Extractive Sector Transparency Measures Act - Annual Report

Transcription

1 Reporting Year From 1/1/2017 To: 12/31/2017 Date submitted 28/05/2018 Original Submission Amended Report Other Subsidiaries Included (optional field) For Consolidated Reports - Subsidiary Reporting Entities Included in Report: Not Substituted Attestation Through Independent Audit Deloitte LLP In accordance with the requirements of the ESTMA, and in particular section 9 thereof, I attest that I engaged an independent auditor to undertake an audit of the ESTMA report for the entity(ies) and reporting year listed above. Such an audit was conducted in accordance with the Technical Reporting Specifications issued by Natural Resources Canada for independent attestation of ESTMA reports. The auditor expressed an unmodified opinion, dated , on the ESTMA Report for the entity(ies) and period listed above. The independent auditor's report can be found at Attached to ESTMA report. Full Name of Director or Officer of Reporting Entity Position Title Diego Venegas Director, Internal Audit and Ethics Date 5/23/2018

2 Payments by Payee Country Payee Name Departments, Agency, etc within Payee that Received Payments Taxes Royalties Fees Production Entitlements Bonuses* Dividends Total Amount paid to Payee Guatemala Government of Guatemala (B) Banco de Guatemala - 3,853, ,853,912 Guatemala Government of Guatemala (B) Ministry of Energy and Mines - 530,140 14, ,245 Guatemala Government of Guatemala (B) Superintendencia de Administración Tributaria 504,037-1, ,285 In-kind contribution of mine infrastructure (e.g. helipad, storage facilities, etc.) and Guatemala Government of Guatemala (B) National Disaster Response Office (CONRED) , ,756 related land valued at estimated cost. In-kind contribution of electric infrastructure at book value formerly used in Marlin's Guatemala Government of Guatemala (B) National Electricity Institute (INDE) , ,523 operations. Guatemala Government of Guatemala (B) Other Agencies ,576-8, ,523 Guatemala Municipality of Sipacapa (B) , , ,429 Bonus payments related to institutional capacity building contribution. Guatemala Municipality of San Miguel Ixtahuacan (B) - - 1,839, , ,079,285 Bonus payments related to institutional capacity building contribution. Bonus payments related to donation of undisturbed land at book value. Guatemala COCODE de Aldea Pie de la Cuesta (C) , , ,786 payments relate to water infrastructure project. Guatemala COCODE de Caserío Salem (C) , ,157 Bonus payments related to donation of undisturbed land at book value. Guatemala COCODE de la Aldea Agel (C) ,609-1,190,752 1,221,361 payments relate to water infrastructure project. Guatemala COCODE de la Aldea Cancil (C) , ,251 Bonus payments related to donation of undisturbed land at book value. Guatemala COCODE de la Aldea Escupija (C) , , ,835 payments relate to water infrastructure projects. Guatemala COCODE de la Aldea San Jose Ixcaniche (C) , , ,839 payments relate to water infrastructure projects. Guatemala COCODE de Los Chocoyos de la Aldea Pie de La Cuesta (C) , ,299 Bonus payments related to donation of undisturbed land at book value. Guatemala COCODE del Caserío Chuena (C) , , ,093 payments relate to water infrastructure projects. Guatemala COCODE del Caserío Siete Platos (C) , , ,924 payments relate to water infrastructure projects. Canada Federal Government of Canada Receiver General 70,553,697-43, ,597,114

