Golden Saint Resources Regulatory News (GSR)

23 December 2015

Golden Saint Resources Ltd

("Golden Saint" or the "Company")

Operational Update and Subscription

Operational update 

a) Update on Exploration Licence renewals

Further to the Company's announcement on 24 November 2015, Golden Saint wishes to advise that Golden Saint Resources (Africa) Limited (the Company's 75% owned subsidiary) is still in the process of submitting all necessary documentation for the renewal of its exploration licences for Tongo and Baja, which have expired, and will shortly commence a similar process for the renewal of its exploration licence in Moa, which will expire on 27 January 2016 ("Exploration Licences"). The Board has been advised by Mr Alimamy Wurie, the Company's Mining and Business Development Consultant who was previously employed as a Government Mining Engineer in the Sierra Leone Ministry of Mineral Resources, where he served for over 30 years before retiring in 2008 as a Director of Mines, that the licences continue to be valid and that operations can continue while the licence renewal application goes through the following stages:

i. The Mineral Advisory Board ("MAB") recommends and assesses the application and makes recommendations to the Minister of Mines.

ii. The Minister approves the recommendation of the MAB.

iii. The National Mineral Agency ("NMA") notifies the applicant about the approval, quoting the new licence fee, and requests for acceptance of the offer.

iv. The applicant accepts the offer in writing.

v. The NMA issues the order to pay based on the new fees.

vi. The applicant makes arrangements for the payments of fees as per the NMA's instructions.

vii. The NMA prepares the new licence and submits it to the Ministry of Mines, to be signed by the Minister and countersigned by the Permanent Secretary.

viii. The signed licence is handed over to the applicant for it to be registered at the Administrator General's Office before the new licence becomes valid.

The Board's experience is that the licence renewal stages listed above can take up to two or more months to be effected once the documentation for an application to renew an exploration licence is received by the MAB. The Board is confident that it has met all the requirements for the Exploration Licences to be renewed but is aware that it might be required by law to reduce the size of its licence areas and that such renewals are subject to approval by the Minister of Mines and the National Mineral Agency in Sierra Leone.The Company anticipates being able to update shareholders in relation to the approval of the Exploration Licences during the first quarter of 2016.

b) Sponsorship of artisanal licence areas

As announced by the Company on 12 August 2014, 14 August 2014 and 16 October 2014, Golden Saint Diamonds SL Ltd (a 75% owned, Sierra Leone, subsidiary of Golden Saint with the minority 25% being held by local people) entered into agreements to sponsor a total of eight artisanal mining licences, five of which (located in the Southern Chiefdom of Makpele, Ngelehun) expired in October 2015 and have not been renewed. The remaining three agreements to sponsor artisanal mining licences in the villages of Rowaka (Chiefdom of Konike Barina in Tonkolili), Gelehun (Makpele Chiefdom) and Mamie (Soro Gbema Chiefdom) are currently valid until 8 August 2017, 7 August 2017 and 7 August 2017 respectively, but may be renewed. The Company confirms that there is currently no ongoing work being progressed under these agreements and therefore the Company does not expect to receive any future revenues from these sponsorship agreements nor does it intend to renew any of these agreements as they fall due unless it is recommended that they do so by Rock Forage Consulting Services, the Company's technical and exploration consultant. The Company intends to focus its resources going forward on its Exploration Licence areas, in particularly on the Tongo area.

Subscription

The board of Golden Saint is pleased to announce that that on 23 December 2015 the Company raised £5,000 by the issue of 14,285,714 new Ordinary Shares of no par value in the Company ("Ordinary Shares") ("Subscription Shares") at a subscription price of 0.035 pence per share ("Subscription"). The Subscription is conditional upon admission of the Subscription Shares to trading on AIM. 

The Company intends to use the proceeds of the Subscription for general working capital purposes.

The Subscription Shares will rank pari passu with the existing Ordinary Shares and application has been made for the Subscription Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and dealings in the Subscription Shares will commence at 8.00 a.m. on 6 January 2016.

Following Admission of the Subscription Shares, the Company's issued share capital will consist of 2,127,028,884 Ordinary Shares with voting rights. There are no Ordinary Shares held in treasury. This number 2,127,028,884 may be used by shareholders, following the Subscription, as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules of which the Company has incorporated Chapter 5 into its articles of association.

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