chair present on a regular basis.

Table of attendance at scheduled meetings

Board

Attendance

Audit Committee

Attendance

Remuneration

Committee

Attendance

CG and

Nominating

Committee

Attendance

Environmental,

Social and

Governance

Committee

Attendance

Technical, H&S

Committee

Attendance

Venkat 6/6 - - 4/4 4/4 5/5

James Askew

3/3 - - 2/2 3/3

Alison Baker 6/6 5/5 - 4/4 4/4 -

Patrick Bouisset

3/3 2/2 2/2

Ian Cockerill

6/6 5/5 4/4 4/4 5/5

Cathia Lawson-Hall

2/2 2/2

Livia Mahler 6/6 5/5 5/5 4/4 - 5/5

Sakhila Mirza 6/6 - - - 4/4 -

Sébastien de Montessus

6/6 - - - - -

Naguib Sawiris 6/6 - - - - -

Tertius Zongo 6/6 5/5 5/5 - 4/4 -

1. Mr Askew resigned from the Board on 11 May 2023 but attended every Board meeting and relevant Board Committee meeting up to that date.

2. Mr Bouisset has attended every Board meeting and relevant Board Committee meeting since his appointment as a Director on 11 May 2023.

3. Ian Cockerill was a member of the Remuneration and Corporate Governance and Nominating Committees during 2023 and at the time he was an Independent

Non-Executive Director. However on becoming CEO on 4 January 2024 he stepped down from these two Committees but remains a member of the ESG and

Technical, Health and Safety Committees.

4. Ms Lawson-Hall has attended every Board meeting and every ESG Committee meeting since her appointment as a Director on 27 September 2023.

5. Mr de Montessus left the Board on 4 January 2024.

120

Our governance framework

Continued

Endeavour Mining plc

Annual Report 2023

Chair Independent Directors Non-independent

Srinivasan

Venkatakrishnan

(considered

independent on

appointment)

Alison Baker Patrick Bouisset

Cathia Lawson-Hall Ian Cockerill

Livia Mahler Naguib Sawiris

Sakhila Mirza

Tertius Zongo

Balance of independence

The Board currently comprises the

Chair, five independent Non-Executive

Directors, two non-independent Non-

Executive Directors and one Executive

Director. The Board has concluded that

the Chair and the Non-Executive

Directors declared as independent

remain independent, in line with the

definition set out in the UK Code and

are free from any relationship or

circumstances that could affect, or

appear to affect, their independent

judgement. Following an assessment of

the Independent Non-Executive Directors

by the Corporate Governance and

Nominating Committee, it was

concluded that each of them continued

to make an important contribution to the

Board and to demonstrate

independence of character and provide

challenge to the Board on many topics.

Relationship agreement with

La Mancha

The Company is party to a relationship

agreement with La Mancha, the terms of

which became effective upon the

Company’s listing in London in 2021 (the

“Relationship Agreement”). The

Relationship Agreement replaces the

2015 Investor Rights Agreement and

provides that for so long as La Mancha

and its associates hold an interest that

in aggregate: (a) is equal to or greater

than 15% of the issued ordinary share

capital of the Company, La Mancha shall

have the right to appoint two Directors to

the Board; or (b) is equal to or greater

than 10% but less than 15% of the

issued ordinary share capital of the

Company, La Mancha shall have the right

to appoint one Director to the Board.

As La Mancha has a stake of circa

18.3% in the Company, both Patrick

Bouisset and Naguib Sawiris have been

nominated to the Board by La Mancha

under the terms of the Relationship

Agreement and accordingly they are

notconsidered independent. For

moreinformation on the Relationship

Agreement please see page 171 of

theDirectors’ Report.

Attendance

Each of the Directors has committed to

attend all scheduled Board meetings

and all meetings of each Board

Committee on which they serve and to

be reasonably available to senior

management and the other Directors for

consultation between meetings.

The Board held six scheduled meetings

during the year. A rolling agenda and

forward calendar are agreed annually

and the agenda for each meeting is

agreed with the Chair and CEO with

input from the chairs of the Committees.

Board papers are circulated to Directors

in advance of the meetings. If a Director

on occasion cannot attend a meeting,

he or she is able to consider the papers

in advance of the meeting and will have

the opportunity to discuss them with the

Chair or CEO and to provide comments

or ask any questions.

All Directors have an open invitation to

attend all Committee meetings of the

Board and are granted access to all

papers. The Chair of the Board attends

all meetings of the Committees (where

he is not a member, as an invitee).

The Non-Executive Directors have the

opportunity to meet without the CEO and

the Chair present on a regular basis.

Table of attendance at scheduled meetings

Board

Attendance

Audit Committee

Attendance

Remuneration

Committee

Attendance

CG and

Nominating

Committee

Attendance

Environmental,

Social and

Governance

Committee

Attendance

Technical, H&S

Committee

Attendance

Venkat 6/6 - - 4/4 4/4 5/5

James Askew

3/3 - - 2/2 3/3

Alison Baker 6/6 5/5 - 4/4 4/4 -

Patrick Bouisset

3/3 2/2 2/2

Ian Cockerill

6/6 5/5 4/4 4/4 5/5

Cathia Lawson-Hall

2/2 2/2

Livia Mahler 6/6 5/5 5/5 4/4 - 5/5

Sakhila Mirza 6/6 - - - 4/4 -

Sébastien de Montessus

6/6 - - - - -

Naguib Sawiris 6/6 - - - - -

Tertius Zongo 6/6 5/5 5/5 - 4/4 -

1. Mr Askew resigned from the Board on 11 May 2023 but attended every Board meeting and relevant Board Committee meeting up to that date.

2. Mr Bouisset has attended every Board meeting and relevant Board Committee meeting since his appointment as a Director on 11 May 2023.

3. Ian Cockerill was a member of the Remuneration and Corporate Governance and Nominating Committees during 2023 and at the time he was an Independent

Non-Executive Director. However on becoming CEO on 4 January 2024 he stepped down from these two Committees but remains a member of the ESG and

Technical, Health and Safety Committees.

4. Ms Lawson-Hall has attended every Board meeting and every ESG Committee meeting since her appointment as a Director on 27 September 2023.

5. Mr de Montessus left the Board on 4 January 2024.

120

Our governance framework

Continued

Endeavour Mining plc

Annual Report 2023

Chair Independent Directors Non-independent

Srinivasan

Venkatakrishnan

(considered

independent on

appointment)

Alison Baker Patrick Bouisset

Cathia Lawson-Hall Ian Cockerill

Livia Mahler Naguib Sawiris

Sakhila Mirza

Tertius Zongo

Time commitment

Implementation of the Company’s

strategy has involved significant Board

level commitment from Directors in

recent years. Committee obligations can

be demanding, owing to the need for

regular support of the many strategic

initiatives that have taken place and

bearing in mind the delegations of

authority to Committees over specific

specialist topics.

The Non-Executive Directors are

required, by their letters of appointment,

to devote sufficient time to meet the

expectations of their roles as required

by the Board from time to time. Their

letters of appointment further

acknowledge that the Company’s growth

strategy, means that demands on

Directors’ time may be unpredictable

and may be greater than at other

comparable companies and we need to

be satisfied that they meet their

obligations and have sufficient time to

commit to the Company. In assessing

their time commitments, we took

account of their contributions to

Endeavour, their external appointments,

(both the nature and number of such

roles), the expected time commitment

overall and likely spare capacity

headroom available for extra meetings.

Having performed this assessment, we

are satisfied that none of our Non-

Executive Directors are overboarded and

they all fall within the recommended

limits set by Glass Lewis and ISS. This

is further supported by the impeccable

attendance record we have seen at all

Committee, Board and ad hoc meetings.

Directors are required to advise the

Chair of the Board and the CEO in the

first instance, (followed by obtaining

Board approval), prior to accepting a

directorship of any other company.

Directors must avoid a situation in which

they have, or can have, a direct or

indirect interest that conflicts, or

possibly may conflict, with the interests

of the Company. Where such conflicts

do arise or may reasonably be expected

to arise, Directors must report any such

matters to the Company Secretary and

the Chair of the Corporate Governance

and Nominating Committee. Directors

are also expected to report changes in

their business and professional

affiliations or responsibilities, including

retirement, to the Company Secretary

and to the Chair of the Corporate

Governance and Nominating Committee.

Conflicts of interest

Directors have a statutory duty to avoid

situations in which they have or could

have a direct or indirect interest that

conflicts or may conflict with the

interests of the Company. The

Company’s Articles of Association give

the Directors authority to approve such

situations, subject to such conditions or

limitations as the Directors may resolve

and there is no breach of duty by a

Director if the relevant situation has

been authorised in advance by the

Board. In addition a Director has a duty

to disclose to the Board any transaction

or arrangement under consideration by

the Company, in which he or she has a

personal interest.

Director concerns

All Directors have access to the advice

and support of the Company Secretary,

have the right to raise any concerns at

Board meetings and can ask for any

such concerns to be recorded in the

Board minutes. The Board has also

adopted a procedure in accordance with

the UK FRC’s Guidance on Board

Effectiveness, which enables Directors,

in relevant circumstances, to obtain

independent professional advice at the

Company’s expense.

The appointment of the Company

Secretary is a matter for the Board and

the current Company Secretary is

Morgan Carroll, EVP Corporate Finance

and General Counsel, supported by

Susanna Freeman as Deputy Company

Secretary & Head of Secretariat.

Performance against 2023 Board

objectives

Some of the objectives achieved by the

Board over the course of the year

include:

• appointed a female Senior

Independent Director;

• improved the gender diversity of the

Board to 44%;

• increased the representation of

ethnicminority Directors on the Board

to 55%;

• oversaw the advancement of a

number of important ESG projects;

• advanced the level of UK Code and

Listing Rules compliance;

• focused on portfolio management with

the disposal of Boungou and

Wahgnion in Burkina Faso;

• oversaw shareholder returns of

$266 million comprised of

$200 million in dividends paid and

$66 million in share buybacks;

• monitored and oversaw risk mitigation

regarding the security environment in

West Africa;

• Delegated the oversight of all

identified risks to the appropriate

Board Committees;

• Made strong progress on the major

capital projects; and

• increased the rate of recruitment of

women in the Group.

2024 Board objectives

The Board has set the following

objectives for the 2024 financial year:

• Increase focus on succession

planning for senior executive roles;

• Continue to consider portfolio

optimisation and strategic growth;

• Continue to progress implementation

of the 2021 - 2025 ESG strategy;

• Monitor critical schedules and

milestones for major capital projects

and commission Lafigué and the

BIOX® plant;

• Monitor delivery of shareholder

returns programme;

• Focus on liquidity management;

• Monitor evolution of workplace

diversity;

• Improve gender diversity of senior

management (Executive Committee,

Senior Vice Presidents, Vice

Presidents and General Managers);

and

• Increase Board visibility of initiatives

on culture.

Board activity during the year

The past year has witnessed some

changes to the Board and the structure

of its Committees and these changes

have strongly aligned our governance

practices with the UK Code. Major areas

of focus during the year have been:

managing our portfolio of assets,

progressing our high growth projects,

monitoring regional security and

exploration, reviewing the Group’s

strategy and corporate governance

processes, continuing to progress our

targets for improving our environmental

impact and overseeing shareholder

returns.

2023 was a successful year, being the

11th consecutive year of achieving or

beating production guidance and

delivering strong shareholder returns.

121

Board leadership and Company purpose

Endeavour Mining plc

Annual Report 2023

We expect significant growth during 2024, with both projects set to start up in the first half of the year.

We have continued to cement our position as a trusted partner to all our stakeholders and alongside launching eight new

initiatives under the Endeavour Foundation in the areas of education, health and the environment, we also successfully received

external assurance for compliance with the RGMPs at our Mana and Sabodala-Massawa mines and we received ISO

certifications for both our occupational health and safety management system and our environmental management system.

Strategic pillar Responsibilities Activities during 2023

Create a resilient

business

Approving the Group’s strategy

and objectives, setting the

purpose and values of the Group,

reviewing and approving material

agreements and overseeing the

Group’s operations and risk

appetite statements

• Considered and approved the 2023 key strategic priorities for

theGroup

• Received presentations from the CEO on progress against the

Group’s key strategic priorities at every scheduled Board meeting

and suggested different considerations

• Considered and challenged the 2023 exploration budget and

programme

• Reviewed the progress on Sabodala-Massawa BIOX®, Ity ReCYN

and Lafigué projects

• Assessed, discussed and approved the sale of the Boungou and

Wahgnion mines

• Reviewed the full portfolio of Group assets to consider the

Company’s strategic direction

Overseeing the Group’s

corporate policies and

procedures, receiving regular

reports from the Board

Committees, reviewing and

approving the overall corporate

organisational structure and

monitoring compliance with the

UK Code and Canadian National

Policy 58-201 – Corporate

Governance Guidelines

• Considered and approved the 2023 key strategic priorities for

theGroup

• Received presentations from the CEO on progress against the

Group’s key strategic priorities at every scheduled Board meeting

and suggested different considerations

• Considered and challenged the 2023 exploration budget and

programme

• Reviewed the progress on Sabodala-Massawa BIOX®, Ity ReCYN

and Lafigué projects

• Assessed, discussed and approved the sale of the Boungou and

Wahgnion mines

• Reviewed the full portfolio of Group assets to consider the

Company’s strategic direction

• Approved the 2022 TCFD Disclosures including the Climate

Change Scenario Planning Assessment

Be a trusted partner

Successful engagement with our

workforce and with local

communities

• Held the November 2023 Board meeting in Abidjan, Côte d’Ivoire,

and the Directors carried out a site visit to the Lafigué project

where they were able to engage with local employees and with

members of the local community and to hear from them directly

about local social initiatives

• Received regular updates from the ESG Committee concerning the

work carried out for local communities and environments, as well

as progress against ESG targets

• Considered and ap

proved executive and employee performance

share plan metrics

• Invited members of the executive and senior management to

attend and present at Committee and Board meetings

• Reviewed workforce remuneration across all our corporate offices

and countries of operation

• Discussed the results of the employee engagement surveys

• Certain members of the Board carried out meetings with

employees in West Africa to discuss any concerns, opportunities

and suggestions they might have in the workplace.

