##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 20-F
 o
    
    REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 o
    
    SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Date of event requiring this shell company report
 For the transition period from  to
 Commission file number: 000-49888
 RANDGOLD RESOURCES LIMITED
  (Translation of Registrants name into English)
 (Jurisdiction of incorporation or organization)
 3rd Floor Unity Chambers, 28 Halkett Street, St. Helier, Jersey JE2 4WJ, Channel Islands
  Title of each class
    
    Name of each exchange on which registeredOrdinary Shares, par value US $0.05 per Share*
    
    Nasdaq Global Select MarketAmerican Depositary Shares each represented 
by one Ordinary Share
 *
    
    Not for trading, but only in connection with the listing of American Depositary Shares on the
Nasdaq Global Select Market pursuant to the requirements of the Securities and Exchange
Commission.  (Title of Class)
  (Title of Class)
  As of December 31, 2010, the Registrant had outstanding 91,089,370 ordinary shares, par
value $0.05 per share.
  þ o
  o þ
  þ o
  o o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
  U.S. GAAP o
    
    International Financial Reporting Standards as issued by the International Accounting Standards Board þ
    
    Other o
  o þ
  o þ




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##### 



TABLE OF CONTENTS
 Index
    
    Page No.Item 1. Identity of Directors, Senior Management and Advisers
    
    
    8Item 2. Offer Statistics and Expected Timetable
    
    
    8Item 3. Key Information
    
    
    8Item 4. Information on the Company
    
    
    21Item 4A. Unresolved Staff Comments
    
    
    61Item 5. Operating and Financial Review and Prospects
    
    
    61Item 6. Directors, Senior Management and Employees
    
    
    76Item 7. Major Shareholders and Related Party Transactions
    
    
    86Item 8. Financial Information
    
    
    88Item 9. The Offer and Listing
    
    
    88Item 10. Additional Information
    
    
    89Item 11. Quantitative and Qualitative Disclosures About Market Risk
    
    
    104Item 12. Description of Securities Other Than Equity Securities
    
    
    107Item 13. Defaults, Dividend Arrearages and Delinquencies
    
    
    108Item 14. Material Modification to the Rights of Security Holders and Use of Proceeds
    
    
    108Item 15. Controls and Procedures
    
    
    108Item 16. Reserved
    
    
    109Item 16A. Audit Committee Financial Expert
    
    
    109Item 16B. Code of Ethics
    
    
    110Item 16C. Principal Accountants Fees and Services
    
    
    110Item 16D. Exemptions from the Listing Standards for Audit Committees
    
    
    111Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
    
    
    111Item 16F. Change in Registrants Certifying Accountant
    
    
    111Item 16G. Corporate Governance
    
    
    111Item 17. Financial Statements
    
    
    111Item 18. Financial Statements
    
    
    111Item 19. Exhibits
    
    
    111EX-4.51EX-4.52EX-4.53EX-4.54EX-4.55EX-4.56EX-4.57EX-4.58EX-4.59EX-8.1EX-12.1EX-12.2EX-13.1EX-13.2EX-15.1EX-15.2
  2




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GLOSSARY OF MINING TECHNICAL TERMS
  Alteration:
    
    The chemical change in a rock due
to hydrothermal and other fluids.Archaean:
    
    A geological eon before 2.5 Ga.Arsenopyrite:
    
    An iron arsenic sulfide mineral.Birimian:
    
    Geological time era, about 2.1 billion years ago.Carbonate:
    
    A mineral salt typically found in quartz veins and as a product of hydrothermal alteration
of sedimentary rock.Chalcopyrite:
    
    A copper iron sulfide mineral.Clastic:
    
    Rocks built up of fragments of pre-existing rocks which have been produced by the processes
of weathering and erosion.Cut-off grade:
    
    The lowest grade of material that can be mined and processed considering all applicable
costs, without incurring a loss or gaining a profit.Development:
    
    Activities required to prepare for mining activities and maintain a planned production level.Diamond Drilling (DDH):
    
    A drilling method.Dilution:
    
    Mixing of ore grade material with non-ore grade/waste material in the mining process.Discordant:
    
    Structurally unconformable.Disseminated:
    
    A term used to describe fine particles of ore or other minerals dispersed through the
enclosing rock.Dyke:
    
    A sheet-like body of igneous rock which is discordant to bedding or foliation.EEP:
    
    Exclusive exploration permit.Electromagnetic:
    
    A geophysical tool used to test the electrical properties of rock to aid exploration.EP:
    
    Exploration permit.Exploration:
    
    Activities associated with ascertaining the existence, location, extent or quality of
mineralized material, including economic and technical evaluations of mineralized material.Fault:
    
    A fracture or a zone of fractures within a body of rock.Feasibility Study:
    
    A comprehensive study of a mineral deposit in which all geological, engineering, legal,
operating, economic, social, environmental and other relevant factors are considered in
sufficient detail that it could reasonably serve as the basis for a final decision by a
financial institution to finance the development of the deposit for mineral production.Feldspar:
    
    An alumino-silicate mineral.
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Felsic:
    
    A light colored igneous rock composed of quartz, feldspar and muscovite.Foliation:
    
    A term used to describe planar arrangements of minerals or mineral bands within rocks.Footwall:
    
    The underlying side of a fault, orebody or stope.g/t:
    
    Gram of gold per metric tonne.Gabbro:
    
    A dark granular igneous rock composed essentially of labradorite and augite.Gneiss:
    
    A coarse-grained, foliated rock produced by metamorphism.Gold reserves:
    
    The gold contained within proven and probable reserves on the basis of recoverable material
(reported as mill delivered tonnes and head grade).Gold sales:
    
    Represents the sales of gold at spot and the gains/losses on hedge contracts which have been
delivered into at the designated maturity date. It excludes gains/losses which have been rolled
forward to match future sales. This adjustment is considered appropriate because no cash is
received/paid in respect of such contracts.Grade:
    
    The quantity of metal per unit mass of ore expressed as a percentage or, for gold, as grams of
gold per tonne of ore.Granite:
    
    A light colored granular igneous rock composed of quartz and feldspar.Greenstone:
    
    A field term used to describe any weakly metamorphosed rock.Greywacke:
    
    A dark gray, coarse grained, indurated sedimentary rock consisting essentially of quartz,
feldspar, and fragments of other rock types.Head grade:
    
    The grade of the ore as delivered to the metallurgical plant.Hydrothermal:
    
    Pertaining to the action of hot aqueous solutions on rocks.Igneous:
    
    A rock or mineral that solidified from molten or partially molten material.In situ:
    
    In place or within unbroken rock or still in the ground.Kibalian:
    
    A geological time era.Lower proterozoic:
    
    Era of geological time between 2.5 billion and 1.8 billion years before the present.Mafic:
    
    A term used to describe an igneous rock that has a large percentage of iron magnesium minerals.Measures:
    
    Conversion factors from metric units to US units are provided below:
 Metric Unit
    
    
    
    US Equivalent1 tonne
    
    = 1 t
    
    1.10231 tons1 gram
    
    = 1 g
    
    0.03215 ounces1 gram per ton
    
    = 1 g/t
    
    0.02917 ounces per ton1 kilogram per ton
    
    = 1 kg/t
    
    29.16642 ounces per ton1 kilometer
    
    = 1 km
    
    0.621371 miles1 meter
    
    = 1 m
    
    3.28084 feet1 centimeter
    
    = 1 cm
    
    0.3937 inches1 millimeter
    
    = 1 mm
    
    0.03937 inches1 square kilometer
    
    = 1 sq km
    
    0.3861 square miles
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Metamorphism:
    
    A change in the structure or constitution of a rock due to natural agencies, such as pressure and
heat.Mill delivered tonnes:
    
    A quantity, expressed in tonnes, of ore delivered to the metallurgical plant.Milling/mill:
    
    The comminution of the ore, although the term has come to cover the broad range of machinery
inside the treatment plant where the gold is separated from the ore.Mineable:
    
    That portion of a mineralized deposit for which extraction is technically and economically
feasible.Mineralization:
    
    The presence of a target mineral in a mass of host rock.Mineralized material:
    
    A mineralized body which has been delineated by appropriately spaced drilling and/or underground
sampling to support a sufficient tonnage and average grade of metals to warrant further
exploration. A deposit of mineralized material does not qualify as a reserve until a
comprehensive evaluation based upon unit cost, grade, recoveries, and other material factors
conclude legal and economic feasibility.Moz:
    
    Million troy ounces.Mt:
    
    Million metric tonnes.Open pit:
    
    Mining in which the ore is extracted from a pit. The geometry of the pit may vary with the
characteristics of the orebody.Orebody:
    
    A continuous, well-defined mass of material containing sufficient minerals of economic value to
make extraction economically feasible.Ounce:
    
    One troy ounce, which equals 31.1035 grams.Oxide Ore:
    
    Soft, weathered rock that is oxidized.Prefeasibility Study:
    
    A comprehensive study of the viability of a mineral project that has advanced to a stage where the
mining method, in the case of underground mining, or the pit configuration, in the case of an open
pit, has been established, and which, if an effective method of mineral processing has been
determined and includes a financial analysis based on reasonable assumptions of technical,
engineering, operating, economic, social and environmental factors and the evaluation of other
relevant factors which are sufficient for a qualified person, acting reasonably, to determine if
all or part of the mineral resource may be classified as a mineral reserve.Probable reserves:
    
    Reserves for which quantity and grade and/or quality are computed from information similar to that
used for proven reserves, but the sites for inspection, sampling, and measurement are farther
apart or are otherwise less adequately spaced. The degree of assurance, although lower than that
for proven reserves, is high enough to assume continuity between points of observation.Prospect:
    
    An area of land with insufficient data available on the mineralization to determine if it is
economically recoverable, but warranting further investigation.
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Proven reserves:
    
    Reserves for which quantity is computed from dimensions revealed in outcrops,
trenches, workings or drill holes; grade and/or quality are computed from the
results of detailed sampling; and the sites for inspection, sampling and
measurement are spaced so closely and the geologic character is so well defined
that size, shape, depth and mineral content of reserves are well-established.Pyrite:
    
    A brassy-colored mineral of iron sulfide (compound of iron and sulfur).Quartz:
    
    A mineral compound of silicon and oxygen.Quartzite:
    
    Metamorphic rock with interlocking quartz grains displaying a mosaic texture.Quartz-tourmaline:
    
    A rock unit created by alteration due to the addition of silica and boron.Refining:
    
    The final stage of metal production in which final impurities are removed from the
molten metal by introducing air and fluxes. The impurities are removed as gases or
slag.Regolith:
    
    Weathered products of fresh rock, such as soil, alluvium, colluvium, sands, and
hardened oxidized materials.Rehabilitation:
    
    The process of restoring mined land to a condition approximating its original state.Reserve:
    
    That part of a mineral deposit which could be economically and legally extracted or
produced at the time of the reserve determination.Reverse circulation (RC) drilling:
    
    A drilling method.Rotary Air Blast (RAB) drilling:
    
    A drilling method.RP:
    
    Reconnaissance Permit.Sampling:
    
    Taking small pieces of rock at intervals along exposed mineralization for assay (to
determine the mineral content).Satellite deposit:
    
    A smaller subsidiary deposit proximal to a main deposit.Scoping study:
    
    A conceptual study and the preliminary evaluation of the mining project. The
principal parameters for a scoping study are mostly assumed and/or factored.
Accordingly, the level of accuracy is low. A conceptual study is useful as a tool
to determine if subsequent engineering studies are warranted. However, it is not
valid for economic decision making nor is it sufficient for reserve reporting.Sedimentary:
    
    Pertaining to or containing sediment. Used in reference to rocks which are derived
from weathering and are deposited by natural agents, such as air, water and ice.Shear zone:
    
    An elongated area of structural deformation.Silica:
    
    A naturally occurring dioxide of silicon.Stockpile:
    
    A store of unprocessed ore.Strike length:
    
    The direction and length of a geological plane.Stripping:
    
    The process of removing overburden to expose ore.
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Strip ratio:
    
    Ratio of waste material to ore material in an open pit mine.Sulfide:
    
    A mineral characterized by the linkages of sulfur with a metal or semi-metal, such
as pyrite or iron sulfide. Also a zone in which sulfide minerals occur.Tailings:
    
    Finely ground rock from which valuable minerals have been extracted by milling.Tonnage:
    
    Quantities where the ton or tonne is an appropriate unit of measure. Typically
used to measure reserves of gold-bearing material in situ or quantities of ore and
waste material mined, transported or milled.Tonne:
    
    One tonne is equal to 1,000 kilograms (also known as a metric ton).Total cash costs:
    
    Total cash costs, as defined in the Gold Institute standard, include mine
production, transport and refinery costs, general and administrative costs,
movement in production inventories and ore stockpiles, transfers to and from
deferred stripping where relevant and royalties.Trend:
    
    The arrangement of a group of ore deposits or a geological feature or zone of
similar grade occurring in a linear pattern.Ultramafica:
    
    An igneous rock with a very low silica content and rich in iron magnesium minerals.Volcaniclastic:
    
    Where volcanic derived material has been transported and reworked through
mechanical processes.Volcanisedimentary:
    
    Where volcanic and sedimentary material have been transported and reworked through
mechanical processes.Waste:
    
    Rock mined with an insufficient gold content to justify processing.Weathered:
    
    Rock broken down by erosion.
 Statements in this Annual Report concerning our business outlook or future economic performance;
anticipated revenues, expenses or other financial items; and statements concerning assumptions made
or expectations as to any future events, conditions, performance or other matters, are
forward-looking statements as that term is defined under the United States federal securities
laws. Forward-looking statements are subject to risks, uncertainties and other factors which could
cause actual results to differ materially from those stated in such statements. Factors that could
cause or contribute to such differences include, but are not limited to, those set forth under
Item 3. Key Information  D. Risk Factors in this Annual Report as well as those discussed
elsewhere in this Annual Report and in our other filings with the Securities and Exchange
Commission.
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PART I
 
 Item 1. Identity of Directors, Senior Management and Advisers
  
 Item 2. Offer Statistics and Expected Timetable
  
 Item 3. Key Information
 A. SELECTED FINANCIAL DATA
   Year Ended December
    
    
    Year Ended December
    
    
    Year Ended December
    
    
    Year Ended December
    
    
    Year Ended December$000:
    
    31, 2010
    
    
    31, 2009
    
    
    31, 2008
    
    
    31, 2007
    
    
    31, 2006STATEMENT OF COMPREHENSIVE INCOME DATA:Amounts in accordance with IFRSRevenues
    
    
    484,553
    
    
    
    432,780
    
    
    
    338,572
    
    
    
    282,805
    
    
    
    258,304Profit from operations#
    
    
    136,141
    
    
    
    113,764
    
    
    
    75,937
    
    
    
    63,539
    
    
    
    71,616Net profit attributable to owners of the parent
    
    
    103,501
    
    
    
    69,400
    
    
    
    41,569
    
    
    
    42,041
    
    
    
    47,564Basic earnings per share ($)
    
    
    1.14
    
    
    
    0.86
    
    
    
    0.54
    
    
    
    0.60
    
    
    
    0.70Fully diluted earnings per share ($)
    
    
    1.13
    
    
    
    0.84
    
    
    
    0.54
    
    
    
    0.60
    
    
    
    0.69Weighted average number of shares used in
computation of basic earnings per share
    
    
    90,645,366
    
    
    
    81,022,790
    
    
    
    76,300,116
    
    
    
    69,588,983
    
    
    
    68,391,792Weighted average number of shares used in
computation of fully diluted earnings per
share
    
    
    91,926,912
    
    
    
    82,161,851
    
    
    
    77,540,198
    
    
    
    70,271,915
    
    
    
    69,331,035Dividends declared per share
    
    
    0.20
    
    
    
    0.17
    
    
    
    0.13
    
    
    
    0.12
    
    
    
    0.10Other dataTotal cash costs ($  per ounce sold)
    
    
    699
    
    
    
    512
    
    
    
    468
    
    
    
    356
    
    
    
    293Total cash costs ($  per ounce produced)
    
    
    657
    
    
    
    510
    
    
    
    467
    
    
    
    356
    
    
    
    296
 
 #
    
    Profit from operations is calculated as profit before income tax under IFRS, excluding net
finance income/(loss). Profit from operations all arises from continuing operations. 8




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At
    
    
    At
    
    
    At
    
    
    At
    
    
    At$000:
    
    December 31, 2010
    
    
    December 31, 2009
    
    
    December 31, 2008
    
    
    December 31, 2007
    
    
    December 31, 2006STATEMENT OF FINANCIAL POSITION AMOUNTS:AMOUNTS IN ACCORDANCE WITH IFRSTotal assets
    
    
    1,994,340
    
    
    
    1,820,168
    
    
    
    821,442
    
    
    
    780,719
    
    
    
    512,164Long-term loans
    
    
    
    
    
    
    234
    
    
    
    1,284
    
    
    
    2,773
    
    
    
    25,666Share capital
    
    
    4,555
    
    
    
    4,506
    
    
    
    3,827
    
    
    
    3,809
    
    
    
    3,440Share premium
    
    
    1,362,320
    
    
    
    1,317,771
    
    
    
    455,974
    
    
    
    450,814
    
    
    
    213,653Retained earnings
    
    
    393,570
    
    
    
    305,415
    
    
    
    245,982
    
    
    
    213,567
    
    
    
    178,400Other reserves
    
    
    31,596
    
    
    
    18,793
    
    
    
    (31,387
    )
    
    
    (69,391
    )
    
    
    (59,430
    )Equity attributable to the owners of the parent
    
    
    1,792,041
    
    
    
    1,646,485
    
    
    
    674,396
    
    
    
    598,799
    
    
    
    336,063
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$000:
    
    Year Ended December
    
    
    Year Ended December
    
    
    Year Ended December
    
    
    Year Ended December
    
    
    Year Ended DecemberCosts
    
    31, 2010
    
    
    31, 2009
    
    
    31, 2008
    
    
    31, 2007
    
    
    31, 2006Mine production costs
    
    $
    247,850
    
    
    $
    196,318
    
    
    $
    186,377
    
    
    $
    136,312
    
    
    $
    115,217Depreciation and amortization
    
    
    28,127
    
    
    
    28,502
    
    
    
    21,333
    
    
    
    20,987
    
    
    
    22,844Other mining and processing costs
    
    
    20,598
    
    
    
    19,073
    
    
    
    13,675
    
    
    
    13,638
    
    
    
    13,006Transport and refinery costs
    
    
    1,653
    
    
    
    1,594
    
    
    
    2,053
    
    
    
    1,595
    
    
    
    711Royalties
    
    
    27,680
    
    
    
    25,410
    
    
    
    19,730
    
    
    
    18,307
    
    
    
    16,979Elimination of inter-company sales
    
    
    7,414
    
    
    
    1,047
    
    
    
    
    
    
    
    
    
    
    
    Movement in production inventory and
ore stockpiles
    
    
    (16,152
    )
    
    
    5,741
    
    
    
    (21,865
    )
    
    
    (11,534
    )
    
    
    (13,373
    )Total cost of producing gold determined
in accordance with IFRS
    
    
    317,170
    
    
    
    277,685
    
    
    
    221,303
    
    
    
    179,305
    
    
    
    155,384Less: Non-cash costs included in total
cost of producing gold: Depreciation
and amortization
    
    
    (28,127
    )
    
    
    (28,502
    )
    
    
    (21,333
    )
    
    
    (20,987
    )
    
    
    (22,844
    )Total cash costs using the Gold
Institutes guidance
    
    
    289,043
    
    
    
    249,183
    
    
    
    199,970
    
    
    
    158,318
    
    
    
    132,540As previously disclosed:Ounces produced *
    
    
    440,107
    
    
    
    488,255
    
    
    
    428,426
    
    
    
    444,573
    
    
    
    448,242Total production costs per ounce under
IFRS ($  per ounce)
    
    
    721
    
    
    
    569
    
    
    
    517
    
    
    
    403
    
    
    
    347Total cash costs per ounce ($  per ounce)
    
    
    657
    
    
    
    510
    
    
    
    467
    
    
    
    356
    
    
    
    296As now measured:Ounces sold*
    
    
    413,262
    
    
    
    486,324
    
    
    
    427,713
    
    
    
    444,597
    
    
    
    452,523Total production costs per ounce under
IFRS ($  per ounce)
    
    
    767
    
    
    
    571
    
    
    
    517
    
    
    
    403
    
    
    
    343Total cash costs per ounce ($  per ounce)
    
    
    699
    
    
    
    512
    
    
    
    468
    
    
    
    356
    
    
    
    293
 
 *
    
    40% share of Morila and 100% share of Loulo and Tongon       Risks Relating to Our Operations
 The profitability of our operations, and the cash flows generated by our operations, are affected
by changes in the market price for gold which in the past has fluctuated widely.
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
    
    the demand for gold for investment purposes, industrial uses and for use in jewelry;
    
    international or regional political and economic trends;
    
    the strength of the US dollar, the currency in which gold prices generally are quoted,
and of other currencies;
    
    market expectations regarding inflation rates;
    
    interest rates;
    
    speculative activities;
    
    actual or expected purchases and sales of gold bullion holdings by central banks, the
International Monetary Fund, or other large gold bullion holders or dealers;
    
    hedging activities by gold producers; and
    
    the production and cost levels for gold in major gold-producing nations.
  Price Per Ounce ($)Year
    
    High
    
    Low
    
    Average2001
    
    
    293
    
    
    
    256
    
    
    
    2712002
    
    
    349
    
    
    
    278
    
    
    
    3102003
    
    
    416
    
    
    
    320
    
    
    
    3632004
    
    
    454
    
    
    
    375
    
    
    
    4092005
    
    
    537
    
    
    
    411
    
    
    
    4442006
    
    
    725
    
    
    
    525
    
    
    
    6042007
    
    
    841
    
    
    
    608
    
    
    
    6952008
    
    
    1,011
    
    
    
    712
    
    
    
    8712009
    
    
    1,213
    
    
    
    810
    
    
    
    9722010
    
    
    1,421
    
    
    
    1,058
    
    
    
    1,2242011 (through February)
    
    
    1,411
    
    
    
    1,319
    
    
    
    1,364
  Our mining operations may yield less gold under actual production conditions than indicated by our
gold reserve figures, which are estimates based on a number of assumptions, including assumptions
as to mining and recovery factors, production costs and the price of gold.
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
    
    the results of exploratory drilling and an ongoing sampling of the orebodies;
    
    past experience with mining properties;
    
    gold price; and
    
    operating costs.
   The profitability of operations and the cash flows generated by these operations are significantly
affected by the fluctuations in the price, cost and supply of inputs.
   We are subject to various political and economic uncertainties associated with operating in Côte
dIvoire, which is currently experiencing a state of political unrest, and the success of the
Tongon mine will depend in large part on our ability to overcome significant challenges.
  Any appreciation of the currencies in which we incur costs against the US dollar could adversely
affect our results of operations.
  Our results of operations have been adversely affected by increases in fuel prices, and we would be
adversely affected by future increases in fuel prices or disruptions in the supply of fuel.
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Our business may be adversely affected if the Government of Mali fails to repay Value Added Tax, or
TVA, owing to Morila and Loulo.
     Certain factors may affect our ability to support the carrying value of our property, plant and
equipment, and other assets on our consolidated statement of financial position.
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We may not be able to recover certain funds from MDM Ferroman (Pty) Limited.
     We may incur losses or lose opportunities for gains as a result of any future use of derivative
instruments to protect us against low gold prices.
   Our underground project at Loulo, developing two mines at Yalea and Gara, is subject to all of the
risks associated with project development and underground mining.
  14




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
    
    rockbursts;
    
    seismic events;
    
    underground fires;
    
    cave-ins or falls of ground;
    
    discharges of gases or toxic chemicals;
    
    flooding;
    
    accidents; and
    
    other conditions resulting from drilling, blasting and the removal of material from an
underground mine.
  Our success may depend on our social and environmental performance.
   Actual cash costs of production, production results and economic returns may differ significantly
from those anticipated by our feasibility studies and scoping studies for new development projects.
  15




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##### Table of Contents




    
    the availability and timing of necessary environmental and governmental permits;
    
    the timing and cost necessary to construct mining and processing facilities, which can
be considerable;
    
    the availability and cost of skilled labor, power, water and other materials;
    
    the accessibility of transportation and other infrastructure, particularly in remote
locations; and
    
    the availability of funds to finance construction and development activities.
  We conduct mining, development and exploration activities in countries with developing economies
and are subject to the risks of political and economic instability associated with these countries.
     We are subject to various political and economic uncertainties associated with operating in the
Democratic Republic of the Congo, and the success of the Kibali project will depend in large part
on our ability to overcome significant challenges.
  16




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Under our joint venture agreements with AngloGold Ashanti Limited, or AngloGold Ashanti, we operate
Morila and the Kibali project through a joint venture agreement and joint venture committee, and
any disputes with AngloGold Ashanti over the management of Morila or the Kibali project could
adversely affect our business.
  The use of mining contractors at certain of our operations may expose it to delays or suspensions
in mining activities.
   17




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We may be required to seek funding from the global credit and capital markets to develop our
properties, and the recent weaknesses in those markets could adversely affect our ability to obtain
financing and capital resources.
   Regulations and pending legislation governing issues involving climate change could result in
increased operating costs which could have a material adverse effect on our business.
  We may not pay dividends to shareholders in the near future.
  If we are unable to attract and retain key personnel our business may be harmed.
  Our insurance coverage may prove inadequate to satisfy future claims against us.
  18




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##### Table of Contents



It may be difficult for you to affect service of process and enforce legal judgments against us or
our affiliates.
   
    
    that the court which pronounced the judgment has jurisdiction to entertain the case
according to the principles recognized by Jersey law with reference to the jurisdiction of
the foreign courts;
    
    that the judgment is final and conclusive  it cannot be altered by the courts which
pronounced it;
    
    that there is payable pursuant to a judgment a sum of money, not being a sum payable in
respect of tax or other charges of a like nature or in respect of a fine or other penalty;
    
    that the judgment has not been prescribed;
    
    that the courts of the foreign country have jurisdiction in the circumstances of the
case;
    
    that the judgment was not obtained by fraud; and
    
    that the recognition and enforcement of the judgment is not contrary to public policy
in Jersey, including observance of the rules of natural justice which require that
documents in the United States proceeding were properly served on the defendant and that
the defendant was given the right to be heard and represented by counsel in a free and fair
trial before an impartial tribunal.
  We are subject to significant corporate regulation as a public company and failure to comply with
all applicable regulations could subject us to liability or negatively affect our share price.
   19




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##### Table of Contents



Risks Relating to Our Industry
 The exploration of mineral properties is highly speculative in nature, involves substantial
expenditures, and is frequently unproductive.
  
    
    encountering unusual or unexpected formations;
    
    environmental pollution;
    
    personal injury and flooding; and
    
    decrease in reserves due to a lower gold price.
    Title to our mineral properties may be challenged which may prevent or severely curtail our use of
the affected properties.
  Our ability to obtain desirable mineral exploration projects in the future may be adversely
affected by competition from other exploration companies.
  Our operations are subject to extensive governmental and environmental regulations, which could
cause us to incur costs that adversely affect our results of operations.
  20




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If our environmental and other governmental permits are not renewed or additional conditions are
imposed on our permits, our financial condition and results of operations may be adversely
affected.
  Labor disruptions could have an adverse effect on our operating results and financial condition.
  AIDS poses risks to us in terms of productivity and costs.
  
