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By Karl J. C. Harries

"8.1. INTRODUCTIONThe purpose of this chapter is not to provide precedents or examples of provisions, but rather to offer some comments that may be worth considering in the negotiation or review of an agreement. These comments are not intended to be exhaustive. It must also be noted that, although the chapter is written in the context of a common law joint venture, the concepts and concerns for the most part apply equally to a corporation that is owned by only a few shareholders for the purpose of participating in the project held by the corporation.The corporation has the advantage of having much of its organization established by local corporate law, but the particular wishes of the shareholders will appear in a shareholders’ agreement. The principal differences will be surprisingly small, save for the acquisition provisions that appear in a farm-in agreement1 and the substantial portion of the joint venture agreement devoted to creating and organizing the joint venture entity. Where the joint venture agreement refers to venturers and committees, the shareholders’ agreement will refer to shareholders and the board of directors, but both will have to deal with such basic matters as decision-making, default, dispute resolution, first refusals, funding, and carrying out work on the project. For convenience, this chapter usually refers to “venturers”, which may be taken to include shareholders.Negotiations give rise to many varying circumstances and concerns, and the main asset of the negotiator is an open and flexible mind. A desired result can often be accomplished indirectly in circumstances where the other side has adopted an inflexible position on a suggested approach. As precedents and standard forms tend to focus a negotiator’s thinking, they can be counterproductive. It is after the deal has been agreed to that a precedent can be of great assistance to the draftsman.The concepts are arranged in alphabetical order for convenience, not to suggest their sequence or position in an agreement or their relative importance. An agreement should adopt a progression of subjects in what the parties consider a logical sequence to read and work with. However, experience has indicated that it is best to set out in a single article the substance of the deal (i.e. the terms relating to the farm-in and what the acquiring party has to do to acquire his interest), preferably near the beginning of an agreement. The acquisition of the interest is, after all, the first order of business. The joint venture provisions will then follow in a reasonable sequence. It is also worthwhile to devote a single article to any special provisions that may apply during the earn-in period. For example, it may be provided that, although all work is to be done by the acquiring party as operator (with the duty of care, liability, and reporting requirements as set out in the joint venture sections of the agreement), but during the acquisition period, the acquiring party, acting as operator, may be at liberty to do such work as he wishes, without the need for any committee or other approvals, and committee meetings may be suspended.2An agreement is divided into paragraphs and articles to make it easier for the parties to read and understand, and to assist a party in finding “that provision” when the need arises. A comprehensive table of contents will also assist the parties who must work under an agreement. An added benefit of a table of contents is that in preparing it, the draftsman sees the overall structure of the agreement and will often catch and correct flaws."

Jan 1, 2003

By Steve Kral

It seems that mining has been in the doldrums for awhile. Except for gold, metals prices remain depressed. And economic conditions in the United States and around the globe have put governments in a financial bind. This affects new building and infra-structure repairs, which, in turn, have a major impact the building materials industry. Add to that the severe environmental and regulatory restrictions placed on the mining industry in developing new mines and expanding existing ones. It’s enough to make a mining engineer/geologist/metallurgist go sell real estate. So why do those employed in the mining industry stay in the business and remain optimistic? Many of them will say that they have been through down cycles before and know that an upswing is in the offing. They also know that society will always need the commodities they produce. And they love the challenge. The challenge in mining’s case is producing commodities as cheaply as possible, in an environmentally sound manner and improving the quality of life in the communities where they work.