122

Board leadership and Company purpose

continued

Endeavour Mining plc

Annual Report 2023

Strategic pillar Responsibilities Activities during 2023

Reward shareholders

Effective communication with

shareholders and engaging

directly and regularly with major

shareholders to understand their

views on governance,

remuneration and performance

against the Company’s strategy

• Discussed shareholder considerations related to shareholder

returns programmes, including dividends and share buybacks

following engagement by management with the largest

shareholders on their views on this area

• Conducted an investor outreach programme on the appointment

of Ian Cockerill as CEO and on his remuneration in 2024

• Approved the payment of two dividends in 2023 (second interim

2022 and first interim 2023) and the second interim dividend for

2023 was approved in January 2024

• Solicited investor feedback in relation to the 2023

RemunerationReport

• Approved the renewal of the share buyback programme for a

further 12 months

Reviewing and approving annual

budgets, major capital

expenditure and financial

statements

• Challenged and approved the 2023 and 2024 budgets and

reviewed and approved the 2022 and 2023 Annual Reports and

Financial Statements

• Considered and approved the condensed interim consolidated

financial statements and the related Management Reports and

press releases for each of the quarters in 2023

• Discussed and approved the capital expenditure for the Sabodala-

Massawa BIOX®, Ity ReCYN and Lafigué projects

• Reviewed the performance and approved the reappointment of

BDO LLP (“BDO”) as external auditor which was approved by

shareholders at the 2023 AGM

123

Endeavour Mining plc

Annual Report 2023

Workforce engagement meetings

The Board recognises that employee

engagement is the responsibility of the

whole Board, however to increase the

direct engagement of the Board with the

workforce, we have elected at

Endeavour, to appoint an Employee

Engagement Director as our conduit for

more direct engagement. During 2022

and 2023 Tertius Zongo held this role,

as he was considered the most

appropriate Independent Non-Executive

Director, due to his being a Burkinabe

national and native French speaker and

having worked for many years in senior

government roles. These qualities have

enabled him to have a good ability to

understand the types of concerns and

interests of our operational workforce.

As Mr Zongo was unable to travel for the

Board’s visit to Abidjan and the Lafigué

project in November 2023 due to health

reasons, the Chair, together with Cathia

Lawson-Hall undertook an employee

outreach programme, meeting with a

group of women employees across

different levels of seniority, to gain

insights into employee sentiment and

working conditions on site, from their

personal perspectives.

A group of around 40 women from the

Abidjan corporate office and from a

number of our mine sites, attended the

meeting. This group comprised

managers, executives, women in

technical roles, support staff and

interns. The conversation centred

around the experience of women with a

West African cultural background,

working at our mine sites and in the

Abidjan regional office, in a male-

dominated mining environment.

There was a presentation from the

Human Resources Department on the

Group strategy for women employees

and on the changes that were being

introduced to make the workplace more

appealing for them. In addition to the

women’s associations at mine sites,

monthly women's’ meetings at site have

been organised so that management

can listen and understand any

challenges. An event named “Wo’mines

Day” was organised at the regional

office to promote mining as a career,

during which regional female employees

met with schoolgirls and female

university students, to show them the

opportunities available for women in the

mining industry and to broaden their

horizons. An Endeavour women’s

workshop was also held, to discuss

ways of attracting, developing and

retaining women in roles in the mining

industry. During the meeting, the group

also received an update on the results

of the Endeavour women’s survey.

The group of women was able to

express the challenges they had at work

which included stereotypical and sexist

attitudes towards women. They made

suggestions on ways in which to attract

and retain women in mining roles and

they requested coaching, mentoring and

further training so that they could

improve the opportunities open to them.

The participants stated that despite the

improvements in the perception of

women in mining, there was still work to

be done with regard to men accepting

women being in managerial positions.

The group was informed that further

initiatives were in the pipeline for 2024,

including healthcare for pregnant

women, extended maternity leave and

the development of career plans for

women, with free training in technical

fields such as metallurgy, mining, mine

engineering and geology. Mentoring and

coaching would also be introduced and

a campaign on unconscious bias would

be launched, to change the male

perception of women in the workplace.

Doctors at site would be trained in

gynaecology so that they had the

necessary skills and understanding of

health matters facing the female

members of the workforce.

Ms Lawson-Hall shared pertinent

experiences of her professional life

where she had successfully overcome

the challenges of being a woman in the

workplace, which the group appreciated

and found inspiring. Following the

successful engagement by Ms Lawson-

Hall with the employees, it was agreed

that she would become the new

Employee Engagement Director in 2024

and going forward. Mr Zongo handed

over the role to her in January 2024.

She has extensive experience of working

with West African stakeholders and is a

native French speaker, which means

that she can communicate clearly with

our mostly francophone employee base

and understand and relate well to their

culture and their concerns.

The Board was able to get further

insights into employee sentiment during

the site visit to Lafigué, where Directors

took the opportunity to engage with

employees working at site.

Surveys

In early 2023 the Endeavour Women’s

survey was conducted to better

understand the female experience at

Endeavour, with the aim of improving

diversity and inclusion in the Company.

The outputs from the survey resulted in

the introduction of some of the

initiatives discussed at the meeting with

the Chair and Ms Lawson-Hall, which are

outlined above.

In the second half of the year, we

engaged the consultancy firm Retensa,

to carry out an independent pilot

employee survey of the top 100

employees. It was the first such survey

carried out by the Company and all

responses were anonymous and

submitted online, with a final report

produced by Retensa. Retensa

presented the report to the Corporate

Governance and Nominating Committee

and to other members of the Board and

the findings and proposed actions were

discussed. Actions will be taken in

areas where it has been concluded that

improvements can be made. Overall

Endeavour scored above average for the

mining industry, especially on

engagement, loyalty and

connectedness. However we do

recognise that there is always more that

needs to be done in this area.

Other

The Board also gains an awareness of

employee sentiment by receiving

presentations at Board meetings from

key employees who present on their

areas of expertise. The Board gains

further insight into social dynamics

affecting the Company through the ESG

and Technical, Health and Safety

Committees.

Employees can raise any concerns they

have with their line manager or HR

manager or they can escalate them to

their relevant mine General Manager or

any Executive Committee member. If

they have any serious concerns they can

use the Company’s independent

whistleblower service which is

confidential and anonymous and their

report will go directly to the Chair of the

Audit Committee and an investigation

will follow.

124

Stakeholder engagement

Endeavour Mining plc

Annual Report 2023

Shareholder engagement

The Chair or another appropriate

Independent Non-Executive Director, is

responsible for effective communication

by the Group with the shareholders and

engaging directly and regularly with

major shareholders to understand their

views on governance, remuneration and

any other relevant matters. The CEO and

the Investor Relations department are

the Company’s principal contacts for

investors, analysts, press and other

interested stakeholders. The Board

receives investor feedback reports as

part of the CEO’s report at Board

meetings, outlining recent dialogue with

investors and the feedback received.

The Company reports quarterly on its

financial results (owing to TSX

obligations), which includes the financial

statements and a management report,

highlighting the Group’s financial

performance for the quarter. There is an

active investor relations programme,

which, in 2023, included attendance at

over 25 conferences and at over 400

meetings, by the Investor Relations

team and senior management.

Following the appointment of Ian

Cockerill as CEO in January 2024, the

Company conducted a formal outreach

with a number of shareholders, to

discuss this change in management and

to answer any questions. Under this

formal outreach the Chair met with

shareholders representing over 60% of

the institutional shareholder register, to

discuss the appointment. The Chair of

the Remuneration Committee will also

engage further with shareholders prior to

the 2024 AGM.

Annual General Meeting

The AGM is the annual opportunity for

shareholders to meet with the Directors

and to discuss with them the

Company’s business and strategy. For

2024, the AGM will take place on 30

May 2024 at 3.00 pm (London time) at

Linklaters LLP in London. Shareholders

who are unable to attend in person will

be able to follow the meeting and view

and listen to the proceedings via the

electronic platform, through which

theycan also submit questions during

the meeting.

The notice of AGM will be posted to all

shareholders at least 20 working days

before the meeting. Separate resolutions

will be proposed on all substantive

issues and voting will be conducted by

way of a poll. The Board believes that

this method of voting is more democratic

than voting via a show of hands, since all

shares voted at the meeting, including

proxy votes submitted in advance of the

meeting, are counted.

For each resolution, shareholders will

have the opportunity to vote for or

against or to withhold their vote.

Following the meeting, the results of

votes lodged will be announced to the

London Stock Exchange and the Toronto

Stock Exchange and displayed on the

Company’s website.

Other stakeholders

For further information on the Group’s

stakeholders (employees, communities,

investors, suppliers and contractors,

government and regulatory bodies,

unions, industry associations and

NGOs) and the ways in which their

interests have been considered in Board

discussions and decisions, please see

our Section 172 Statement on pages

43 to 45 and the Engaging with our

Stakeholders section in the Strategic

Report on pages 38 to 42.

125

Endeavour Mining plc

Annual Report 2023

The Board is comprised of Directors who bring a wide range of relevant professional experience and who put at the disposal of

the Company a deep knowledge of the mining sector and the issues that affect the Company, specifically as a West African gold

miner. The roles of the Chair and the CEO are clearly segregated, with each role having a distinctly defined perimeter of

responsibility. Beyond those two roles, each of the Directors contributes individual skills and experience which respond to the

Company’s needs as a senior global gold producer. The responsibilities of the Chair, CEO, Senior Independent Director,

Independent Non-Executive Directors and non-independent Non-Executive Directors are clear and are set out in writing below.

Role Responsibilities

Chair

Venkat

The Chair of the Board is responsible for ensuring overall Board and individual Director effectiveness.

Specific responsibilities include:

• Effective running of the Board including setting a forward-looking agenda with an emphasis on

strategy, performance, value creation, culture, stakeholders and accountability

• Ensuring members of the Board receive accurate, timely and clear information

• Reviewing and agreeing training and development for the Board

• Ensuring there is effective communication with the Group’s shareholders and other stakeholders

• Ensuring that the performance of the Board as a whole, its Committees and individual Directors are

formally evaluated

• Promoting high standards of integrity and corporate governance throughout the Group, particularly at

Board level

• Ensuring that both appointments and succession plans are based on merit and objective criteria

• Ensuring clear and timely Board and Committee succession plans are in place

• Promoting a culture of openness and debate and fostering relationships based on trust, mutual

respect and open communication between the Non-Executive Directors

• Ensuring the Board determines the nature and extent of significant risks the Company is willing to

embrace in the implementation of its strategy

• Ensuring the Board as a whole has a clear understanding of the views of shareholders

• Representing the Company to its key stakeholders and ensuring that the Board listens and

understands the views of the workforce, customers and other key stakeholders

• Overseeing the development of the Group’s business culture and standards

CEO

Ian Cockerill

The CEO reports to the Chair and to the Board directly and is responsible for all Executive Management

matters of the Group. In addition the CEO is responsible for:

• Managing the Group on a day-to-day basis within the authority delegated by the Board

• Developing and proposing the Group’s strategy, annual budget and business plans and commercial

objectives with regard for the Group’s shareholders, customers, employees and other stakeholders

and the environment

• Being the primary relationship with institutional shareholders and ensuring effective communication

with shareholders

• Being the primary contact with the Group’s regulators and fostering an open and honest relationship

with them and ensuring compliance with their regulations

• Promoting a Group culture that fosters a prudent, safe and sound business, that has long-term

sustainability

• Advising and making recommendations in respect of management succession planning and making

recommendations on the terms of employment and remuneration of the executive leadership team

• Setting an example to the Company’s workforce, communicating to the workforce the Board’s

expectations in terms of culture and ensuring that operational policies and practices drive

appropriatebehaviours

• Ensuring that the Board is made aware of the views gathered via workforce engagement

• Managing the Group’s risk profile in line with the risk appetite approved by the Board and ensuring

that appropriate internal controls are in place

126

Division of responsibilities

Endeavour Mining plc

Annual Report 2023

Role Responsibilities

Senior Independent

Director

Alison Baker

The Senior Independent Director is to be available to shareholders if they have concerns and if contact

through the normal channels of the Chair or CEO has not resolved those concerns or is not appropriate.