 Item 4. Information on the Company
 A. HISTORY AND DEVELOPMENT OF THE COMPANY
 rd
      21




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
    
    a 50% joint venture interest in Morila Limited (which in turn owns an 80% interest in
the Morila mine);
    
    an 80% interest in Somilo; and
    
    an 89% interest in Tongon.
           22




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##### Table of Contents



Principal Capital Expenditures
  Recent Developments
   B. BUSINESS OVERVIEW
 OVERVIEW
     23




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24




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OWNERSHIP OF MINES AND SUBSIDIARIES
     25




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GEOLOGY
    ORE RESERVES
      26




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##### Table of Contents



Proven Reserves
    
    Probable Reserves
    
    Total ReservesOperation/
    
    Tonnes
    
    Grade
    
    Gold
    
    Tonnes
    
    Grade
    
    Gold
    
    Tonnes
    
    Grade
    
    GoldProject++
    
    (Mt)
    
    (g/t)
    
    (Moz)
    
    (Mt)
    
    (g/t)
    
    (Moz)
    
    (Mt)
    
    (g/t)
    
    (Moz)Morila +
    
    
    5.86
    
    
    
    1.68
    
    
    
    0.32
    
    
    
    6.69
    
    
    
    1.14
    
    
    
    0.24
    
    
    
    12.55
    
    
    
    1.39
    
    
    
    0.56Loulo +
    
    
    4.54
    
    
    
    2.98
    
    
    
    0.43
    
    
    
    40.89
    
    
    
    4.63
    
    
    
    6.09
    
    
    
    45.43
    
    
    
    4.47
    
    
    
    6.52Tongon +
    
    
    0.42
    
    
    
    1.93
    
    
    
    0.03
    
    
    
    36.69
    
    
    
    2.47
    
    
    
    2.91
    
    
    
    37.11
    
    
    
    2.46
    
    
    
    2.94Gounkoto +
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17.11
    
    
    
    5.10
    
    
    
    2.80
    
    
    
    17.11
    
    
    
    5.10
    
    
    
    2.80Massawa +
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17.42
    
    
    
    3.36
    
    
    
    1.88
    
    
    
    17.42
    
    
    
    3.36
    
    
    
    1.88Kibali+
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    74.32
    
    
    
    4.21
    
    
    
    10.05
    
    
    
    74.32
    
    
    
    4.21
    
    
    
    10.05Total
    
    
    10.82
    
    
    
    2.23
    
    
    
    0.78
    
    
    
    193.12
    
    
    
    3.86
    
    
    
    23.98
    
    
    
    203.93
    
    
    
    3.78
    
    
    
    24.76
 
 +
    
    Our attributable share of Morila is 40%, Loulo 80%, Gounkoto is 80%, Tongon 89%, Massawa 83.25%
and Kibali 45%.++
    
    Our reserves are calculated at a weighted average cut off grade of 2.38g/t for Loulo, 0.97g/t
for Morila, 0.85g/t for Tongon, 1.40g/t for Gounkoto, 1.10g/t for Massawa, and 1.59g/t for Kibali.  MINING OPERATIONS
 Loulo
    Production results for the 12months ended December 31,
    
    2010
    
    2009MiningTonnes mined (000)
    
    
    38,932
    
    
    
    27,977Ore tonnes mined (000)
    
    
    4,597
    
    
    
    3,353MillingTonnes processed (000)
    
    
    3,158
    
    
    
    2,947Head grade milled (g/t)
    
    
    3.4
    
    
    
    4.2Recovery (%)
    
    
    92.5
    
    
    
    87.7Ounces produced
    
    
    316,539
    
    
    
    351,591Ounces sold
    
    
    313,122
    
    
    
    349,660Average price received+ ($/oz)
    
    
    1,162
    
    
    
    864Cash operating costs ($/oz)
    
    
    647
    
    
    
    475Total cash costs ($/oz)
    
    
    712
    
    
    
    525
 27




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##### Table of Contents



Production results for the 12months ended December 31,
    
    2010
    
    2009Profit from mining activity ($000)
    
    
    140,717
    
    
    
    118,326Gold sales+ ($000)
    
    
    363,717
    
    
    
    301,963
 
 +
    
    Includes 41,748 ounces for the year ended 31 December 2010 (31 December 2009: 84,996 ounces)
delivered into the hedge at $500/oz (year ended 31 December 2009; $435/oz).    Attributablegold**Tonnes

    
    Grade


    
    Gold

    
    (Moz)
    
    
    (Moz)(MT)
    
    
    (Mt)
    
    
    (g/t)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)
    
    
    (80%)
    
    
    (80%)at 31 December
    
    Category
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Mineral reserves***o Stockpiles
    
    Proven
    
    
    2.15
    
    
    
    1.11
    
    
    
    1.65
    
    
    
    1.78
    
    
    
    0.11
    
    
    
    0.06
    
    
    
    0.09
    
    
    
    0.05o Open pit
    
    Proven
    
    
    2.38
    
    
    
    4.44
    
    
    
    4.19
    
    
    
    3.91
    
    
    
    0.32
    
    
    
    0.56
    
    
    
    0.26
    
    
    
    0.45Probable
    
    
    1.66
    
    
    
    2.46
    
    
    
    2.48
    
    
    
    2.47
    
    
    
    0.13
    
    
    
    0.20
    
    
    
    0.11
    
    
    
    0.16o Underground
    
    ProvenProbable
    
    
    39.23
    
    
    
    41.45
    
    
    
    4.72
    
    
    
    4.66
    
    
    
    5.96
    
    
    
    6.22
    
    
    
    4.76
    
    
    
    4.97TOTAL MINERAL
RESERVES*
    
    Proven and probable
    
    
    45.43
    
    
    
    49.45
    
    
    
    4.47
    
    
    
    4.42
    
    
    
    6.52
    
    
    
    7.03
    
    
    
    5.22
    
    
    
    5.63
 
 *
    
    Open pit mineral reserves are reported at a gold price of $800/oz and an average cut-off of
1.23g/t and include dilution and ore loss factors. Open pit mineral reserves were calculated by
Mr. Inigo Osei, under supervision of Mr. Onno ten Brinke, an officer of the company and competent
person. Underground mineral reserves are reported at a gold price of $800/oz and a cut-off of 2.5
g/t and include dilution and ore loss factors. Underground mineral reserves were calculated by Mr.
Chris Moffatt, an officer of the company and competent person.**
    
    Attributable gold (Moz) refers to the quantity
attributable to ourselves based on its 80%
interest in Loulo.***
    
    Loulo reserves calculated at a weighted average cut off grade of 2.38g/t.       28




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##### Table of Contents



Yalea Underground Development
 Gara Underground Development
  Development
    
    Ore
    
    
    
    
    
    Ouncesat 31 December 2010
    
    (meters)
    
    (tonnes)
    
    Grade (g/t)
    
    mined (oz)
    
    Total (tonnes)YALEAQ1
    
    
    1,611
    
    
    
    158,944
    
    
    
    4.32
    
    
    
    22,056
    
    
    
    215,461Q2
    
    
    1,501
    
    
    
    123,880
    
    
    
    3.88
    
    
    
    15,471
    
    
    
    187,363Q3
    
    
    909
    
    
    
    157,196
    
    
    
    3.40
    
    
    
    17,174
    
    
    
    196,894Q4
    
    
    785
    
    
    
    207,790
    
    
    
    3.30
    
    
    
    22,071
    
    
    
    275,895TOTAL 2010
    
    
    4,806
    
    
    
    647,810
    
    
    
    3.69
    
    
    
    76,772
    
    
    
    875,613Total 2009
    
    
    5,788
    
    
    
    500,267
    
    
    
    4.38
    
    
    
    70,395
    
    
    
    763,677Total 2008
    
    
    3,860
    
    
    
    105,411
    
    
    
    4.13
    
    
    
    13,982
    
    
    
    288,298TOTAL YALEA
    
    
    14,454
    
    
    
    1,253,488
    
    
    
    4.14
    
    
    
    161,149
    
    
    
    1,927,588GARAQ1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Q2
    
    
    265
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    24,346Q3
    
    
    628
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    56,613Q4
    
    
    986
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    94,742TOTAL 2010
    
    
    1,879
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    175,701TOTAL GARA
    
    
    1,879
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    175,701
      Morila
  29




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Production results for the 12 months ended December 31,
    
    2010
    
    
    2009MiningTonnes mined (000)
    
    
    16
    
    
    
    3,657Ore Tonnes mined (000)
    
    
    13
    
    
    
    1,620MillingTonnes processed (000)
    
    
    4,354
    
    
    
    4,303Head grade milled (g/t)
    
    
    1.9
    
    
    
    2.7Recovery (%)
    
    
    90.7
    
    
    
    91.4Ounces produced
    
    
    238,607
    
    
    
    341,661Ounces sold
    
    
    238,607
    
    
    
    341,661Average price received ($/oz)
    
    
    1,230
    
    
    
    968Cash operating costs ($/oz)
    
    
    595
    
    
    
    422Total cash costs ($/oz)
    
    
    669
    
    
    
    480Profit from mining activity($000)
    
    
    133,855
    
    
    
    166,713Stockpile adjustment# ($/oz)
    
    
    246
    
    
    
    98Attributable (40% proportionately consolidated)Gold sales ($000)
    
    
    117,427
    
    
    
    132,231Ounces produced
    
    
    95,443
    
    
    
    136,664Ounces sold
    
    
    95,443
    
    
    
    136,664Profit from mining activity($000)
    
    
    53,542
    
    
    
    66,685
 
 #
    
    The stockpile adjustment per ounce reflects the charge expensed/(credit deferred) in respect of
stockpile movements during the period divided by the number of ounces sold. The total cash cost
per ounce includes non-cash stockpile adjustments.   Attributablegold**Tonnes

    
    Grade


    
    Gold

    
    (Moz)
    
    
    (Moz)(MT)
    
    
    (Mt)
    
    
    (g/t)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)
    
    
    (40%)
    
    
    (40%)at 31 December
    
    Category
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Mineral reserves***o Stockpiles
    
    Proven
    
    
    5.86
    
    
    
    9.85
    
    
    
    1.68
    
    
    
    1.74
    
    
    
    0.32
    
    
    
    0.55
    
    
    
    0.13
    
    
    
    0.22Probable
    
    
    6.69
    
    
    
    6.91
    
    
    
    1.14
    
    
    
    1.14
    
    
    
    0.24
    
    
    
    0.25
    
    
    
    0.10
    
    
    
    0.10TOTAL MINERAL
RESERVES
    
    Proven and probable
    
    
    12.55
    
    
    
    16.76
    
    
    
    1.39
    
    
    
    1.49
    
    
    
    0.56
    
    
    
    0.80
    
    
    
    0.22
    
    
    
    0.32
 30




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##### Table of Contents



*
    
    Stockpile mineral reserves are those stockpiles which are economic at a $800/oz gold price and
reported at a 0.97g/t cut-off. Stockpile mineral reserves were calculated by Mr. Stephen Ndede, an
officer of the company, and competent person.**
    
    Attributable gold (Moz) refers to the quantity
attributable to ourselves based on its 40%
interest in Morila.***
    
    Cutoff grade of 0.97g/t used to calculate the Morila reserves.               31




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##### Table of Contents



Tongon
    
    
    South Zone pit will be mined from 2010 to 2016 to the final pit bottom; and
    
    North Zone pit, which is smaller than the South Zone, will be mined from 2015 to 2019.
 Production results for the 12months ended December 31,
    
    2010MiningTonnes mined (000)
    
    
    7,520Ore tonnes mined (000)
    
    
    898MillingTonnes processed (000)
    
    
    355Head grade milled (g/t)
    
    
    2.67Recovery (%)
    
    
    92.2Ounces produced
    
    
    28,126Ounces sold
    
    
    4,698Average price received ($/oz)
    
    
    1,389Cash operating costs ($/oz)
    
    
    418Total cash costs ($/oz)
    
    
    459Profit from mining activity ($000)
    
    
    4,369Gold sales+ ($000)
    
    
    6,527
   AttributableTonnes
    
    Grade
    
    Gold
    
    gold**(Moz)
    
    (Moz)(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    (89%)
    
    (89%)at 31 December
    
    Category
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009Mineral reserves***o Stockpiles
    
    Proven
    
    
    0.42
    
    
    
    
    
    
    
    1.93
    
    
    
    
    
    
    
    0.03
    
    
    
    
    
    
    
    0.02
    
    
    
    o Open pit
    
    Probable
    
    
    36.69
    
    
    
    38.02
    
    
    
    2.47
    
    
    
    2.63
    
    
    
    2.91
    
    
    
    3.22
    
    
    
    2.59
    
    
    
    2.87TOTAL MINERAL
RESERVES*
    
    Proven and probable
    
    
    37.11
    
    
    
    38.02
    
    
    
    2.46
    
    
    
    2.63
    
    
    
    2.94
    
    
    
    3.22
    
    
    
    2.62
    
    
    
    2.87
 
 *
    
    Open pit mineral reserves are reported at a gold price of $800/oz and 0.85g/t cut-off and include
dilution and ore loss factors. Open pit ore reserves were calculated by Mr. Samuel Baffoe, an
officer of the company, under the supervision of Mr. Onno ten Brinke, an officer of the company and
competent person.**
    
    Attributable gold (Moz) refers to the quantity attributable to ourselves  based on its 89%
interest in Tongon.***
    
    Cutoff grade of 0.85g/t used to calculate the Tongon reserves. 32




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##### Table of Contents



Grid Power
  Tongon and Poungbe Village Electrification
 33




---



##### Table of Contents



Maintenance Planning
    Gounkoto
       AttributableTonnes
    
    Grade
    
    Gold
    
    gold**(Moz)
    
    (Moz)(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    (80%)
    
    (80%)at 31 December
    
    Category
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009)
    
    2010
    
    2009Mineral reserves***o Open pit
    
    Probable
    
    
    17.11
    
    
    
    7.47
    
    
    
    5.10
    
    
    
    6.83
    
    
    
    2.80
    
    
    
    1.64
    
    
    
    2.24
    
    
    
    1.31TOTAL MINERAL RESERVES*
    
    Probable
    
    
    17.11
    
    
    
    7.47
    
    
    
    5.10
    
    
    
    6.83
    
    
    
    2.80
    
    
    
    1.64
    
    
    
    2.24
    
    
    
    1.31
 
 *
    
    Open pit mineral reserves are reported at a gold price of $800/oz and 1.40g/t cut-off and
include dilution and ore loss factors. Open pit mineral reserves were calculated by Mr. Onno
ten Brinke, an officer of the company and competent person.**
    
    Attributable gold (Moz) refers to the quantity attributable to ourselves  based on its 80%
interest in Gounkoto.***
    
    Cutoff grade of 1.40g/t used to calculate the Gounkoto reserves. 34




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##### Table of Contents




    
    Total ore mined of 13.79 million tonnes of ore containing 2.3 million ounces of gold at
a strip ratio of 9.7:1, to give total tonnes mined of 147 million tonnes;
    
    Mining costs average $2.86/tonne over the life of mine;
    
    Crush and haul costs average $5.22/tonne ore;
    
    Mill throughput of 100,000 tonnes per month to be treated at the Loulo plant;
    
    Plant costs average $21.69/tonne;
    
    Average plant recovery of 93%;
    
    G&A cost is $5.19/tonne over life of mine, including outside engineering costs;
    
    Capital cost is $84.7 million including site construction, plant upgrade, preproduction
and ongoing capital.
  
    
    Initial capital payback period
    
    2.0 years
    
    Mine Life (post processing plant commissioning)
    
    11 years
    
    Net after tax cashflow
    
    $
    747m
    
    IRR
    
    
    69
    %
    
    Total cash cost
    
    $420/oz
      35




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##### Table of Contents



Massawa
       Attributablegold**Tonnes
    
    Grade
    
    Gold
    
    (Moz)
    
    (Moz)(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    (83.25%)
    
    (83.25%)at 31 December
    
    Category
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009Mineral reserves***o Open pit
    
    Probable
    
    
    17.42
    
    
    
    10.51
    
    
    
    3.36
    
    
    
    4.62
    
    
    
    1.88
    
    
    
    1.56
    
    
    
    1.56
    
    
    
    1.30TOTAL MINERAL
RESERVES*
    
    Proven and probable
    
    
    17.42
    
    
    
    10.51
    
    
    
    3.36
    
    
    
    4.62
    
    
    
    1.88
    
    
    
    1.56
    
    
    
    1.57
    
    
    
    1.30
 
 *
    
    Open pit mineral reserves are reported at a gold price of $800/oz and 1.1g/t cut-off and include
dilution and ore loss factors. Open pit mineral reserves were calculated by Mr. Onno ten Brinke,
an officer of the company and competent person.**
    
    Attributable gold (Moz) refers to the quantity
attributable to ourselves  based on its 83.25%
interest in the Massawa gold project.***
    
    Cutoff grade of 1.1g/t used to calculate the Massawa reserves.     36




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##### Table of Contents



Kibali
         AttributableTonnes
    
    Grade
    
    Gold
    
    Gold**(Moz)
    
    (Moz)(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    (45%)
    
    (45%)at 31 December
    
    Category
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009)
    
    2010
    
    2009Mineral reserves***o Open pit
    
    Probable
    
    
    37.38
    
    
    
    33.55
    
    
    
    2.67
    
    
    
    3.02
    
    
    
    3.21
    
    
    
    3.26
    
    
    
    1.44
    
    
    
    1.47o Underground
    
    Probable
    
    
    36.94
    
    
    
    30.25
    
    
    
    5.76
    
    
    
    6.10
    
    
    
    6.84
    
    
    
    5.93
    
    
    
    3.08
    
    
    
    2.67TOTAL MINERAL
RESERVES*
    
    Probable
    
    
    74.32
    
    
    
    63.80
    
    
    
    4.21
    
    
    
    4.48
    
    
    
    10.05
    
    
    
    9.19
    
    
    
    4.52
    
    
    
    4.14
 37




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##### Table of Contents



*
    
    Open pit mineral reserves are reported at a gold price of $800/oz and an average cut-off of
1.08g/t and include dilution and ore loss factors. Open pit mineral reserves were calculated by
Mr. Onno ten Brinke, an officer of the company and competent person. Underground mineral reserves
are reported at a gold price of $800/oz and a cut-off of 2.1g/t and include dilution and ore loss
factors. Underground mineral reserves were calculated by Mr. Paul Kerr, an officer of SRK Consulting
and competent person.**
    
    Attributable gold (Moz) refers to the quantity attributable to ourselves based on its 45%
interest in the Kibali gold project.***
    
    Kibali reserves calculated at a weighted average cut off grade of 1.59g/t.        
    
    Total open pit ore mined of 37 million tonnes of ore containing 3.2 million ounces of
gold at a strip ratio of 3.8:1, to give total tonnes mined of 141 million tonnes;
    
    Total underground ore mined of 37 million tonnes of ore containing 6.8 million ounces of
gold;
    
    Open pit mining costs average $3.40/tonne over the life of mine;
    
    Underground mining costs of between $31 and $34/tonne
    
    Mill throughput of 4 million tonnes per year;
    
    Plant costs average $11.79/tonne;
    
    Open pit metallurgical recoveries between 83 and 86% depending on ore type
    
    Underground metallurgical recoveries of 91%
    
    G&A cost is $4.43/tonne over life of mine, including outside engineering costs;
 38




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##### Table of Contents




    
    Life of Mine capital cost, including 2010 expenditure, is $1.4 billion including site
construction, plant, hydropower installations, preproduction and ongoing capital
  IRR
    
    21%Total Cash Cost per ounce
    
    $388/oz
          EXPLORATION REVIEW
  Mali
   39




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##### Table of Contents




    
    Completion of a positive feasibility study at Gounkoto
    
    Delivery of additional open pittable mineral resources to the Loulo plant
        3
      40




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41




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Senegal
           42




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##### Table of Contents



Côte dIvoire
         Democratic Republic of Congo
  43




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##### Table of Contents




    
    Expand the open pit to the northeast by testing extensions to the 3,000 lode within the
drained Lake Durba
    
    Sessenge-KCD gap requires infill drilling for resource conversion
    
    Test the continuity and extensions to the underground lodes down plunge (9,000 and 5,000
series)
     
    
    Igneous intrusions are more widespread than previously mapped.
    
    A corridor of strong northeast trending structural grain is coincident with the main
areas of mineralization.
    
    Strong EM conductor coincident with the KCD area, interpreted to be the response from
carbonaceous shales +/- the Durba hill ironstone.
    
    Strong east-west conductors along the West Nile Gneiss contact possibly related to
carbonaceous shale unit that was exploited by early thrusting and subsequently crosscut
by a later northeast structural grain.
    