3 Payments by Payee Country Payee Name Departments, Agency, etc within Payee that Received Payments Taxes Royalties Fees Production Entitlements Bonuses* Dividends Total Amount paid to Payee Canada Federal Government of Canada Other Agencies 19,845-51,238-8, ,026 Canada Government of Ontario Ministry of Finance 15,987,642-36, ,023,930 payment related to in-kind contribution of electric lines related to Borden Canada Government of Ontario Hydro One - - 1,282, ,335,162 3,617,850 project valued at cost. Canada Government of Ontario Minister of Northern Development and Mines 125,684-15, ,383 Canada Government of Ontario Timmins District Hospital Foundation , , ,363 payment related to purchase of hospital equipment. Canada Government of Ontario Other Agencies 4, , , ,014 Bonus payments relate primarily to health and education community contributions. Canada Government of Quebec Ministre du Revenu 5,955, ,955,522 Canada Government of Quebec Ministre des finances , ,341 Canada Government of Quebec Laval University , ,014 Bonus related to contribution for research and innovation in natural resources law. Canada Government of Quebec Other Agencies 1,588-45,021-35, ,990 Canada Government of British Columbia Other Agencies 2,952-81, ,098 Canada Eeyou Istchee James Bay Regional Government - 1,232, , ,234,176 Canada Eeyou Istchee James Bay Regional Government Commission Scolaire de la Baie-James 292, ,795 Canada City of Timmins - 1,972,293-82, , ,258,376 Bonus related to sponsorship of city's cultural event. payment relates to in-kind contribution of urban development civil work Canada Municipality of Red Lake - 2,219, ,211-6,361,797 8,645,947 valued at cost. Canada Cat Lake First Nation (D) , , ,711 Canada Cree Nation Government (D) , , ,839 Canada Kingfisher Lake First Nation (D) , , ,529 Canada Lac Seul First Nation (D) , , ,314

4 Payments by Payee Country Payee Name Departments, Agency, etc within Payee that Received Payments Taxes Royalties Fees Production Entitlements Bonuses* Dividends Total Amount paid to Payee Canada Michipicoten First Nation (D) , ,924 Canada Mishamikiwiish Akiw Otabitamaageg (D) , ,674 Canada North Caribou Lake First Nation (D) , , ,185 Canada Selkirk First Nation (D) ,731-1, ,259 Canada Shibogama First Nations (D) , ,487 Canada Tr ondëk Hwëch in Government (D) ,656-3, ,583 Canada Wabauskang First Nation (D) , , ,696 Canada Wabun Tribal Council (D) , ,644 Canada Windigo First Nations Council (D) , , ,719 Canada Wunniumin Lake First Nation (D) , ,210 Canada White River First Nation (D) , ,272 Argentina Government of Argentina Administración Federal de Ingresos Públicos - AFIP (Tax Authority) 5,890,253-5, ,895,550 Argentina Government of Argentina Other Agencies 211, ,647-5,480-20, ,192 Argentina Government of the Province of Santa Cruz Ministry of Economy and Public Works 4,928 10,869, ,874,369 Argentina Government of the Province of Santa Cruz Secretaría General - 7,435, , ,626,875 Argentina Government of the Province of Santa Cruz Treasury 1,816 8,066, ,068,269 Argentina Government of the Province of Santa Cruz Oscar Natale District Hospital (Perito Moreno) , ,984 contribution to expand capacity of local hospital in Perito Moreno. Argentina Government of the Province of Santa Cruz Labour and Social Security Ministry - - 1,037, ,037,257 payment related to monetary contribution in support of provincial Argentina Government of the Province of Santa Cruz Other Agencies ,509-56, , ,337 education infrastructure as well as the donation of disposed camp bunk modules at book value.