Other responsibilities include:

• Acting as a sounding board for the Chair and serving as an intermediary for the other Directors when

necessary

• Being available for confidential discussions with other Non-Executive Directors

• Evaluating the Chair’s performance as part of the Board evaluation process

• Chairing meetings of the Non-Executive Directors or other meetings where appropriate

• Being available to shareholders should there be a need to convey concerns to the Board other than

through the Chair or the CEO

Independent Non-

Executive Directors

• Monitor and evaluate the Company’s performance against its strategic goals and financial plans

• Bring objective perspective to the Board’s deliberations and decision-making, drawing on their

collective broad experience and individual expertise and insights

• Challenge and help develop proposals on strategy and bring independent judgement on areas such

as compliance and risk

• Play a lead role in the functioning of the various Board Committees

• Monitor and assess the Company’s culture and use appropriate and effective means to engage with

the workforce and acquire an understanding of the views of the various stakeholders

• Monitor and assess the effectiveness of the Executive Directors

Non-Executive

Directors (non-

independent)

• Similar to the responsibilities of the Independent Non-Executive Directors set out above, with

extensive experience in senior roles in the gold mining industry but without the independence aspect

and with the additional role of representing La Mancha’s shareholding in the Company

127

Endeavour Mining plc

Annual Report 2023

Composition

and Evaluation

Dear Shareholders,

On behalf of the Board, and as Chair of the Corporate Governance and Nominating

Committee, I am pleased to present the Corporate Governance and Nominating

Committee Report for the year ended 31 December 2023.

Corporate Governance and Nominating

Committee membership

The current members of the Committee

are Venkat (Chair), Alison Baker, Livia

Mahler and Sakhila Mirza.

In addition to the four scheduled

meetings during 2023, the Committee

held eight additional meetings in

December 2023 and January 2024, to

consider the investigation into the

personal conduct of the former CEO and

the investigation into the irregular

payment instruction of $5.9 million by

the former CEO, and to consider the

appointment of Ian Cockerill as the new

CEO. The Directors who served as

members of the Committee over the

course of the year are set out below:

Committee Members Attendance

Venkat: Chair 4/4

Alison Baker 4/4

Ian Cockerill

4/4

Livia Mahler 4/4

1. Ian Cockerill stepped down from the Committee

on 18 January 2024 following his appointment

as CEO and Sakhila Mirza was appointed in

hisplace.

The purpose of the Corporate

Governance and Nominating Committee,

is to ensure that the Company’s

corporate governance arrangements are

fit for purpose and that effective

succession planning is maintained, in

order that the Board, its Committees

and the senior management team, have

the right combination of skills,

experience and knowledge. It also

reviews and oversees the Board

evaluation process annually and

monitors the actions arising from the

evaluation process.

Board changes

Board and Committee composition,

succession planning, diversity,

employee sentiment and Board

effectiveness were key areas of focus

for the Corporate Governance and

Nominating Committee this year.

On the exit of Sebastien de Montessus

from the Board in early January 2024,

the Committee met and resolved to

recommend the appointment of Ian

Cockerill as permanent CEO. Ian had

been identified by the Committee as a

potential successor for the role under

the Group’s senior management

succession plan.

When deciding to appoint Ian Cockerill

as CEO, the Corporate Governance and

Nominating Committee took into

account the balance of key skills,

knowledge and experience required for

the role and it was unanimously

concluded that Ian Cockerill was the

right person to lead the business, given

his depth of experience in mining and

his long association with the industry

and with the Company. As a matter of

good governance, Ian was recused from

the Committee and Board deliberations

on both the termination of Sebastien’s

contract and his own appointment as

CEO. During the first part of 2024, he

will be trimming back his other roles.

Ian was already a highly valued

colleague on the Board, with nearly

50years of experience in the global

natural resources industry, in particular

in gold. He has extensive operational,

projects and leadership experience in

the sector, having held executive roles

at major international mining

companies. We are delighted to have

him as our CEO and to benefit from his

leadership and experience, as we take

the Company forward.

128

Corporate Governance and

Nominating Committee report

Endeavour Mining plc

Annual Report 2023

Composition

and Evaluation

Dear Shareholders,

On behalf of the Board, and as Chair of the Corporate Governance and Nominating

Committee, I am pleased to present the Corporate Governance and Nominating

Committee Report for the year ended 31 December 2023.

Corporate Governance and Nominating

Committee membership

The current members of the Committee

are Venkat (Chair), Alison Baker, Livia

Mahler and Sakhila Mirza.

In addition to the four scheduled

meetings during 2023, the Committee

held eight additional meetings in

December 2023 and January 2024, to

consider the investigation into the

personal conduct of the former CEO and

the investigation into the irregular

payment instruction of $5.9 million by

the former CEO, and to consider the

appointment of Ian Cockerill as the new

CEO. The Directors who served as

members of the Committee over the

course of the year are set out below:

Committee Members Attendance

Venkat: Chair 4/4

Alison Baker 4/4

Ian Cockerill

4/4

Livia Mahler 4/4

1. Ian Cockerill stepped down from the Committee

on 18 January 2024 following his appointment

as CEO and Sakhila Mirza was appointed in

hisplace.

The purpose of the Corporate

Governance and Nominating Committee,

is to ensure that the Company’s

corporate governance arrangements are

fit for purpose and that effective

succession planning is maintained, in

order that the Board, its Committees

and the senior management team, have

the right combination of skills,

experience and knowledge. It also

reviews and oversees the Board

evaluation process annually and

monitors the actions arising from the

evaluation process.

Board changes

Board and Committee composition,

succession planning, diversity,

employee sentiment and Board

effectiveness were key areas of focus

for the Corporate Governance and

Nominating Committee this year.

On the exit of Sebastien de Montessus

from the Board in early January 2024,

the Committee met and resolved to

recommend the appointment of Ian

Cockerill as permanent CEO. Ian had

been identified by the Committee as a

potential successor for the role under

the Group’s senior management

succession plan.

When deciding to appoint Ian Cockerill

as CEO, the Corporate Governance and

Nominating Committee took into

account the balance of key skills,

knowledge and experience required for

the role and it was unanimously

concluded that Ian Cockerill was the

right person to lead the business, given

his depth of experience in mining and

his long association with the industry

and with the Company. As a matter of

good governance, Ian was recused from

the Committee and Board deliberations

on both the termination of Sebastien’s

contract and his own appointment as

CEO. During the first part of 2024, he

will be trimming back his other roles.

Ian was already a highly valued

colleague on the Board, with nearly

50years of experience in the global

natural resources industry, in particular

in gold. He has extensive operational,

projects and leadership experience in

the sector, having held executive roles

at major international mining

companies. We are delighted to have

him as our CEO and to benefit from his

leadership and experience, as we take

the Company forward.

128

Corporate Governance and

Nominating Committee report

Endeavour Mining plc

Annual Report 2023

Other changes to the Board included the

retirement of James Askew from the

Board after a six-year term, during which

we were fortunate to benefit from his

advice, particularly on technical mining

matters, as we progressed our strategic

achievements, including our London

listing, becoming a constituent of the

premium segment of the London

StockExchange.

Two new Non-Executive Directors joined

us during the year, Patrick Bouisset in

May 2023 and Cathia Lawson-Hall in

September 2023. Patrick is the new La

Mancha nominee Director (replacing

James Askew), who brings strong mining

and metals, exploration and leadership

experience to the Board and was a

valued member of the Executive

Committee of Endeavour from 2015,

until his retirement at the end of 2022.

He now chairs the Technical, Health and

Safety Committee and is a member of

the ESG Committee.

Cathia is an Independent Non-Executive

Director and was formerly a managing

director of Société Générale. She brings

a wealth of experience to the Board in

strategy and finance, as well as a deep

understanding of the West African

business environment and strong

stakeholder relationships. She chairs the

ESG Committee and is a member of the

Remuneration Committee.

Alison Baker was appointed Senior

Independent Director in September

2023 and Ian Cockerill was appointed

Deputy Chair at the same time. I have

benefitted greatly from their support and

advice during the year. On becoming

CEO, Ian stepped down from the role of

Deputy Chair.

Following the changes to the Board

composition over the past 12 months,

Iam proud to report that 44% of the

members of the Board are women and

55% are ethnically diverse and the

Audit, Remuneration and ESG

Committees, are all chaired by women.

Changes to membership

of the Committees

In January 2024, following the

appointment of Ian Cockerill to the

Board, some changes were made to the

constitution of the Committees, to

reflect that Ian is no longer an

Independent Non-Executive Director. He

no longer chairs any of the Committees

and he has stepped down from

membership of the Remuneration

Committee and the Corporate

Governance and Nominating Committee.

He remains a member of both the

Technical, Health and Safety Committee

and the ESG Committee, given his

executive sponsorship of these areas

critical to the business and strong

interest and knowledge in the areas

overseen by these Committees.

We have appointed Alison Baker as a

member of the Remuneration

Committee due to her experience in this

area as a member of remuneration

committees in other listed companies

and she has stepped down from

membership of the ESG Committee, to

free up time for this. Sakhila Mirza has

been appointed as a member of both

the Corporate Governance and

Nominating Committee and the Audit

Committee, due to her being a UK

qualified lawyer with experience in risk,

governance and compliance, including in

the gold industry. Cathia Lawson-Hall

has been appointed Chair of the ESG

Committee and as the Employee

Engagement Director and Patrick

Bouisset now chairs the Technical,

Health and Safety Committee (a role

previously filled by James Askew).

Board evaluation

During 2023, the Board undertook

aninternal evaluation of its own

performance and effectiveness. This

review was conducted by way of a

questionnaire prepared by the Deputy

Company Secretary and myself.

Responses were collated by the Deputy

Company Secretary and a report was

compiled, which was presented to the

Corporate Governance and Nominating

Committee for discussion and

subsequently the whole Board. The key

findings are set out on page 133.

Further details on the activities of the

Committee can be found in the pages

that follow.

I would like to thank you, our

shareholders, for your support during

the year and look forward to your

participation at our AGM on 30 May

2024. Please feel free to make contact

if you have any questions.

SRINIVASAN VENKATAKRISHNAN

CHAIR OF THE CORPORATE GOVERNANCE

AND NOMINATING COMMITTEE

27March 2024

129

Endeavour Mining plc

Annual Report 2023

Corporate Governance and Nominating

Committee key responsibilities

• Regularly reviewing the structure, size

and composition of the Board and its

Committees (including skills,

knowledge, experience and diversity)

• In conjunction with the Remuneration

Committee, ensuring plans are in place

for an orderly succession to Board and

Senior Management positions and

overseeing the development of a

diverse pipeline for succession

• Selecting and appointing external

search consultants to identify potential

candidates for Directors when required

• Recommending the re-election by

shareholders of Directors at the AGM

in accordance with the provisions of

the UK Code, having given due regard

to their performance and ability to

continue to contribute to the Board, in

the light of the knowledge, skills and

experience required and taking into

account the length of service of the

individual Directors and assessing

their independence where relevant

• Identifying and nominating for approval,

candidates to fill Board vacancies

• Evaluating the Board’s diversity and

balance of skills

• Developing and implementing an

orientation and education programme

for new appointees to the Board

• Managing and reviewing the results of

the Board performance evaluation

process

• Reviewing the time needed to fulfil the

role of Non-Executive Director

• Overseeing matters relating to

corporate governance, including

bringing any issues in relation thereto

to the attention of the Board

• Any matters relating to the

continuation in office of any Director

at any time including the suspension

or termination of service of an

executive Director as an employee of

the Company subject to the provisions

of the law and their service contract

• Maintaining the Board Charter and

Corporate Governance Guidelines,

reviewing them annually and

recommending modifications

to the Board.

How the Corporate Governance and

Nominating Committee operates

The Corporate Governance and

Nominating Committee meets a

minimum of twice a year and then ad-

hoc as and when required. During the

year, the Corporate Governance and

Nominating Committee met four times,

owing to the various changes at Board

level. In addition, the Committee met 8

times during December 2023 and in

January 2024, to address matters

relating to the former CEO.

Only members of the Corporate

Governance and Nominating Committee

are entitled to attend the meetings,

however other individuals such as the

Directors, employees or external

advisers, may be invited to attend for all

or parts of any meeting as and when

appropriate. The Company Secretary

acts as secretary to the Corporate

Governance and Nominating Committee.

The Charter was reviewed and updated

during the year to ensure that it was

compatible with the UK Code and best

practice and is available to view on the

Company’s website.