    Conductive and magnetic trend running along or parallel to the main mineralized
trend.
     MINERAL RIGHTS AND ORE RESERVES
  Country
    
    Type
    
    Area (km2)
    
    Area (sq miles)
    
    Equity (%)MALI Loulo
    
    EP
    
    372
    
    144
    
    80.0 Morila
    
    EP
    
    200
    
    77
    
    40.0 Bena
    
    EEP
    
    16
    
    6
    
    80.0 Zaniena
    
    EEP
    
    250
    
    97
    
    80.0
 44




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##### Table of Contents



Country
    
    Type
    
    Area (km2)
    
    Area (sq miles)
    
    Equity (%) Dinfora
    
    EEP
    
    139
    
    54
    
    80.0 Konyi
    
    EEP
    
    250
    
    97
    
    80.0CÔTE DIVOIRE Nielle
    
    EP
    
    751
    
    290
    
    89.0 Boundiali
    
    EEP
    
    1,314
    
    507
    
    81.0 Dabakala
    
    EEP
    
    191
    
    74
    
    81.0 Dignago
    
    EEP
    
    1,000
    
    386
    
    81.0 Apouasso
    
    EEP
    
    1,000
    
    386
    
    81.0 Diaouala
    
    EEP
    
    977
    
    377
    
    81.0 Mankono
    
    EEP
    
    704
    
    272
    
    81.0 Tiorotieri
    
    EEP
    
    86
    
    33
    
    89.0 Kouassi Datekro
    
    EEP
    
    922
    
    356
    
    89.0SENEGAL Kanoumba
    
    EEP
    
    621
    
    240
    
    83.0 Miko
    
    EEP
    
    84
    
    32
    
    83.0 Dalema
    
    EEP
    
    401
    
    155
    
    83.0 Tomboronkoto
    
    EEP
    
    225
    
    87
    
    83.0 Bambadji
    
    EEP
    
    315
    
    122
    
    51.0BURKINA FASO Basgana
    
    EEP
    
    250
    
    97
    
    81.0 Bourou
    
    EEP
    
    122
    
    47
    
    81.0 Tanema
    
    EEP
    
    247
    
    95
    
    81.0 Yibogo
    
    EEP
    
    247
    
    95
    
    81.0 Nakomgo
    
    EEP
    
    237
    
    92
    
    81.0 Safoula
    
    EEP
    
    249
    
    96
    
    81.0 Dawaro
    
    EEP
    
    250
    
    97
    
    81.0 Tiakane
    
    EEP
    
    196
    
    76
    
    81.0DEMOCRATIC REPUBLIC OF THE CONGO Kibali 11447
    
    EP
    
    227
    
    88
    
    45.0 11467
    
    EP
    
    249
    
    96
    
    45.0 11468
    
    EP
    
    46
    
    18
    
    45.0 11469
    
    EP
    
    92
    
    36
    
    45.0 11470
    
    EP
    
    31
    
    12
    
    45.0 11471
    
    EP
    
    113
    
    44
    
    45.0 11472
    
    EP
    
    85
    
    33
    
    45.0 5052
    
    EP
    
    302
    
    117
    
    45.0 5073
    
    EP
    
    399
    
    154
    
    45.0 5088
    
    EP
    
    292
    
    113
    
    45.0TOTAL AREA
    
    
    
    13,583
    
    5,245
 
 EP    
    
    Exploitation PermitEEP  
    
    Exclusive Exploration Permit Annual ore reserve declaration
 Tonnes
    
    Tonnes
    
    Grade
    
    Grade
    
    Gold
    
    Gold
    
    Attributable
    
    Attributable(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    Gold (Moz)
    
    Gold (Moz)At December 31,
    
    Category
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009PROVEN AND PROBABLE
RESERVESKibali
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    45
    %
    
    
    45
    %Probable
    
    
    74.32
    
    
    
    63.80
    
    
    
    4.21
    
    
    
    4.48
    
    
    
    10.05
    
    
    
    9.19
    
    
    
    4.52
    
    
    
    4.14Sub total
    
    Proven and probable
    
    
    74.32
    
    
    
    63.80
    
    
    
    4.21
    
    
    
    4.48
    
    
    
    10.05
    
    
    
    9.19
    
    
    
    4.52
    
    
    
    4.14Loulo
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    80
    %
    
    
    80
    %Proven
    
    
    4.54
    
    
    
    5.55
    
    
    
    2.98
    
    
    
    3.48
    
    
    
    0.43
    
    
    
    0.62
    
    
    
    0.35
    
    
    
    0.50Probable
    
    
    40.89
    
    
    
    43.91
    
    
    
    4.63
    
    
    
    4.54
    
    
    
    6.09
    
    
    
    6.41
    
    
    
    4.87
    
    
    
    5.13Sub total
    
    Proven and probable
    
    
    45.43
    
    
    
    49.45
    
    
    
    4.47
    
    
    
    4.42
    
    
    
    6.52
    
    
    
    7.03
    
    
    
    5.22
    
    
    
    5.63Gounkoto
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    80
    %
    
    
    80
    %Probable
    
    
    17.11
    
    
    
    7.47
    
    
    
    5.10
    
    
    
    6.83
    
    
    
    2.80
    
    
    
    1.64
    
    
    
    2.24
    
    
    
    1.31
 45




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##### Table of Contents



Tonnes
    
    Tonnes
    
    Grade
    
    Grade
    
    Gold
    
    Gold
    
    Attributable
    
    Attributable(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    Gold (Moz)
    
    Gold (Moz)At December 31,
    
    Category
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009
    
    2010
    
    2009Sub total
    
    Proven and probable
    
    
    17.11
    
    
    
    7.47
    
    
    
    5.10
    
    
    
    6.83
    
    
    
    2.80
    
    
    
    1.64
    
    
    
    2.24
    
    
    
    1.31Morila
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    40
    %
    
    
    40
    %Proven
    
    
    5.86
    
    
    
    9.85
    
    
    
    1.68
    
    
    
    1.74
    
    
    
    0.32
    
    
    
    0.55
    
    
    
    0.13
    
    
    
    0.22Probable
    
    
    6.69
    
    
    
    6.91
    
    
    
    1.14
    
    
    
    1.14
    
    
    
    0.24
    
    
    
    0.25
    
    
    
    0.10
    
    
    
    0.10Sub total
    
    Proven and probable
    
    
    12.55
    
    
    
    16.76
    
    
    
    1.39
    
    
    
    1.49
    
    
    
    0.56
    
    
    
    0.80
    
    
    
    0.22
    
    
    
    0.3289
    %
    
    
    89
    %Tongon
    
    Proven
    
    
    0.42
    
    
    
    
    
    
    
    1.93
    
    
    
    
    
    
    
    0.03
    
    
    
    
    
    
    
    0.02
    
    
    
    Probable
    
    
    36.69
    
    
    
    38.02
    
    
    
    2.47
    
    
    
    2.63
    
    
    
    2.91
    
    
    
    3.22
    
    
    
    2.59
    
    
    
    2.86Proven and probable
    
    
    37.11
    
    
    
    38.02
    
    
    
    2.46
    
    
    
    2.57
    
    
    
    2.94
    
    
    
    3.22
    
    
    
    2.62
    
    
    
    2.86Massawa
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    83
    %
    
    
    83
    %Probable
    
    
    17.42
    
    
    
    10.51
    
    
    
    3.36
    
    
    
    4.62
    
    
    
    1.88
    
    
    
    1.56
    
    
    
    1.57
    
    
    
    1.30Sub total
    
    Proven and probable
    
    
    17.42
    
    
    
    10.51
    
    
    
    3.36
    
    
    
    4.62
    
    
    
    1.88
    
    
    
    1.56
    
    
    
    1.57
    
    
    
    1.30TOTAL RESERVES
    
    Proven and probable
    
    
    203.93
    
    
    
    178.54
    
    
    
    3.78
    
    
    
    3.80
    
    
    
    24.76
    
    
    
    21.80
    
    
    
    16.39
    
    
    
    15.56
 The reporting of Ore Reserves is in accordance with SEC Industry Guide 7.
 Pit optimization is carried out at a gold price of $800 per ounce; underground reserves are also
based on a gold price of $800 per ounce. Dilution and ore loss are incorporated into the
calculation of reserves.
 Addition of individual line items may not sum to sub totals because of rounding off to two decimal
places.
 Our reserves are calculated at a weighted average cut off grade of 2.38g/t for Loulo, 0.97g/t for
Morila, 0.85g/t for Tongon, 1.40g/t for Gounkoto, 1.10g/t for Massawa, and 1.59g/t for Kibali.
 Locality of the Loulo and Morila Mines in Mali
 Mineral Rights and Permits
  46




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West Africa: location of mines and permits
 
 47




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##### Table of Contents



Central Africa: location of mines and permits
 
  48




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GENERATIVE AND NEW BUSINESS
  SOCIAL RESPONSIBILITY AND ENVIRONMENTAL SUSTAINABILITY
          49




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2
   50




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2
        51




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##### Table of Contents



December
    
    DecemberMine/function
    
    2010
    
    2009
    
    VarianceMORILAMine
    
    
    352
    
    
    
    486
    
    
    
    (134
    )Contractors
    
    
    430
    
    
    
    395
    
    
    
    35Total
    
    
    782
    
    
    
    881
    
    
    
    (99
    )LOULOMine
    
    
    486
    
    
    
    314
    
    
    
    172Contractors
    
    
    2,709
    
    
    
    2,550
    
    
    
    159Total
    
    
    3,195
    
    
    
    2,864
    
    
    
    331TONGONMine
    
    
    283
    
    
    
    8
    
    
    
    275Contractors
    
    
    2,162
    
    
    
    1,502
    
    
    
    660Total
    
    
    2,445
    
    
    
    1,510
    
    
    
    935KIBALIProject
    
    
    197
    
    
    
    245
    
    
    
    (48
    )Contractors
    
    
    335
    
    
    
    75
    
    
    
    260Total
    
    
    532
    
    
    
    320
    
    
    
    212EXPLORATIONField
    
    
    206
    
    
    
    151
    
    
    
    55Other
    
    
    15
    
    
    
    10
    
    
    
    5Total
    
    
    221
    
    
    
    161
    
    
    
    60CORPORATECorporate and operational centers
    
    
    82
    
    
    
    62
    
    
    
    19TOTAL GROUP
    
    
    7,257
    
    
    
    5,798
    
    
    
    1,459
    52




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##### Table of Contents



Safety statistics
    
    2010
    
    2009Lost time injury *
    
    
    8
    
    
    
    13Lost time injury frequency rate**
    
    
    1.36
    
    
    
    2.71Minor injury
    
    
    83
    
    
    
    169Minor injury frequency rate
    
    
    14.10
    
    
    
    35.27Total injury
    
    
    91
    
    
    
    182Total injury frequency rate
    
    
    15.46
    
    
    
    37.98Fatal injury
    
    
    1
    
    
    
    4Fatal injury rate
    
    
    0.17
    
    
    
    0.83
 
 *
    
    Fatal Accidents are included in LTI cases.**
    
    Man hours are calculated based on 2,000 hours worked per employee a year. LTIFR = Number of
LTIs/ Number of hours worked x 1,000,000 53




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##### Table of Contents



Safety statistics
    
    2010
    
    2009Lost time injury
    
    
    1
    
    
    
    2Lost time injury frequency rate
    
    
    0.55
    
    
    
    0.92Minor injury
    
    
    15
    
    
    
    39Minor injury frequency rate
    
    
    8.38
    
    
    
    17.97Total injury
    
    
    16
    
    
    
    41Total injury frequency rate
    
    
    8.94
    
    
    
    18.4Fatal injury
    
    
    0
    
    
    
    0Fatal injury rate
    
    
    0
    
    
    
    0
  Safety statistics
    
    2010
    
    2009Lost time injury
    
    
    18
    
    
    
    0Lost time injury frequency rate
    
    
    3.83
    
    
    
    0Minor injury
    
    
    129
    
    
    
    62Minor injury frequency rate
    
    
    27.45
    
    
    
    5.89Total injury
    
    
    147
    
    
    
    62Total injury frequency rate
    
    
    31.28
    
    
    
    5.89Fatal injury
    
    
    0
    
    
    
    0Fatal injury rate
    
    
    0
    
    
    
    0
 54




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##### Table of Contents



Safety statistics
    
    2010Lost time injury
    
    
    11Lost time injury frequency rate
    
    
    5.6Minor injury
    
    
    23Minor injury frequency rate
    
    
    11.7Total injury
    
    
    34Total injury frequency rate
    
    
    17.3Fatal injury
    
    
    0Fatal injury rate
    
    
    0
 RANDGOLD RESOURCES GROUP STATISTICS FOR LAST 3 YEARS
 LTI Freq
    
    AllNo. Of
    
    Fatalities /
    
    Rate / 1m
    
    Incident /Year
    
    Fatalities
    
    1000
    
    hours
    
    Accident2010
    
    
    1
    
    
    
    0.06
    
    
    
    1.75
    
    
    
    14.882009
    
    
    4
    (a)
    
    
    0.51
    
    
    
    0.96
    
    
    
    18.252008
    
    
    1
    
    
    
    0.26
    
    
    
    1.71
    
    
    
    30.26
 
 (a)
    
    Three of the fatalities relate to contractor employees working on developing our Yalea
underground mine. These fatalities significantly affected the decision to terminate the
services of the contractor at the end of 2009.   REGULATORY AND ENVIRONMENTAL MATTERS
     55




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MARKETING
  PROPERTY
   LEGAL PROCEEDINGS
       56




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##### Table of Contents



HEALTH AND SAFETY REGULATIONS
 Mali
  
    
    Law 1992-020 Code du travail (the Labor Code);
    
    Ordonnance No. 99-032 le code minier, Ordonnance 200-013 le code minier modifications
2000 (the Mining Code);
    
    Decree No. 91-278 / PM-RM Approving the Establishment Agreement Covering Research and
Mining in the Republic of Mali (the Decree)
    
    Code de la Sécurité (INPS  Institute National de Prevoyance Social);
    
    Social du Mali (Social Security Code);
    
    Convention Collective (National Collective Agreement for the Mining Industry).
 Labor Code
  
    
    General provision for protection, prevention and hygiene,
    
    Dangerous goods handling,
    
    Employer responsibility regarding safety and health (implementation of safety
system),
    
    Labor inspector duty (control of employer safety system)
    
    Injury notification to Labour Inspector within 48 hours,
    
    Requirement to ensure medical service on site, and
    
    Medical leave (up to 12 months) and medical separation compensation.
    
    Establishment of a Joint Management and employees health and safety committee,
 Mining Code
  The Decree
  
    
    Must carry out research or mining work to ensure the safety and health of the public,
    
    Must inform the local administrative authorities and the Director in the event of a
fatal accident or serious injury or any natural phenomenon which may have an adverse
effect on the safety of the area, the safety and hygiene of the personnel or
conservation of the mine, neighboring mines or public roads,
    
    In the case of imminent danger or an accident, the local administrative authorities
and the Director may requisition the necessary material and personnel to alleviate the
danger, at the expense of the mining company,
 Code de la Sécurité (INPS 
 Institute National de Prevoyance Social)
  
    
    Requirement to have medical service on work site for occupational health and primary
health care purposes,
    
    Requirement for pre-employment medical check,
    
    Requirement for periodical medical check of employees,
    
    Requirement for general hygiene (ablutions, change house, potable water, workplace)
 57




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
    
    Protection against injury, environmental pollutants, occupational disease),
    
    Ergonomic conditions,
    
    Notification of occupational disease to the employer by the occupational health
practitioner
    
    Requirement for first aid training for one employee per section of work or shift,
    
    Requirement for compensation in case of debilitating injury, occupational disease,
    
    Requirement for notifying injury and or occupational disease to INPS/Labor
inspection, and
    
    Redeployment of employee following injury and/or occupational disease.
    
    
    follow-up activities such as action resulting from the regular surveys and inspections
are carried out; and
    
    health and safety manuals and updates are distributed, posters are posted on notice
boards and safety committee minutes and reports are distributed.
 Each mines medical officer sits on the Hygiene and Security Committee and advises on the
following:
 
    
    working conditions improvements;
    
    general hygiene on the operation;
    
    ergonomics;
    
    protection of workers safety in the workplace; and
    
    medical checks and eye and ear testing.
  
    
    investigates accidents and makes recommendations to avoid repetitions;
    
    ensures plant, machinery and equipment have adequate protection to avoid injury; and
    
    updates and revises safety and health manuals.
 The Educational Commission:
 
    
    provides information and training on safe practices and potential risks;
    
    provides first aid training;
    
    administers and promotes the safety suggestion scheme; and
 58




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##### Table of Contents




    
    explains, where necessary, the contents of the safety and health manual.
   Côte dIvoire
   
    
    Any individual or legal entity carrying out works for prospecting or mining mineral
substances is required to undertake such works in a way that the safety of the people
and goods is assured,
    
    Must adopt and comply with internal regulations concerning safety and specific
hygiene measures, subject to approval by the Mining Authority,
    
    Any accident in a mine or quarry or in their dependencies and any identified cause
of accident must be reported to the Mining Authority as soon as possible, and
    
    In case of impending danger or accident in a mine, mining engineers and other
authorized agents of the Mining Authority must take all necessary measures, at the
expense of the individual or legal entity, to stop the danger and prevent it from
occurring again.
 Safety Performance
     59




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##### Table of Contents



C. ORGANIZATIONAL STRUCTURE
  Countries of Incorporation
    
    % effectiveName of Company
    
    ownershipJersey
    
    
    Randgold Resources Limited
    
    
    Randgold Resources (Burkina) Limited
    
    
    100Randgold Resources (Côte dIvoire) Limited
    
    
    100Randgold Resources (Kibali) Limited
    
    
    100Randgold Resources (Mali) Limited
    
    
    100Randgold Resources (Senegal) Limited
    
    
    100Randgold Resources (Somilo) Limited
    
    
    100Randgold Resources T1 Limited
    
    
    100Randgold Resources T2 Limited
    
    
    100Randgold Resources (Jersey) Limited
    
    
    100Randgold Resources (Gounkoto) Limited
    
    
    100Mining Investments (Jersey) Limited
    
    
    100Morila Limited
    
    
    50Moto (Jersey) 1 Limited
    
    
    100Moto (Jersey) 2 Limited
    
    
    100RAL 1 Limited
    
    
    50Kibali (Jersey) Limited
    
    
    50Kibali 2 (Jersey) Limited
    
    
    50Kibali Services Limited
    
    
    50AustraliaMoto Goldmines Australia (Pty) Limited
    
    
    50Border Energy (Pty) Limited
    
    
    50Westmount Resources NL
    
    
    50Border Resources NL
    
    
    50Burkina FasoRandgold Resources Burkina Faso SARL
    
    
    100CanadaMoto Goldmines Limited
    
    
    500858065 B.C. Limited
    
    
    50Côte dIvoireRandgold Resources (CôtedIvoire) SARL
    
    
    100Société des Mines de Tongon SA
    
    
    89Democratic Republic of CongoKibali Goldmines S.P.R.L.
    
    
    45MaliRandgold Resources Mali SARL
    
    
    100Société des Mines de Morila SA
    
    
    40Société des Mines de Loulo SA
    
    
    80Kankou Moussa SARL
    
    
    75South AfricaSeven Bridges Trading 14 (Pty) Limited
    
    
    100TanzaniaRandgold Resources Tanzania (T) Limited
    
    
    100The NetherlandsKibali Cooperatief UA
    
    
    50UgandaBorder Energy East Africa (Pty) Limited
    
    
    50United KingdomRandgold Resources (UK) Limited
    
    
    100
 60




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##### Table of Contents



D. PROPERTY, PLANT AND EQUIPMENT
    
 Item 4A. Unresolved Staff Comments
  
 Item 5. Operating and Financial Review and Prospects
  General
  Impact of Malian Economic and Political Environment
  Impact of Favorable Tax Treaties
   61




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##### Table of Contents



Revenues
     Our Realized Gold Price
  Year Ended December 31,2010
    
    2009
    
    2008Average
    
    
    1,224
    
    
    
    972
    
    
    
    871High
    
    
    1,421
    
    
    
    1,213
    
    
    
    1,011Low
    
    
    1,058
    
    
    
    810
    
    
    
    712Average realized gold price
    
    
    1,180
    (1)
    
    
    893
    (1)
    
    
    792
    (1)
 
 (1)
    
    Our average realized gold price differs from the average gold price as a result of the timing
of our gold deliveries and different realized prices achieved on the hedge book. Costs and Expenses
   62




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##### Table of Contents



Looking Forward
     Critical Accounting Policies
   Joint Venture Accounting
   63




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##### Table of Contents



Depreciation and Amortization of Mining Assets
  Valuation of Long-Lived Assets
   Environmental Rehabilitation Costs
  Exploration and evaluation costs
   64




---



##### Table of Contents



Receivables
   Share-based payments
  Mineral properties
  Recent accounting pronouncements
  65




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##### Table of Contents



Amendments to IFRIC 9 and IAS 39: Embedded Derivatives (effective for annual periods beginning on
or after 30 June 2009).
  Revised IFRS 3: Business Combinations (effective for annual periods beginning on or after 1 July
2009).
  Amendment to IAS 27: Consolidated and Separate Financial Statements (effective for annual periods
beginning on or after 1 July 2009).
  Amendment to IAS 39: Financial Instruments  Recognition and Measurement: Eligible Hedged Items
(effective for annual periods beginning on or after 1 July 2009).
  Improvements to IFRSs: 2010 (effective for annual periods beginning on or after 1 January 2010).
  Amendments to IFRS 2: Group Cash-settled Share-based Payment Transactions (effective for annual
periods beginning on or after 1 January 2010).
   Classification of Rights Issues (Amendment to IAS 32) (effective for annual periods beginning on or
after 1 February 2010).
 66




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##### Table of Contents



IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments (effective for annual periods
beginning on or after 1 July 2010).
  Revised IAS 24 Related Party Disclosures (effective for annual periods beginning on or after 1
January 2011).
  
    
    Providing a partial exemption for government related entities  Until now, if a government
controlled, or a significantly influenced, an entity, the entity was required to disclose
information about all transactions with other entities controlled, or significantly influenced
by the same government. The revised Standard requires such entities to disclose information
about individually and collectively significant related party transactions only.
 
    
    Providing a revised definition of a related party  The structure of definition of a
related party has been simplified and inconsistencies eliminated. Illustrative examples have
also been added. The revised definition will mean that some entities will have more related
parties for which disclosures will be required. The entities that are most likely to be
affected are those that are part of a group that includes both subsidiaries and associates,
and entities with shareholders that are involved with other entities.
  Improvements to IFRSs (2010) (effective for annual periods beginning on or after 1 January 2011).
  
    
    IFRS 3 (Revised 2008) Business combinations including: (i) Clarification that the
treatment of contingent consideration arising in business combinations occurring before the
effective date of IFRS 3(R) continues to be treated under the old requirements. (ii) Limiting
the choice to measure non-controlling interests at a proportionate share in recognized amounts
of the acquirees identified net assets to present ownership interests with other components
of the non-controlling interest being measured at fair value. (iii) The inclusion or otherwise
in the cost of investment of replacement share-based payment awards provided to employees of
the acquiree.
 
    
    IFRS 7 Financial instruments: Disclosures including clarification that an entity should
provide qualitative disclosures in the context of quantitative disclosures to enable users to
link related disclosures and hence form an overall picture of the nature and extent of risks
arising from financial instruments.
 
    
    IAS 1 (Revised 2007) Presentation of financial statements clarifying that the analysis of
components of other comprehensive income in the statement of changes in equity may be
presented in a note.
 67




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##### Table of Contents




    
    IAS 34 Interim financial reporting clarifying the disclosures required in respect of
significant events and transactions during the period.
  Disclosures  Transfers of Financial Assets (Amendments to IFRS 7) (effective for annual periods
beginning on or after 1 July 2011).
   Deferred Tax: Recovery of Underlying Assets (Amendments to IAS 12) (effective for annual periods
beginning on or after 1 January 2012).
  IFRS 9 Financial Instruments (effective for annual periods beginning on or after 1 January 2013).
   
    
    Classified on the basis of the entitys business model for managing the financial assets
and the contractual cash flow characteristics of the financial asset;
 
    
    measured at amortized cost if it meets two conditions: (a) The entitys business model is
to hold the financial asset in order to collect the contractual cash flows; and, (b) the
contractual terms of the asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principle outstanding; and,
 
    
    subsequently measured at amortized cost or fair value depending on the business model of
the entity and the terms of the instrument.
  68




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##### Table of Contents



A.
    
    OPERATING RESULTS
  Years Ended December 31, 2010 and 2009
 Total revenue
  Other Income
  Costs and Expenses
 Total Cash Costs
  Year Ended December 31,2010
    
    2009Ounces sold
    
    $ Per Ounce
    
    Ounces sold
    
    $ Per OunceMorila (40% share) cash costs
    
    
    95,443
    
    
    
    669
    
    
    
    136,664
    
    
    
    480Loulo (100% share) cash costs
    
    
    313,122
    
    
    
    712
    
    
    
    351,591
    
    
    
    522Tongon (100% share) cash costs
    
    
    4,698
    
    
    
    459
    
    
    
    
    
    
    
    Total ounces (sold)
    
    
    413,263
    
    
    
    
    
    
    
    488,255Group total cash costs*
    
    
    
    
    
    
    699
    
    
    
    
    
    
    
    510Total production costs per ounce under IFRS
    
    
    
    
    
    
    767
    
    
    
    
    
    
    
    569
 
 *
    
    For a definition of cash costs, please see Item 3. Key Information  A. Selected Financial
Data.
    
    Total production cost includes total cash costs and also the depreciation and amortization cost
which is discussed below. Total cash cost per ounce has been restated following the change in the
bases for these calculations. Refer to page 9 for more information. 69




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##### Table of Contents



Depreciation and Amortization
  Exploration and Corporate Expenditure
  Other expenses
  Finance Income
  Finance costs
  Provision for financial assets
  70




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##### Table of Contents



Income Tax Expense
  Non-controlling interests
  Years Ended December 31, 2009 and 2008
 Total revenue
  Other Income
  Costs and Expenses
 Total Cash Costs
  Year Ended December 31,2009
    
    
    
    
    
    
    2008Ounces
    
    
    $ Per Ounce
    
    
    Ounces
    
    
    $ Per OunceMorila (40% share) cash costs
    
    
    136,664
    
    
    
    480
    
    
    
    170,331
    
    
    
    400Loulo (100% share) cash costs
    
    
    349,660
    
    
    
    525
    
    
    
    259,382
    
    
    
    512Total ounces (attributable sales)
    
    
    486,324
    
    
    
    
    
    
    
    427,713Group total cash costs*
    
    
    
    
    
    
    512
    
    
    
    468Total production costs per ounce under IFRS
    
    
    
    
    
    
    571
    
    
    
    517
 
 *
    
    For a definition of cash costs, please see Item 3. Key Information  A. Selected Financial
Data.
    
