IDF GRANT No. TF013658

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ENVIRONMENTAL GOVERNANCE, INCLUSION AND TRANSPARENCY IN MINING SECTOR PROJECT F, IDF GRANT No. TF013658 IMPLEMENTED BY ENVIRONMENTAL PROJECT IMPLEMENTATION UNIT STATE AGENCY UNDER THE MINISTRY OF NATURE PROTECTION OF THE REPUBLIC OF ARMENIA Special Purpose Project Financial Statements and Independent Auditor's Report Public Disclosure Authorized Public Disclosure Authorized Public Disclosure Authorized Public Disclosure Authorized YEREVAN May 2016

ENVIRONMENTAL GOVERNANCE, INCLUSION AND TRANSPARENCY IN MINING SECTOR PROJECT IDF GRANT No. TF013658 TABLE OF CONTENTS Page INDEPENDENT AUDITOR'S REPORT 3-4 SPECIAL PURPOSE FINANCIAL STATEMENTS : Statement of cash receipts and payments 5 Statement of uses of funds by Project activity 6 Notes to the special purpose financial statements 7-11 ANNEX 1. RECONCILIATION BETWEEN THE AMOUNTS SUBMITTED BY THE EPIU SA AND DISBURSED BY THE WORLD BANK 12 2

"UOU-UflbSYI Unqpe "SOS-AUDIT" LTD INDEPENDENT AUDITOR'S REPORT On the special purpose financial statements ofthe Environmental Governance, Inclusion and Transparency in Mining Sector Project for the year ended 31 December 2015 To the Management of the Environmental Project Implementation Unit State Agency under the Ministry of Nature Protection of the Republic of Armenia (hereafter: the EPIU SA) We have audited the accompanying special purpose financial statements of the Environmental Governance, Inclusion and Transparency in Mining Sector Project (hereafter: the Project) financed by IDF Grant No. TF013658, and implemented by the EPIU SA, which comprise the statement of cash receipts and payments, and the statement of uses of funds by Project activity for the year ended 31 December 2015, and a summary of significant accounting policies and other explanatory notes. Management's Responsibility for the Special Purpose Financial Statements The management of EPIU SA is responsible for the preparation and fair presentation of these special purpose financial statements in accordance with International Public Sector Accounting Standard: Financial Reporting Under the Cash Basis of Accounting, (IPSAS-Cash Basis) issued by the International Public Sector Accounting Standards Board (IPSASB) within the International Federation of Accountants (IFAC), and Financial Management Manual for World Bank Financed Investment Operations (WB Guidelines), and for such internal control as management determines is necessary to enable the preparation of special purpose financial statements that are free from material misstatements, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these special purpose financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing (ISAs) as issued by International Auditing and Assurance Standards Board (IAASB) within the IFAC. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the special purpose financial statements are free from material misstatement. An audit involves performing procedures to obtain reasonable audit evidence about the amounts and disclosures in the special purpose financial statements. The procedures selected depend on the auditor's judgment including the assessment of the risk of material misstatement of the special purpose financial statements, whether due to fraud or error. In making those assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the special purpose financial statement in order to design audit procedures that are appropriate in Qpnnt Rnpqwp Phq0bu UUwijh UunghwgLw& Ulqwd 91; p. bptw0 0037, U.Shqpwjw0 38155; 9bn.' (+37410) 20 11 51; wpu' (+37410) 20 11 50; wwwsosauditam; tt-inuln' lnfo@sosauditam An Associate of the Crowe Horwath Business Alliance 38155A.Tigranyan, 0037 Yerevan, RA; Tel.: (+37410) 20 11 51* Fax: (+37410) 20 11 50; www.sosaudit-am; E-mail: Info@sosaudit.am