130

Corporate Governance and

Nominating Committee report continued

Endeavour Mining plc

Annual Report 2023

MALE

56%

FEMALE

44%

BAME

55%

WHITE

45%

Corporate Governance and Nominating

Committee key responsibilities

• Regularly reviewing the structure, size

and composition of the Board and its

Committees (including skills,

knowledge, experience and diversity)

• In conjunction with the Remuneration

Committee, ensuring plans are in place

for an orderly succession to Board and

Senior Management positions and

overseeing the development of a

diverse pipeline for succession

• Selecting and appointing external

search consultants to identify potential

candidates for Directors when required

• Recommending the re-election by

shareholders of Directors at the AGM

in accordance with the provisions of

the UK Code, having given due regard

to their performance and ability to

continue to contribute to the Board, in

the light of the knowledge, skills and

experience required and taking into

account the length of service of the

individual Directors and assessing

their independence where relevant

• Identifying and nominating for approval,

candidates to fill Board vacancies

• Evaluating the Board’s diversity and

balance of skills

• Developing and implementing an

orientation and education programme

for new appointees to the Board

• Managing and reviewing the results of

the Board performance evaluation

process

• Reviewing the time needed to fulfil the

role of Non-Executive Director

• Overseeing matters relating to

corporate governance, including

bringing any issues in relation thereto

to the attention of the Board

• Any matters relating to the

continuation in office of any Director

at any time including the suspension

or termination of service of an

executive Director as an employee of

the Company subject to the provisions

of the law and their service contract

• Maintaining the Board Charter and

Corporate Governance Guidelines,

reviewing them annually and

recommending modifications

to the Board.

How the Corporate Governance and

Nominating Committee operates

The Corporate Governance and

Nominating Committee meets a

minimum of twice a year and then ad-

hoc as and when required. During the

year, the Corporate Governance and

Nominating Committee met four times,

owing to the various changes at Board

level. In addition, the Committee met 8

times during December 2023 and in

January 2024, to address matters

relating to the former CEO.

Only members of the Corporate

Governance and Nominating Committee

are entitled to attend the meetings,

however other individuals such as the

Directors, employees or external

advisers, may be invited to attend for all

or parts of any meeting as and when

appropriate. The Company Secretary

acts as secretary to the Corporate

Governance and Nominating Committee.

The Charter was reviewed and updated

during the year to ensure that it was

compatible with the UK Code and best

practice and is available to view on the

Company’s website.

130

Corporate Governance and

Nominating Committee report continued

Endeavour Mining plc

Annual Report 2023

MALE

56%

FEMALE

44%

BAME

55%

WHITE

45%

Board skills matrix

Board induction and Director training

The Corporate Governance and

Nominating Committee, through the

Company Secretary, oversees the

orientation and educational programme

of all new Directors.

The purpose of the programme is to

ensure that all Directors have an

appropriate understanding of the

business of the Company, its operations

and facilities, its management and

professional advisors, the duties of the

Board and its members and the legal

and regulatory environment in which the

Company operates. Once a search

process has concluded, onboarding of

new Directors involves the initial step of

providing them with a draft appointment

letter for review, prior to the terms being

finalised. The next phase of induction

involves the distribution (usually by

email), of a comprehensive compendium

of governance materials for review by

the new Director. Following this, a one-

to-one session is held with the Deputy

Company Secretary to allow the new

Director full opportunity to clarify any

questions or concerns. New Directors

are offered follow-up one-on-one

sessions with other executives to

ensure fluency of the Director with the

portfolio of each of the main executives

and to help build initial relations.

Directors are also offered the

opportunity, if they wish, to meet and

ask any questions of our corporate

brokers, our lead external legal counsel

and our external auditor. In addition,

they are encouraged to visit our

operational sites in West Africa in the

first few months of their appointment.

Talent and succession planning

The Company considers succession

planning for critical positions such as

the CEO and other senior management,

to be of paramount importance to risk

mitigation and the continuity of the

business strategy. The Company

conducts annual appraisals in search of

high-potential individuals, with those

appraisals focused on the specific

features or qualities necessary to

replace a position one or more levels

above the individual, or even laterally.

Each Vice President level employee

reviews the potential and performance of

each team member annually and reports

on the outcome to the Executive

Committee so that an appropriate

successor for each management

position can be identified. This enables

the Executive Committee to have reliable

intelligence on the pool of potential

successors and the time horizon within

which those individuals might be

appointed. Since 2016, the Company

has maintained a programme known as

‘growing local talents’ which aims to

identify key individuals in the Company

who can be promoted to positions of

greater responsibility. The approach has

yielded impressive results, with at least

four West African nationals being

appointed to General Manager positions

and numerous others being appointed to

management positions across the

organisation. The Company has not

currently identified an internal successor

for the CEO position since Ian Cockerill

has only just been appointed to the role

but we will focus on developing two or

three potential internal successors, who

will be benchmarked as part of any CEO

search, should the need arise in the future.

131

Endeavour Mining plc

Annual Report 2023

Diversity Policy

The Company recognises that a diverse

and talented workforce is a competitive

advantage and that the Company’s

success is the result of the quality and

skills of its people. Diversity contributes

to the achievement of the Company’s

corporate objectives, by extracting the

best potential from the available pool of

candidates for any one position. To this

end, a Board approved Diversity Policy,

designed to assist in achieving various

diversity objectives is in place. These

objectives include the following:

• Recruiting, managing, and promoting,

based on an individual’s competence,

qualification, experience, and

performance

• Considering criteria that promote

diversity such as gender, age, race,

nationality, religious beliefs, cultural

background or sexual orientation

• Considering the level of

representation of women and ethnic

minorities on the Board and in senior

management positions, along with

other markers of diversity, when

making recommendations for

nominees to the Board or for

appointment as senior management

• Creating and fostering a workplace

characterised by inclusive practices

and behaviours, for the benefit of all

staff and stakeholders, which is free

from discriminatory behaviours and

business practices

• Identifying relevant factors to be taken

into account in the employee

selection process

• Developing practices to limit potential

unconscious bias

• Attracting and retaining a diverse

range of talented individuals to further

the Company’s strategic goals

• Establishing procedures for

monitoring, encouraging and

assessing diversity within the

Company

• Taking action to discourage

discrimination, bullying and

harassment in the workplace.

Activities of the Corporate Governance

and Nominating Committee during

the year

Succession planning and Board

composition

As noted in the Chair’s introduction,

during the year the Corporate

Governance and Nominating Committee

devoted a significant amount of its

resources to succession planning and

the composition of the Board and the

Board Committees. The key

appointment was that of the CEO, Ian

Cockerill, formerly Deputy Chair, in

January 2024. Further details of this

appointment can be found on page 128.

Two new Non-Executive Directors were

recommended to the Board for approval

during 2023, Patrick Bouisset, the La

Mancha appointee in May 2023 and

Cathia Lawson-Hall, an Independent Non-

Executive Director in September 2023.

In September 2023 Alison Baker was

appointed Senior Independent Director

due to her depth of governance

experience within listed UK companies

and her audit, risk and compliance

background and Ian Cockerill was

appointed our Deputy Chair. Mr Cockerill

however stepped down from this role on

his appointment as CEO and the

membership of the Committees was

refreshed, to ensure the optimum

utilisation of skills and expertise.

Investigation

The details of the investigation into the

irregular payment by our former CEO is

set out within the Audit Committee

report on pages 138 to 142.

With respect to the investigation into the

personal conduct of the CEO, the Audit

Committee Chair was informed of the

complaint in October 2023 and the

Committee commissioned Linklaters to

conduct an impartial investigation on

behalf of the Board. The Committee

later received an opinion from a leading

employment law KC that the

appointment in mid-October 2023 of our

legal advisers was a reasonable

decision in the circumstances,

considering the safeguards that were

put in place.

The findings of the Linklaters

Investigation were presented to the

board in early January and the Corporate

Governance and Nominating Committee

determined its findings after the

termination of the former CEO at its

meeting in mid-January 2024. The

Committee conclusions were shared

with executive management and staff in

January 2024 when our new CEO

confirmed that taken together, the

report issued following the investigation

and the materials supporting it, did

reveal examples of conduct by Mr de

Montessus which the Board concluded

was inappropriate and constituted a

breach of Company policies regarding

his conduct with colleagues.

Improvements to our governance

policies and procedures have been

adopted as a result of the investigation,

including adoption of a detailed

investigations procedure with clear

escalation protocols, enhanced

whistleblowing reporting procedures and

personal relationship disclosure

requirements under our Code of Ethics.

132

Corporate Governance and

Nominating Committee report continued

Endeavour Mining plc

Annual Report 2023

Reporting on gender and ethnicity representation at 31 December 2023

Board

Senior

board

positions

Executive

management

No % No No %

Men 5 56% 2 9 90 %

Women 4 44% 1 1 10 %

White 4 45 % 2 9 90 %

Mixed/multiple ethnic groups: 0 — % 0 0 0

Asian/Asian British 2 22 % 1 0 0 %

Black/African/Black British 2 22 % 0 1 10 %

Other ethnic group 1 11 % 0 0 0 %

Diversity Policy

The Company recognises that a diverse

and talented workforce is a competitive

advantage and that the Company’s

success is the result of the quality and

skills of its people. Diversity contributes

to the achievement of the Company’s

corporate objectives, by extracting the

best potential from the available pool of

candidates for any one position. To this

end, a Board approved Diversity Policy,

designed to assist in achieving various

diversity objectives is in place. These

objectives include the following:

• Recruiting, managing, and promoting,

based on an individual’s competence,

qualification, experience, and

performance

• Considering criteria that promote

diversity such as gender, age, race,

nationality, religious beliefs, cultural

background or sexual orientation

• Considering the level of

representation of women and ethnic

minorities on the Board and in senior

management positions, along with

other markers of diversity, when

making recommendations for

nominees to the Board or for

appointment as senior management

• Creating and fostering a workplace

characterised by inclusive practices

and behaviours, for the benefit of all

staff and stakeholders, which is free

from discriminatory behaviours and

business practices

• Identifying relevant factors to be taken

into account in the employee

selection process

• Developing practices to limit potential

unconscious bias

• Attracting and retaining a diverse

range of talented individuals to further

the Company’s strategic goals

• Establishing procedures for

monitoring, encouraging and

assessing diversity within the

Company

• Taking action to discourage

discrimination, bullying and

harassment in the workplace.

Activities of the Corporate Governance

and Nominating Committee during

the year

Succession planning and Board

composition

As noted in the Chair’s introduction,

during the year the Corporate

Governance and Nominating Committee

devoted a significant amount of its

resources to succession planning and

the composition of the Board and the

Board Committees. The key

appointment was that of the CEO, Ian

Cockerill, formerly Deputy Chair, in

January 2024. Further details of this

appointment can be found on page 128.

Two new Non-Executive Directors were

recommended to the Board for approval

during 2023, Patrick Bouisset, the La

Mancha appointee in May 2023 and

Cathia Lawson-Hall, an Independent Non-

Executive Director in September 2023.

In September 2023 Alison Baker was

appointed Senior Independent Director

due to her depth of governance

experience within listed UK companies

and her audit, risk and compliance

background and Ian Cockerill was

appointed our Deputy Chair. Mr Cockerill

however stepped down from this role on

his appointment as CEO and the

membership of the Committees was

refreshed, to ensure the optimum

utilisation of skills and expertise.

Investigation

The details of the investigation into the

irregular payment by our former CEO is

set out within the Audit Committee

report on pages 138 to 142.

With respect to the investigation into the

personal conduct of the CEO, the Audit

Committee Chair was informed of the

complaint in October 2023 and the

Committee commissioned Linklaters to

conduct an impartial investigation on

behalf of the Board. The Committee

later received an opinion from a leading

employment law KC that the

appointment in mid-October 2023 of our

legal advisers was a reasonable

decision in the circumstances,

considering the safeguards that were

put in place.

The findings of the Linklaters

Investigation were presented to the

board in early January and the Corporate

Governance and Nominating Committee

determined its findings after the

termination of the former CEO at its

meeting in mid-January 2024. The

Committee conclusions were shared

with executive management and staff in

January 2024 when our new CEO

confirmed that taken together, the

report issued following the investigation

and the materials supporting it, did

reveal examples of conduct by Mr de

Montessus which the Board concluded

was inappropriate and constituted a

breach of Company policies regarding

his conduct with colleagues.

Improvements to our governance

policies and procedures have been

adopted as a result of the investigation,

including adoption of a detailed

investigations procedure with clear

escalation protocols, enhanced

whistleblowing reporting procedures and

personal relationship disclosure

requirements under our Code of Ethics.

132

Corporate Governance and

Nominating Committee report continued

Endeavour Mining plc

Annual Report 2023

Reporting on gender and ethnicity representation at 31 December 2023

Board

Senior

board

positions

Executive

management

No % No No %

Men 5 56% 2 9 90 %

Women 4 44% 1 1 10 %

White 4 45 % 2 9 90 %

Mixed/multiple ethnic groups: 0 — % 0 0 0

Asian/Asian British 2 22 % 1 0 0 %

Black/African/Black British 2 22 % 0 1 10 %

Other ethnic group 1 11 % 0 0 0 %

Our new CEO has reinforced our

commitment to ensuring Endeavour is a

workplace where everyone is safe and

respected and where misconduct of any

kind is unacceptable and will be

addressed.