    Total production cost includes total cash costs and also the depreciation and amortization cost
which is discussed below. Total cash cost per ounce has been restated following the change in the
bases for these calculations. Refer to page 9 for more information. 71




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##### Table of Contents



Depreciation and Amortization
  Exploration and Corporate Expenditure
  Other expenses
  Finance Income
  Finance costs
  Provision for financial assets
  72




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##### Table of Contents



Income Tax Expense
  Non-controlling interests
  B. LIQUIDITY AND CAPITAL RESOURCES
 Cash Resources
  Operating Activities
    Investing
   73




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##### Table of Contents



Financing
   Credit and Loan Facilities
       Corporate, Exploration, Development and New Business Expenditures
  Year Ended December 31,$000Area
    
    2010
    
    
    2009
    
    
    2008Rest of Africa
    
    
    498
    
    
    
    430
    
    
    
    200Burkina Faso
    
    
    558
    
    
    
    653
    
    
    
    1,886Mali
    
    
    3,432
    
    
    
    3,484
    
    
    
    4,334Tanzania
    
    
    97
    
    
    
    236
    
    
    
    1,105Côte dIvoire
    
    
    4,203
    
    
    
    2,360
    
    
    
    2,129Senegal
    
    
    2,210
    
    
    
    14,330
    
    
    
    4,768Ghana
    
    
    85
    
    
    
    336
    
    
    
    846Total exploration expenditure
    
    
    11,083
    
    
    
    21,829
    
    
    
    15,268
 74




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##### Table of Contents



Year Ended December 31,$000Area
    
    2010
    
    
    2009
    
    
    2008Corporate expenditure
    
    
    36,095
    
    
    
    29,282
    
    
    
    29,895Total exploration and corporate expenditure
    
    
    47,178
    
    
    
    51,111
    
    
    
    45,163
  Working Capital
  C. RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES, ETC.
  D. TREND INFORMATION
  Gold Market
      75




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##### Table of Contents



Price Per Ounce ($)Year
    
    High
    
    
    Low
    
    
    Average2001
    
    
    293
    
    
    
    256
    
    
    
    2712002
    
    
    349
    
    
    
    278
    
    
    
    3102003
    
    
    416
    
    
    
    320
    
    
    
    3632004
    
    
    454
    
    
    
    375
    
    
    
    4092005
    
    
    537
    
    
    
    411
    
    
    
    4442006
    
    
    725
    
    
    
    525
    
    
    
    6042007
    
    
    841
    
    
    
    608
    
    
    
    6952008
    
    
    1,011
    
    
    
    712
    
    
    
    8712009
    
    
    1,213
    
    
    
    810
    
    
    
    9722010
    
    
    1,421
    
    
    
    1,058
    
    
    
    1,2242011 (through February)
    
    
    1,411
    
    
    
    1,319
    
    
    
    1,364
 E. OFF-BALANCE SHEET ARRANGEMENTS
  F. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS
  Lessthan 1
    
    
    1-3
    
    
    3-5
    
    
    More thanTotal
    
    
    Year
    
    
    Years
    
    
    Years
    
    
    5 YearsContractual Obligations
    
    (dollars in thousands)Capital lease obligations(1)
    
    
    334
    
    
    
    334
    
    
    
    
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    2,624
    
    
    
    328
    
    
    
    656
    
    
    
    656
    
    
    
    984Environmental rehabilitation
    
    
    29,564
    
    
    
    67
    
    
    
    953
    
    
    
    4,812
    
    
    
    23,732Loans from minority shareholders in subsidiaries
    
    
    2,718
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,718Total contractual cash obligations
    
    
    35,240
    
    
    
    729
    
    
    
    1,609
    
    
    
    5,468
    
    
    
    27,434Contracts for capital expenditure
    
    
    85,008
    
    
    
    85,008
    
    
    
    
    
    
    
    
    
    
    
    
 
 (1)
    
    Includes total interest of $0.1 million calculated at the interest rate existing at year
end. 
 Item 6. Directors, Senior Management and Employees
 A. DIRECTORS AND SENIOR MANAGEMENT
    76




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##### Table of Contents



rd
 Executive Directors
   Non-Executive Directors
       77




---



##### Table of Contents



Executive Officers
            78




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##### Table of Contents



Date ofDate of
    
    Expiration
    
    Number ofDirector
    
    Appointment
    
    Term
    
    Years ServedExecutiveD.M. Bristow
    
    
    8/05/95
    
    
    
    5/03/11
    *
    
    
    16G.P. Shuttleworth
    
    
    7/01/07
    
    
    
    5/03/11
    *
    
    
    4Non-ExecutiveR.I. Israel
    
    
    6/12/97
    
    
    
    5/03/11
    *
    
    
    14P. Liétard
    
    
    2/11/98
    
    
    
    5/03/11
    *
    
    
    13N.P. Cole
    
    
    5/03/06
    
    
    
    5/03/11
    *
    
    
    6K. Voltaire
    
    
    5/03/06
    
    
    
    5/03/11
    *
    
    
    6C.L. Coleman
    
    
    11/03/08
    
    
    
    5/03/11
    *
    
    
    3K. Dagdelen
    
    
    1/29/10
    
    
    
    5/03/11
    *
    
    
    1
 
 *
    
    The UK Corporate Governance Code issued in June 2010 requires that all directors should stand for
re-election on an annual basis. 79




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##### Table of Contents



B. COMPENSATION
     
    
    A general retainer to all non-executive directors of $50,000;
    
    An annual committee assignment fee per committee served:
 Audit committee $35,000;Remuneration committee $25,000; andGovernance and Nomination committee $10,000.
 
    
    The chairman of a board committee to receive an additional premium to the committee
assignment fee of $15,000;
    
    The senior independent director, in addition to the general annual retainer but in lieu
of any committee assignment fee, to receive an additional $85,000;
    
    The non-executive chairman, in addition to the general annual retainer but in lieu of
any committee assignment fee, to receive an additional $200,000;
    
    An award to each director of restricted shares being 1,200 ordinary shares per year
and an additional award of 2,400 ordinary shares per year to the Non-executive chairman.
The shares are to vest over a three year period from the date of the award, being January
1, 2012.
  (i)
    
    a change of control of the Company other than as a result of an internal reorganization or
restructuring such that the shareholdings in the Company and any acquiring company remain
substantially the same both before and after the relevant event.(ii)
    
    the Director ceasing to hold office after a minimum of three years service as a Director, in
the following circumstances:
 (a)
    
    resignation after a minimum of three years service as a Director;
 80




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##### Table of Contents



(b)
    
    giving notice to terminate his office under the terms of his appointment where
he has decided not to seek re-election as a director but has completed a minimum of
three years service as a Director;(c)
    
    not being re-elected as a director at a meeting of the Companys shareholders
where the Director has stood for re-election with board support;(d)
    
    injury, ill-health or disability proved to the satisfaction of the Board;(e)
    
    death.
  (f)
    
    termination of the Directors appointment by the Company other than where the
Director:
 (i)
    
    has committed any serious breach or (after warning in writing) any
repeated or continued material breach of his obligations to the Company (which
include an obligation not to breach his fiduciary duties);(ii)
    
    has been guilty of any act of dishonesty or serious misconduct or
any conduct which in the reasonable opinion of the Board tends to bring the
Director concerned or the Company into disrepute; or(iii)
    
    has been declared bankrupt or have made an arrangement or
composition for the benefit of his creditors;
       81




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##### Table of Contents




    
    Basic salary and benefits (fixed remuneration).
    
    An annual bonus opportunity.
    
    Participation in the Restricted Share Scheme, measuring performance over the longer term.
      82




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##### Table of Contents




    
    40,000 restricted shares with an award date of January 1, 2009. Two thirds vested on
January 1, 2010 and the remaining third was to vest on January 1, 2011. However, no
vesting occurred because the company TSR performance fell below that of the HSC Global
Gold Index over the performance period. The issue price of these shares was $43.26.
    
    40,000 restricted shares with an award date of January 1, 2009, one third vesting on
January 1, 2010, one third vesting on January 1, 2011 and the remaining third vesting on
January 1, 2012. The issue price of these shares was $43.26.
   Basic Salary
    
    Annual Bonus
    
    Other Payments*
    
    Total**December 31,
    
    December 31,
    
    December 31
    
    December 31,2010 ($)
    
    2009 ($)
    
    2010 ($)
    
    2009 ($)
    
    2010 ($)
    
    2009 ($)
    
    2010 ($)
    
    2009 ($)ExecutiveD.M. Bristow (CEO)
    
    
    1,500,000
    
    
    
    1,250,000
    
    
    
    4,400,000
    
    
    
    3,750,000
    
    
    
    1,730,400
    
    
    
    2,626,000
    
    
    
    7,730,400
    
    
    
    7,626,000G.P. Shuttleworth (CFO)
    
    
    509,901
    
    
    
    424,047
    
    
    
    800,00
    
    
    
    400,000
    
    
    
    1,244,444
    
    
    
    821,933
    
    
    
    2,554,345
    
    
    
    1,645,980TOTAL
    
    
    2,009,901
    
    
    
    1,674,047
    
    
    
    5,300,000
    
    
    
    4,150,000
    
    
    
    2,974,844
    
    
    
    3,447,933
    
    
    
    10,284,745
    
    
    
    9,271,980
 
 *
    
    Other payments include expenses for restricted share award, which have been costed in
accordance with IFRS 2 based on the valuation at the date of grant. Performance is measured
against the HSBC Global Gold Index for each tranche of the restricted share awards. No
vesting occurred on January 1, 2011, in respect of Dr. D. M. Bristows shares over the past 12
month period, as the companys performance fell below that of the HSBC Global Gold Index over
the performance period, however, $1.7 million is still included in the figures above for Dr.
D. M. Bristow, in line with the accounting requirements.**
    
    The total remuneration disclosed in our Annual Report on Form 20-F for the year ended
December 31, 2010 was therefore $11,084,745. Fees
    
    
    Other Payments*
    
    
    TotalDecember 31,
    
    
    December 31,
    
    
    December 31,2010 ($)
    
    
    2009 ($)
    
    
    2010 ($)
    
    
    2009 ($)
    
    
    2010 ($)
    
    
    2009 ($)Non-ExecutiveP. Liétard
    
    
    220,000
    
    
    
    220,000
    
    
    
    98,700
    
    
    
    52,704
    
    
    
    318,700
    
    
    
    272,704B.H. Asher**
    
    
    
    
    
    
    45,000
    
    
    
    
    
    
    
    52,704
    
    
    
    
    
    
    
    97,704
 83




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##### Table of Contents



Fees
    
    
    Other Payments*
    
    
    TotalDecember 31,
    
    
    December 31,
    
    
    December 31,2010 ($)
    
    
    2009 ($)
    
    
    2010 ($)
    
    
    2009 ($)
    
    
    2010 ($)
    
    
    2009 ($)Non-ExecutiveR.I. Israel
    
    
    60,000
    
    
    
    65,000
    
    
    
    98,700
    
    
    
    52,704
    
    
    
    158,700
    
    
    
    117,704A.L. Paverd**
    
    
    
    
    
    
    28,334
    
    
    
    
    
    
    
    52,704
    
    
    
    
    
    
    
    81,083N.P. Cole Jr.
    
    
    135,000
    
    
    
    123,333
    
    
    
    98,700
    
    
    
    52,704
    
    
    
    233,700
    
    
    
    177,704K. Voltaire
    
    
    125,000
    
    
    
    120,000
    
    
    
    98,700
    
    
    
    52,704
    
    
    
    223,700
    
    
    
    172,704C.L. Coleman
    
    
    120,000
    
    
    
    100,000
    
    
    
    98,700
    
    
    
    52,704
    
    
    
    218,700
    
    
    
    151,037J.K. Walden
    
    
    42,500
    
    
    
    85,000
    
    
    
    98,700
    
    
    
    52,704
    
    
    
    141,200
    
    
    
    137,704K. Dagdelen
    
    
    77,917
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    77,917TOTAL
    
    
    780,417
    
    
    
    786,667
    
    
    
    592,200
    
    
    
    421,632
    
    
    
    1,372,617
    
    
    
    1,208,299
 
 *
    
    Other payments  The awards of 1,200 restricted shares allocated on January 1, 2009 and
January 1, 2010, vest over a three year period from the date of the award.**
    
    Dr. A.L. Paverd and Mr. B.H. Asher retired from the board on May 5, 2009.***
    
    Mr. J.K. Walden resigned from the board on July 1, 2010.   Average marketNumber of Options
    
    Average Exercise
    
    Price at date ofName
    
    Exercised
    
    Price ($)
    
    exercise ($)B.H. Asher
    
    
    25,400
    
    
    
    1.65
    
    
    
    66.66
   Options toPurchase OrdinaryShares
    
    Expiration Date
    
    Exercise Prices ($)OfficersL.C. Correia
    
    
    15,000
    
    
    
    8/20/17
    
    
    
    22.19D.J. Haddon
    
    
    20,000
    
    
    
    8/20/17
    
    
    
    22.19P.D. Harbidge
    
    
    20,000
    
    
    
    8/20/17
    
    
    
    22.19W.R.A. Houston
    
    
    25,000
    
    
    
    8/05/17
    
    
    
    22.19A. Konta
    
    
    25,000
    
    
    
    8/20/17
    
    
    
    22.19V. Matfield
    
    
    75,000
    
    
    
    8/05/14
    
    
    
    8.05V. Matfield
    
    
    60,000
    
    
    
    8/20/17
    
    
    
    22.19P. Pretorius
    
    
    30,000
    
    
    
    5/22/18
    
    
    
    45.27C.J. Prinsloo
    
    
    20,000
    
    
    
    8/05/17
    
    
    
    22.19R.B. Quick
    
    
    20,000
    
    
    
    8/20/17
    
    
    
    22.19M. Samaké
    
    
    20,000
    
    
    
    8/20/17
    
    
    
    22.19N. Sanogo
    
    
    7,000
    
    
    
    8/20/17
    
    
    
    22.19J. Steele
    
    
    40,000
    
    
    
    8/20/17
    
    
    
    22.19S. Touré
    
    
    30,000
    
    
    
    5/22/18
    
    
    
    45.27L.V. Wark
    
    
    25,000
    
    
    
    8/20/17
    
    
    
    22.19T. de Welzim
    
    
    2,000
    
    
    
    11/30/16
    
    
    
    22.50T. de Welzim
    
    
    15,000
    
    
    
    8/20/17
    
    
    
    22.19
  84




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##### Table of Contents



Number ofName
    
    SharesJ. Steele
    
    
    30,000M. Samaké
    
    
    18,000P.D. Harbidge
    
    
    18,000W.R.A. Houston
    
    
    18,000C.J. Prinsloo
    
    
    18,000R.B. Quick
    
    
    18,000S. Touré
    
    
    18,000P. Pretorius
    
    
    18,000L. Watum
    
    
    18,000W. Jacobs
    
    
    18,000A. Konta
    
    
    12,000V. Matfield
    
    
    12,000D.J. Haddon
    
    
    12,000L.V. Wark
    
    
    12,000T. de Welzim
    
    
    12,000L. Correia
    
    
    12,000N. Sanogo
    
    
    7,500
 Expiration date January 1, 2020
 C. BOARD PRACTICES
 Directors Terms of Employment
   Board of Directors Committees
  Audit Committee
  Remuneration Committee
  Governance and Nomination Committee
 85




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##### Table of Contents



D. EMPLOYEES
  December 31, 2010
    
    December 31, 2009
    
    December 31, 2008Category of ActivityMining and related engineering
    
    
    202
    
    
    
    136
    
    
    
    241Processing and related engineering
    
    
    767
    
    
    
    631
    
    
    
    668Management and technical
    
    
    125
    
    
    
    105
    
    
    
    100Exploration
    
    
    221
    
    
    
    161
    
    
    
    164Administration
    
    
    290
    
    
    
    261
    
    
    
    253TOTAL*
    
    
    1,605
    
    
    
    1,294
    
    
    
    1,426
 
 *
    
    Tongon became fully commissioned in the fourth quarter of 2010. E. SHARE OWNERSHIP
  Employee Share Option Scheme
    Restricted Share Scheme
   
 Item 7. Major Shareholders and Related Party Transactions
 A. MAJOR SHAREHOLDERS
 86




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##### Table of Contents




    
    Any person of whom the directors are aware that is interested directly or indirectly in
3% or more of our ordinary shares;
    
    Each of our directors; and
    
    All of our executive officers and directors as a group.
   Shares Beneficially OwnedHolder
    
    Number
    
    %D.M. Bristow
    
    
    697,584
    
    
    
    0.77G.P. Shuttleworth
    
    
    28,000
    
    
    
    0.03N.P. Cole Jr.
    
    
    4,572
    
    
    
    0.01C. Coleman
    
    
    3,800
    
    
    
    0.00K. Dagdelen
    
    
    400
    
    
    
    0.00R.I. Israel
    
    
    39,463
    
    
    
    0.04P. Liétard
    
    
    4,572
    
    
    
    0.01K. Voltaire
    
    
    
    
    
    
    BNY (Nominees) Limited (1) 30 Cannon Street London EC4M XH
    
    
    60,158,282
    
    
    
    66.04Wells Fargo & Company (2) 420 Montgomery Street San Francisco, CA 94104
    
    
    4,685,031
    
    
    
    5.14FMR LLC(3) 82 Devonshire Street, Boston, MA 02109
    
    
    11,812,915
    
    
    
    12.97BlackRock Inc.(4) 40 East 52nd Street New York, NY 10022
    
    
    10,622,151
    
    
    
    11.66Van Eck Associates Corporation(5) 335 Madison Ave, 19th Floor New York, NY 10017
    
    
    5,939,876
    
    
    
    6.53Directors and executive officers (6)
    
    
    792,293
    
    
    
    0.87
 
 (1)
    
    Shares held by BNY (Nominees) Limited are held for and on behalf of our ADS holders.(2)
    
    Wells Fargo & Company reported in its Schedule 13G filed with the Securities and Exchange
Commission on January 25, 2011 that its beneficial ownership in us amounted to 4,685,031
ordinary shares (5.15%) on a consolidated basis. These shares are included in the shares held
by BNY (Nominees) Limited.(3)
    
    FMR LLC reported in its Schedule 13G/A filed with the Securities and Exchange Commission that
as at February 14, 2011 its beneficial ownership in us amounted to 11,812,915 ordinary shares
(12.98%) on a consolidated basis. These shares are included in the shares held by BNY
(Nominees) Limited.(4)
    
    BlackRock Inc. reported in its Schedule 13G/A filed with the Securities and Exchange
Commission on January 10, 2011 that its beneficial ownership in us amounted to 10,622,151
ordinary shares (11.67%) on a consolidated basis. These shares are included in the shares
held by BNY (Nominees) Limited. 87




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##### Table of Contents



(5)
    
    Van Eck Associates Corporation reported in its Schedule 13G filed with the Securities and
Exchange Commission on February 14, 2011 that its beneficial ownership in us amounted to
5,939,876 ordinary shares (6.53%) on a consolidated basis. These shares are included in the
shares held by BNY (Nominees) Limited.(6)
    
    No executive officer beneficially owns in excess of 1% of the outstanding ordinary shares.    B. RELATED PARTY TRANSACTIONS
  The Randgold Name
  C. INTERESTS OF EXPERTS AND COUNSEL
  
 Item 8. Financial Information
  
 Item 9. The Offer and Listing
 A. OFFER AND LISTING DETAILS
  Price Per Ordinary Share
    
    Price Per ADSFinancial Period Ended
    
    High (£)
    
    Low (£)
    
    High ($)
    
    Low ($)December 31, 2010
    
    
    67.55
    
    
    
    41.26
    
    
    
    106.44
    
    
    
    64.91December 31, 2009
    
    
    54.50
    
    
    
    24.25
    
    
    
    90.30
    
    
    
    36.24December 31, 2008
    
    
    30.00
    
    
    
    15.57
    
    
    
    55.65
    
    
    
    23.45December 31, 2007
    
    
    19.50
    
    
    
    10.53
    
    
    
    38.86
    
    
    
    21.04December 31, 2006
    
    
    14.08
    
    
    
    9.09
    
    
    
    26.32
    
    
    
    15.88
 88




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##### Table of Contents



Price Per Ordinary Share
    
    Price Per ADSCalendar Period
    
    High (£)
    
    Low (£)
    
    High ($)
    Low ($)2011First Quarter (through February 28, 2011)
    
    
    53.30
    
    
    
    47.24
    
    
    
    83.55
    
    
    
    75.052010Fourth Quarter
    
    
    67.55
    
    
    
    50.85
    
    
    
    106.44
    
    
    
    80.66Third Quarter
    
    
    66.20
    
    
    
    53.55
    
    
    
    104.22
    
    
    
    85.11Second Quarter
    
    
    66.00
    
    
    
    50.40
    
    
    
    99.67
    
    
    
    77.39First Quarter
    
    
    54.00
    
    
    
    41.26
    
    
    
    86.83
    
    
    
    64.912009Fourth Quarter
    
    
    54.50
    
    
    
    39.30
    
    
    
    90.30
    
    
    
    63.57Third Quarter
    
    
    46.49
    
    
    
    33.51
    
    
    
    76.08
    
    
    
    55.06Second Quarter
    
    
    44.49
    
    
    
    28.23
    
    
    
    73.96
    
    
    
    41.59First Quarter
    
    
    37.76
    
    
    
    25.10
    
    
    
    54.35
    
    
    
    36.65
 Price Per Ordinary Share
    
    Price Per ADSCalendar Month
    
    High (£ )
    
    Low (£)
    
    High ($)
    Low ($)2011February
    
    
    52.40
    
    
    
    47.62
    
    
    
    83.50
    
    
    
    76.85January
    
    
    53.30
    
    
    
    47.24
    
    
    
    83.55
    
    
    
    75.052010December
    
    
    61.15
    
    
    
    50.85
    
    
    
    95.72
    
    
    
    80.66November
    
    
    63.30
    
    
    
    57.65
    
    
    
    101.92
    
    
    
    92.00October
    
    
    67.55
    
    
    
    57.35
    
    
    
    106.44
    
    
    
    90.48September
    
    
    66.20
    
    
    
    58.85
    
    
    
    104.22
    
    
    
    90.74
 B. PLAN OF DISTRIBUTION
  C. MARKETS
  D. SELLING SHAREHOLDERS
  E. DILUTION
  F. EXPENSES OF THE ISSUE
  
 Item 10. Additional Information
 A. SHARE CAPITAL
  B. MEMORANDUM AND ARTICLES OF ASSOCIATION
 89




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General
    Memorandum of Association
  Changes in Capital or Objects and Powers
  
    
    increase our authorized or paid up share capital;
    
    consolidate and divide all or any part of our shares into shares of a larger amount;
    
    sub-divide all or any part of our shares having a par value;
    
    convert any of our issued or unissued shares into shares of another class;
    
    convert any of our paid-up shares into stock, and reconvert any stock into any number
of paid-up shares of any denomination;
    
    convert any of our issued shares into redeemable shares which can be redeemed;
    
    cancel shares which, at the date of passing of the resolution, have not been taken or
agreed to be taken by any person, and diminish the amount of the authorized share capital
by the amount of the shares so cancelled;
    
    reduce the authorized share capital;
    
    reduce our issued share capital; or
    
    alter our Memorandum or Articles of Association.
 Articles of Association
  General Meeting of Shareholders
   90




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##### Table of Contents




    
    the consideration of our annual financial statements and report of our independent
accountants;
    
    the election of directors; and
    
    the appointment of independent auditors.
 Voting Rights
   Dividends
     Ownership Limitations
  Distribution of Assets on a Winding-Up
  91




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##### Table of Contents



Transfer of Shares
   
    
    it is in respect of a share which is fully paid up;
    
    it is in respect of only one class of shares;
    
    it is in favor of a single transferee or not more than four joint transferees;
    
    it is duly stamped, if so required; and
    
    it is delivered for registration to our registered office for the time being or another
place that we may from time to time determine accompanied by the certificate for the shares
to which it relates and any other evidence as we may reasonably require to prove the title
of the transferor or person renouncing and the due execution of the transfer or
renunciation by him or, if the transfer or renunciation is executed by some other person on
his behalf, the authority of that person to do so; provided that we shall not refuse to
register any transfer of partly paid shares which are listed on the grounds they are partly
paid shares in circumstances where our refusal would prevent dealings in those shares from
taking place on an open and proper basis.
 Variation of Rights
   Capital Calls
   92




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Borrowing Powers
  Issue of Shares and Preemptive Rights
   Meetings of the Board of Directors
    Remuneration of Directors
   Pensions and Gratuities for Directors
 93