5 Payments by Payee Country Payee Name Departments, Agency, etc within Payee that Received Payments Taxes Royalties Fees Production Entitlements Bonuses* Dividends Total Amount paid to Payee Contributions primarily related to municipal infrastructure including, but not limited to, Argentina Municipality of Perito Moreno , ,253-2,608,591 2,973,884 waste disposal facility and construction materials pit. The contributions also include the donation of disposed camp bunk modules at book value. Mexico Federal Government of Mexico (E) Ministry of Economy 34,067,483 5,637,571 3,483, ,188,068 Mexico Federal Government of Mexico (E) General Treasury (Tesorería de la Federación) 37,009,777-21, ,030,975 Mexico Federal Government of Mexico (E) Water Authority (CONAGUA) - - 1,299, ,299,090 Mexico Federal Government of Mexico (E) Customs Authority - - 1,159, ,159,558 Mexico Federal Government of Mexico (E) Transport and Communications Ministry , ,774 Mexico Federal Government of Mexico (E) National Forestry Fund , ,221 Mexico Federal Government of Mexico (E) Other Agencies 1,718-33,341-18, ,044 Mexico Government of the State of Zacatecas (E) Finance Ministry 2,351,569-7, ,358,903 Mexico Government of the State of Zacatecas (E) Other Agencies , ,543 Mexico Government of the Distrito Federal (E) Distrito Federal General Treasury 333, ,177 Mexico Government of the State of Guerrero (E) Finance Ministry 270, ,341 Mexico Municipality of Mazapil (E) - 664,253-27,438-2, ,491 Payments in Chile correspond to Goldcorp's joint venture projects with Teck Resources Chile Government of Chile (F / G) General Treasury (Tesorería General de la República) 19, , ,901 Limited (Nueva Union) and with Barrick Gold Corporation (Norte Abierto) - See notes F and G below. Payments in Chile correspond to Goldcorp's joint venture projects with Teck Resources Chile Government of Chile (F / G) Ministry of National Assets , ,712 Limited (Nueva Union) and with Barrick Gold Corporation (Norte Abierto) - See notes F and G below. Chile Government of Chile (F / G) Other Agencies , ,052 Payment disbursed in Honduran Lempiras translated into at a rate of Honduras Government of Honduras Civil Tribunal of Francisco Morazan Department - - 4,730, ,730,992 Lempiras per. Barbados Government of Barbados Barbados Revenue Authority 402,453-1, ,121 Barbados Government of Barbados Other Agencies , ,128 Switzerland Government of Switzerland Dienststelle Steuern 5,319, ,319,930

6 Payments by Payee Country Payee Name Departments, Agency, etc within Payee that Received Payments Taxes Royalties Fees Production Entitlements Bonuses* Dividends Total Amount paid to Payee Switzerland Province of Lucern - 876, ,169 United States of America Federal Government of the United States of America Internal Revenue Service (IRS) 4,783, ,783,226 United States of America Federal Government of the United States of America Other Agencies , ,350 TOTAL 191,080,863 42,560,547 17,554,482-3,890,996-14,984, ,070,972 (*) Community and social-related contributions reported under the Bonus category where applicable. (A) Goldcorp reporting currency is United States Dollars (). Unless otherwise stated, transactions posted in currencies different than are automatically converted to using the respective official exchange rate for the date of the transaction by our accounting system (SAP). (B) Goldcorp ceased extractive operations and commenced reclamation of its Marlin mine in Guatemala in May That same month, Goldcorp divested the Cerro Blanco project, also in Guatemala, which was acquired by Bluestone Resources Inc (BSR: TSX-V). (C) Goldcorp paid a total combined of US$ 640, to other COCODEs; none of which, individually, met the Act's reporting threshold of CAD$100K. These payments primarily relate to the funding of social community projects. Additional : (D) Reflect payments effectively disbursed between June 1, 2017 to December 31, 2017 as required by the Act. Individual Indigenous governing bodies that received less than CAD$100,000 during the referenced period were not included in this report in compliance with the Act's reporting thresholds. (E) During 2017 the following changes in operations impacted Goldcorp's payments in Mexico: (i) Los Filos mine was divested effective April 7, 2017 and acquired by Leagold Mining Corporation. Goldcorp's ESTMA report only includes applicable payments for Los Filos effectively disbursed during the period January 1, 2017 to April 7, (ii) El Sauzal mine continued under reclamation in 2017 as previously reported in (iii) The Camino Rojo project, in the proximity of Goldcorp's Peñasquito mine was divested effective November 7, 2017 and acquired by ORLA Mining Limited. (iv) in October 18, 2017 Goldcorp sold its minority interest of 21% in the San Nicolas project to Teck Resources Limited. (F) Nueva Union is a 50%-50% joint venture project in Chile jointly controlled and operated by and Teck Resources Limited. Neither of the parent reporting entities controls/operates this project individually. In accordance with the spirit of the Act, the amounts reported in Goldcorp's ESTMA report correspond to 50% (Goldcorp's share of the Joint Venture) of the total reportable payments for this project. Payments related to Nueva Union were made in Chilean Pesos (CLP) and converted into using the 2017 annual average exchange rate from the National Bank of Chile of CLP$ for US$1. (G) Norte Abierto is a 50%-50% joint venture project in Chile between and Barrick Gold Corporation. Based on the JV terms and conditions Goldcorp was the main operator of the JV during the reporting year The payments reported include those made by the JV from January 1, 2017 to December 31, 2017 excluding those payments made by Barrick Gold Corporation for the Casale project from January 1, 2017 until June 9, 2017 (date in which the JV was activated). The payments reported do not include payments made by Kinross Gold Corporation related to the Quebrada Seca asset for the period January 1, 2017 to June 9, The Quebrada Seca asset was acquired by Goldcorp on June 9, 2017 and contributed to the Norte Abierto Joint Venture. Payments related to Norte Abierto were made in Chilean Pesos (CLP) and converted into using the 2017 annual average exchange rate from the National Bank of Chile of CLP$ for US$1.