Board evaluation

As noted in the compliance statement,

the Company conducted an internal

Board evaluation during 2023.

The evaluation was led by the Chair,

Venkat, and facilitated by the Deputy

Company Secretary by way of an internal

questionnaire sent to all members of

the Board. All Directors, other than the

most recently appointed Non-Executive

Director, provided responses to the

questionnaire and a report was

compiled from the responses, setting

out the findings. The report was

circulated to all Board members in

January 2024 for discussion at the

Corporate Governance and Nominating

Committee. The Board report contained

a review of the Board composition,

dynamics, stakeholder oversight,

meeting management, strategy, risk and

succession planning. The Committee

considered the report, discussed the

recommendations with the Board and

put in place an action plan.

Key findings included:

• The Board was assessed to be

operating well, with good

communication among Directors;

• The Non-Executive Directors were

considered to be well informed and to

provide constructive challenge to

management;

• The Chair was considered to be

inclusive, to manage the Board well

and to promote a constructive

atmosphere at meetings;

• The Board composition was deemed

to be appropriately balanced, with

strong diversity and with good

expertise in the key areas for the

Company; and

• The strategy day held in September

2023 was thought to be very useful

and productive, in assessing strategic

priorities for the Group.

Recommendations from the

2023 Board Evaluation

• Continued focus on succession

planning at Board and senior

management levels;

• Provide the Board members with a

deeper understanding of Company

culture and identify any areas where

improvements to the employee

experience can be made;

• Ensure the Board receives more

opportunities to discuss the socio-

cultural aspects and political changes

in host countries; and

• Continue the focus on improvement of

risk management processes and

internal controls, particularly in view of

the upcoming changes to the UK

Code.

133

Endeavour Mining plc

Annual Report 2023

Audit, Risk

and Internal

Control

Dear Shareholders,

On behalf of the Board, I am pleased to present our Audit Committee Report for the

financial year ended 31 December 2023.

Audit Committee membership

The current members of the Committee

are Alison Baker (Chair), Livia Mahler,

Tertius Zongo and with effect from

18January 2024, Sakhila Mirza.

There were five scheduled meetings and

the Directors who served as members of

the Committee over the course of the

year, are set out below:

Audit Committee Members Attendance

Alison Baker: Chair 5/5

Livia Mahler 5/5

Tertius Zongo 5/5

This report provides an overview of how

the Audit Committee has operated

during the year. It also provides insight

into the Audit Committee’s activities and

its role in ensuring the integrity of the

published financial information and the

effectiveness of risk management and

internal control processes, along with

oversight of the assurance provided by

internal and external audit.

The Committee met five times during

the year and has met three times since

the year-end. These meetings have

focused primarily on the external audit

and approval of the consolidated

financial statements for the years ended

31 December 2022 and 2023, the

2022 and 2023 Annual Reports and the

condensed interim consolidated

financial statements for each of the

quarters in 2023, as well as monitoring

the effectiveness of internal controls

and monitoring those key areas of

judgements and estimates, such as

potential impairments and uncertain tax

positions, which can have a significant

impact on the financial position and

results from operations of the Company.

A significant amount of my time and

attention in recent months has been

oversight of investigations and

whistleblower complaints, including

matters related to the former CEO’s

personal conduct with colleagues and

the investigation arising from the

irregular payment instruction issued by

our former CEO. The investigation

following the termination of the former

CEO included three work streams: the

forensic investigation by Linklaters and

EY, a review of past M&A transactions

by EY, and also directed fraud

procedures as part of the BDO external

audit. The details for the work

undertaken and key findings are set out

on pages 138 to 142. I am pleased to

report that, as a result of the work

undertaken, no adjustment is required

to historic financial information and BDO

have issued an unmodified opinion on

the 2023 financial statements.

I meet regularly with the CEO, Chief

Financial Officer, Head of Internal Audit

and the external audit lead partner as

Chair of the Audit Committee. After each

Audit Committee meeting, I report to the

Board on the business undertaken.

I was delighted to welcome Guy Young

to the role of Chief Financial Officer a

year ago and he has worked quickly to

develop a series of functional

improvement projects, providing input

into our Committee focus areas for

2024, as we begin to prepare for the UK

Corporate Governance Code 2024. In

addition to our routine agenda, specific

areas of focus will include:

• Reviewing the significant tax positions

of the Company, and management’s

assessment of the outcomes of those

positions;

• Monitoring the impact of system

changes during the year;

• Putting in place additional systems

and procedures for monitoring the

Company’s risk management and

internal controls framework, to review

and include all material controls in

preparation for compliance with the

UK Corporate Governance Code

2024;

• Monitoring the action plan arising

from our Internal Audit effectiveness

review;

• Focusing on mitigating fraud risk to

ensure compliance with the Failure to

Prevent Fraud Offence; and

• Ongoing monitoring of cyber risks.

I am available to engage with

shareholders and will be attending the

2024 AGM, where I look forward to

answering any questions that

shareholders may have.

ALISON BAKER

CHAIR OF THE AUDIT COMMITTEE

27March 2024

134

Audit Committee report

Endeavour Mining plc

Annual Report 2023

Audit, Risk

and Internal

Control

Dear Shareholders,

On behalf of the Board, I am pleased to present our Audit Committee Report for the

financial year ended 31 December 2023.

Audit Committee membership

The current members of the Committee

are Alison Baker (Chair), Livia Mahler,

Tertius Zongo and with effect from

18January 2024, Sakhila Mirza.

There were five scheduled meetings and

the Directors who served as members of

the Committee over the course of the

year, are set out below:

Audit Committee Members Attendance

Alison Baker: Chair 5/5

Livia Mahler 5/5

Tertius Zongo 5/5

This report provides an overview of how

the Audit Committee has operated

during the year. It also provides insight

into the Audit Committee’s activities and

its role in ensuring the integrity of the

published financial information and the

effectiveness of risk management and

internal control processes, along with

oversight of the assurance provided by

internal and external audit.

The Committee met five times during

the year and has met three times since

the year-end. These meetings have

focused primarily on the external audit

and approval of the consolidated

financial statements for the years ended

31 December 2022 and 2023, the

2022 and 2023 Annual Reports and the

condensed interim consolidated

financial statements for each of the

quarters in 2023, as well as monitoring

the effectiveness of internal controls

and monitoring those key areas of

judgements and estimates, such as

potential impairments and uncertain tax

positions, which can have a significant

impact on the financial position and

results from operations of the Company.

A significant amount of my time and

attention in recent months has been

oversight of investigations and

whistleblower complaints, including

matters related to the former CEO’s

personal conduct with colleagues and

the investigation arising from the

irregular payment instruction issued by

our former CEO. The investigation

following the termination of the former

CEO included three work streams: the

forensic investigation by Linklaters and

EY, a review of past M&A transactions

by EY, and also directed fraud

procedures as part of the BDO external

audit. The details for the work

undertaken and key findings are set out

on pages 138 to 142. I am pleased to

report that, as a result of the work

undertaken, no adjustment is required

to historic financial information and BDO

have issued an unmodified opinion on

the 2023 financial statements.

I meet regularly with the CEO, Chief

Financial Officer, Head of Internal Audit

and the external audit lead partner as

Chair of the Audit Committee. After each

Audit Committee meeting, I report to the

Board on the business undertaken.

I was delighted to welcome Guy Young

to the role of Chief Financial Officer a

year ago and he has worked quickly to

develop a series of functional

improvement projects, providing input

into our Committee focus areas for

2024, as we begin to prepare for the UK

Corporate Governance Code 2024. In

addition to our routine agenda, specific

areas of focus will include:

• Reviewing the significant tax positions

of the Company, and management’s

assessment of the outcomes of those

positions;

• Monitoring the impact of system

changes during the year;

• Putting in place additional systems

and procedures for monitoring the

Company’s risk management and

internal controls framework, to review

and include all material controls in

preparation for compliance with the

UK Corporate Governance Code

2024;

• Monitoring the action plan arising

from our Internal Audit effectiveness

review;

• Focusing on mitigating fraud risk to

ensure compliance with the Failure to

Prevent Fraud Offence; and

• Ongoing monitoring of cyber risks.

I am available to engage with

shareholders and will be attending the

2024 AGM, where I look forward to

answering any questions that

shareholders may have.

ALISON BAKER

CHAIR OF THE AUDIT COMMITTEE

27March 2024

134

Audit Committee report

Endeavour Mining plc

Annual Report 2023

Audit Committee key responsibilities

The Audit Committee’s key objectives

include:

• the provision of effective governance

over the appropriateness of financial

reporting of the Group, including the

adequacy of related disclosures;

• the performance of both the Internal

Audit function and the external

auditor; and

• the oversight of the Group’s internal

control systems, business risks and

related compliance activities.

Detailed responsibilities are set out in

the Audit Committee’s charter which

can be found on the Company’s

website. This has been updated during

the year to reflect the new FRC Audit

Committee and External Audit

Minimum Standard.

The Audit Committee reports to the

Board with its assessment of effective

governance in financial reporting,

internal control and assurance

processes and on the procedures in

place to identify and manage risk.

Alison Baker, the Committee Chair, is a

chartered accountant with over 25

years’ experience in providing audit,

capital markets, advisory and assurance

services and serves, or has served, on

the boards of several other LSE and TSX

listed resource and Africa-focused

companies. The experience of the other

Audit Committee members is

summarised on pages 114 and 115.

The Board considers that each Audit

Committee member is independent and

has a broad and diverse spread of

commercial and relevant industry

experience. This provides the Board with

assurance that the Audit Committee has

the appropriate skills and experience to

be fully effective and meets the UK

Code requirement, that at least one

member has significant, recent and

relevant financial experience.

How the Audit Committee operates

In accordance with the Audit

Committee’s charter, the Audit

Committee is required to meet at least

four times a year. During the year, the

Audit Committee met five times.

Only members of the Audit Committee

have the right to attend the meetings.

However, the CEO, Chief Financial

Officer, Head of Internal Audit and

external audit lead partner may be

invited to attend for all or parts of any

meeting, as and when appropriate. The

Chief Financial Officer, Head of Internal

Audit and the external audit lead partner

are invited to attend meetings of the

Audit Committee on a regular basis. The

Company Secretary acts as secretary to

the Audit Committee.

The Committee also holds regular

private sessions with the external

auditor and Head of Internal Audit

without management present.

Audit Committee effectiveness

In conjunction with the Board evaluation

review of Board effectiveness during the

year, the effectiveness of the Audit

Committee was reviewed and the

performance of the Committee was

rated highly. It was noted that there

were opportunities for the Audit

Committee to work closely with the

other Committees going forward and in

particular the ESG Committee, to ensure

adequate consideration of key risks and

non-financial reporting.

Activities during the year

In planning its own agenda to discharge

its responsibilities, the Audit Committee

takes account of significant issues and

risks, both operational and financial,

that may have an impact on the Group’s

consolidated financial statements and/

or on the execution and delivery of its

strategy. This year, the Audit Committee

requested management to provide a

number of in-depth reviews as part of

the meeting agendas and these reviews

and other Audit Committee activities in

2023 are summarised on the pages

that follow. As a result of these reviews,

action items were agreed, and progress

against each item is being tracked and

reviewed by the Audit Committee.

135

Endeavour Mining plc

Annual Report 2023

Integrity of

financial reporting

and financial

information

provided to

stakeholders

Reviewing the financial

statements, including ensuring

the appropriateness of the

Group’s significant accounting

policies, the accounting

treatment for significant

transactions, the

reasonableness of significant

estimates and judgements,

and the completeness and

clarity of disclosures

• Reviewed the condensed interim consolidated financial

statements and the related Management Reports and press

releases for each of the quarters in 2023, alongside management

papers on key judgements and accounting matters.

• Reviewed alternative performance measures.

• Reviewed the preparation and significant assumptions in the

viability statement for the 2023 year-end.

• Reviewed the going concern analysis by management on a

quarterly basis.

• Reviewed the significant corporate transactions during the 2023

financial year, in particular the disposals of Wahgnion and

Boungou.

• Considered quarterly reports on material tax and treasury matters

and quarterly reports on material legal matters.

• Reviewed financial and stakeholder considerations related to

shareholder returns programmes, including dividends and

sharebuybacks.

Internal controls

and risk

management

Reviewing the effectiveness of

the Group’s Internal Controls

over Financial Reporting

(“ICFR”), and the Group’s risk

management programme

• Reviewed the Corporate Risk Management (“CRM”) roadmap and

plan for the Group for 2023, as well as principal and emerging

risks identified as part of the 2023 CRM programme.

• Deep dives on IT infrastructure and cybersecurity risks and

network assessment and on processes and procedures around

the calculation of reserves and resources, the Company’s cash

management processes, inventory count and tax processes

andstructures.

• Monitored the Group’s response to policy outcomes from the

BEISconsultation.

• Monitored the Company’s ICFR assessment for the year ended

31December 2023 and Management’s quarterly statement on

internal controls under S52-109.

• Monitored ongoing financial reporting and system improvement

projects based on prior year findings.