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##### Table of Contents



Directors Interests in Contracts
   Restrictions on Directors Voting
  
    
    the giving of any guarantee, security, or indemnity in respect of money lent or
obligations incurred by him or any other person at the request of or for the benefit of us
or any of our subsidiary undertakings;
    
    the giving of any guarantee, security or indemnity in respect of a debt or obligation
of ours or any of our subsidiary undertakings for which he himself has assumed
responsibility in whole or in part under a guarantee or indemnity or by the giving of
security;
    
    any proposal concerning an offer of shares or debentures or other securities of or by
us or any of our subsidiary undertakings in which offer he is or may be entitled to
participate as a holder of securities or in the underwriting or sub-underwriting of which
he is to participate;
    
    any proposal concerning any other body corporate in which he (together with persons
connected with him) does not to his knowledge have an interest in 1% or more of the issued
equity share capital of any class of that body corporate or of the voting rights available
to shareholders of that body corporate;
    
    any proposal relating to an arrangement for the benefit of our employees or the
employees of any of our subsidiary undertakings which does not award him any privilege or
benefit not generally awarded to the employees to whom the arrangement relates; or
    
    any proposal concerning insurance which we propose to maintain or purchase for the
benefit of directors or for the benefit of persons who include directors.
  Number of Directors
  94




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Directors Appointment and Retirement by Rotation
   Untraced Shareholders
  CREST
  Purchase of Shares
  Non-Jersey Shareholders
  Rights of Minority Shareholders and Fiduciary Duties
  Jersey Law and Our Memorandum and Articles of Association
  
    
    controlling possible conflicts of interests between us and our directors, such as loans
by us or directors, and contracts between us and our directors other than a duty on
directors to disclose an interest in any transaction to be entered into by us or any of our
subsidiaries which to a material extent conflicts with our interest;
 95




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##### Table of Contents




    
    specifically requiring particulars to be shown in our accounts of the amount of loans
to officers or directors emoluments and pensions, although these would probably be
required to be shown in our accounts in conformity to the requirement that accounts must be
prepared in accordance with generally accepted accounting principles;
    
    requiring us to file details of charges other than charges of Jersey realty; or
    
    as regards statutory preemption provisions in relation to further issues of shares.
    Proposed Amended Articles of Association
  C. MATERIAL CONTRACTS
            96




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D. EXCHANGE CONTROLS
  E. TAXATION
 Material Jersey Tax Consequences
 General
       Taxation of Dividends
  97




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Taxation of Capital Gains and Estate and Gift Tax
  Material United States Federal Income Tax Consequences
    
    
    a US citizen;
    
    an individual resident in the United States for US Federal income tax purposes;
    
    a domestic corporation, or other entity taxable as a corporation, organized under the
laws of the United States or of any US state or the District of Columbia;
    
    an estate the income of which is includible in its gross income for US Federal income
tax purposes without regard to its source; or
    
    a trust, if either: a US court is able to exercise primary supervision over the
administration of the trust and one or more US persons have the authority to control all
the substantial decisions of the trust, or the trust has a valid election in effect under
applicable US Treasury regulations to be treated as a US person.
  
    
    retirement plans;
    
    insurance companies;
    
    persons that hold ordinary shares or ADSs as part of a straddle, synthetic
security, hedge, conversion transaction or other integrated investment;
    
    persons that enter into constructive sales involving our ordinary shares or ADSs or
substantially identical property with other transactions;
    
    persons whose functional currency is not the US Dollar;
    
    expatriates or former long-term residents of the United States;
    
    financial institutions;
 98




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##### Table of Contents




    
    dealers in securities or currencies;
    
    tax-exempt organizations;
    
    persons that own, actually or constructively, 10% or more of our outstanding voting
stock;
    
    persons subject to the alternative minimum tax;
    
    regulated investment companies;
    
    real estate investment trusts;
    
    persons who trade in securities who elect to apply a mark-to-market method of
accounting; and
    
    persons who acquired their shares or ADSs pursuant to the exercise of employee stock
options or otherwise as compensation.
   Ownership of Ordinary Shares or ADSs
    99




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Sale or Other Disposition of Ordinary Shares or ADSs
  Additional Tax After 2012
  Passive Foreign Investment Company Rules
     
    
    any gain recognized by a US holder upon the sale of ADSs or ordinary shares, or the
receipt of some types of distributions, would be treated as ordinary income;
 100




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##### Table of Contents




    
    this income generally would be allocated ratably over a US holders holding period with
respect to our ADSs or ordinary shares; and
    
    the amount allocated to prior years, with certain exceptions, will be subject to tax at
the highest tax rate in effect for those years and an interest charge would be imposed on
the amount of deferred tax on the income allocated to the prior taxable years.
  US
holders are urged to consult their own tax advisors regarding this new reporting obligation and how
it may apply to their particular circumstances.
    Backup Withholding and Information Reporting
    101




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US holders should consult their own tax advisors regarding this reporting obligation and
how it may apply to their particular circumstances.
 United Kingdom Tax Considerations
  Dividends
         102




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Capital Gains
     Inheritance Tax
   Stamp Duty and Stamp Duty Reserve Tax
    F. DIVIDENDS AND PAYING AGENTS
  G. STATEMENTS BY EXPERTS
  H. DOCUMENTS ON DISPLAY
 103




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I. SUBSIDIARY INFORMATION
  
 Item 11. Quantitative and Qualitative Disclosures About Market Risk Hedge Policy
       Foreign Currency and Commodity Price Sensitivity
  104




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##### Table of Contents



$000
    
    2010
    
    
    2009Level of exposure of foreign currency riskCarrying value of foreign currency balancesCash and cash equivalents includes balances denominated in:    Communauté Financière Africaine franc (CFA)
    
    
    24,532
    
    
    
    7,506    Euro (EUR)
    
    
    3,439
    
    
    
    10,987    South African rand (ZAR)
    
    
    502
    
    
    
    (668
    )    British pound (GBP)
    
    
    281
    
    
    
    59    Australian dollar (AUD)
    
    
    205
    
    
    
    3,617    Canadian dollar (CAD)
    
    
    1,155
    
    
    
    360Accounts receivable and prepayments include balances denominated in:    Communauté Financière Africaine franc (CFA)
    
    
    18,578
    
    
    
    51,435    Euro (EUR)
    
    
    1
    
    
    
    3,956    South African rand (ZAR)
    
    
    345
    
    
    
    6,564    British pound (GBP)
    
    
    131
    
    
    
    159    Australian dollar (AUD)
    
    
    12
    
    
    
    1,171    Canadian dollar (CAD)
    
    
    
    
    
    
    47Accounts payable includes balances denominated in:    Communauté Financière Africaine franc (CFA)
    
    
    (5,453
    )
    
    
    (28,264
    )    Euro (EUR)
    
    
    (3,949
    )
    
    
    (5,895
    )    South African rand (ZAR)
    
    
    (3,583
    )
    
    
    (3,489
    )    British pound (GBP)
    
    
    (51
    )
    
    
        Australian dollar (AUD)
    
    
    (21
    )
    
    
    (3,487
    )    Canadian dollar (CAD)
    
    
    (39
    )
    
    
    
  Effect of 10.0%Closing
    
    
    strengthening of USexchange
    
    
    dollar on net earningsLevel of exposure of foreign currency risk (continued)
    
    Rate
    
    
    and equityAt December 31, 2010    Euro (EUR)
    
    
    0.7546
    
    
    
    51    British pound (GBP)
    
    
    0.6465
    
    
    
    36    Communauté Financière Africaine franc (CFA)
    
    
    504.68
    
    
    
    3,766    South African rand (ZAR)
    
    
    6.6468
    
    
    
    274    Australian dollar (AUD)
    
    
    1.0163
    
    
    
    20    Canadian dollar (CAD)
    
    
    1.0001
    
    
    
    112At December 31, 2009    Euro (EUR)
    
    
    0.6977
    
    
    
    905    British pound (GBP)
    
    
    0.6279
    
    
    
    22    Communauté Financière Africaine franc (CFA)
    
    
    457.66
    
    
    
    2,600    South African rand (ZAR)
    
    
    7.4174
    
    
    
    241    Australian dollar (AUD)
    
    
    1.1199
    
    
    
    130    Canadian dollar (CAD)
    
    
    1.0494
    
    
    
    41
  105




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106




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Interest Rate Sensitivity
      
 Item 12. Description of Securities Other Than Equity Securities
 A. DEBT SECURITIES
  B. WARRANTS AND RIGHTS
  C. OTHER SECURITIES
  D. AMERICAN DEPOSITARY SHARES
 Fees Payable by ADS Holders
  Associated Fee
    
    Depositary Action$5.00 or less per 100 ADSs (or portion thereof).
    
    Execution and delivery of ADRs and the surrender of ADRs
pursuant to the Deposit Agreement.$0.02 or less per ADS (or portion thereof).
    
    Any cash distribution made pursuant to the Deposit Agreement,
including, among other things:    cash distributions or dividends,    distributions other than cash, shares or rights,    distributions in shares, and    rights of any other nature, including rights to subscribe
for additional shares.
 107




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##### Table of Contents



Associated Fee
    
    Depositary ActionTaxes and other governmental charges.
    
    As applicable.Registration fees in effect for the
registration of transfers of shares generally
on the share register of the Company or foreign
registrar and applicable to transfers of shares
to or from the name of the Depositary or its
nominee or the custodian or its nominee on the
making of deposits or withdrawals.
    
    As applicable.A fee equal to the fee for the execution and
delivery of ADSs which would have been charged
as a result of the deposit of such securities.
    
    Distributions of securities other than cash, shares or rights.Any other charges payable by the Depositary,
any of its agents (and their agents), including
the custodian (by billing such owners for such
charge or by deducting such charge from one or
more cash dividends or other cash
distributions).
    
    Servicing of shares or other deposited securities.Expenses incurred by the Depositary.
    
        Cable, telex and facsimile transmission (where expressly
provided for in the Deposit Agreement)    Foreign currency conversion into U.S. dollars
 Depositary Payments for 2009
  PART II
 
 Item 13. Defaults, Dividend Arrearages and Delinquencies
  
 Item 14. Material Modification to the Rights of Security Holders and Use of Proceeds
  
 Item 15. Controls and Procedures
 Disclosure Controls and Procedures
 108




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##### Table of Contents



Managements Report on Internal Control over Financial Reporting
 
    
    Pertain to the maintenance of records that in reasonable detail accurately and fairly
reflect the transactions and dispositions of the assets of the company;
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and
    
    Provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the companys assets that could have a material effect
on the consolidated financial statements.
      Changes in Internal Control Over Financial Reporting
  
 Item 16. Reserved
 
 Item 16A. Audit Committee Financial Expert
  109




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##### Table of Contents



Item 16B. Code of Ethics
  
 Item 16C. Principal Accountant Fees and Services
   2010
    
    
    2009$
    
    
    $(in millions)Audit Fees (1)
    
    
    0.7
    
    
    
    0.8Audit-related Fees (2)
    
    
    
    
    
    
    0.2Tax Fees
    
    
    
    
    
    
    All Other Fees (3)
    
    
    
    
    
    
    0.2Total
    
    $
    0.7
    
    
    $
    1.2
 
 (1)
    
    The Audit Fees consist of fees billed for the annual audit services engagement and other
audit services, which are those services that only the external auditor reasonably can
provide, and include our audit and statutory audits.(2)
    
    Audit-related fees include fees billed relating to comfort letters and consents; attest
services; and assistance with and review of documents filed with the Securities and Exchange
Commission and UK Listing Authority.(3)
    
    Other fees relate to other work performed in respect of the documents filed with the UK
Listing Authority. Audit Committee Pre-Approval Policies and Procedures
       110




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##### Table of Contents



Item 16D. Exemptions from the Listing Standards for Audit Committees
  
 Item 16E. Purchase of Equity Securities by the Issuer and Affiliated Purchasers
  
 Item 16F. Change in Registrants Certifying Accountant
  
 Item 16G. Corporate Governance
  PART III
 
 Item 17. Financial Statements
  
 Item 18. Financial Statements
  
 Item 19. Exhibits
  Exhibit No.
    
    Exhibit1.1*
    
    Memorandum of Association of Randgold Resources Limited, as amended.1.2*
    
    Articles of Association of Randgold Resources Limited, as amended.2.1
    
    Memorandum of Association of Randgold Resources Limited, as amended (see Exhibit 1.1).2.2+++
    
    Form of Amended and Restated Deposit Agreement, dated as of October 14, 2009 among Randgold Resources Limited, The Bank of New York as Depositary,
and owners and holders from time to time of American Depositary receipts issued thereunder.2.3+++
    
    Form of American Depositary Receipt.
 111




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##### Table of Contents



Exhibit No.
    
    Exhibit2.4*
    
    Excerpts of relevant provisions of the Companies (Jersey) Law 1991.2.5*
    
    Shareholders Agreement (English translation), dated June 23, 2000, between the Government of Mali and Morila Limited.4.1*
    
    Deed Governing the Relationship Between the Parties Upon Admission between Randgold & Exploration Company Limited and Randgold Resources Limited,
dated June 26, 1997 (Relationship Agreement).4.2*
    
    License Agreement, dated June 26, 1997, between Randgold & Exploration Company Limited and Randgold Resources Limited.4.3*
    
    Agreement, dated December 21, 1999, between Société des Mines de Morila SA, Randgold Resources Limited and Morila Limited (loan from Randgold
Resources Limited to Morila Limited).4.4*
    
    Sale of Shares Agreement, dated May 29, 2000, between AngloGold Limited, Randgold Resources Limited and Randgold Resources (Morila) Limited.4.5*
    
    Joint Venture Agreement, dated May 29, 2000, between AngloGold Limited and Randgold Resources Limited.4.6*
    
    Operator Agreement, dated May 29, 2000, between Société des Mines de Morila SA and AngloGold Services Mali SA.4.7*
    
    Cession of Shareholders Loan  Memorandum of Agreement, dated July 3, 2000, between Randgold Resources Limited and AngloGold Morila Holdings
Limited.4.8*
    
    Deferred Terms Agreement by and between Société des Mines de Morila SA and Rolls-Royce Power Ventures Limited, dated February 25, 2000.4.9*
    
    Deed of Guarantee, dated August 25, 2000, between Randgold Resources Limited, Randgold & Exploration Company Limited and SYPPS.4.10*
    
    Deferred Terms Agreement by and between Société des Mines de Morila SA and Rolls-Royce Power Ventures Limited, dated December 9, 1999.4.11*
    
    Deed of Guarantee given under the Morila Deferred Terms Agreement, dated March 3, 2000, between Randgold Resources Limited, Randgold & Exploration
Company Limited and Mopps.4.12*
    
    Morila Exploitation Permit (English translation).4.13*
    
    Transfer of Morila Exploitation Permit from Randgold Resources Limited to Morila SA.4.14*
    
    Randgold Resources Limited Share Option Scheme.4.15+
    
    Structured Precious Metals Option and Loan Confirmation, dated August 30, 2002, between Randgold Resources Limited and NM Rothschild & Sons Limited.4.16+
    
    Third Contract of Employment between Randgold Resources Limited and Roger Ainsley Ralph Kebble.4.17+
    
    Services Agreement between Randgold & Exploration Company Limited and Randgold Resources Limited, dated February 2, 2003.4.18++
    
    Shareholder Loan Agreement dated August 1, 2004, between Randgold Resources Limited and Randgold Resources (Somilo) Limited.
 112




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##### Table of Contents



Exhibit No.
    
    Exhibit4.19++
    
    Termination Agreement, dated November 9, 2004, between Randgold Resources Limited and Mr. R.A.R. Kebble.4.20++
    
    Deed of Assignment, dated December 20, 2004, between Randgold Resources Limited and Société des Mines de Loulo S.A.4.21++
    
    International Swap Dealers Association Inc. Master Agreement, dated December 21, 2004, between Randgold Resources Limited and Absa Bank Limited.4.22++
    
    Amendment to Shareholders Loan Agreement, between Randgold Resources Limited and Randgold Resources (Somilo) Limited.4.23#
    
    Fifth Contract of Employment, dated January 31, 2005, between Randgold Resources Limited and Dennis Mark Bristow.4.24§
    
    Mining Contract Agreement, dated February 15, 2005, between Société des Mine de Loulo S.A and BCM Mali S.A.4.25§
    
    Third Contract of Employment, dated April 20, 2006, between Randgold Resources Limited and Roger A. Williams.4.26#
    
    International Swap Dealers Association Inc. Master Agreement and Schedule thereto, dated April 23, 2007, between Fortis Bank NV/SA Limited and
Randgold Resources Limited.4.27#
    
    International Swap Dealers Association Inc. Novation Agreement, dated April 23, 2007, between Randgold Resources Limited, Société Générale and
Fortis Bank NV/SA.4.28#
    
    Revolving Credit Facility Agreement, dated May 1, 2007, among Randgold Resources (Somilo) Limited, Randgold Resources Limited, various Banks and
Other Financial Institutions and NM Rothschild & Sons Limited.4.29#
    
    Charge Over Shares, dated May 8, 2007, between Randgold Resources Limited and NM Rothschild & Sons Limited.4.30#
    
    Charge Over Shares, dated May 8, 2007, between Mining Investments (Jersey) Limited and NM Rothschild & Sons Limited.4.31#
    
    Deed of Guarantee and Indemnity, dated May 8, 2007, between Randgold Resources Limited and NM Rothschild & Sons Limited.4.32#
    
    Deed of Guarantee and Indemnity, dated May 8, 2007, between Société des Mines de Loulo S.A. and NM Rothschild & Sons Limited.4.33#
    
    Deed of Assignment, dated May 8, 2007, between Randgold Resources Limited and NM Rothschild & Sons Limited.4.34#
    
    Registered Share Pledge Agreement, dated May 9, 2007, between Randgold Resources (Somilo) Limited and NM Rothschild & Sons Limited.4.35##
    
    Joint Venture Agreement, dated April 4, 2008, between New Mining CI and Randgold Resources (Côte dIvoire) Limited.4.36###
    
    Addendum to the Joint Venture Agreement, dated April 4, 2008, between New Mining CI and Randgold Resources (Côte dIvoire) Limited.4.37###
    
    Employment Contract, dated April 28, 2008, between Randgold Resources Limited and Dennis Mark Bristow.4.38###
    
    First Contract of Employment, dated April 28, 2007, between Randgold Resources Limited and Graham P. Shuttleworth.
 113




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##### Table of Contents



Exhibit No.
    
    Exhibit4.39###
    
    Addendum to the Joint Venture Agreement, dated April 22, 2008, between AngloGold Ashanti Limited and Randgold Resources Limited.4.40###
    
    Addendum to the Operatorship Agreement, dated April 22, 2008, between AngloGold Ashanti Limited, AngloGold Services Mali SA, Société des Mines de
Morila SA and Mining Investments Jersey Limited.4.41%
    
    Project Management Agreement between La Société dOpération Ivoirienne dÉlectricité (SOPIE) and Randgold Resources C.I.  SARL, dated March 2009.4.42%
    
    Letter Agreement, dated September 18, 2008, between Randgold Resources (Côte dIvoire) Limited and New Mining Côte dIvoire SARL.4.43%
    
    Rules of the Randgold Resources Limited Restricted Share Scheme.4.44%
    
    Contract of Employment, dated July 1, 2008, between Randgold Resources Limited and Graham P. Shuttleworth.4.45%%
    
    Agreement between Randgold Resources Limited and AngloGold Ashanti Limited dated July 16, 2009.4.46%%
    
    Amendment dated July 27, 2009 to Agreement between Randgold Resources Limited and AngloGold Ashanti Limited, dated July 16, 2009.4.47%%
    
    Irrevocable Commitment from Randgold Resources Limited to Moto Goldmines Limited, dated July 27, 2009.4.48**
    
    Arrangement Agreement, dated August 5, 2009, between Randgold Resources Limited, 0858065 B.C. Limited and Moto Goldmines Limited.4.49**
    
    Protocole dAccord, dated October 31, 2009, between Randgold Resources Limited, AngloGold Ashanti Limited, Moto Goldmines Limited, Kibali Goldmines
S.P.R.L. and the Government of the Democratic Republic of The Congo.4.50**
    
    Share Purchase Agreement, dated October 31, 2009, between LOffice des Mines de Kilo-Moto, Randgold Resources Limited, AngloGold Ashanti Limited,
Moto Goldmines Limited, Border Energy Pty Limited, Kibali (Jersey) Limited and Kibali Goldmines S.P.R.L.4.51***
    
    Agreement, dated July 26, 2010 between Randgold Resources and DTP Terrassement.4.52***
    
    Joint Venture Agreement, dated July 16, 2009 between Randgold Resources Limited and AngloGold Ashanti Limited4.53***
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Philippe Liétard.4.54***
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Norborne Cole Jr.4.55***
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Christopher L Coleman.4.56***
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Robert I Israel.4.57***
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Karl Voltaire.4.58***
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Kadri Dagdelen.4.59***
    
    Contract of Employment, dated August 3, 2010, between Randgold Resources Limited and Graham P. Shuttleworth.8.1***
    
    List of Subsidiaries.
 114




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##### Table of Contents



Exhibit No.
    
    Exhibit12.1***
    
    Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.12.2***
    
    Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.13.1***
    
    Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.13.2***
    
    Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.15.1***
    
    Consent of BDO LLP.15.2***
    
    Consent of SRK Consulting.
 
 *
    
    Incorporated herein by reference to Registrants Registration Statement on Form F-1 (File No. 333-90972), filed on June 21, 2002.+
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2002.++
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2004.+++
    
    Incorporated by reference to Registrants Registration Statement on Form F-6 (File No. 333-129147), filed on October 7, 2009.§
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2005.#
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2006.##
    
    Incorporated by reference to Registrants Registration Statement on Form F-3 (File No. 333-147648), filed on November 27, 2007.###
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2007.%
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2008.%%
    
    Incorporated by reference to Registrants Registration Statement on Form F-3 (File No. 333-160827), filed on July 27, 2009.**
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2009.***
    
    Filed herewith SIGNATURES
  RANDGOLD RESOURCES LIMITEDBy:
    /s/ D. Mark BristowName:
    D. Mark BristowTitle:
    Chief Executive OfficerDate:
    March 31, 2011 115




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##### Table of Contents



Exhibit Index
 Exhibit No.
    