7 Payments by Project Country Project Name Taxes Royalties Fees Production Entitlements Bonuses(*) Dividends Total Amount paid by Project Guatemala Marlin 489, ,503, ,576-2,799,492-2,908,936 12,848,708 Goldcorp ceased extractive operations and commenced reclamation of its Marlin mine in Guatemala in May 2017 Guatemala Cerro Blanco 14, ,353-2,996-32,795 Goldcorp divested the Cerro Blanco project in May The project was acquired by Bluestone Resources Inc (BSR: TSX-V). Canada Red Lake 2,301, ,974 1,319,019-97,691-6,361,797 10,948,493 in-kind contribution valued at cost related to urban development transferred to the Municipality of Red Lake. Income/Mining taxes related to Goldcorp's Ontario operations are paid by Goldcorp Corporate payment primarily related to transfer of power line infrastructure to Hydro One valued at cost. Canada Porcupine 2,151, , ,590-2,522,638 5,705,521 Bonus relates primarily to sponsorship of city's cultural event. Income/Mining taxes related to Goldcorp's Ontario operations are paid by Goldcorp Corporate Canada Musselwhite 38, ,497, ,141-45, ,058,707 Income/Mining taxes related to Goldcorp's Ontario operations are paid by Goldcorp Corporate Canada Eleonore 7,480, , ,210-40, ,481,606 Canada Coffee 5, ,559-5, ,408 Canada Goldcorp Corporate 86,391, , , ,627,250 Income/Mining taxes related to Goldcorp's Ontario operations are paid by Goldcorp Corporate Bonus payments relate to contributions made to professional education institutions Mexico Goldcorp Corporate 14,493, ,771-3, ,634,132 Includes applicable payments related to El Sauzal, in reclamation since 2016 for a total of US$18, In October 18, 2017 Goldcorp sold its minority interest of 21% in the San Nicolas project to Teck Resources Limited

8 Payments by Project Country Project Name Taxes Royalties Fees Production Entitlements Bonuses(*) Dividends Total Amount paid by Project Honduras Goldcorp Corporate - - 4,730, ,730,992 Payment disbursed in Honduran Lempiras translated into at a rate of Lempiras per. Switzerland Goldcorp Corporate 6,196, ,196,099 Barbados Goldcorp Corporate 402, , ,250 United States of America Goldcorp Corporate 4,783,226-10, ,793,576 Chile Goldcorp Corporate , ,052 Argentina Cerro Negro 6,108, ,371,827 1,541, ,873-3,190,712 37,612,715 contributions primarily related to municipal infrastructure including, but not limited to, waste disposal facility and construction materials pit. The contributions also include the donation of disposed camp bunk modules at book value. Bonus payments primarily related to sponsorship of cultural events, donation of disposed materials at book value and educational (scholarship) programs. Mexico Peñasquito 46,976, ,212,803 6,513,482-33, ,735,674 The Camino Rojo project, in the proximity of Goldcorp's Peñasquito mine (satellite project) was divested effective November 7, 2017 and acquired by ORLA Mining Limited.