• Reviewed the Finance function’s annual strategic objectives and

organisational structure.

Internal Audit Overseeing the work and

findings of Internal Audit

• Monitored the effectiveness of the Internal Audit function

includingcommissioning an external quality assurance (“EQA”)

review by PwC.

• Reviewed reports from the Internal Audit function on projects

undertaken during the year and approved the Internal Audit plan.

• Reviewed the findings of ad hoc projects undertaken by the

Internal Audit during the year arising from whistleblower reports or

other internal findings.

Area of focus Responsibilities Activities during 2023

136

Audit Committee report

continued

Endeavour Mining plc

Annual Report 2023

Integrity of

financial reporting

and financial

information

provided to

stakeholders

Reviewing the financial

statements, including ensuring

the appropriateness of the

Group’s significant accounting

policies, the accounting

treatment for significant

transactions, the

reasonableness of significant

estimates and judgements,

and the completeness and

clarity of disclosures

• Reviewed the condensed interim consolidated financial

statements and the related Management Reports and press

releases for each of the quarters in 2023, alongside management

papers on key judgements and accounting matters.

• Reviewed alternative performance measures.

• Reviewed the preparation and significant assumptions in the

viability statement for the 2023 year-end.

• Reviewed the going concern analysis by management on a

quarterly basis.

• Reviewed the significant corporate transactions during the 2023

financial year, in particular the disposals of Wahgnion and

Boungou.

• Considered quarterly reports on material tax and treasury matters

and quarterly reports on material legal matters.

• Reviewed financial and stakeholder considerations related to

shareholder returns programmes, including dividends and

sharebuybacks.

Internal controls

and risk

management

Reviewing the effectiveness of

the Group’s Internal Controls

over Financial Reporting

(“ICFR”), and the Group’s risk

management programme

• Reviewed the Corporate Risk Management (“CRM”) roadmap and

plan for the Group for 2023, as well as principal and emerging

risks identified as part of the 2023 CRM programme.

• Deep dives on IT infrastructure and cybersecurity risks and

network assessment and on processes and procedures around

the calculation of reserves and resources, the Company’s cash

management processes, inventory count and tax processes

andstructures.

• Monitored the Group’s response to policy outcomes from the

BEISconsultation.

• Monitored the Company’s ICFR assessment for the year ended

31December 2023 and Management’s quarterly statement on

internal controls under S52-109.

• Monitored ongoing financial reporting and system improvement

projects based on prior year findings.

• Reviewed the Finance function’s annual strategic objectives and

organisational structure.

Internal Audit Overseeing the work and

findings of Internal Audit

• Monitored the effectiveness of the Internal Audit function

includingcommissioning an external quality assurance (“EQA”)

review by PwC.

• Reviewed reports from the Internal Audit function on projects

undertaken during the year and approved the Internal Audit plan.

• Reviewed the findings of ad hoc projects undertaken by the

Internal Audit during the year arising from whistleblower reports or

other internal findings.

Area of focus Responsibilities Activities during 2023

136

Audit Committee report

continued

Endeavour Mining plc

Annual Report 2023

External auditor Reviewing the effectiveness of

the external audit process

Overseeing the Company’s

relationship with the external

auditor

Reviewing the independence

and objectivity of the external

auditor and the

appropriateness of any non-

audit services provided

• Approved the external audit plan and the terms of engagement for

the 2023 year-end audit and the 2023 interim reviews.

• Reviewed and approved the extended fraud audit procedures

arising from the termination of the former CEO.

• Reviewed and approved the external audit and interim review fees

for 2023, as well as the final audit fee for the 2022 audit, with

the agreed upon cost overruns.

• Reviewed the independence and effectiveness of the external

auditor.

• Discussed findings from the quarterly reviews and annual audit

with the external auditor, both with and without management

present.

• Pre-approved all non-audit services provided during the year and

reviewed audit and non-audit services for the year, in particular as

they related to the independence of the external auditor.

• Reviewed the quality and effectiveness of the external audit. See

page 146 for more information on how this review is structured.

Policies and

procedures

Reviewing the Group’s policies

and procedures for preventing

and detecting bribery and

fraud, and the systems and

controls in place to ensure

that the Group complies with

the relevant regulatory and

legal requirements

• Reviewed the updates to the Company’s Anti-Bribery and

Corruption, Whistleblowing, Treasury and other policies and

procedures.

• Reviewed approach to and disclosures of related party

transactions in the year.

• Reviewed updates to the Delegation of Financial Authority

procedures which were revised to reflect the Company’s growth,

changes to its organisational structure and enhanced controls

arising from the termination of the former CEO.

• Approved a new Investigations Policy

Investigation

arising from the

irregular payment

instruction for

$5.9 million by our

former CEO

For further details

see pages 138 to

142

Oversight of the independent

investigations and extended

audit scope procedures

• Reviewed and discussed the findings from the EY M&A review

initiated in August 2023.

• Reviewed the scope of the extended audit procedures proposed

by the external auditor in January 2024 and key findings thereof.

• Reviewed and discussed the findings from the forensic

investigation undertaken by external legal advisers (Linklaters) and

forensic accountants (EY).

• Reviewed and discussed the related party transaction

memorandum prepared in light of the investigation.

Area of focus Responsibilities Activities during 2023

137

Endeavour Mining plc

Annual Report 2023

Investigation timeline

Background and Scope

On 4 January 2024 the Company announced the termination

of the former CEO for serious misconduct arising from an

irregular payment instruction issued on 30 March 2021

associated with the sale of the Agbaou mine to Allied Gold

Corp (“Allied”).

The Board had been led to believe that the $5.9 million

receivable from Allied, which represented cash consideration

on the sale of the mine, was outstanding from March 2021

until it was written off in Q3 2023 following the IPO of Allied.

This was later found not to be the case, and the amount had

been settled by Allied in March 2021 following a payment

instruction issued by our former CEO.

Long-outstanding deferred consideration had been an area of

increasing concern to the Audit Committee, in relation to

which we were updated at each meeting by management.

However, in the case of the Allied receivable, all updates were

provided by the former CEO.

In August 2023, our major shareholder requested that the

Audit Committee undertake an independent review of past

M&A transactions with a particular focus on returns, amounts

realised on disposition, deferred consideration and advisor

fees. We appointed Ernst & Young LLP (“EY”) to undertake

the review, with support from our legal counsel Linklaters LLP

(Linklaters). Phase 1 of the EY M&A review covered M&A

transactions from 2020 to 2023.

A draft report from EY in late September 2023 included

representations from the former CEO that the amounts from

Allied would be received by the end of the year. In November

2023, the Audit Committee was informed that the Allied

receivable had been written off following the Allied IPO in

September 2023. The commercial rationale for this write-off

provided by the former CEO did not satisfy the Audit

Committee, nor the auditors, and despite the amount not

being material to the Q3 2023 financial statements, the Audit

Committee Chair instructed BDO to perform further work on

the M&A controls and documentation of the commercial

rationale of the write-off.

As a consequence of the Allied IPO, an audited, three-year

financial track record for Allied became publicly available and,

together with Allied’s published Q3 2023 financial

information, this made it apparent to the Audit Committee in

early December 2023 that Allied had accounted in full for

settlement of the cash consideration shortly after completion

of the Agbaou transaction in March 2021. At this point, the

Audit Committee Chair instigated a forensic investigation, as

there was a suspicion that the funds could have been

diverted, and EY was instructed to make follow-up enquiries of

Allied’s General Counsel in relation to the $5.9m receivable.

As a result of these enquiries, it emerged that Allied had been

instructed by the former CEO to pay an amount equivalent to

$5.9 million to a third-party company in discharge of the

receivable of that amount owed by Allied to the Group. The

payment instruction was concealed from the Company by the

former CEO. Based on repeated and deliberate false

representations on the part of Mr de Montessus, the receivable

represented by this amount was maintained on the Group’s

balance sheet until Q3 2023, when it was written off based on

further deliberate false representations by Mr de Montessus.

When challenged about these facts in an interview on 4

January 2024, Mr de Montessus admitted to issuing the

irregular payment instruction, to concealing the fact of the

payment to the third-party company, and to knowingly

misrepresenting the receivable as outstanding over a period of

more than two years. As a result of his serious misconduct,

the Board terminated Mr de Montessus as CEO on 4 January

2024 and the Remuneration Committee of the Board

determined to claw back remuneration as announced on

18January 2024.

The discovery of the payment instruction from our former CEO

to a non-Endeavour corporate entity, based in the UAE, and

his admissions on 4 January confirmed the diversion of funds.

The amount of $5.9 million (although significant) did not

exceed the balance sheet materiality threshold.

However, given the lack of integrity shown by our former CEO,

the following incremental work was undertaken prior to

approving these accounts:

• The Board instructed its external advisors Linklaters and EY

to investigate the $5.9 million payment in order to

determine the beneficiaries of the diverted funds (the

“Investigation”)

• The Investigation also included the circumstances of two

further payments, with a total value of $15.0 million, to the

same third-party recipient as the $5.9 million payment,

which had been discovered

138

Audit Committee report

continued

Endeavour Mining plc

Annual Report 2023

• Commenced review

of M&A transactions

• Phase I M&A

review focus on

2020 – 2023

• Whistle-blower

complaint raised on

personal conduct

• $5.9 million

receivable written off

in Q3 Results

• In order to provide additional comfort in relation to the

opening balance sheet position for the 2023 calendar year,

the Investigation also examined certain receivables written

off by the Group on 31 December 2022 in order to

ascertain whether any of them had in fact been settled by

way of payment to a third party, in a similar manner to the

$5.9million payment

• The Audit Committee extended the scope of the EY M&A

review to include all transactions undertaken since the

former CEO joined the board in 2016 to ascertain if there

was prima facie evidence of further misappropriation

• Directed fraud procedures as part of the BDO external audit

were agreed between BDO and the Audit Committee (these

are set out in more detail in the Auditors report)

• Discussions were undertaken with management, who were

unaware of the diversion of the funds, to ascertain if there

were further areas of concern that should be investigated.

The external advisors conducting the Investigation were

authorised by the Board to access all relevant documents,

records and information of the Company and to conduct

interviews with any individual deemed appropriate.

The key findings from each of these work streams are set

outbelow:

Investigation

The Investigation identified evidence that Mr de Montessus,

acting with certain others, who are not (and were not at any

time) employees of the Group:

• diverted a consideration payment with a value of $5.9

million, relating to the disposal of the Agbaou mine, to a

third-party company in March 2021, and concealed this

payment by subsequently making false representations to

management, the Board and the Group’s auditors over a

period of more than two years that the receivable was still

outstanding; and

• had previously, in August and November 2020, caused

Endeavour to make two payments totalling $15.0 million to

the same third-party company as the $5.9 million payment,

by deliberately disguising the $15.0 million as advance

payments to a contractor through repeated false

representations to management, causing an aggregate loss

of that amount to Endeavour and/or the contractor.

Despite extensive efforts, the Investigation was not able to

establish the ultimate beneficiaries of the payments to this

third-party entity. This entity was incorporated as an offshore

entity in Ras al Khaimah in the UAE and was liquidated on the

day after the payment of the $5.9 million in March 2021.

Through searches by professional investigation agents,

thorough enquiries were made in the UAE, but the extensive

Investigation work was unable to ascertain the true beneficial

ownership of this entity, which was concealed from the

Company by Mr de Montessus and those with whom he acted.

Although Mr de Montessus attended two interviews during the

Investigation, he continued to attempt to conceal his motives

and actions relating to the events being investigated by

providing untrue and misleading explanations for his conduct.

Since 4 January 2024, Mr de Montessus has publicly stated

that the $5.9 million payment which he deliberately diverted in

March 2021 was used to pay for security equipment to

protect the Group’s partners and employees in a conflict zone.

However, based on the information given by Mr de Montessus

in interviews and the other evidence available to the

Investigation (including the evidence that Mr de Montessus

had caused $15.0 million to be paid by Endeavour to the

same third party company in different circumstances in 2020),

his explanation was found to be implausible and untrue.

Although the Investigation did not ascertain the ultimate

beneficiaries of the payments to the third-party entity, in the

course of the extensive review of documentation and

interviews, no evidence was identified of bribery, or of any

payments to sanctioned persons or to terrorist groups.

The Investigation did not identify evidence that any of the

receivables written off during 31 December 2022 had in fact

already been settled by payments to third parties.

Based on work undertaken in the Investigation, additional

enquiries were made, including a number of targeted

searches. These additional enquiries and searches focussed

on other transactions where the circumstances suggested

that similar behaviour to that uncovered in the Investigation

could have occurred. Searches were targeted based on a

range of factors, including the identity of transaction

counterparties and advisers and their connections to our

former CEO, the jurisdiction of incorporation of counterparties

and the location of their bank accounts, the making of

advances to contractors, write-offs of amounts owed by third

parties to the Group, and other factors identified by the Audit

Committee, supported by Linklaters and EY.