Jan 1, 2003

"Developed by CRIRSCO, IRT is a document that draws on the best of the CRIRSCO-style reporting standards. These reporting standards are recognised and adopted world-wide for market-related reporting and financial investment.The IRT is not an international reporting code and does not supersede existing national reporting standards. Rather it is a guideline that encapsulates the content of these standards for the benefit of the international mining industry and its various stakeholders.The template is a 'living document' that is continuously updated and improved as new national laws, rules, codes and guidelines are created or amended.The International Template is advisory only and where national codes already exist, these will take precedence. The International Template is intended to assist those countries that either do not have a reporting code or whose code is outdated, to produce a new code consistent with international best practice. It also provides a consolidated version of national codes that reflects their compatible international components and may thus be used in comparisons with other international reporting systems. The word 'Template' is used advisedly to indicate that this document is a model for code development and does not in itself constitute a 'code' which implies that it has legal or other regulatory force.From this point forward, the Template includes words that imply a mandatory action, such as ""requires"", ""applies"", ""must"" etc. This is to enable the Template to be easily adopted by countries and organisations wishing to do so, and does not imply that the Template itself is a mandatory reporting standard.INTRODUCTION2 In this edition of the International Reporting Template (""The Template""), important terms and their definitions are highlighted in bold text. The guidelines are placed after the respective Template clauses using indented italics. They are intended to provide assistance and guidance to readers for interpreting the application of the clauses in the Template.Indented italics are also used for Appendix 1 — 'Generic Terms and Equivalents"", and Table 1 —'Check List of Assessment and Reporting Criteria' to make it clear that they are also part of the guidelines for the application of the Template.Appendix 1 contains a table of generic terms and their equivalents, designed to avoid unnecessary duplication or ambiguity in the textAppendix 2 provides Rules of Conduct for Mineral Resource and Mineral Reserve estimators that may be considered in addition to the Codes of Ethics or Practice normally applying to members of professional institutions."

Jan 1, 2003

By Craig Haase

A. Introduction

Jan 1, 2003

By Karl J. C. Harries

"14.1. INTRODUCTION1The boilerplate of an agreement is not a single provision, but a series of provisions that are expected in “every agreement”. They are sometimes also referred to as the “lawyer’s provisions”. Many businessmen consider the boilerplate to be superfluous and, to some extent, window-dressing by the lawyers – even legalese. They will often offer advice to the effect that it can “pretty well be ignored”. Such advice could not be more wrong.Most boilerplate provisions are essential parts of every agreement. Some may be part of a “standard package” and may have little relevance to the agreement at hand, but these are the exception rather than the rule. The exceptions should not be treated as justification for giving all these provisions short shrift. The boilerplate should receive the same review, consideration, and negotiation as the provisions that set forth the business deal. It is often these provisions that make the deal work or that are turned to at the time of disputes. If they are inadequate, as they sometimes are (unfortunately, some draftsmen are also loath to review or update their standard boilerplate provisions or to tailor them to the deal at hand), they can create problems, rather than offer solutions. Such problems can be costly and time-consuming for the parties to address. Inadequate or incomplete provisions may ultimately be one of the reasons for the parties to turn to the courts to settle their differences. On the other hand, good boilerplate provisions can help keep them out of the courts.One of the principal objectives of an agreement should be to provide procedures, or mechanics, for implementing agreed principles and for the parties to follow to settle their differences, real or perceived, without going to the expense and disruption of a lawsuit. An agreement should aim to keep the parties away from the courts, not serve as a springboard to the courts. It must nevertheless be acknowledged that, if there is a major falling-out among the parties to an agreement, the chances are that, however carefully the provisions of that agreement have been negotiated and drafted, the parties will end up before the courts or some other adjudicating body."

Jan 1, 2003

By S. K. Kawatra, T. C. Eisele

"Coal-fired electrical power generation plants produce 56% of all the electricity in the U. S., burning approximately 860 million tons of coal annually. This results in production of 58 million tons of fly ash; 19 million tons of bottom ash and boiler slag, and 23 million tons of desulfurization sludges. These are a considerable disposal problem, and it would therefore be very valuable to be able to sell these residues and byproducts as useful materials, rather than paying to dispose of them in landfills. However, utilization rates are currently very low, below 32% even for the most thoroughly commercialized combustion byproduct (fly-ash). This poor utilization rate is a result of the high impurity content of combustion byproducts, which make them unsuitable for existing markets. The experiments described in this paper were therefore carried out to study the application of mineral processing techniques to upgrading combustion byproducts.Experiments were conducted to upgrade and purify low-grade combustion products to produce highgrade, readily saleable materials. A process was developed for removing unburned carbon from coal fly-ash by froth flotation, using reagents originally developed for flotation of oxidized coals. This technique could reduce the carbon content of fly-ashes containing up to 11.1% carbon to less than 2%. The froth product was sufficiently carbon-rich that the recovered carbon has value as fuel, or as low-grade activated charcoal.Fly ash was also examined as a binder for producing iron ore pellets, primarily as a substitute for bentonite. It was found that Class F fly ash in combination with an activator (calcium hydroxide) was an effective pellet binder at dosages comparable to the currently-used dosages of bentonite clay. While the flyash worked very well alone, tests in combination with bentonite showed that fly-ash/bentonite mixtures had significantly worse binding performance than either pure bentonite or pure fly-ash-based binder. This was determined to be due to the fact that bentonite and fly ash have profoundly different binding mechanisms, with fly-ash undergoing a pozzolanic chemical reaction while bentonite binds through a physical attachment process."