    Exhibit4.51
    
    Agreement, dated July 26, 2010 between Randgold Resources and DTP Terrassement.4.52
    
    Joint Venture Agreement, dated July 16, 2009 between Randgold Resources Limited and AngloGold Ashanti Limited.4.53
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Philippe Liétard.4.54
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Norborne Cole Jr.4.55
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Christopher L Coleman.4.56
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Robert I Israel.4.57
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Karl Voltaire.4.58
    
    Appointment Letter, dated May 4, 2010, between Randgold Resources Limited and Kadri Dagdelen.4.59
    
    Contract of Employment, dated August 3, 2010, between Randgold Resources Limited and Graham P. Shuttleworth.8.1
    
    List of Subsidiaries.12.1
    
    Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.12.2
    
    Certification by Financial Director pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.13.1
    
    Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.13.2
    
    Certification by Financial Director pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 ofthe Sarbanes-Oxley Act of 2002.15.1
    
    Consent of BDO LLP.15.2
    
    Consent of SRK Consulting.
 116




---



##### 



INDEX TO FINANCIAL STATEMENTS
 PAGERandgold Resources LimitedREPORT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    
    
    F-2CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED
DECEMBER 31, 2010, 2009 AND 2008
    
    
    F-3CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AT DECEMBER 31, 2010 AND 2009
    
    
    F-4CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER
31, 2010, 2009 AND 2008
    
    
    F-5CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31,
2010, 2009 AND 2008
    
    
    F-7NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
    
    
    F-8
  F-1




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##### Table of Contents



REPORT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
   Internal Control  Integrated Framework
      /s/ BDO LLP

BDO LLPLondon31 March 2011
  F-2




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31
 US$000
    
    Notes
    
    2010
    
    2009
    
    2008REVENUEGold sales on spot
    
    
    
    
    
    
    505,889
    
    
    
    476,553
    
    
    
    374,110Loss on hedging contracts
    
    
    
    
    
    
    (21,336
    )
    
    
    (43,773
    )
    
    
    (35,538
    )Total revenue
    
    
    
    
    
    
    484,553
    
    
    
    432,780
    
    
    
    338,572Other income
    
    
    26
    
    
    
    22,633
    
    
    
    8,975
    
    
    
    4,194TOTAL INCOME
    
    
    
    
    
    
    507,186
    
    
    
    441,755
    
    
    
    342,766COSTS AND EXPENSESMining and processing costs
    
    
    26
    
    
    
    280,423
    
    
    
    249,634
    
    
    
    199,520Transport and refining costs
    
    
    
    
    
    
    1,653
    
    
    
    1,594
    
    
    
    2,053Royalties
    
    
    
    
    
    
    27,680
    
    
    
    25,410
    
    
    
    19,730Exploration and corporate expenditure
    
    
    27
    
    
    
    47,178
    
    
    
    51,111
    
    
    
    45,163Other expenses
    
    
    
    
    
    
    14,111
    
    
    
    242
    
    
    
    363TOTAL COSTS
    
    
    
    
    
    
    371,045
    
    
    
    327,991
    
    
    
    266,829Finance income
    
    
    28
    
    
    
    1,304
    
    
    
    3,444
    
    
    
    9,335Finance costs
    
    
    28
    
    
    
    (5,270
    )
    
    
    (1,915
    )
    
    
    (3,338
    )Provision for financial assets
    
    
    
    
    
    
    12,980
    
    
    
    (9,580
    )
    
    
    (10,350
    )Finance (costs)/income  net
    
    
    28
    
    
    
    9,014
    
    
    
    (8,051
    )
    
    
    (4,353
    )PROFIT BEFORE INCOME TAX
    
    
    
    
    
    
    145,155
    
    
    
    105,713
    
    
    
    71,584Income tax expense
    
    
    4
    
    
    
    (24,524
    )
    
    
    (21,450
    )
    
    
    (24,564
    )PROFIT FOR THE PERIOD
    
    
    
    
    
    
    120,631
    
    
    
    84,263
    
    
    
    47,020OTHER COMPREHENSIVE INCOMECash flow hedges
    
    
    21
    
    
    
    14,242
    
    
    
    26,730
    
    
    
    32,851Currency translation differences
    
    
    
    
    
    
    
    
    
    
    1,047
    
    
    
    Gain on available-for-sale financial assets
    
    
    
    
    
    
    2,776
    
    
    
    8,970
    
    
    
    TOTAL COMPREHENSIVE INCOME
    
    
    
    
    
    
    137,649
    
    
    
    121,010
    
    
    
    79,871PROFITAttributable to:Owners of the parent
    
    
    
    
    
    
    103,501
    
    
    
    69,400
    
    
    
    41,569Non-controlling interests
    
    
    
    
    
    
    17,130
    
    
    
    14,863
    
    
    
    5,451120,631
    
    
    
    84,263
    
    
    
    47,020TOTAL COMPREHENSIVE INCOMEAttributable to:Owners of the parent
    
    
    
    
    
    
    120,519
    
    
    
    106,486
    
    
    
    74,420Non-controlling interests
    
    
    
    
    
    
    17,130
    
    
    
    14,524
    
    
    
    5,451137,649
    
    
    
    121,010
    
    
    
    79,871BASIC EARNINGS PER SHARE (US$)
    
    
    6
    
    
    
    1.14
    
    
    
    0.86
    
    
    
    0.54DILUTED EARNINGS PER SHARE (US$)
    
    
    6
    
    
    
    1.13
    
    
    
    0.84
    
    
    
    0.54AVERAGE SHARES IN ISSUE (000)
    
    
    
    
    
    
    90,645
    
    
    
    81,023
    
    
    
    76,300
  F-3




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
AT DECEMBER 31, 2010
 US$000
    
    Notes
    
    2010
    
    2009ASSETSNON-CURRENT ASSETSProperty, plant and equipment
    
    
    9
    
    
    
    901,959
    
    
    
    507,219Deferred tax
    
    
    12
    
    
    
    379
    
    
    
    290Long term ore stockpiles
    
    
    8
    
    
    
    9,123
    
    
    
    34,178Trade and other receivables
    
    
    7
    
    
    
    1,341
    
    
    
    5,292Mineral properties
    
    
    10
    
    
    
    406,000
    
    
    
    405,779Available-for-sale financial assets
    
    
    13
    
    
    
    
    
    
    
    29,020TOTAL NON-CURRENT ASSETS
    
    
    
    
    
    
    1,318,802
    
    
    
    981,778CURRENT ASSETSInventories and ore stockpiles
    
    
    8
    
    
    
    195,523
    
    
    
    109,113Trade and other receivables
    
    
    7
    
    
    
    97,738
    
    
    
    121,786Available-for-sale financial assets
    
    
    13
    
    
    
    15,862
    
    
    
    17,810Cash and cash equivalents
    
    
    
    
    
    
    366,415
    
    
    
    589,681TOTAL CURRENT ASSETS
    
    
    
    
    
    
    675,538
    
    
    
    838,390TOTAL ASSETS
    
    
    
    
    
    
    1,994,340
    
    
    
    1,820,168EQUITY AND LIABILITIESShare capital
    
    
    5
    
    
    
    4,555
    
    
    
    4,506Share premium
    
    
    5
    
    
    
    1,362,320
    
    
    
    1,317,771Retained earnings
    
    
    
    
    
    
    393,570
    
    
    
    305,415Other reserves
    
    
    
    
    
    
    31,596
    
    
    
    18,793Equity attributable to owners of the parent
    
    
    
    
    
    
    1,792,041
    
    
    
    1,646,485Non-controlling interests
    
    
    
    
    
    
    53,905
    
    
    
    36,775TOTAL EQUITY
    
    
    
    
    
    
    1,845,946
    
    
    
    1,683,260NON-CURRENT LIABILITIESBorrowings
    
    
    
    
    
    
    
    
    
    
    234Loans from minority shareholders
in subsidiaries
    
    
    16
    
    
    
    2,718
    
    
    
    2,945Deferred tax
    
    
    12
    
    
    
    12,611
    
    
    
    4,762Provision for rehabilitation
    
    
    15
    
    
    
    29,564
    
    
    
    16,916Loans from subsidiaries and joint ventures
    
    
    11
    
    
    
    
    
    
    
    TOTAL NON-CURRENT LIABILITIES
    
    
    
    
    
    
    44,893
    
    
    
    24,857CURRENT LIABILITIESFinancial liabilities  forward gold sales
    
    
    17
    
    
    
    
    
    
    
    25,312Trade and other payables
    
    
    14
    
    
    
    95,255
    
    
    
    82,080Current tax payable
    
    
    
    
    
    
    8,012
    
    
    
    3,609Borrowings
    
    
    
    
    
    
    234
    
    
    
    1,050TOTAL CURRENT LIABILITIES
    
    
    
    
    
    
    103,501
    
    
    
    112,051TOTAL EQUITY AND LIABILITIES
    
    
    
    
    
    
    1,994,340
    
    
    
    1,820,168
  
 F-4




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED  DECEMBER 31
 Attributable to Equity Shareholders
 Total EquityNumber
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Attributable to
    
    Non-of Ordinary
    
    Share
    
    Share
    
    Other
    
    Retained
    
    Owners
    
    Controlling
    
    TotalUS$000
    
    Shares §
    
    Capital
    
    Premium
    
    Reserves
    
    Earnings
    
    of Parent
    
    interests
    
    EquityBALANCE AT DEC 31, 2007
    
    
    76,140,330
    
    
    
    3,809
    
    
    
    450,814
    
    
    
    (69,391
    )
    
    
    213,567
    
    
    
    598,799
    
    
    
    8,294
    
    
    
    607,093Movement on cash flow hedgesTransfer to profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,901
    
    
    
    
    
    
    
    35,901
    
    
    
    
    
    
    
    35,901Fair value movement on financial instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,050
    )
    
    
    
    
    
    
    (3,050
    )
    
    
    
    
    
    
    (3,050
    )Other comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,851
    
    
    
    
    
    
    
    32,851
    
    
    
    
    
    
    
    32,851Net profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,569
    
    
    
    41,569
    
    
    
    5,451
    
    
    
    47,020Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,851
    
    
    
    41,569
    
    
    
    74,420
    
    
    
    5,451
    
    
    
    79,871Share-based payments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,471
    
    
    
    
    
    
    
    6,471
    
    
    
    
    
    
    
    6,471Share options exercised
    
    
    353,400
    
    
    
    18
    
    
    
    3,842
    
    
    
    
    
    
    
    
    
    
    
    3,860
    
    
    
    
    
    
    
    3,860Exercise of options previously expensed under IFRS 2
    
    
    
    
    
    
    
    
    
    
    1,158
    
    
    
    (1,158
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Shares vested #
    
    
    6,594
    
    
    
    
    
    
    
    160
    
    
    
    (160
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Dividends relating to 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,154
    )
    
    
    (9,154
    )
    
    
    
    
    
    
    (9,154
    )BALANCE - DEC 31, 2008
    
    
    76,500,324
    
    
    
    3,827
    
    
    
    455,974
    
    
    
    (31,387
    )
    
    
    245,982
    
    
    
    674,396
    
    
    
    13,745
    
    
    
    688,141Movement on cash flow hedges - transfer to profit for period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    44,339
    
    
    
    
    
    
    
    44,339
    
    
    
    
    
    
    
    44 339 fair value movement on
financial instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (17,609
    )
    
    
    
    
    
    
    (17,609
    )
    
    
    
    
    
    
    (17,609
    )Currency translation differences
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,386
    
    
    
    
    
    
    
    1,386
    
    
    
    (339
    )
    
    
    1,047Gain on available-for-sale financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,970
    
    
    
    
    
    
    
    8,970
    
    
    
    
    
    
    
    8,970Net profit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    69,400
    
    
    
    69,400
    
    
    
    14,863
    
    
    
    84,263Total comprehensive income for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    37,086
    
    
    
    69,400
    
    
    
    106,486
    
    
    
    14,524
    
    
    
    121,010Share-based payments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,564
    
    
    
    
    
    
    
    9,564
    
    
    
    
    
    
    
    9,564Share options exercised
    
    
    1,214,248
    
    
    
    61
    
    
    
    32,516
    
    
    
    
    
    
    
    
    
    
    
    32,577
    
    
    
    
    
    
    
    32,577Exercise of options previously
expensed under IFRS 2 +
    
    
    
    
    
    
    
    
    
    
    16,526
    
    
    
    (16,526
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Shares vested #
    
    
    7,454
    
    
    
    
    
    
    
    261
    
    
    
    (261
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Dividend relating to 2008
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,967
    )
    
    
    (9,967
    )
    
    
    
    
    
    
    (9,967
    )Capital raising
    
    
    5,750,000
    
    
    
    287
    
    
    
    341,844
    
    
    
    
    
    
    
    
    
    
    
    342,131
    
    
    
    
    
    
    
    342,131Costs associated with capital raising
    
    
    
    
    
    
    
    
    
    
    (12,388
    )
    
    
    
    
    
    
    
    
    
    
    (12,388
    )
    
    
    
    
    
    
    (12,388
    )Moto acquisition
    
    
    6,628,769
    
    
    
    331
    
    
    
    483,038
    
    
    
    20,317
    
    
    
    
    
    
    
    503,686
    
    
    
    23,030
    
    
    
    526,716Acquisition of 10% of issued shares in Kibali
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,524
    )
    
    
    (14,524
    )BALANCE - DEC 31, 2009
    
    
    90,100,795
    
    
    
    4,506
    
    
    
    1,317,771
    
    
    
    18,793
    
    
    
    305,415
    
    
    
    1,646,485
    
    
    
    36,775
    
    
    
    1,683,260Movement on cash flow hedges - transfer to profit for period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,242
    
    
    
    
    
    
    
    14,242
    
    
    
    
    
    
    
    14,242Movement on available-for-sale
financial assets - transfer to profit for period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (16,381
    )
    
    
    
    
    
    
    (16,381
    )
    
    
    
    
    
    
    (16,381
    ) fair value movement on
available-for-sale financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    19,157
    
    
    
    
    
    
    
    19,157
    
    
    
    
    
    
    
    19,157Net profit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    103,501
    
    
    
    103,501
    
    
    
    17,130
    
    
    
    120,631Total comprehensive income for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,018
    
    
    
    103,501
    
    
    
    120,519
    
    
    
    17,130
    
    
    
    137,649Share-based payments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11,843
    
    
    
    
    
    
    
    11,843
    
    
    
    
    
    
    
    11,843Share options exercised
    
    
    921,403
    
    
    
    49
    
    
    
    30,529
    
    
    
    
    
    
    
    
    
    
    
    30,578
    
    
    
    
    
    
    
    30,578Exercise of options and vesting of shares
previously expensed under IFRS 2 +
    
    
    
    
    
    
    
    
    
    
    11,593
    
    
    
    (13,370
    )
    
    
    
    
    
    
    (1,777
    )
    
    
    
    
    
    
    (1,777
    )Shares vested #
    
    
    59,972
    
    
    
    
    
    
    
    2,427
    
    
    
    (2,427
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Lapsed options originally issued
on acquisition of Moto
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (261
    )
    
    
    
    
    
    
    (261
    )
    
    
    
    
    
    
    (261
    )Dividend relating to 2009
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (15,346
    )
    
    
    (15,346
    )
    
    
    
    
    
    
    (15,346
    )BALANCE - DEC 31, 2010
    
    
    91,082,170
    
    
    
    4,555
    
    
    
    1,362,320
    
    
    
    31,596
    
    
    
    393,570
    
    
    
    1,792,041
    
    
    
    53,905
    
    
    
    1,845,946
          
 +
    
    Movement in recognition of options exercised includes the exercise of options issued as
part of the acquisition of Moto.#
    
    Restricted shares were issued to executive directors, non-executive directors and senior
management as remuneration. The transfer between other reserves and share premium in
respect of the shares vested represents the cost calculated in accordance with IFRS 2.§
    
    Excludes restricted shares granted but not yet vested and 7,200 treasury shares.  F-5




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
STATEMENTS OF CONSOLIDATED CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31
 US$000
    
    Notes
    
    2010
    
    2009
    
    2008CASH FLOW FROM OPERATING ACTIVITIESProfit/(loss) after tax
    
    
    
    
    
    
    120,631
    
    
    
    84,263
    
    
    
    47,020Income tax expense
    
    
    
    
    
    
    24,524
    
    
    
    21,450
    
    
    
    24,564Profit/(loss) before income tax
    
    
    
    
    
    
    145,155
    
    
    
    105,713
    
    
    
    71,584Net interest received
    
    
    
    
    
    
    3,966
    
    
    
    (1,529
    )
    
    
    (5,997
    )Provision for financial assets
    
    
    
    
    
    
    (12,980
    )
    
    
    9,580
    
    
    
    10,350Depreciation and amortization
    
    
    
    
    
    
    28,127
    
    
    
    28,502
    
    
    
    21,333Ineffectiveness on cash flow hedges
    
    
    
    
    
    
    (1,522
    )
    
    
    242
    
    
    
    363Non-cash effect of roll forward of hedges
    
    
    
    
    
    
    (9,548
    )
    
    
    (1,336
    )
    
    
    Unwind of discount on provisions for
environmental rehabilitation
    
    
    
    
    
    
    592
    
    
    
    492
    
    
    
    443Share-based payment
    
    
    
    
    
    
    11,843
    
    
    
    9,564
    
    
    
    6,471Profit on sale of financial assets/disposal of Kiaka
    
    
    13
    
    
    
    (19,294
    )
    
    
    (10,658
    )
    
    
    146,399
    
    
    
    140,570
    
    
    
    104,547Effects of changes in operating
working capital items receivables
    
    
    
    
    
    
    26,353
    
    
    
    (73,683
    )
    
    
    8,629 inventories and ore stockpiles
    
    
    
    
    
    
    (61,355
    )
    
    
    (12,673
    )
    
    
    (30,012
    ) trade and other payables
    
    
    
    
    
    
    10,796
    
    
    
    25,628
    
    
    
    (26,618
    )Cash generated from operations before
interest and tax
    
    
    
    
    
    
    122,133
    
    
    
    79,842
    
    
    
    56,546Interest received
    
    
    
    
    
    
    1,304
    
    
    
    3,444
    
    
    
    9,335Interest paid
    
    
    
    
    
    
    (5,270
    )
    
    
    (1,915
    )
    
    
    (3,338
    )Income tax paid
    
    
    
    
    
    
    (10,378
    )
    
    
    (17,624
    )
    
    
    (5,042
    )Net cash generated from operating activities
    
    
    
    
    
    
    107,789
    
    
    
    63,747
    
    
    
    57,501CASH FLOW FROM INVESTING ACTIVITIESAdditions to property, plant and equipment
    
    
    
    
    
    
    (410,810
    )
    
    
    (196,701
    )
    
    
    (85,038
    )Net cash inflow from acquisitions of
Moto and Kibali
    
    
    29
    
    
    
    
    
    
    
    114,217
    
    
    
    Sale of shares in Volta Resources
    
    
    
    
    
    
    25,002
    
    
    
    
    
    
    
    Acquisition of shares in Volta Resources
    
    
    
    
    
    
    (1,204
    )
    
    
    
    
    
    
    Proceeds from returns of ARS funds
    
    
    
    
    
    
    42,000
    
    
    
    
    
    
    
    Net cash used by investing activities
    
    
    
    
    
    
    (345,012
    )
    
    
    (82,484
    )
    
    
    (85,038
    )CASH FLOW FROM FINANCING ACTIVITIESProceeds from issue of ordinary shares
    
    
    
    
    
    
    30,578
    
    
    
    362,320
    
    
    
    3,860Decrease in long term loans
    
    
    
    
    
    
    (1,275
    )
    
    
    (1,566
    )
    
    
    (3,721
    )Dividends paid to companys shareholders
    
    
    
    
    
    
    (15,346
    )
    
    
    (9,967
    )
    
    
    (9,154
    )Cash generated from/(used by)
financing activities
    
    
    
    
    
    
    13,957
    
    
    
    350,787
    
    
    
    (9,015
    )NET (DECREASE)/INCREASE IN CASH AND
EQUIVALENTS
    
    
    
    
    
    
    (223,266
    )
    
    
    332,050
    
    
    
    (36,552
    )CASH AND EQUIVALENTS AT
BEGINNING OF YEAR
    
    
    
    
    
    
    589,681
    
    
    
    257,631
    
    
    
    294,183CASH AND CASH EQUIVALENTS
AT END OF YEAR
    
    
    
    
    
    
    366,415
    
    
    
    589,681
    
    
    
    257,631
   F-6




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 FOR THE YEAR ENDED  DECEMBER 31, 2010
 1. NATURE OF OPERATIONS
      2. SIGNIFICANT ACCOUNTING POLICIES
  BASIS OF PREPARATION
    F-7




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
            F-8




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
    
    Providing a partial exemption for government-related entities Until now, if a government
controlled, or a significantly influenced, an entity, the entity was required to disclose
information about all transactions with other entities controlled, or significantly influenced by
the same government. The revised Standard requires such entities to disclose information about
individually and collectively significant related party transactions only.
    
    Providing a revised definition of a related party The structure of definition of a related party
has been simplified and inconsistencies eliminated. Illustrative examples have also been added.
The revised definition will mean that some entities will have more related parties for which
disclosures will be required. The entities that are most likely to be affected are those that are
part of a group that includes both subsidiaries and associates, and entities with shareholders that
are involved with other entities.
   
    
    IFRS 3 (Revised 2008) Business combinations including: (i) Clarification that the treatment of
contingent consideration arising in business combinations occurring before the effective date of
IFRS 3(R) continues to be treated under the old requirements. (ii) Limiting the choice to measure
non-controlling interests at a proportionate share in recognized amounts of the acquirees
identified net assets to present ownership interests with other components of the non-controlling
interest being measured at fair value. (iii) The inclusion or otherwise in the cost of investment
of replacement share-based payment awards provided to employees of the acquiree.
    
    IFRS 7 Financial instruments: Disclosures including clarification that an entity should provide
qualitative disclosures in the context of quantitative disclosures to enable users to link related
disclosures and hence form an overall picture of the nature and extent of risks arising from
financial instruments.
    
    IAS 1 (Revised 2007) Presentation of financial statements clarifying that the analysis of
components of other comprehensive income in the statement of changes in equity may be presented in
a note.
    
    IAS 34 Interim financial reporting clarifying the disclosures required in respect of significant
events and transactions during the period.
         
    
    Classified on the basis of the entitys business model for managing the financial assets and the
contractual cash flow characteristics of the financial asset;
 
 F-9




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 
    
    measured at amortized cost if it meets two conditions: (a) The entitys business model is to hold
the financial asset in order to collect the contractual cash flows; and, (b) the contractual terms
of the asset give rise on specified dates to cash flows that are solely payments of principal and
interest on the principle outstanding; and,
    
    subsequently measured at amortized cost or fair value depending on the business model of the entity
and the terms of the instrument.
      CONSOLIDATION
 SUBSIDIARIES
  JOINT VENTURE
    
 F-10




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 INVESTMENT IN SUBSIDIARIES AND JOINT VENTURES
 SEGMENT REPORTING
 FOREIGN CURRENCY TRANSLATION
 Functional and presentation currency
  Transactions and balances
  Group companies
  
    
    Assets and liabilities for each statement of financial position presented are translated at the
closing rate at the date of that statement of financial position;
    
    Income and expenses for each statement of comprehensive income are translated at average exchange
rates (unless this average is not a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income and expenses are translated at the rate
on the dates of the transactions); and
    
    All resulting exchange differences are recognized as a separate component of equity.
 INTANGIBLE ASSETS
 Mineral properties
  PROPERTY, PLANT AND EQUIPMENT
 Undeveloped properties
  Long-lived assets
   Short-lived assets
  Depreciation and amortization
  
 F-11




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Impairment
   STRIPPING COSTS
 INVENTORIES
  INTEREST/BORROWING COSTS
 FINANCIAL INSTRUMENTS
 DERIVATIVES
  Cash flow hedge
  
 F-12




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  RECEIVABLES
 CASH AND CASH EQUIVALENTS
 AVAILABLE-FOR-SALE FINANCIAL ASSETS
 BORROWINGS
 ACCOUNTS PAYABLE
 REHABILITATION COSTS
  PROVISIONS
 CURRENT TAX
 DEFERRED TAXATION
 
 F-13




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
   SHARE CAPITAL
 EMPLOYEE BENEFITS
 Pension obligations
  Termination benefits
  Profit-sharing and bonus plans
  Share-based payments
  
    
    including any market performance conditions; and
    
    excluding the impact of any service and non-market performance vesting conditions (for example,
profitability, sales growth targets and remaining an employee of the entity over a specified time
period).
    LEASES
  
 F-14




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  REVENUE RECOGNITION
  EXPLORATION AND EVALUATION COSTS
 
    
    Exploration and evaluation expenditure on brownfield sites, being those adjacent to mineral
deposits which are already being mined or developed, is expensed as incurred until the directors
are able to demonstrate that future economic benefits are probable through the completion of a
prefeasibility study, after which the expenditure is capitalized as a mine development cost. A
prefeasibility study consists of a comprehensive study of the viability of a mineral project that
has advanced to a stage where the mining method, in the case of underground mining, or the pit
configuration, in the case of an open pit, has been established, and which, if an effective method
of mineral processing has been determined, includes a financial analysis based on reasonable
assumptions of technical, engineering, operating economic factors and the evaluation of other
relevant factors. The prefeasibility study, when combined with existing knowledge of the mineral
property that is adjacent to mineral deposits that are already being mined or developed, allow the
directors to conclude that it is more likely than not that the group will obtain future economic
benefit from the expenditures.
    
    Exploration and evaluation expenditure on greenfield sites, being those where the group does not
have any mineral deposits which are already being mined or developed, is expensed until such time
as the directors have sufficient information to determine that future economic benefits are
probable, after which the expenditure is capitalized as a mine development cost. The information
required by directors is typically a final feasibility study however a prefeasibility study may be
deemed to be sufficient where the additional work required to prepare a final feasibility study is
not significant.
    
    Exploration and evaluation expenditure relating to extensions of mineral deposits which are already
being mined or developed, including expenditure on the definition of mineralization of such mineral
deposits, is capitalized as a mine development cost following the completion of an economic
evaluation equivalent to a prefeasibility study. This economic evaluation is distinguished from a
prefeasibility study in that some of the information that would normally be determined in a
prefeasibility study is instead obtained from the existing mine or development. This information
when combined with existing knowledge of the mineral property already being mined or developed
allow the directors to conclude that more likely than not the group will obtain future economic
benefit from the expenditures. Costs relating to property
acquisitions are capitalized within
development costs.
 DIVIDEND DISTRIBUTION
 EARNINGS PER SHARE
 DILUTED EARNINGS PER SHARE
 3. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
    Future rehabilitation obligations
  
 F-15




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  Gold price assumptions
  US$000
    
    2010
    
    2009Morila
    
    
    800
    
    
    
    700Loulo: open pit
    
    
    800
    
    
    
    700Loulo: underground
    
    
    800
    
    
    
    700Tongon
    
    
    800
    
    
    
    700Kibali
    
    
    800
    
    
    
    700Massawa
    
    
    800
    
    
    
    700Gounkoto
    
    
    800
    
    
    
    700
  Determination of ore reserves
   Uncertainties relating to transactions with a contractor
  Share-based payments
  Areas of judgment
        
    
    the quantities of the reserves for which there is a high degree of confidence
in economic extraction;
    
    future production levels;
    
    future commodity prices;
    
    future cash cost of production, capital expenditure, close down, restoration and environmental
clean up; and
    
    future gold prices a US$1,000 gold price was used for the current years impairment calculations
(2009: US$1,000).
 