139

Endeavour Mining plc

Annual Report 2023

• Discrepancy

identified in

accounting with

Allied Gold for cash

consideration

• Sébastien De

Montessus terminated

on admission that

$5.9million diverted

on 31 March 2021

• Detailed forensic

investigation

• Phase II M&A review

2016– 2019

• Extended audit procedures

Investigation overview

1. Amounts written off after negotiation with BCM by former CEO.

2. Initial tranche of Baboto licence purchase concluded prior to Tabakoto sale to BCM written off.

3. Adjustment to NSR fair value due to under performance of the mine.

Although, in the case of a number of other transactions, these

enquiries raised questions regarding their commercial

rationale, in each case there was insufficient evidence to

reach a firm conclusion that it amounted to misconduct on the

part of Mrde Montessus. However, in each case, amounts

paid to third parties, or advanced to third parties and written

off, had been fully expensed or impaired in the Group’s

financial statements, and these enquiries therefore supported

our conclusion that there is no requirement to restate prior

interim quarterly financial statements, annual financial

statements and associated management discussion and

analysis, andthat there is no material effect on the 2023

annual financial results.

The forensic analysis undertaken as part of the Investigation

uncovered a personal investment agreement signed in 2019

for at least $0.5million, signed by Mr de Montessus with One

Continent Investments, a company which owns a 49%

shareholding in Nere Mining (“Nere”), which purchased the

Karma Mine from the Group. This previously undisclosed

relationship has been voluntarily disclosed within our related

party transaction note, as the forensic investigation has been

unable to ascertain towhat extent Mr de Montessus directly

profited from thisrelationship.

Work was also undertaken under the broader M&A review to

ascertain the extent of write-offs and negotiated concessions

with purchasers to ascertain if there was prima facie evidence

ofmisappropriation of funds. Details are set out in the table

above and discussed under the M&A review sectionbelow.

EY M&A Review

Phase 1 of the EY M&A review, covering 2020 to 2023 was

undertaken in August and September 2023 and did not

highlight any significant findings, albeit there were

representations provided by the former CEO that the Allied

receivable would be recovered by the end of 2023.

In particular, neither Phase 1 of the EY M&A review nor the

Investigation has identified anything in relation to the amounts

owed by Lilium Gold and Lilium Holdings Ltd relating to the

sale of the Boungou and Wahgnion assets which could give

rise to concerns that funds have been diverted. We are

exploring all options to recover amounts owed from Lilium,

including through arbitration, see note 26.

Phase 2 of the EY M&A review focused on transactions

between 2016 and 2019, a period in which the group

disposed of a number of non-core assets.

The EY M&A review, which was not forensic in nature, was

primarily to ascertain if there were other major areas of

concern arising from the actions of our former CEO. The key

findings of the review were:

• Third party fees and expenses appear reasonable and

within the benchmark ranges, anomalies identified are

supported by underlying logic and evidence.

• The review found that, although the value of disposals of

operating assets are below their pre-disposal NBV, the

P/NAVs, are within the expected ranges for the industry,

region and asset class.

• The review found that the collection of deferred and

contingent consideration from disposals has been

consistently problematic – dealings with BCM were

chronically challenging and resulted in losses of $38.0

million for Endeavour, which included the write off of

receivables of $22.2 million and write down of NSRs of

$13.3 million in 2019 and 2020, respectively.

• There was also a more recent, late downward adjustment of

$2.5 million in 2022, on disposal of licences to BCM

following a signed agreement in 2021 at $6.0 million. In

some instances, the sole negotiation of the write-offs was

undertaken, or adjustment to the price was made, by our

former CEO withBCM.

• Overdue deferred cash consideration on the disposal of the

Karma Mine (Nere Mining) and Wahgnion & Boungou mines

(Lilium) of $5.0 million and $106.4 million remain outstanding.

140

Audit Committee report

continued

Endeavour Mining plc

Annual Report 2023

In $m Actual Receipts/Payments

Disposal transactions Counter-party

FV at

Year

closed 2016 2017 2018 2019 2020 2021 2022 2023 Total

Younga mine MNG 25.2 FY16 (25.2) — — (6.3) — — —

(31.5)

Nzema mine BCM 58.1 FY17 — (38.5) — (8.2) (6.8) — — —

(53.5)

Tabakota mine BCM 57.1 FY18 — — (35.0) — — — — —

(35.0)

Baboto permits BCM — FY18 — — 6.0 — 6.1 — — —

12.1

Prosecco permits BCM 6.0 FY22 — — — — — — (3.5) —

(3.5)

Agbaou mine Allied Gold 62.4 FY21 — — — — — (50.5) (10.7) —

(61.2)

Mankono-

Sissedougou JV

Montage Gold 6.3 FY22 — — — — — — (6.3) —

(6.3)

Karma mine Nere Mining 25.0 FY22 — — — — — — (5.0) —

(5.0)

Wahgnion &

Boungou

Lillium Mining 285.2 FY23 — — — — — — — (33.6)

(33.6)

Total balances 525.3 (25.2) (38.5) (29.0) (8.2) (7.0) (50.5) (25.5) (33.6) (217.5)

4. Second tranche of Baboto licence purchase due from BCM never paid.

5. Adjustment to signed SPA negotiated by former CEO.

6. Per the 31 December 2023 Statement of Financial Position, the amounts owed by Lilium were $225.8 million. The difference to the above relates to fair value

adjustments and expected credit loss provisions as detailed in the financial statements.

We recognise that doing business in West Africa can be

challenging. In addition, where non-core assets are divested,

the purchaser is often acquiring challenging assets with a

marginal business model. As a result, the prospect of

counterparty default and/or commercial renegotiation is an

inherent part of undertaking such disposals. It has also given

rise to a change in fair value of NSR. The commercial rationale

for excusing the payment of certain amounts written off was

not always clear and we cannot rule out that these may have

been inadequately pursued by of our former CEO. However,

weare satisfied that in any one year such amounts were not

material, and this does not impact our conclusion that there

isno requirement to restate prior interim quarterly financial

statements, annual financial statements and associated

management discussion and analysis, and that there is no

material effect on the 2023 annual financial results.

Extended audit scope

At our Audit Committee meeting on 17 January 2024, BDO

set out their proposed additional audit of fraud procedures

arising from the events which led to the dismissal of our

former CEO. These are set out within the BDO audit report and

were primarily focused on areas where our former CEO had

been actively involved in commercial decisions and approvals

on his own. The Committee were satisfied that this, in

conjunction with the forensic investigation and Phase 2 of the

EY M&A review, was appropriate coverage of the potential

risks arising from the situation.

The BDO audit team were supported by their internal forensic

specialists, who assessed the nature, scope and objectives of

the forensic Investigation conducted by Linklaters and EY to

ensure that this was appropriately designed to address the

potential issues raised and the fraud risk identified. Under the

requirements of the applicable auditing standards they

assessed the independence, objectivity and competence of

the external forensic investigators to ensure that their work

could be appropriately relied upon. BDO assessed key

documents supporting the investigators’ work, including

interview transcripts and document/data captures.

They challenged both the investigators and the Board of

Directors regarding the findings of the Investigation and

whether the scope of the investigation had met the objectives.

This is documented within the Key Audit Matter of the audit

report and there are no other findingsnoted.

BDO also read and reviewed the confidential Linklaters report

in relation to the allegations regarding the former CEO’s

personal conduct and were satisfied that there was no

connection between these allegations and the irregular

payment instruction and associated investigations.

BDO carried out enhanced substantive testing of costs such

as security, community spend and general/admin expenses

through to supporting documentation and appropriate

authorisation. No additional findings were noted.

In 2023 and prior years work has been undertaken by BDO on

security payments to confirm the appropriateness of costs

incurred and donations provided to West African Security

forces. These donations are to be applied by the government

towards improving mining operations related security.

Audit Committee and Board Oversight

The Investigation was overseen by the Audit Committee Chair

and the Chair of the Board with support from our Deputy

General Counsel. Regular Board briefings have been provided

since January 2024.

141

Endeavour Mining plc

Annual Report 2023

Concessions, write offs, fair value adjustments Balance

2016 2017 2018 2019 2020 2021 2022 2023 Total

as at

Dec 23

— — — — 6.3 — — —

6.3 —

— — 2.7 (7.3)

— — Total = $44m

(4.6) —

— — — (8.8)

(13.3)

1,3

— — —

(22.1) —

— — — (6.0)

— — (6.1)

—

(12.1) —

— — — — — — (2.5)

—

(2.5) —

— — — — — — 4.7 (5.9)

(1.2) —

— — — — — — — —

— —

— — — — — — (8.5) —

(8.5) 11.5

— — — — — — — —

— 251.6

— — 2.7 (22.1) (7.0) — (12.4) (5.9) (44.7) 263.1

The Board met on a four occasions to consider the progress

of the Investigation, presentations from the Investigation team

and received the final Investigation reports from Linklaters and

EY and the audit completion report from BDO on 27 March.

Control environment considerations

As a Board and Committee we have asked ourselves whether

we could have confronted the former CEO earlier in relation to

the $5.9 million receivable arising from the sale of Agbaou

mine. However, the narrative presented by our former CEO at

each review was plausible in the circumstances, until the

write-off in November 2023 coupled with Allied Gold

Corporation’s public disclosure of it’s historical financials as

part of its IPO. At this point, the Committee commissioned

further work by external advisers and then promptly instigated

the forensic investigation that resulted in the termination of

the former CEO’s employment.

The matters raised serious concerns for the Group regarding

the integrity and ethics of the former CEO. These concerns

included that the former CEO directed the irregular payment,

that he did not disclose to other members of management,

the members of the Audit Committee and the other members

of the Board of Directors the existence, nature and

circumstances of the irregular payment, and that he misled

such persons as to the status of the $5.9 million receivable

from Allied Gold relating to the Agbaou Disposal from March

2021 onwards. He also misrepresented to the members of

the Audit Committee and the other members of the Board the

rationale for the impairment of such receivable in the interim

financial statements and MD&A for the period ended 30

September, 2023.

Whilst the circumstances clearly indicated deliberate

overriding of controls, active concealment and

misrepresentation by the former CEO, the Company is

evaluating its overall control environment, including the impact

of “tone at the top” and expects to report on any related

remediation plans in due course. In the interim, the Company

immediately added further mechanisms, such as additional

dual controls in committing the Company within the context of

M&A and subsequent renegotiations, so that the risk of such

events is further minimised in the future.

The Audit Committee of the Board has determined that there

are no material weaknesses in the Group’s Internal Controls

over Financial Reporting or Disclosure Controls & Procedures.

Accounting & Audit considerations

The Audit Committee in conjunction with our auditors BDO

have considered the relevant financial and non-financial

disclosures that arise as a consequence of the irregular

payment and subsequent investigation and reviews. The

following papers were received and considered:

• the BDO extended fraud audit procedures as discussed

above and BDO’s work on this matter is set out in their Key

Audit Matter;

• a detailed paper on the proposed disclosures on these

matters, to ensure that all relevant disclosures had been

considered;

• a paper on related party transactions; and

• a final audit conclusions report to those charged with

governance from BDO, which included a summary of the

work undertaken by the shadow forensic team and findings

from the external auditors directed fraud procedures.

The following matters are relevant to the financial disclosures:

• Write off of Allied receivable $5.9 million

• Costs associated with the Investigation as at 31 December

2023

• Clawback of former CEO remuneration $10.0 million cash

element and associated receivable $3.3 million

• Related party transactions where it was determined for the

benefit of the user of the accounts to provide additional

information with regards Mr de Montessus relationship with

One Continent Investments, a 49% shareholder in the

Karma Mine, formerly owned by the Group

Financial items are all included in other expenses below

operating profit from the mine which is appropriate and

individually disclosed in the narrative to the notes.

A detailed accounting paper was prepared by Finance on the

treatment of the clawback.

Overall conclusions

In the opinion of the Board this has been a thorough and

robust review of a significant amount of historical

documentation and communications. We have sought to

balance the extent and depth of our work with the need to

draw conclusions within a reasonable timeframe.

As a result of the Investigation reports received, the Board

has reserved its position regarding the possibility of pursuing

Mr de Montessus for recovery of amounts lost by the Group

as a result of his actions or from any of the parties found to

be involved.

The Investigation has not identified evidence to suggest that

bribes were paid, or that there were any payments to

sanctioned persons or to terrorist groups.

The findings of the Investigation do not trigger any

requirement to restate prior interim quarterly financial

statements, annual financial statements and associated

management discussion and analysis, nor do they materially

affect the 2023 annual financial results.

142

Audit Committee report

continued

Endeavour Mining plc

Annual Report 2023

Financial reporting

As noted above, the Audit Committee

provides governance and oversight of

our financial reporting through a review

of quarterly financial statements. Details

of our oversight of the key judgements

and estimates is set out below, along

with our review of critical disclosures

including:

• Viability statement and going concern

• Fair, balanced, and understandable

• Alternative performance measures

(“APMs”).

Viability statement and going concern

The Audit Committee has reviewed and

challenged the basis for the Company’s

Viability Statement and advised the

Board on the process which has been

undertaken in the year to support the

Viability Statement required under the

UK Code. The Viability Statement and

the Board’s assessment of the

Company as a going concern are set

outin the Strategic Report on pages

104 to 105.