Jan 1, 2003

By Chris A. Fleming

"The ability to recover cyanide from gold plant tailings has been known almost as long as the cyanidation process has been practiced, but there has been little incentive to process tailings in this way in the past. With the development of technologies that make it possible to recover and recycle free or complexed cyanide directly from gold plant slurry tailings, which indicates, on paper at least, significant cost savings compared to cyanide destruction, coupled with the introduction of legislation to seriously limit the discharge of cyanide to the environment in most gold-producing regions of the world, many companies are evaluating the cyanide-recovery alternative.There is arguably an even more compelling reason for mining companies to consider cyanide recycling. With the growing storm of negative public opinion that the use of cyanide in the mining industry is attracting - following several highly publicized spills over the last couple of years - the time has come for the gold industry to demonstrate environmental diligence and stewardship in the use of this commodity that is so vital for their industry. There is no doubt that the widespread implementation of cyanide recycling will reduce the impact of the cyanidation process on the environment, both by reducing the risk of spills (with less cyanide being transported from manufacturing plants to gold mines), and by reducing the loading of toxic and nontoxic metals and ions in the tailings.This paper briefly discusses the pros and cons of the different processes that are available for the treatment of gold plant tailings to regenerate and recovery cyanide for recycling, and presents a techno-economic argument for the incorporation of this technology into many gold plant flowsheets today."

Jan 1, 2003

By Lawrence Devon Smith

"This paper examines the impact of the various assumptions that go into an economic evaluation, and shows how these can be combined to show an exciting result that may not really exist. An example of an embellished case (the kind that one frequently sees when projects are being promoted) is developed and the cumulative impact is analysed to show the actual project underneath. The paper also points out some areas to watch for overly optimistic assumptions such as prices, inflation, and debt. The concept of a ""bare bones"" base case is proposed (constant metal prices, constant dollars, no inflation, no debt, no interest, on a project basis, after tax) as a common reference point.As well, the discount rate is examined as a fundamental means of reflecting risk in discounted cash flow evaluations. Current industry practice is discussed, and a methodology for the analysis of risk levels is proposed that assesses the constituent components of the discount rate: real interest, mineral project risks, and country risk.INTRODUCTIONOften, the first time that all of the technical and economic data for a mineral project comes together in one place is when the economic evaluation is developed. This typically happens when work on the project has progressed to a sufficient level of detail that the effort to produce a year-by-year cash flow is justified, usually at the pre-feasibility or feasibility study stage. The data involved will include:• production; tonnes waste and ore mined, ore grade, mining recovery, metallurgical recovery, metal sold• revenue; metal price, smelting & refining charges, marketing costs• operating Costs; mining, milling, administration, fees, royalties• capital Costs; exploration, development, construction, indirect costs (engineering, management), contingencies, start-up, inventories, working capital, replacement and sustaining capital, closure costs• taxes and royalties• exclusions; depreciation (this is not a cash item), sunk costs (only costs going forward)."