 F-16




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 4. INCOME TAXES
 Dec. 31,
    
    Dec. 31,
    
    
    Dec. 31,US$000
    
    Notes
    
    2010
    
    2009
    
    
    2008Current taxation
    
    
    
    
    
    
    16,764
    
    
    
    18,435
    
    
    
    
    22,395Deferred taxation
    
    
    12
    
    
    
    7,760
    
    
    
    3,015
    
    
    
    
    2,16924,524
    
    
    
    21,450
    
    
    
    
    24,564The tax on the groups profit before tax differs from the theoretical
amount that would arise using the statutory tax rate applicable to
the groups Malian operations.Profit before tax
    
    
    
    
    
    
    145,155
    
    
    
    105,713
    
    
    
    
    71,584Tax calculated at tax rate of 35%
    
    
    
    
    
    
    50,804
    
    
    
    37,000
    
    
    
    
    25,054Reconciling itemsIncome taxed at 0%
    
    
    
    
    
    
    (13,287
    )
    
    
    (8,958
    )
    
    
    
    (10,107
    )Expenses deductible at 0%
    
    
    
    
    
    
    11,479
    
    
    
    18,184
    
    
    
    
    18,629Mali tax holiday permanent differences
    
    
    
    
    
    
    (30,576
    )
    
    
    (26,695
    )
    
    
    
    (8,976
    )Côte dIvoire tax holiday permanent differences
    
    
    
    
    
    
    333
    
    
    
    
    
    
    
    
    Net capital allowances not deductible
    
    
    
    
    
    
    6,854
    
    
    
    1,746
    
    
    
    
    2,169Deferred stripping costs adjustment
    
    
    
    
    
    
    906
    
    
    
    1,269
    
    
    
    
    (
    )Other permanent differences
    
    
    
    
    
    
    (1,989
    )
    
    
    (1,096
    )
    
    
    
    (2,205
    )Taxation charge
    
    
    
    
    
    
    24,524
    
    
    
    21,450
    
       
    
       
       24,564
  5. SHARE CAPITAL AND PREMIUM
   F-17




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 6. EARNINGS AND DIVIDENDS PER SHARE
 FOR THE YEAR ENDED DECEMBER 31, 2010Income
    
    
    
    
    
    
    Per share(numerator)
    
    
    Shares
    
    
    amountUS$000
    
    
    (denominator)
    
    
    US$BASIC EARNINGS PER SHAREShares
outstanding at  January 1, 2010
    
    
    
    
    
    
    90,100,795Weighted number of shares issued
    
    
    
    
    
    
    544,571Income available to shareholders
    
    
    103,501
    
    
    
    90,645,366
    
    
    
    1.14EFFECT OF DILUTIVE SECURITIESShare options
    
    
    
    
    
    
    841,546Restricted shares
    
    
    
    
    
    
    440,000Diluted earnings per share
    
    
    103,501
    
    
    
    91,926,912
    
    
    
    1.13
 FOR THE YEAR ENDED DECEMBER 31, 2009BASIC EARNINGS PER SHAREShares
outstanding at January 1, 2009
    
    
    
    
    
    
    76,500,324Weighted number of shares issued
    
    
    
    
    
    
    4,522,466Income available to shareholders
    
    
    69,400
    
    
    
    81,022,790
    
    
    
    0.86EFFECT OF DILUTIVE SECURITIESShare options
    
    
    
    
    
    
    1,139,061Restricted shares
    
    
    
    
    
    
    Diluted earnings per share
    
    
    69,400
    
    
    
    82,161,851
    
    
    
    0.84
 FOR THE YEAR ENDED DECEMBER 31, 2008Shares outstanding at January 1, 2008
    
    
    
    
    
    
    76,140,330
    
    
    
    Weighted number of shares issued
    
    
    
    
    
    
    159,786
    
    
    
    Income available to shareholders
    
    
    41,569
    
    
    
    76,300,116
    
    
    
    0.54EFFECT OF DILUTIVE SECURITIESWeighted stock options issued to employees
    
    
    
    
    
    
    1,240,082
    
    
    
    Diluted earnings per share
    
    
    41,569
    
    
    
    77,540,198
    
    
    
    0.54
   7. RECEIVABLES
 US$000
    
    Notes
    
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Trade
    
    
    
    
    
    
    13,902
    
    
    
    21,428Advances to contractors
    
    
    7.1
    
    
    
    29,104
    
    
    
    28,544Taxation debtor
    
    
    7.2
    
    
    
    14,050
    
    
    
    42,134Prepayments and other receivables
    
    
    7.3
    
    
    
    44,300
    
    
    
    37,125101,356
    
    
    
    129,231Impairment provision
    
    
    
    
    
    
    (2,277
    )
    
    
    (2,153
    )Total
    
    
    
    
    
    
    99,079
    
    
    
    127,078Less: current portion
    
    
    
    
    
    
    (97,738
    )
    
    
    (121,786
    )Long term portion
    
    
    
    
    
    
    1,341
    
    
    
    5,292
 
 7.1
    
    Advances to contractors comprise advances made to a contractor at Loulo, MDM Ferroman (Pty) Ltd
(in liquidation) (MDM) of US$10.7 million (2009: US$11.6 million), as well as advances made to
BCM of US$7.7 million (2009: US$6.7 million), Afrilog of US$4.1 million (2009: US$9.2 million) and
Trident of US$1.4 million (2009: US$0).
Significant uncertainties exist relating to the recoverability of advances made to MDM.
More detail is given in note 24 to the financial statements.7.2
    
    The taxation debtor relates to indirect taxes owing to the group by the State of Mali,
including TVA balances at Loulo US$11.6 million (2009: U$S37 million), as well as refundable duty
taxes US$1.8 million (2009: US$1.7 million) and custom duties US$0.6 million (US$0.7 million). F-18




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 7. RECEIVABLES (CONTINUED)
 7.3
    
    Prepayments and other receivables include a balance of US$2 million (2009: US$3.7 million)
of deferred cash consideration in respect of the sale of the Kiaka project. Refer to note 13 for
further details. US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009The fair values of trade and other receivables
are as follows:Trade
    
    
    13,902
    
    
    
    21,428Advances to contractors
    
    
    27,963
    
    
    
    27,527Taxation debtor
    
    
    12,914
    
    
    
    40,998Prepayments and other receivables
    
    
    44,300
    
    
    
    37,12599,079
    
    
    
    127,078
  AT JANUARY 1
    
    
    2,153
    
    
    
    1,136Provision for receivables impairment advances to contractors
    
    
    124
    
    
    
    1,017AT DECEMBER 31
    
    
    2,277
    
    
    
    2,153
    8. INVENTORIES AND ORE STOCKPILES
 US$000
    
    Dec 31, 2010
    
    
    Dec 31, 2009Consumable stores
    
    
    85,089
    
    
    
    58,334Short term portion of ore stockpiles
    
    
    88,749
    
    
    
    46,336Gold in process
    
    
    21,685
    
    
    
    4,443Total current asset inventories and ore stockpiles
    
    
    195,523
    
    
    
    109,113Long term portion of ore stockpiles
    
    
    9,123
    
    
    
    34,178Total inventories and ore stockpiles
    
    
    204,646
    
    
    
    143,291
   F-19




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 9. PROPERTY, PLANT AND EQUIPMENT
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Mine properties, mine development costs and mine
plant facilities and equipmentCostAt the beginning of year
    
    
    634,580
    
    
    
    434,997Additions
    
    
    422,867
    
    
    
    199,5831,057,447
    
    
    
    634,580Accumulated depreciation and amortizationAt beginning of year
    
    
    127,361
    
    
    
    98,859Charge for the year
    
    
    28,127
    
    
    
    28,502155,488
    
    
    
    127,361NET BOOK VALUE
    
    
    901,959
    
    
    
    507,219
 Long-lived assets
  Short-lived assets
  Undeveloped property
  Mine development costs
   10. MINERAL PROPERTIES
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009CostAt the beginning of year
    
    
    405,779
    
    
    
    Adjustment in respect of the settlement of acquisition costs
    
    
    221Acquisitions
    
    
    
    
    
    
    405,779406,000
    
    
    
    405,779AmortizationAt beginning of year
    
    
    
    
    
    
    Charge for the year
    
    
    
    
    
    
    

    
    
    
    NET BOOK VALUE
    
    
    406,000
    
    
    
    405,779
  F-20




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 11. INVESTMENTS AND LOANS IN SUBSIDIARIES AND JOINT VENTURES
  US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Non-current assets
    
    
    29,565
    
    
    
    59,310Current assets
    
    
    62,962
    
    
    
    58,565Total assets
    
    
    92,527
    
    
    
    117,875Non-current liabilities
    
    
    (10,259
    )
    
    
    (9,306
    )Current liabilities
    
    
    (8,983
    )
    
    
    (21,108
    )Total liabilities
    
    
    (19,242
    )
    
    
    (30,414
    )
  Non-current assets
    
    
    148,128
    
    
    
    333,327Current assets
    
    
    6,251
    
    
    
    8,800Total assets
    
    
    154,379
    
    
    
    342,127Non-current liabilities
    
    
    (37,138
    )
    
    
    Current liabilities
    
    
    (973
    )
    
    
    (5,344
    )Total liabilities
    
    
    (38,111
    )
    
    
    (5,344
    )
   Non-current assets
    
    
    28,146
    
    
    
    1,863Current assets
    
    
    1,020
    
    
    
    8,388Total assets
    
    
    29,166
    
    
    
    10,251Non-current liabilities
    
    
    (26,039
    )
    
    
    (10,190
    )Current liabilities
    
    
    (2,982
    )
    
    
    (55
    )Total liabilities
    
    
    (29,021
    )
    
    
    (10,245
    )
  F-21




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 12. DEFERRED TAXATION
 US$000
    
    Notes
    
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Deferred tax is calculated on temporary
differences under the liability method using a
tax rate of 35% in respect of the Malian
operations and 25% in respect of the Ivorian
operations (2009: 35%).The movement on deferred taxation is as follows:At the beginning of the year
    
    
    
    
    
    
    4,472
    
    
    
    1,457Statement of comprehensive income charge
    
    
    4
    
    
    
    7,760
    
    
    
    3,015At the end of the year
    
    
    
    
    
    
    12,232
    
    
    
    4,472Deferred taxation assets and liabilities comprise
the following:Decelerated tax depreciation
    
    
    
    
    
    
    11,995
    
    
    
    4,762Deferred stripping
    
    
    
    
    
    
    616
    
    
    
    Deferred taxation liability
    
    
    
    
    
    
    12,611
    
    
    
    4,762Accelerated tax depreciation
    
    
    
    
    
    
    (379
    )
    
    
    Deferred stripping
    
    
    
    
    
    
    
    
    
    
    (290
    )Deferred taxation asset
    
    
    
    
    
    
    (379
    )
    
    
    (290
    )Net deferred taxation liability/(asset)
    
    
    
    
    
    
    12,232
    
    
    
    4,472
   13. AVAILABLE FOR SALE FINANCIAL ASSETS
 US$000
    
    Dec. 31, 2010
    
    Dec. 31, 2009Beginning of year
    
    
    46,830
    
    
    
    38,600Settlement of ARS
    
    
    (29,020
    )
    
    
    Impairment of asset back securities
    
    
    
    
    
    
    (9,580
    )Additions
    
    
    1,204
    
    
    
    8,831Disposals
    
    
    (22,090
    )
    
    
    Fair value movement recognized in equity
    
    
    19,157
    
    
    
    8,970Exchange differences
    
    
    (219
    )
    
    
    9At December 31
    
    
    15,862
    
    
    
    46,830Less: non-current portion
    
    
    
    
    
    
    (29,020
    )Current portion
    
    
    15,862
    
    
    
    17,810
       F-22




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 14. TRADE AND OTHER PAYABLES
 US$000
    
    Note
    
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Trade payables
    
    
    
    
    
    
    15,719
    
    
    
    16,139Payroll and other compensation
    
    
    
    
    
    
    7,903
    
    
    
    6,325Accruals and other payables
    
    
    14.1
    
    
    
    71,633
    
    
    
    59,61695,255
    
    
    
    82,080
 
 14.1
    
    Accruals and other payables include a DTP shareholder loan of US$13 million (2009: US$5.1
million), BCM accruals of US$5 million (2009: US$5 million) and bonus provisions of US$5.3 million
(2009: US $3.4 million).
Accruals and other payables for the company include bonus provisions of US$5.3 million (2009:
US $3.4 million). 15. PROVISION FOR ENVIRONMENTAL REHABILITATION
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Opening balance
    
    
    16,916
    
    
    
    14,054Unwinding of discount
    
    
    592
    
    
    
    492Change in estimates
    
    
    12,056
    
    
    
    2,37029,564
    
    
    
    16,916
  16. LOANS FROM MINORITY SHAREHOLDERS IN SUBSIDIARIES
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009SomiloState of Mali  principal amount
    
    
    604
    
    
    
    653Deferred interest payable
    
    
    2,114
    
    
    
    2,292Loans
    
    
    2,718
    
    
    
    2,945
  17. FINANCIAL LIABILITIES  FORWARD GOLD SALES
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Forward gold sales
    
    
    
    
    
    
    25,312
  F-23




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 18. EMPLOYMENT COST
  US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Total employee benefit cost was as follows:Short term benefits
    
    
    11,675
    
    
    
    11,162Pension contributions
    
    
    564
    
    
    
    464Share-based payments
    
    
    11,843
    
    
    
    9,564Total
    
    
    24,082
    
    
    
    21,190
 Share-based payments  share options
  US$000
    
    Notes
    
    
    Dec 31, 2010
    
    
    Dec 31, 2009Expected life
    
    
    
    
    
    
    
    
    
    3 yearsVolatility
    
    
    18.1
    
    
    
    
    
    
    
    59.23
    %Risk free interest rate
    
    
    
    
    
    
    
    
    
    
    1.65
    %Dividend yield
    
    
    
    
    
    
    
    
    
    
    0
    %Weighted average share price on grant and valuation date
    
    
    18.2
    
    
    
    
    
    
    US$56.99Weighted average exercise price
    
    
    18.3
    
    
    
    
    
    
    US$56.99
 Share option scheme
 Weightedaverage US$exerciseGranted
    
    priceBALANCE AT 31 DECEMBER 2008
    
    
    
    
    
    
    2,666,170
    
    
    
    Shares exercised during the period
    
    
    
    
    
    
    (760,400
    )
    
    
    18.01Shares granted during the period
    
    
    
    
    
    
    183,000
    
    
    
    56.99Shares lapsed during the period
    
    
    
    
    
    
    (9,600
    )
    
    
    22.19BALANCE AT 31 DECEMBER 2009
    
    
    
    
    
    
    2,079,070
    
    
    
    Shares exercised during the period
    
    
    
    
    
    
    (672,300
    )
    
    
    26.15Shares granted during the period
    
    
    
    
    
    
    
    
    
    
    Shares lapsed during the period
    
    
    
    
    
    
    (220,556
    )
    
    

    28.43BALANCE AT 31 DECEMBER 2010
    
    
    
    
    
    
    1,186,214
 
 18.1
    
    Volatility is based on the three year historical volatility of the companys shares on each
grant date.18.2
    
    Weighted average share price for the valuation is calculated taking into account the market
price on all grant dates.18.3
    
    The exercise of the options issued in 2009 is subject to a satisfactory performance level
being achieved during the 12 month period prior to the exercise date of each tranche of
options. The minimum performance level to be achieved is defined as level 3 in the companys
performance management system. Similar performance criteria were attached to the options that
were issued in previous years. It is expected that most employees who were awarded share
options would achieve a level 3 performance. F-24




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 18. EMPLOYMENT COST (CONTINUED)
  Weighted Average
    
    
    Weighted AverageNumber
    
    
    Contractual Life
    
    
    Exercise Price (US$)of Shares
    
    
    (years)Range of Exercise Price (US$)AT DECEMBER 31, 20101.25  2.13
    
    
    30,712
    
    
    
    0.07
    
    
    
    2.112.50  3.25
    
    
    15,302
    
    
    
    1.50
    
    
    
    3.225.00  8.25
    
    
    
    
    
    
    
    
    
    
    8.05  8.05
    
    
    49,800
    
    
    
    3.60
    
    
    
    8.0516.15  16.15
    
    
    
    
    
    
    
    
    
    
    22.50  22.50
    
    
    12,000
    
    
    
    5.92
    
    
    
    22.5022.19  22.19
    
    
    629,500
    
    
    
    6.64
    
    
    
    22.1926.26  46.34
    
    
    308,000
    
    
    
    7.47
    
    
    
    41.9056.99  56.99
    
    
    141,000
    
    
    
    8.68
    
    
    
    56.991,186,314
    
    
    
    6.73
    
    
    
    30.09AT DECEMBER 31, 20091.25  2.13
    
    
    30,712
    
    
    
    0.94
    
    
    
    2.112.50  3.25
    
    
    15,302
    
    
    
    2.50
    
    
    
    3.225.00  8.25
    
    
    116,556
    
    
    
    
    
    
    
    8.05  8.05
    
    
    73,800
    
    
    
    4.60
    
    
    
    8.0516.15  16.15
    
    
    13,000
    
    
    
    5.92
    
    
    
    16.1522.50  22.50
    
    
    69,300
    
    
    
    6.92
    
    
    
    22.5022.19  22.19
    
    
    1,088,500
    
    
    
    7.64
    
    
    
    22.1926.26  46.34
    
    
    489,000
    
    
    
    8.47
    
    
    
    42.0856.99  56.99
    
    
    183,000
    
    
    
    9.68
    
    
    
    56.992,079,170
    
    
    
    7.31
    
    
    
    27.72
  Weighted AverageExercise PriceNumber of Shares
    
    
    (US$)Range of Exercise Price (US$)AT DECEMBER 31, 20101.25  2.13
    
    
    30,712
    
    
    
    2.112.50  3.50
    
    
    15,302
    
    
    
    3.225.00  8.25
    
    
    
    
    
    
    8.05  16.15
    
    
    49,800
    
    
    
    8.0522.50  22.50
    
    
    12,000
    
    
    
    22.5022.19  22.19
    
    
    178,500
    
    
    
    22.1926.26  46.34
    
    
    2,000
    
    
    
    45.27288,314
    
    
    
    16.77AT DECEMBER 31, 20091.25  2.13
    
    
    30,712
    
    
    
    2.112.50  3.50
    
    
    15,302
    
    
    
    3.225.00  8.25
    
    
    116,556
    
    
    
    8.05  16.15
    
    
    73,800
    
    
    
    8.0522.50  22.50
    
    
    5,300
    
    
    
    22.5022.19  22.19
    
    
    102,500
    
    
    
    22.19344,170
    
    
    
    11.81
 F-25




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 18. EMPLOYMENT COST (CONTINUED)
 Moto Options
    Weighted Average
    
    
    Weighted AverageContractual Life
    
    
    Exercise PriceNumber of Shares
    
    
    (years)
    
    
    (US$)Range of exercise price (US$)At December 31, 201037.11  51.27
    
    
    1,412
    
    
    
    
    
    
    
    51.27105.16  105.16
    
    
    63,548
    
    
    
    
    
    
    
    105.1664,960
    
    
    
    
    
    
    
    103.99At December 31, 200937.11  51.27
    
    
    183,436
    
    
    
    0.41
    
    
    
    42.82105.16  105.16
    
    
    121,800
    
    
    
    0.30
    
    
    
    105.1664.19  80.96
    
    
    67,079
    
    
    
    0.54
    
    
    
    77.43372,315
    
    
    
    0.39
    
    
    
    69.45
 Average US$ price
    
    
    Options2010
    
    
    2009
    
    
    2010
    
    
    2009Moto share optionsAt  January 1
    
    
    69.45
    
    
    
    
    
    
    
    372,315
    
    
    
    Granted
    
    
    
    
    
    
    56.39
    
    
    
    
    
    
    
    774,163Exercised
    
    
    52.09
    
    
    
    44.28
    
    
    
    (249,103
    )
    
    
    (401,848
    )Lapsed
    
    
    105.16
    
    
    
    
    
    
    
    (58,252
    )
    
    
    At December 31
    
    
    103.99
    
    
    
    69.45
    
    
    
    64,960
    
    
    
    372,315
 SHARE-BASED PAYMENTS  RESTRICTED SHARES
Restricted shares issued to directors and management
    RESTRICTED SHARES ISSUED TO DIRECTORS AND MANAGEMENT
  Weighted
    
    
    Weighted
    
    
    
    
    
    
    
    
    
    
    Weighted
    
    
    WeightedMarket Price
    
    
    Market Price
    
    
    
    
    
    
    
    
    
    
    Average
    
    
    Averageat Grant Date
    
    
    at Grant Date
    
    
    
    
    
    
    
    
    
    
    Contractual
    
    
    ContractualUS$
    
    
    US$
    
    
    Shares
    
    
    Shares
    
    
    Life (years)
    
    
    Life (years)2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Shares granted to executive
directorsAt  January 1
    
    
    45.89
    
    
    
    22.19
    
    
    
    186,000
    
    
    
    24,000Awarded
    
    
    
    
    
    
    47.52
    
    
    
    
    
    
    
    174,000Vested
    
    
    38.40
    
    
    
    22.19
    
    
    
    (52,000
    )
    
    
    (12,000
    )Lapsed
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    At December 31
    
    
    48.79
    
    
    
    45.89
    
    
    
    134,000
    
    
    
    186,000
    
    
    
    1.10
    
    
    
    1.56
 F-26




---



##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 18. EMPLOYMENT COST (CONTINUED)
 Weighted
    
    
    Weighted
    
    
    
    
    
    
    
    
    
    
    Weighted
    
    
    WeightedMarket Price
    
    
    Market Price
    
    
    
    
    
    
    
    
    
    
    Average
    
    
    Averageat Grant Date
    
    
    at Grant Date
    
    
    
    
    
    
    
    
    
    
    Contractual
    
    
    ContractualUS$
    
    
    US$
    
    
    Shares
    
    
    Shares
    
    
    Life (years)
    
    
    Life (years)2010
    
    
    2009
    
    
    2010
    
    
    2009
    
    
    2010
    
    
    2009Shares granted to
non-executive
directorsAt  January
1
    
    
    42.89
    
    
    
    30.89
    
    
    
    5,848
    
    
    
    5,826Awarded
    
    
    82.25
    
    
    
    43.92
    
    
    
    7,200
    
    
    
    9,600Vested
    
    
    58.62
    
    
    
    36.62
    
    
    
    (5,848
    )
    
    
    (9,578
    )Lapsed
    
    
    69.47
    
    
    
    
    
    
    
    (1,200
    )
    
    
    At December 31
    
    
    69.47
    
    
    
    42.89
    
    
    
    6,000
    
    
    
    5,848
    
    
    
    0.33
    
    
    
    0.38Shares granted to employeesAt January 1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Awarded
    
    
    88
    
    
    
    
    
    
    
    300,000
    
    
    
    Vested
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Lapsed
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    At December 31
    
    
    88
    
    
    
    
    
    
    
    300,000
    
    
    
    
    
    
    
    3
    
    
    
    
 19. SEGMENT INFORMATION
  Mali
    
    
    Mali
    
    
    CôtedIvoire
    
    
    DRC
    
    
    JerseyGroups
    
    
    
    
    
    
    
    
    
    Groups
    
    
    Corporate40% share
    
    
    
    
    
    
    
    
    45% share
    
    
    and
    
    
    Inter companyCountry of operation
    
    of Morila
    
    
    Loulo
    
    
    Tongon
    
    
    of Kibali
    
    
    Exploration
    
    
    Eliminations
    
    
    TotalYEAR ENDED DECEMBER 31, 2010PROFIT AND LOSSGold sales on spot
    
    
    117,427
    
    
    
    385,051
    
    
    
    6,527
    
    
    
    
    
    
    
    
    
    
    
    (3,116
    )
    
    
    505,889Loss on hedging contracts
    
    
    
    
    
    
    (21,336
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (21,336
    )Total revenue
    
    
    117,427
    
    
    
    363,715
    
    
    
    6,527
    
    
    
    
    
    
    
    
    
    
    
    (3,116
    )
    
    
    484,553Mining and processing costs
excluding depreciation
    
    
    (56,596
    )
    
    
    (201,212
    )
    
    
    (1,902
    )
    
    
    
    
    
    
    3,519
    
    
    
    3,895
    
    
    
    (252,296
    )Depreciation and amortization
    
    
    (5,152
    )
    
    
    (16,135
    )
    
    
    (4,410
    )
    
    
    (264
    )
    
    
    (2,166
    )
    
    
    
    
    
    
    (28,127
    )Mining and processing costs
    
    
    (61,748
    )
    
    
    (217,347
    )
    
    
    (6,312
    )
    
    
    (264
    )
    
    
    1,353
    
    
    
    3,895
    
    
    
    (280,423
    )Transport and refining costs
    
    
    (236
    )
    
    
    (1,357
    )
    
    
    (60
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,653
    )Royalties
    
    
    (7,052
    )
    
    
    (20,431
    )
    
    
    (197
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (27,680
    )Exploration and corporate expenditure
    
    
    (8
    )
    
    
    (1,430
    )
    
    
    (13
    )
    
    
    609
    
    
    
    (46,336
    )
    
    
    
    
    
    
    (47,178
    )Other (expenses)/income
    
    
    (2,603
    )
    
    
    (19,330
    )
    
    
    (876
    )
    
    
    (1,018
    )
    
    
    32,349
    
    
    
    
    
    
    
    8,522Finance costs
    
    
    (1,129
    )
    
    
    (7,412
    )
    
    
    (19
    )
    
    
    (7
    )
    
    
    (3,577
    )
    
    
    6,874
    
    
    
    (5,270
    )Finance income
    
    
    2
    
    
    
    125
    
    
    
    
    
    
    
    7
    
    
    