Fair, balanced and understandable

The Directors are required to confirm

that they consider, taken as a whole,

that the Annual Report is fair, balanced

and understandable and that it provides

the information necessary for

shareholders to assess the Company’s

position and performance, business

model and strategy.

The Audit Committee has satisfied itself

that the controls over the accuracy and

consistency of information presented in

the Annual Report are robust, that the

information is presented fairly (including

the calculations and use of alternative

performance measures) and has

confirmed to the Board that the

processes and controls around the

preparation of the Annual Report are

appropriate, allowing the Board to make

the “fair, balanced and understandable

statement” in the Directors’

Responsibility Statement.

Alternative Performance Measures

Historically, the mining industry has

used a wide range of APMs to compare

and assess business performance. As

noted below, the Audit Committee

reviewed in detail the use of APMs

within the Annual Report and throughout

the year.

The Audit Committee reviewed the

consistency of the calculation of certain

APMs for all periods presented.

We ensured that the APMs were

disclosed with equal prominence to the

IFRS measures, and that the

disclosures related to the adjusting

items were transparent and agreed to

the underlying consolidated financial

statements. Given the relevance of the

APMs in our investor information, the

Audit Committee ensured that the APM

reconciliation and explanations were

included in the Financial Review section

of the Annual Report.

143

Endeavour Mining plc

Annual Report 2023

Key judgements and estimates

In assessing the Annual Report, the Audit Committee considers the key judgements and estimates, along with detailed reports

from management and the external auditor. The significant issues considered by the Audit Committee in respect of the year

ended 31 December 2023 are set out in the table below:

Impairment of mining interests and

goodwill

Under IAS 36, the Group is only required to

perform a detailed impairment test if there

are indicators of potential impairment,

however for the two mines to which goodwill

has been previously recorded and not

previously impaired (Mana and Sabodala-

Massawa), a full impairment review needs

to be performed annually, as a result of the

goodwill attached to each of these CGUs.

The preparation of the LoM models that are

used in the impairment reviews requires

management to make critical judgements

and estimates regarding gold prices,

reserves and resources, production rates,

operating costs and capital expenditure, as

well as economic variables such as inflation

and discount rates.

See note 6 of the consolidated financial

statements.

The Audit Committee reviewed the impairment indicator assessment prepared

by management, which included a review of operating performance against

budget of each of the individual operating mines and against previous

comparative periods, to identify any indication that the assets were not

performing in line with expectations. The Audit Committee reviewed

management’s conclusion for those mines for which an impairment analysis

was required during the year, due to the identification of indicators of

impairment. Management also completed an impairment test for those mines

to which goodwill is allocated, being the Sabodala-Massawa and Mana mines.

The Audit Committee evaluated the significant assumptions and judgements

used in the determination of the recoverable amounts for the four mines for

which impairment assessments were completed at 31 December 2023, in

particular as it relates to the gold prices, discount rates, and the sensitivities

of management’s conclusions to changes in those assumptions. It evaluated

the reserves and resources (“R&R”) incorporated into the impairment models

and the consistency with the latest R&R estimates as publicly disclosed and

previously used by management. Following the result of this analysis, the

Company did not recognise any impairments in relation to any of the

operatingassets.

The Audit Committee noted that management had retained a third-party expert

to assist in the determination of the recoverable values. It also received a

report from the external auditor and reviewed management’s disclosures in

the 2023 consolidated financial statements.

The Audit Committee reviewed and challenged management’s conclusion that

as a result of the above assessment, no impairments were recognised for the

Mana and Sabodala-Massawa mines. The Audit Committee is satisfied that

the appropriate impairment of mining interests to recoverable value has been

recognised and disclosed in the consolidated financial statements for the year

ended 31 December 2023.

Impairment of exploration and

evaluationassets

The Group has material exploration and

evaluation assets of which most were

recognised as part of historical acquisitions.

Under IFRS 6 the Group is required to

assess impairment triggers and perform an

impairment under IAS 36 where triggers are

identified. See note 6 of the consolidated

financial statements.

The Audit Committee reviewed the impairment indicator assessment which

considered specific factors in relation to each exploration property. It reviewed

management’s conclusion for those exploration properties where an

impairment assessment were required and reviewed and challenged the

assumptions per the impairment assessments which resulted in a total

impairment charge of $122.6 million, The Audit Committee is satisfied that the

appropriate impairment of mining interest to recoverable value has been

recognised and disclosed in the consolidated financial statements for the year

ended 31 December 2023.

Tax claims in differing jurisdictions

There are material tax claims present

across the Group. There is a risk that the

identified claims are incomplete and that

management has not recorded adequate

provisions for those claims which have been

received. Management is required to assess

income tax claims with reference to IFRIC

23, Uncertainty over Income Tax Treatments

and for non-income taxes, and those arising

out of other taxes and customs audits,

under IAS 37, Provisions.

See note 21 of the consolidated financial

statements.

Throughout the year, the Audit Committee received updates on the status of

tax claims and the associated provisions. It reviewed the year-end tax report

prepared by management summarising all significant actual and potential tax

claims present across the Group which in some instances included input from

external auditor to the Group, other external advisors as well as

management’s evaluation of each, in accordance with the relevant guidance

(IAS 37 - Provisions, Contingent Liabilities, Contingent Assets, IAS 12 - Income

Taxes, and IFRIC 23 - Uncertainties over Income Tax Treatments). The Audit

Committee reviewed the judgements made in evaluating the various tax

exposures as well as the significant changes to the prior year. It also received

a report from the external auditor and reviewed management’s disclosures

related to income taxes and uncertain tax provisions in the 2023 consolidated

financial statements and is satisfied that the appropriate amounts are

recognised at 31 December 2023.

Significant issues and judgement

addressed by the Committee How the Committee addressed the issues during 2023

144

Audit Committee report

continued

Endeavour Mining plc

Annual Report 2023

Each of the areas set out in the

previous table also represented key

audit matters or otherwise areas of

audit focus for BDO and, accordingly,

the Committee was provided with

detailed written and oral presentations

by the engagement team on each of

these matters. The BDO team reporting

to the Audit Committee also covered

other matters of judgement and

estimates included in note 3 to the

consolidated financial statements. On

the basis of their work, BDO reported to

the Committee no inconsistencies or

misstatements that were material in the

context of the Financial Statements as a

whole. A summary of the work

undertaken by BDO on these key

matters along with matters arising from

the Investigation is set out in their Audit

Report on page 176 to 184.

Relationship with the external auditor

The Audit Committee has primary

responsibility for managing the

relationship with the external auditor,

including assessing their performance,

effectiveness, independence and

objectivity annually and recommending

to the Board their reappointment or

removal.

The Committee noted the new minimum

standard for Audit Committees which

was issued by the Financial Reporting

Council (“FRC”) in May 2023 and

confirms that it will continue to comply

with these recommended standards.

The paragraphs below set out how the

Audit Committee has discharged its

responsibilities with respect to the

external auditor.

Scope of work and professional

scepticism

During the year, the Audit Committee

has considered the nature, scope and

results of the external auditor’s work. It

has also received and reviewed reports

from the Group’s external auditor

relating to the Group’s Annual Report

and Accounts, interim reviews and the

external audit process.

The quality of the audit is of paramount

importance to the Committee and the

agenda and accounting matters

presented to the Committee, are often

the outcome of many weeks or months

of work undertaken by BDO and

management. The regular discussions

held outside the Committee meeting

allow the Chair of the Audit Committee

to assess the level of professional

scepticism and challenge that our

external auditor applies to management.

After each Committee meeting, the

Committee also holds a private session

with the external auditor, without

management present, where BDO is

challenged on whether they have

maintained their independence and

objectivity from management in

considering key matters and whether

there are areas of concern that they

wish to bring to the Committee’s

attention.

In respect of the audit for the financial

year ended 31 December 2023, BDO

presented their audit plan to the Audit

Committee. The audit plan included the

audit strategy, scope, timeline and an

assessment of audit risks and robust

testing procedures. The audit plan also

outlined the impact of ISA (UK) 315

(Revised) which introduced significant

changes in the approach to risk

identification and assessment, which

are intended to drive a more focused

response from the external auditor to

identified risks, and which had

implications for the completion of the

2023 audit.

The Audit Committee approved the plan

following discussions with both BDO and

management.

The Committee received a detailed

report from BDO in advance of the

March 2024 meeting and I can report

that all key matters and areas of

challenge were satisfactorily resolved

with no disagreements between the

external auditor and management.

Some immaterial audit differences were

noted and reported to the Committee.

Audit tendering

BDO was first appointed as external

auditor of the Group in August 2020,

when a formal tender was conducted to

appoint the new external auditor. Matt

Crane has been the BDO lead partner

since August 2020, before the Company

listed in London in June 2021. He can

remain lead partner for a five-year period

from the start of his tenure. Another

audit tender must be concluded on or

before the 2030 audit and the Audit

Committee will continue to review the

appropriate timing of any such tender.

Audit and non-audit fees

The Company incurred $2.0million in

audit services related fees to BDO, the

external auditor of Endeavour Mining

plc, for the financial year ended 31

December 2023.

The Company has adopted a non-audit

services policy in compliance with the

FRC’s Revised Ethical Standard which

limits BDO to working on the audit or

such other matters where their expertise

as the Company’s external auditor

makes them the logical choice for the

work and/or it is required by law or

regulation. All of the services to be

provided, require pre-approval by the

Chair of the Audit Committee. This is to

preserve BDO’s independence and

objectivity. The Company paid $0.4

million in audit related fees which

related to the quarterly and interim

reviews and $1.1 million in non-audit

fees to BDO for the financial year ended

31 December 2023. The non-audit fee

to audit fee ratio for the current year is

75%. The nature of the non-audit

services in the current year fees related

to quarterly reviews and reporting

requirements associated with M&A

where it would be expected to appoint

the statutory auditor. The non-audit fees

to audit fees ratio over a three-year

period, which was first applicable in the

year ended 31 December 2023 was

64%. Further details can be found in

note 5 to the consolidated financial

statements.

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Endeavour Mining plc

Annual Report 2023

Audit effectiveness and independence

In accordance with the guidance set out in the FRC’s ‘Practice Aid for Audit Committees’ the assessment of the external audit

has not been a separate compliance exercise, or an annual one-off exercise, but rather it has formed an integral part of the

Audit Committee’s activities. This has allowed the Audit Committee to form its own view on audit quality and on the

effectiveness of the external audit process, based on the evidence it has obtained during the year.

Sources of evidence obtained and observations during the year:

• By referring to the FRC’s ‘Practice

Aid on Audit Quality’.

The Audit Committee has looked to this practice aid for guidance and has ensured that

assessment of the audit is a continuing and integral part of the Audit Committee’s

activities. The Audit Committee has reviewed the FRC 2022/23 Audit Quality

Inspection Report on BDO along with a qualitative assessment against key criteria for

a high-quality audit such as lead partner engagement, effective project management,

and issues resolution including appropriate evidence of challenge to management.

The audit was last subject to independent review by the FRC AQRT team in 2022 in

respect of the audit of year end 31 December 2021. The Audit Committee has had no

interactions with the FRC during the year.

• Observations of, and interactions

with, the external auditor including

demonstration of professional

scepticism and challenge.

The Audit Committee has met with the external audit lead partner without

management present throughout the year and has considered the effectiveness,

objectivity, skills, capacity and independence of BDO considering all current ethical

guidelines, and was satisfied that all these criteria were met. Areas where the external

auditor challenged management included the key assumptions related to the

calculations of impairment and assessment of tax exposures.

• The audit plan, the audit findings

and the external auditor’s report.

The Audit Committee examines these documents and reviews them carefully at

meetings and by doing so it has been able to assess the external auditor’s ability to

explain in clear terms what work they performed in key areas, and also assess

whether the description used is consistent with the information communicated to the

Audit Committee at the audit planning stage. The Audit Committee has also regularly

challenged these reports in the meetings and reviewed the content of the long-form

audit report, that has described for shareholders the key audit matters and other

significant information.

• Input from those subject to the

audit.

The Audit Committee has requested insights from the Chief Financial Officer, Group

Controller, and the Head of Internal Audit during the audit process on the performance

of BDO. We expect to review this detailed feedback at our meeting in May 2024.

• Independence considerations.

As noted previously, the Audit Committee reviews the level of non-audit work

undertaken, which is limited to services where it would be expected that the external

auditor would be appointed, such as quarterly reviews and reporting accountants’ work

where similar independence considerations apply. BDO shares its ongoing

assessment of independence and where safeguards are required, these are disclosed

to the Audit Committee.

Having regard to these matters the Audit Committee is satisfied with the effectiveness of the external audit process and is

satisfied that BDO continues to be independent and objective. The Audit Committee has recommended to the Board that BDO

be re-appointed as the Group’s external auditor. Accordingly, a resolution proposing the re-appointment of BDO will be put to

shareholders at the 2024 AGM.

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