Jan 1, 2003

By S. K. Kawatra, T. C. Eisele

"Coal-fired electrical power generation plants produce 56% of all the electricity in the U.S., burning approximately 860 million tons of coal annually. This results in the production of 58 million tons of fly-ash; 19 million tons of bottom ash and boiler slag, and 23 million tons of desulfurization sludge.s annually. These are a considerable disposal problem, and it would therefore be very valuable to be able to sell these residues and by-products as useful materials, rather than paying to dispose of them in landfills. However, utilization rates are currently very low, below 32% even for the most thoroughly commercialized combustion byproduct (fly-ash). This poor utilization rate is a result of the high impurity content of combustion byproducts, which makes them unsuitable for existing markets.Mineral processing techniques are useful for upgrading and utilizing combustion by-products. Fly-ash can be processed to remove unburned carbon, or utilized as a binder component in ore pelletization and agglomeration processes; bottom ash can be processed to produce certain aggregate grades; CO2 emissions can be sequestered using modified leaching techniques; and many scrubber sludge’s require processing before they can be used for producing gypsum products.The experiments described in this paper were carried out to study the application of mineral processing techniques to upgrading combustion by-products, particularly flue-gas scrubber sludge. A process was developed for upgrading unoxidized Flue-Gas Desulfurization (FGD) sludge’s by removing the primary impurity (unreacted limestone). A combination of hydrocycloning followed by froth flotation reduced the limestone concentration to as little as 1.7%, while recovering 66% of the sludge weight as a clean product. The recovered limestone was sufficiently concentrated that it could be recycled to the scrubber for more complete utilization."

Jan 1, 2003

By Olgac Kangal, Ali Guney, Gulay Bulut, Guven Onal, Ayhan A. Sirkeci

This paper presents the results of pilot scale column flotation applications in the two different copper concentrators in Turkey. The Kure Copper Plant is located in the Black Sea Region of Turkey. In Kure, a very fine grinding requirement for an adequate level of liberation makes a successful flotation difficult and consequently the final concentrate can hardly assay above 16% Cu Column flotation tests were conducted at the plant site using two different column types The experiments proved that the grade of the concentrate could be increased from about 14% Cu to 25-26% Cu. Murgul Cakmakkaya Copper Concentrator is the largest copper concentrator in Turkey. Although concentrate production capacity is around 170,000 tons annually with 22-23% Cu content, this figure tends to be much lower than that. In Murgul a Turbo Column of Multotec Company of South Africa was employed. As a result of systematic column flotation tests, the grade of the concentrate was increased from 20.3% Cu to 28.7% Cu.

Jan 1, 2003

By U. M. J. Boin, W. L. Dalmijn, T. P. R. de Jong

"This paper explores the complex interrelationship between the resource cycle, recycling and metal production as a function of economics, environmental legislation, and product design. It is argued that central to optimising this resource cycle lies the control in particular of physical separation plants by the application of advanced sensor technology and sorting equipment, as well as suitable control and sampling algorithms supported by optimising mass balance models.Metals are produced through a long chain of processes. For primary resources, metals production goes through mining, mineral processing, ore smelting, conversion and refining steps or via low temperature hydrometallurgical processes, or a combination of both pyro- and hydrometallurgical operations. For the recycling of resources, metals are separated and recovered from metal scrap, which plays an increasingly important role in the world. Metals after being produced, either from primary or recycling resources, have to be further refined or manufactured into various types of alloys and finally shaped into different products for the end-users. Since the end-user discards products the contained materials find their way back into the resource cycle as scrap. Therefore, controlling the metallurgical reactors also controls, in a much broader sense, the material quality in the complete metals cycle, from the production phase, to the end-use phase, up to the recycling phase (Reuter et al., 2003). The recycling phase includes separation of materials into saleable intermediate products, which are reintroduced into the production phase as a recycling resource. Therefore, the metallurgical processes in each unit operation in the metals production and processing chain have to be controlled, so as to achieve optimal performance of high product quality, low energy and materials consumption, and low environmental impact."

Jan 1, 2003

By Karl J. C. Harries

Mineral Agreements and Royalties

Jan 1, 2003

By Corinne Boone

CO2e.com, LLC - launched in November 2000 - aims to be ?the global hub for carbon commerce.? CO2e.com is a subsidiary of the Cantor Fitzgerald Group, one of the world?s leading brokerage firms Recent Investor in CO2e ? Mitsui & Co. Alliance with Cantor Fitzgerald Environmental Brokerage Services Group (CFEBS) Offices in London, Toronto, Tokyo, New York, San Francisco, Los Angeles, Connecticut, Houston Primary Goals/Benefits of ET § Goals of Emissions Trading: ? Permit Industrial Growth/Expansion ? Promote Economic Efficiency and Flexibility in Meeting Air Pollution Standards § Benefits of Emissions Trading: ? Enhance Air Quality w/o Economic Stagnation ? Encourage Development of New Technology ? Foster Most Efficient Use of a Limited Resource -- Clean Air § Contributes to Sustainable Development and objectives of UNFCCC, Kyoto Protocol?.