9 Payments by Project Country Project Name Taxes Royalties Fees Production Entitlements Bonuses(*) Dividends Total Amount paid by Project Mexico Los Filos 13,228, ,424, , ,812,379 Los Filos mine was divested effective April 7, 2017 and acquired by Leagold Mining Corporation. Goldcorp's ESTMA report only includes applicable payments for Los Filos effectively disbursed during the period January 1, 2017 to April 7, Chile Nueva Union 16, , ,821 Nueva Union is a 50%-50% project in Chile jointly controlled and operated by Goldcorp Inc. and Teck Resources Limited. Neither of the parent reporting entities controls/operates this project individually. In accordance with the spirit of the Act, the amounts reported in Goldcorp's ESTMA report correspond to 50% (Goldcorp's share of the Joint Venture) of the total reportable payments for this project. Payments were made in Chilean pesos (CLP) and converted into using the annual average exchange rate of CLP$ for US$1 Chile Norte Abierto 3, , ,793 Norte Abierto is a 50%-50% joint venture project in Chile between and Barrick Gold Corporation. Based on the JV terms and conditions Goldcorp was the main operator of the JV during the reporting year The payments reported include those made by the JV from January 1, 2017 to December 31, 2017 excluding those payments made by Barrick Gold Corporation for the Casale project from January 1, 2017 until June 9, 2017 (date in which the JV was activated). The payments reported do not include payments made by Kinross Gold Corporation related to the Quebrada Seca asset for the period January 1, 2017 to June 9, The Quebrada Seca asset was acquired by Goldcorp on June 9, 2017 and contributed to the Norte Abierto Joint Venture. Payments related to Norte Abierto were made in Chilean Pesos (CLP) and converted into using the 2017 annual average exchange rate from the National Bank of Chile of CLP$ for US$1. TOTAL 191,080,863 42,560,547 17,554,483-3,890,996-14,984, ,070,973 Additional : (*) Community and social-related contributions reported under the Bonus category where applicable. (A) Goldcorp reporting currency is United States Dollars (). Unless otherwise stated, transactions posted in currencies different than are automatically converted to using the respective official exchange rate for the date of the transaction by our accounting system (SAP).

10 Deloitte LLP Dunsmuir Street 4 Bentall Centre P.O. Box Vancouver BC V7X 1P4 Canada Tel: Fax: Independent Auditor s Report To the Directors of and the Minister of Natural Resources Canada We have audited the accompanying Schedule of Payments by Payee totaling $270,070,972 and the Schedule of Payments by Project totaling $270,070,973 of for the year ended December 31, 2017 (together the schedules ). The schedules have been prepared by management in accordance with the financial reporting provisions in Section 9 of the Extractive Sector Transparency Measures Act, Section 2.3 of the Extractive Sector Transparency Measures Act Technical Reporting Specifications and Sections 3.1 to 3.6 of the Extractor Sector Transparency Measures Act Guidance (collectively, the financial reporting framework ). Management s Responsibility for the Schedules Management is responsible for the preparation of the schedules in accordance with the financial reporting framework referred to above, and for such internal control as management determines is necessary to enable the preparation of the schedules that are free from material misstatement, whether due to fraud or error. Auditors Responsibility Our responsibility is to express an opinion on these schedules based on our audit. We conducted our audit in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the schedules are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the schedules. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the schedules, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity s preparation of the schedules in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the schedules. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the Schedule of Payments by Payee amounting to $270,070,972 and the Schedule of Payments by Project amounting to $270,070,973 of for the year ended December 31, 2017 are prepared, in all material respects, in accordance with the financial reporting framework referred to above.

11 Basis of Accounting and Restriction on Use Without modifying our opinion, we note that the schedules are prepared to provide information to the Directors of and the Minister of Natural Resources Canada to assist in meeting the requirements of the Extractive Sector Transparency Measures Act. As a result, the schedules may not be suitable for another purpose. Our report is intended solely for and the Minister of Natural Resources Canada and should not be used by parties other than the Directors of and the Minister of Natural Resources Canada. Chartered Professional Accountants May 16, 2018 Vancouver, Canada Page 2