    8,044
    
    
    
    (6,874
    )
    
    
    1,304Provision for financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12,980
    
    
    
    
    
    
    
    12,980Profit before income tax
    
    
    44,653
    
    
    
    96,533
    
    
    
    (950
    )
    
    
    (673
    )
    
    
    4,813
    
    
    
    779
    
    
    
    145,155Income tax expense
    
    
    (14,830
    )
    
    
    (9,955
    )
    
    
    380
    
    
    
    
    
    
    
    (119
    )
    
    
    
    
    
    
    (24,524
    )Net profit
    
    
    29,823
    
    
    
    86,578
    
    
    
    (570
    )
    
    
    (673
    )
    
    
    4,694
    
    
    
    779
    
    
    
    120,631Capital expenditure
    
    
    (1,319
    )
    
    
    (86,893
    )
    
    
    (232,738
    )
    
    
    (33,195
    )
    
    
    (61,441
    )
    
    
    
    
    
    
    (410,810
    )Total assets
    
    
    92,527
    
    
    
    594,675
    
    
    
    435,126
    
    
    
    371,596
    
    
    
    500,416
    
    
    
    
    
    
    
    1,994,340Non-current assets
    
    
    29,565
    
    
    
    417,722
    
    
    
    382,188
    
    
    
    365,345
    
    
    
    123,982
    
    
    
    
    
    
    
    1,318,802Total external liabilities#
    
    
    (19,242
    )
    
    
    (62,148
    )
    
    
    (28,157
    )
    
    
    (3,409
    )
    
    
    (32,720
    )
    
    
    
    
    
    
    (145,676
    )
 
 F-27




---



##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 19. SEGMENT INFORMATION (CONTINUED)
 Mali
    
    
    Mali
    
    
    CôtedIvoire
    
    
    DRC
    
    
    JerseyGroups
    
    
    
    
    
    
    
    
    
    Groups
    
    
    Corporate40% share
    
    
    
    
    
    
    
    
    45% share
    
    
    and
    
    
    Inter companyCountry of operation
    
    of Morila
    
    
    Loulo
    
    
    Tongon
    
    
    of Kibali
    
    
    Exploration
    
    
    Eliminations
    
    
    TotalYEAR ENDED DECEMBER 31, 2009PROFIT AND LOSSGold sales on spot
    
    
    132,231
    
    
    
    345,736
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,414
    )
    
    
    476,553Loss on hedging contracts
    
    
    
    
    
    
    (43,773
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (43,773
    )Total revenue
    
    
    132,231
    
    
    
    301,963
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,414
    )
    
    
    432,780Mining and processing costs
excluding depreciation
    
    
    (57,353
    )
    
    
    (164,826
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,047
    
    
    
    (221,132
    )Depreciation and amortization
    
    
    (5,499
    )
    
    
    (22,931
    )
    
    
    
    
    
    
    (72
    )
    
    
    
    
    
    
    
    
    
    
    (28,502
    )Mining and processing costs
    
    
    (62,852
    )
    
    
    (187,757
    )
    
    
    
    
    
    
    (72
    )
    
    
    
    
    
    
    1,047
    
    
    
    (249,634
    )Transport and refining costs
    
    
    (258
    )
    
    
    (1,336
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,594
    )Royalties
    
    
    (7,935
    )
    
    
    (17,475
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25,410
    )Exploration and corporate
expenditure
    
    
    (505
    )
    
    
    (3,471
    )
    
    
    
    
    
    
    (1,216
    )
    
    
    (45,919
    )
    
    
    
    
    
    
    (51,111
    )Other (expenses)/income
    
    
    (4,159
    )
    
    
    (7,910
    )
    
    
    
    
    
    
    (2,086
    )
    
    
    22,888
    
    
    
    
    
    
    
    8,733Finance costs
    
    
    (1,026
    )
    
    
    (7,929
    )
    
    
    
    
    
    
    27
    
    
    
    
    
    
    
    7,013
    
    
    
    (1,915
    )Finance income
    
    
    7
    
    
    
    181
    
    
    
    
    
    
    
    170
    
    
    
    10,099
    
    
    
    (7,013
    )
    
    
    3,444Provision for financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,580
    )
    
    
    
    
    
    
    (9,580
    )Profit before income tax
    
    
    55,503
    
    
    
    76,266
    
    
    
    
    
    
    
    (3,177
    )
    
    
    (22,512
    )
    
    
    (367
    )
    
    
    105,713Income tax expense
    
    
    (19,004
    )
    
    
    (1,324
    )
    
    
    
    
    
    
    
    
    
    
    (1,122
    )
    
    
    
    
    
    
    (21,450
    )Net profit
    
    
    36,499
    
    
    
    74,942
    
    
    
    
    
    
    
    (3,177
    )
    
    
    (23,634
    )
    
    
    (367
    )
    
    
    84,263Capital expenditure
    
    
    (3,737
    )
    
    
    (73,869
    )
    
    
    (118,574
    )
    
    
    (35
    )
    
    
    (10,007
    )
    
    
    9,521
    
    
    
    (196,701
    )Total assets
    
    
    117,876
    
    
    
    503,242
    
    
    
    148,863
    
    
    
    342,127
    
    
    
    717,581
    
    
    
    (9,521
    )
    
    
    1,820,168Non-current assets
    
    
    59,310
    
    
    
    347,761
    
    
    
    143,768
    
    
    
    333,327
    
    
    
    97,612
    
    
    
    
    
    
    
    981,778Total external liabilities#
    
    
    (30,414
    )
    
    
    (89,819
    )
    
    
    
    
    
    
    (5,344
    )
    
    
    (8,386
    )
    
    
    
    
    
    
    (133,963
    )YEAR ENDED DECEMBER 31, 2008PROFIT AND LOSSGold sales on spot
    
    
    148,236
    
    
    
    225,874
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    374,110Loss on hedging contracts
    
    
    
    
    
    
    (35,538
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (35,538
    )Total revenue
    
    
    148,236
    
    
    
    190,336
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    338,572Mining and processing costs excluding depreciation
    
    
    (58,785
    )
    
    
    (119,402
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (178,187
    )Depreciation and amortization
    
    
    (5,359
    )
    
    
    (15,974
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (21,333
    )Mining and processing costs
    
    
    (64,144
    )
    
    
    (135,376
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (199,520
    )Transport and refining costs
    
    
    (297
    )
    
    
    (1,756
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,053
    )Royalties
    
    
    (9,072
    )
    
    
    (10,658
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,730
    )Exploration and corporate expenditure
    
    
    (53
    )
    
    
    (3,501
    )
    
    
    
    
    
    
    
    
    
    
    (41,609
    )
    
    
    
    
    
    
    (45,163
    )Other (expenses)/income
    
    
    (3,346
    )
    
    
    (4,011
    )
    
    
    
    
    
    
    
    
    
    
    11,188
    
    
    
    
    
    
    
    3,831Finance costs
    
    
    (1,380
    )
    
    
    (9,492
    )
    
    
    
    
    
    
    
    
    
    
    (1,267
    )
    
    
    8,801
    
    
    
    (3,338
    )Finance income
    
    
    96
    
    
    
    104
    
    
    
    
    
    
    
    
    
    
    
    17,936
    
    
    
    (8,801
    )
    
    
    9,335Provision for financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (10,350
    )
    
    
    
    
    
    
    (10,350
    )Profit before income tax
    
    
    70,040
    
    
    
    25,646
    
    
    
    
    
    
    
    
    
    
    
    (24,102
    )
    
    
    
    
    
    
    71,584Income tax expense
    
    
    (23,188
    )
    
    
    (1,284
    )
    
    
    
    
    
    
    
    
    
    
    (92
    )
    
    
    
    
    
    
    (24,564
    )Net profit
    
    
    46,852
    
    
    
    24,362
    
    
    
    
    
    
    
    
    
    
    
    (24,194
    )
    
    
    
    
    
    
    47,020Capital expenditure
    
    
    (1,100
    )
    
    
    (59,415
    )
    
    
    
    
    
    
    
    
    
    
    (24,523
    )
    
    
    
    
    
    
    (85,038
    )Total assets
    
    
    138,176
    
    
    
    365,966
    
    
    
    
    
    
    
    
    
    
    
    317,300
    
    
    
    
    
    
    
    821,442Total external liabilities#
    
    
    (25,216
    )
    
    
    (98,836
    )
    
    
    
    
    
    
    
    
    
    
    (6,217
    )
    
    
    
    
    
    
    (130,269
    )
 
 #
    
    Total external liabilities, excludes loans from minority shareholders and minority
interests. 20. FINANCIAL RISK MANAGEMENT
  Controlling risk in the group
  
    
    safeguarding the group core earnings stream from its major assets through the effective
control and management of gold price risk, foreign exchange risk and interest rate risk;
    
    effective and efficient usage of credit facilities in both the short and long term through the
adoption of reliable liquidity management planning and procedures;
    
    ensuring that investment and hedging transactions are undertaken with creditworthy
counterparts; and
    
    ensuring that all contracts and agreements related to risk management activities are
coordinated, consistently throughout the group and comply where necessary with all relevant
regulatory and statutory requirements.
  
 F-28




---



##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 20. FINANCIAL RISK MANAGEMENT (CONTINUED)
 Foreign currency and commodity price risk
   US$000
    
    Dec. 31, 2010
    
    

Dec.
31, 2009Level of exposure of foreign currency riskCarrying value of foreign currency balancesCash and cash equivalents includes balances dominated in: Communauté Financire Africaine franc (CFA)
    
    
    24,532
    
    
    
    7,506 Euro (EUR)
    
    
    3,439
    
    
    
    10,987 South African rand (ZAR)
    
    
    502
    
    
    
    (668
    ) British pound (GBP)
    
    
    281
    
    
    
    59 Australian dollar (AUD)
    
    
    205
    
    
    
    3,617 Canadian dollar (CAD)
    
    
    1,155
    
    
    
    360Trade and other receivables includes balances dominated in: Communauté Financiére Africaine franc (CFA)
    
    
    18,578
    
    
    
    51,435 Euro (EUR)
    
    
    1
    
    
    
    3,956 South African rand (ZAR)
    
    
    345
    
    
    
    6,564 British pound (GBP)
    
    
    131
    
    
    
    159 Australian dollar (AUD)
    
    
    12
    
    
    
    1,171 Canadian dollar (CAD)
    
    
    
    
    
    
    47Trade and other payables includes balances dominated in: Communauté Financiére Africaine franc (CFA)
    
    
    (5,453
    )
    
    
    (28,264
    ) Euro (EUR)
    
    
    (3,949
    )
    
    
    (5,895
    ) South African rand (ZAR)
    
    
    (3,583
    )
    
    
    (3,489
    ) British pound (GBP)
    
    
    (51
    )
    
    
     Australian dollar (AUD)
    
    
    (21
    )
    
    
    (3,487
    ) Canadian dollar (CAD)
    
    
    (39
    )
    
    
    
  
 F-29




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 20. FINANCIAL RISK MANAGEMENT (CONTINUED)
 Effect of 10% strengtheningClosing
    
    
    of US$ on net earnings andexchange rate
    
    
    equity US$000At December 31, 2010 Euro (EUR)
    
    
    0.7546
    
    
    
    51 British pound (GBP)
    
    
    0.6465
    
    
    
    36 Communauté Financire Africaine franc (CFA)
    
    
    504.68
    
    
    
    3,766 South African rand (ZAR)
    
    
    6.6468
    
    
    
    274 Australian dollar (AUD)
    
    
    1.0163
    
    
    
    20 Canadian dollar (CAD)
    
    
    1.0001
    
    
    
    112At December 31, 2009 Euro (EUR)
    
    
    0.6977
    
    
    
    905 British pound (GBP)
    
    
    0.6279
    
    
    
    22 Communauté Financiére Africaine franc (CFA)
    
    
    457.66
    
    
    
    2,600 South African rand (ZAR)
    
    
    7.4174
    
    
    
    241 Australian dollar (AUD)
    
    
    1.1199
    
    
    
    130 Canadian dollar (CAD)
    
    
    1.0494
    
    
    
    41
  Interest rate and liquidity risk
    Effective rate (%)Maturity date
    
    Currency
    
    Amount US$
    
    
    for the yearCash and cash equivalents:All less than 90 days
    
    US$
    
    
    366,415
    
    
    
    0.21
  
 F-30




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 20. FINANCIAL RISK MANAGEMENT (CONTINUED)
 Concentration of credit risk
  Capital risk management
  US$000
    
    2010
    
    
    2009CAPITAL RISK MANAGEMENT (CONTINUED)Total borrowings
    
    
    (234
    )
    
    
    (1,284
    )Less: cash and cash equivalents
    
    
    366,415
    
    
    
    589,681Net cash
    
    
    366,181
    
    
    
    588,397Total equity
    
    
    1,845,946
    
    
    
    1,683,260Total capital
    
    
    1,479,765
    
    
    
    1,094,863Gearing ratio
    
    
    0
    %
    
    
    0
    %
 Maturity analysis
  Trade and
    
    
    
    
    
    
    Expected
    
    
    
    
    Otherother
    
    
    
    
    
    
    future interest
    
    
    
    
    financialUS$000
    
    payables
    
    
    Borrowings
    
    
    payments
    
    
    Derivatives
    
    liabilitiesAt December 31, 2010Financial liabilitiesWithin 1 year, on demand
    
    
    95,255
    
    
    
    234
    
    
    
    100
    
    
    
    
    
    
    Between 1 and 2 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 2 and 3 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 3 and 4 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 4 and 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    After 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,718Total
    
    
    95,255
    
    
    
    234
    
    
    
    100
    
    
    
    
    
    
    2,718At  December 31, 2009Financial liabilitiesWithin 1 year, on demand
    
    
    82,080
    
    
    
    1,050
    
    
    
    396
    
    
    25,312
    
    
    
    Between 1 and 2 years
    
    
    
    
    
    
    234
    
    
    
    100
    
    
    
    
    
    
    Between 2 and 3 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 3 and 4 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 4 and 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    After 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,945Total
    
    
    82,080
    
    
    
    1,284
    
    
    
    496
    
    
    25,312
    
    
    
    2,945
 F-31




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 21. FAIR VALUE OF FINANCIAL INSTRUMENTS
  Categories
    
    Carrying
    
    
    
    
    
    Carryingof financial
    
    amount
    
    Fair value
    
    amount
    
    Fair valueUS$000
    
    instruments
    
    Dec. 31, 2010
    
    Dec. 31, 2010
    
    Dec. 31, 2009
    
    Dec. 31, 2009Financial assetsCash and cash equivalents
    
    Loans and receivables
    
    
    366,415
    
    
    
    366,415
    
    
    
    589,681
    
    
    
    589,681Available-for-sale financial 
assets categorized as level 1Available-for-sale financial assets
    
    Available-for-sale
    
    
    15,862
    
    
    
    15,862
    
    
    
    17,810
    
    
    
    17,810Available-for-sale financial 
assets categorized as level 2Available-for-sale financial assets
    
    Available-for-sale
    
    
    
    
    
    
    
    
    
    
    29,020
    
    
    
    29,020Receivables
    
    Loans and receivables
    
    
    99,079
    
    
    
    99,079
    
    
    
    127,078
    
    
    
    127,078Loans to subsidiaries And joint ventures
    
    Loans and receivables
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Financial liabilitiesTrade and other payables
    
    Other financial liabilities
    
    
    95,255
    
    
    
    95,255
    
    
    
    82,080
    
    
    
    82,080Current portion of borrowings
    
    Other financial liabilities
    
    
    234
    
    
    
    234
    
    
    
    1,050
    
    
    
    1,050Borrowings (excluding loans from outside shareholders)
    
    Other financial liabilities
    
    
    
    
    
    
    
    
    
    
    234
    
    
    
    234State of Mali loan
    
    Other financial liabilities
    
    
    2,718
    
    
    
    2,562
    
    
    
    2,945
    
    
    
    2,695Liabilities on forward gold sales categorized as level 1Liabilities on forward gold sales (note 18)
    
    Derivatives used for hedging
    
    
    
    
    
    
    
    
    
    
    25,312
    
    
    
    25,312
  
 F-32




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 21. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
   Carryingamount
    
    
    Forward sales
    
    
    Forward salesUS$000
    
    
    Ounces
    
    
    US$/ozDetails of the groups on statement of financial position
forward gold sale contracts as at December 31, 2009
(all treated as cash flow hedges):Maturity datesYear ended 2010
    
    
    15,749
    
    
    
    41,748
    
    
    
    500Total
    
    
    15,749
    
    
    
    41,748
    
    
    
    500
   US$000
    
    2010
    
    
    2009Amounts deferred in equity which will reduce/(increase) revenue in future periods2009
    
    
    
    
    
    
    2010
    
    
    
    
    
    
    14,242
    
    
    
    14,242
 US$000The non-cash losses on rolled forward contracts for previously designated dates
which have already been recognized in profit or loss2009
    
    
    
    
    
    
    2010
    
    
    
    
    
    
    9,544The ineffective loss portion of hedging contracts previously recognized
    
    
    
    
    
    
    1,526Total fair value
    
    
    
    
    
    
    25,312
 US$000
    
    2010
    
    
    2009Movement in the hedging reserveOpening balance
    
    
    (14,242
    )
    
    
    (40,972
    )Movement on cash flow hedges Transfer to profit for the period
    
    
    14,242
    
    
    
    44,339 Fair value movement on financial instruments
    
    
    
    
    
    
    (17,609
    )Closing balance
    
    
    
    
    
    
    (14,242
    )
 Estimation of fair values
   Long term borrowings
  Gold price contracts
  F-33




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##### Table of Contents



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 22. COMMITMENTS AND CONTINGENT LIABILITIES
 Capital expenditure contracted for at
statement of financial position date
but not yet incurred is:
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Property, plant and equipment
    
    
    85,008
    
    
    
    135,810
   Operating lease commitments
   US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009No later than 1 year
    
    
    328
    
    
    
    342Later than 1 year and no later than 5 years
    
    
    1,312
    
    
    
    1,368Later than 5 years
    
    
    984
    
    
    
    1,3682,624
    
    
    
    3,078
 
 *
    
    These payments also include payments for non-lease elements in the arrangement. 23. RELATED PARTY TRANSACTIONS
 US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Management fees from Morila SA
    
    
    2,944
    
    
    
    3,320Management fees from Somilo SA
    
    
    8,943
    
    
    
    8,641Management fees from Kibali Goldmines SPRL
    
    
    1,208
    
    
    
    Interest earned on shareholder loans advanced to Somilo
    
    
    6,874
    
    
    
    7,013Management fee received from Rockwell
    
    
    97
    
    
    
    97
   US$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009Key management remunerationShort term employee benefits
    
    
    10,684
    
    
    
    9,491Share-based payments
    
    
    7,311
    
    
    
    5,472Total
    
    
    17,995
    
    
    
    14,963
  F-34




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##### Table of Contents



RANDGOLD RESOURCES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 24. SIGNIFICANT UNCERTAINTIES RELATING TO TRANSACTIONS WITH A CONTRACTOR
 
 F-35




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##### Table of Contents



RANDGOLD RESOURCES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 25. MINING AND PROCESSING COSTS AND OTHER DISCLOSABLE ITEMS
 Year ended
    
    
    Year ended
    
    
    Year endedUS$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Mining and processing costs comprise:Mine production costs
    
    
    247,850
    
    
    
    196,318
    
    
    
    186,377Movement in production inventory and ore stockpiles
    
    
    (16,152
    )
    
    
    5,741
    
    
    
    (21,865
    )Depreciation
and amortization
    
    
    28,127
    
    
    
    28,502
    
    
    
    21,333Other mining and processing costs
    
    
    20,598
    
    
    
    19,073
    
    
    
    13,675280,423
    
    
    
    249,634
    
    
    
    199,520The above includes:Impairment of receivables
    
    
    124
    
    
    
    1,017
    
    
    
    
   26. EXPLORATION AND CORPORATE EXPENDITURE
 Year ended
    
    
    Year ended
    
    
    Year endedUS$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Exploration and corporate expenditure comprise:Exploration expenditure
    
    
    11,083
    
    
    
    21,829
    
    
    
    15,268Corporate expenditure
    
    
    36,095
    
    
    
    29,282
    
    
    
    29,89547,178
    
    
    
    51,111
    
    
    
    45,163
 27. FINANCE INCOME AND COSTS
 Year ended
    
    
    Year ended
    
    
    Year endedUS$000
    
    Dec. 31, 2010
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Finance income  interest income
    
    
    1,304
    
    
    
    1,876
    
    
    
    9,335Finance income  net foreign exchange gains on financing activities
    
    
    
    
    
    
    1,568
    
    
    
    Finance income
    
    
    1,304
    
    
    
    3,444
    
    
    
    9,335Interest expense  borrowings
    
    
    (1,101
    )
    
    
    (1,423
    )
    
    
    (1,628
    )Finance costs  net foreign exchange loss on financing activities
    
    
    (3,577
    )
    
    
    
    
    
    
    (1,267
    )Unwind of discount on provisions for environmental rehabilitation
    
    
    (592
    )
    
    
    (492
    )
    
    
    (443
    )Finance costs
    
    
    (5,270
    )
    
    
    (1,915
    )
    
    
    (3,338
    )Provision for financial assets
    
    
    12,980
    
    
    
    (9,580
    )
    
    
    (10,350
    )Finance (loss)/income  net
    
    
    9,014
    
    
    
    (8,051
    )
    
    
    (4,353
    )
  F-36




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##### Table of Contents



RANDGOLD RESOURCES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 28. ACQUISITION OF JOINT VENTURE INTEREST IN MOTO GOLDMINES LIMITED
 
  Fair ValuesUS$000
    
    Book Value
    
    
    Adjustments
    
    
    Fair ValuesFair value of Moto net assets acquired at acquisition date:Cash and cash equivalents
    
    
    9,440
    
    
    
    
    
    
    
    9,440Property, plant and equipment
    
    
    1,024
    
    
    
    
    
    
    
    1,024Mineral properties
    
    
    226,170
    
    
    
    8,707
    
    
    
    234,877Trade and other receivables
    
    
    3,851
    
    
    
    
    
    
    
    3,851Available-for-sale financial assets
    
    
    3,150
    
    
    
    
    
    
    
    3,150Inventory
    
    
    11
    
    
    
    
    
    
    
    11Trade and other payables
    
    
    (3,911
    )
    
    
    (8,707
    )
    
    
    (12,618
    )Non-controlling interest
    
    
    (46,060
    )
    
    
    
    
    
    
    (46,060
    )193,675
    
    
    
    
    
    
    
    193,675Randgold on acquisition share of net assets acquired (50%)
    
    
    
    
    
    
    
    
    
    
    96,838Fair value of the net consideration paid by Randgold
    
    
    
    
    
    
    
    
    
    
    327,824Less Randgold share of fair value of Moto assets and liabilities acquired
    
    
    
    
    
    
    
    
    
    
    (96,838
    )Excess of fair value of consideration paid over fair value of net assets acquired
    
    
    
    
    
    
    
    
    
    
    230,986
  F-37




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##### Table of Contents



RANDGOLD RESOURCES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 28. ACQUISITION OF JOINT VENTURE INTEREST IN MOTO GOLDMINES LIMITED (CONTINUED)
 US$000
    
    Fair ValuesFair value of 6,628,769 shares issued at the market price of
US$72.92
    
    
    483,370Cash consideration paid to Moto shareholders
    
    
    76,864Net cash consideration paid to Moto warrant and option holders
    
    
    705Fair value of 50% of the share options issued to Moto option holders
    
    
    10,094Less cash consideration paid by AngloGold Ashanti
    
    
    (76,864
    )Less cash paid by AngloGold Ashanti to Randgold
    
    
    (171,233
    )Transaction costs
    
    
    4,888Total consideration paid by Randgold
    
    
    327,824
 Acquisition of further interest in the Kibali project
  29. POST STATEMENT OF FINANCIAL POSITION EVENTS
  F-38




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##### Table of Contents



Schedule I  Valuation and Qualifying Accounts
 ForeignBalance at
    
    Charged to
    
    currency
    
    Unusedbeginning of
    
    costs and
    
    translation
    
    amounts
    
    Balance atperiod
    
    expenses
    
    adjustment
    
    reversed
    
    end of periodYear ended December 31, 2010Valuation allowance for
impaired receivables
    
    
    2.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    2.2Valuation allowance for
impaired asset backed
securities
    
    
    20.0
    
    
    
    
    
    
    
    
    
    
    
    (20.0
    )
    
    
    Year ended December 31, 2009Valuation allowance for
impaired receivables
    
    
    1.1
    
    
    
    1.0
    
    
    
    
    
    
    
    
    
    
    
    2.1Valuation allowance for
impaired asset backed
securities
    
    
    10.4
    
    
    
    9.6
    
    
    
    
    
    
    
    
    
    
    
    20.0Year ended December 31, 2008Valuation allowance for
impaired receivables
    
    
    1.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.1Valuation allowance for
impaired asset backed
securities
    
    
    
    
    
    
    10.4
    
    
    
    
    
    
    
    
    
    
    
    10.4
 S-1