Nov 1, 2002

By Doug Russell

Natsource: At a Glance l 160 employees l Global reach ? New York, Washington, Calgary, Ottawa, Toronto, London, Tokyo l Major Environmental Commodity Broker ? Rated as Top GHG Broker (Environmental Finance Magazine Survey, Dec. 2000 & 2001) ? Leading RECs Broker ? Large Broker of SO2, NOx l Large Energy Broker ? One of Highest Volume Gas Brokers ? Major Electricity Broker Overview l International Market l Implementing the Rate-Based Proposal l Assessment and Management of Risk from GHG Emissions Limitations

Nov 1, 2002

By Jorge Oviedo

La planta de lixiviación, extracción por solventes y electrodeposición (L-SX-EW) de Southern Perú es una operación hidrometalúrgica dedicada a la lixiviación ácido – bacteriana de los botaderos de mineral de baja ley de la Mina Toquepala, para la producción de cobre catódico de la más alta pureza. En ese sentido, el presente trabajo describe la evolución del sistema de control y supervisión de esta planta minera en Cuajone. Para ello, dicha planta debe tener una actualización constante de sus sistemas de control y ser capaz de cambiar con la velocidad a la que avanza la tecnología de Control de Procesos. Asimismo, debe contar con personal calificado que permita el desarrollo y modernización de los sistemas sea continuo y no dependa solo de expansiones y ampliaciones ejecutadas por especialistas externos. De forma que este software de supervisión, no solamente considera la capacidad de operar la planta, si no debe ser una ayuda tanto para el operador como para brindar información en la correcta toma de decisiones.

Aug 25, 2002

Building off the enthusiasm generated by Credit Suisse First Boston on the potential benefits of an industry-wide effort to market gold jewellery, a group of gold producers, led by Randall Oliphant, CEO of Barrick Gold, decides to investigate the long -term impact of launching a significant marketing initiative to stimulate demand for gold jewellery. The group establishes an international Steering Committee representing producers of differing sizes, members and non-members of the World Gold Council. This Committee comprises representatives from AngloGold, Barrick, Gympie Gold, Kinross, Randgold, and Sons of Gwalia and is supported by the Australian Gold Council, the Gold and Silver Institute, and CSFB. The Steering Committee hires McKinsey to assist it by conducting an independent review of whether investment in a large-scale marketing initiative for gold jewellery would be effective in increasing demand for gold, and ultimately of significant economic benefit of the gold industry. Based on McKinsey?s review* and its own discussions with key stakeholders across the industry, the Steering Committee strongly believes the case for marketing is compelling and sufficiently proven to persuade the industry to undertake a major initiative over the next few years. The Steering Committee, supported by McKinsey, conducts briefings with a range of gold producers to share its findings and to understand producers? perspectives on an industry-funded marketing campaign. The Steering Committee is asking for your support to bring this industry-funded marketing campaign to life.

May 1, 2002

By Denis Labrie

Le minage en profondeur sous contrainte modérée à élevée présente de nombreux défis aux opérateurs et aux ingénieurs de mine notamment au niveau du contrôle de terrain et de l?environnement minier souterrain, pour assurer la sécurité des travailleurs sous terre et la continuité du cycle d?opération. Des conditions de contrainte élevée signifient une pression accrue au front de taille et sur les structures minières tels les piliers de mine et les fins de zone, un risque de rupture violente ou de coup de toit plus élevé, des zones de rupture plus grandes au pourtour des excavations, des charges accrues sur le support de terrain, etc. Le présent article fournit un aperçu du travail fait à l?intérieur du Programme de Contrôle de terrain de CANMET au cours des sept (7) dernières années, entre 1995 et 2001, pour comprendre et suivre l?évolution des niveaux de contrainte à l?intérieur des structures minières. Les propriétés déterminées en laboratoire sur des échantillons rocheux et les prévisions effectuées au moment de la conception sont comparées avec les observations effectuées en chantier à la paroi des excavations et à l?intérieur de la masse rocheuse. La plupart des cas discutés ici montrent une corrélation satisfaisante entre les observations effectuées en chantier d?une part, et les résultats d?essai obtenus en laboratoire et les calculs réalisés lors de la conception d?autre part. Ces observations peuvent donc être considérées comme des moyens relativement sûrs pour vérifier et suivre l?évolution des niveaux de contrainte présents à l?intérieur des structures minières.

May 1, 2002

The Project ? $1.4 billion project ? 59,000 tonnes of nickel and cobalt ? Large resource base ? First production end of 2004 The Place ? Half the size of Vancouver Island ? Population 210,000 ? 43% Melanesian, 37% European, 12% other South Pacific groups, 8% other nationalities ? Tourism principal industry ? 1/3 of world?s nickel resources The Politics ? French Overseas Territory ?1998 Noumea Accord: increased local control over domestic policy ? Referendum on independence in 2014 ? Seeking more economic autonomy, less dependence on French support

May 1, 2002

By Robert G. Boutilier

So far, most social performance monitoring systems have not gone beyond listing the impacts on various stakeholders. Executives have had to rely on intuition to devise interventions that would improve the impacts. This paper describes a survey process, known as the Stakeholder 360 (S360), which eliminates much of the guesswork. The paper reviews key studies showing that raising the levels of communication, trust, and common vision among stakeholders leads to the acquisition of the resources needed to improve the socio-economic situation. Therefore, the Stakeholder 360 measures the levels of these three factors in the relationships between a company and its stakeholders, and among the stakeholders themselves. In a validation study at a gold mine in rural Papua New Guinea, the S360 produced a socio-political ?roadmap? that showed management and stakeholders alike which relationships need more communication, trust, or common goals/vision. Management used the findings to create alliances that helped the government move forward on a regulatory regime for the mine closure. The community used the findings to focus its planning for life after the closure. An S360 survey conducted six months later revealed a decline in dependence on the mine and an overall increase in levels of mutual understanding.

May 1, 2002

By Steven D. Botts

The Antamina project, owned by BHP Billiton Plc, Mitsubishi Corporation, Noranda Inc., and Teck Cominco Ltd. , is a $2.3 billion copper/zinc project, located in the Ancash Department in Perú. The project consists of an open pit mine, a 70,000 ton per day concentrator, a 302 Km. long concentrate pipeline, port facilities, a new access road, power line, and town site. The project is designed to produce up to 1.5 million tonnes per year of copper and zinc concentrates over a 23-year project life, and will be the third largest producer of zinc and the seventh largest producer of copper in the world. This mega project is the largest mining investment in the country and, during its construction stage, was the most important construction project worldwide. On May 28th, 2001, Antamina commenced testing operations and four months later, it reached commercial production. Antamina was officially inaugurated on November 14th, 2001 by Peruvian president Alejandro Toledo. The construction stage of the project generated 8,000 direct jobs, with a peak of 10,000 employees, and 30,000 indirect jobs. The permanent workforce consists of approximately 1650 employees, the vast majority of which are Peruvian Nationals; around 30% of whom came from the department of Ancash where the deposit is located. Approximately 5,800 indirect jobs will be generated from the project. Independent sources state that Antamina will increase the Peruvian mining exports by 30% and Peruvian GDP by 1.4% within its first year of full operation in 2002. Since winning the privatization bid for the project in 1996, the company has implemented a successful approach to community development and environmental protection based on sustainable development principals. Throughout the development of the project, a number of initiatives have been undertaken to ensure full involvement of the local populations in community development activities and the company?s environmental program. Due to its size, difficult logistics, cultural considerations and financial aspects, the project has faced a number of unique challenges in the area of environmental protection and management of community interaction. Antamina has been innovative in its approach to these issues, and as a result, has set new standards in Perú for environmental and community management, and sustainable development.

May 1, 2002