1UOU_UflIPtCI41S11 U I Q "SOS-AUDIT" LTD the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the special purpose financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Opinion In our opinion, 1. the special purpose financial statements present fairly in all material respects the cash receipts and payments of the Project for the year ended 31 December 2015 in accordance with PSAS-Cash Basis and World Bank related guidelines; 2. funds have been used in accordance with the conditions of the Letter agreement No. TF013658 dated 29 May 2013 between the International Bank for Reconstruction and Development (IBRD) and the Republic of Armenia, and World Bank related guidelines, with due attention to economy and efficiency, and only for the purposes for which the financing was provided; 3. supporting documents, records and accounts have been maintained to support claims for reimbursement of expenditures incurred. Expenditures included in the withdrawal applications and reimbursed against are eligible for financing under the IDF Grant No. TF013658 dated 29 May 2013; 4. The Designated account used has been maintained in accordance with the provision of the IDF Grant No. TFO 13658 dated 29 May 2013, and World Bank related guidelines. "SOS-Audit" LLC 2 0 M a y 2 0 16V k4 A Gh an Nazik Chitchyan r Auditor [ PRpnnrL Inpqwp PhqObu UujwG*~ Uunghwgqw6 UOqlwd 99; p. bphmo 0037, U.ShqpwjLuD 38155; 9bn.' (+37410) 20 11 51; Ibupu' (+37410) 20 11 50; wwwsosauditam; tl-tlhnuu' info@sosaudit.am An Associate of the Crowe Horwath Business Alliance 38/55 A.Tigranyan, 0037 Yerevan, RA; Tel.: (+37410) 20 11 51; Fax: (+37410) 20 11 50; www.sosaudit am; E-mail: Info@sosauditam

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Environmental Governance, Inclusion and Transparency In Mining Sector Project IDF Grant No. TF013658 Notes to the special purpose financial statements 1. General information 1.1. The Project The Grant Agreement No.TF013658 was concluded on 29 May 2013 between the Republic of Armenia and the International Bank for Reconstruction and Development (IBRD), according to which IBRD provided a grant from the World Bank's Institutional Development Fund (IDF) in an amount not to exceed 385,000 United States Dollars (USD), IDF Grant No.TF0 13658. The grant is provided for the purpose of implementation of Environmental Governance, Inclusion and Transparency in Mining Sector Project (the Project). The Closing Date of the financing under TDF Grant No.TF013658 is set on 29 May 2016. The Grace Period for submitting withdrawal applications for the expenditures incurred before the Closing date is four months following the Closing date. 1.2. The Project objectives The objective of the Project is to improve the capacity of the key agencies to address institutional and implementation gap concerning environmental and social regulation in the mining sector. The Project consists of the following parts: Part I. Strengthening the framework for implementation of the mining code, Part II. Environmental oversight of mining operations at national and local levels, Part III. Coordination, administration, monitoring and evaluation. 1.3. The Project Budget and Financing The Project is being financed by the following sources: - IDF Grant No.TF013658-100% exclusive of taxes, - The Government of the Republic of Armenia (Government of RoA) - taxes. IDF Grant Government Total Category No.TF013658 of the RA USD USD USD 1. Goods, Consultant's services including Audit, Training and 385,000.00 154,000.00 539,000.00 Workshops 1.4. Project Implementation The Project is executed by the Environmental Project Implementation Unit State Agency under the Ministry of Nature Protection of the Republic of Armenia (hereafter: the EPIU SA). The EPIU address is: Armenakyan str. 129, Yerevan, Republic of Armenia. 7

Environmental Governance, Inclusion and Transparency in Mining Sector Project IDF Grant No. TF013658 Notes to the special purpose financial statements 2. Summary of significant accounting policies S2.1. Preparation and presentation of the special purpose financial statements The special purpose financial statements are prepared in accordance with the International Public Sector Accounting Standard: Financial Reporting Under the Cash Basis of Accounting (IPSAS-Cash Basis), issued by the International Public Sector Accounting Standards Board (IPSASB) within the International Federation of Accountants ([FAC), and presented in accordance with Financial Management Manual for World Bank Financed Investment Operations (March 2010): RM 3 - Financial Reporting and Auditing. The principal accounting policies applied in the preparation of these special purpose financial statements are set out below. These policies have been consistently applied to all the periods presented. 2.2 Cash basis of accounting Project financing is recognised as a source of project funds when the cash is received. Project expenditures are recognised as a use of project funds when the payments are made. 2.3 Reporting currency The reporting currency of these special purpose financial statements is United States dollar (USD). The contribution of the Government of RA and expenditures made in local currency, Armenian Dram (AMD), are translated into USD based at the exchange rate defined by the Central Bank of the Republic of Armenia (CBA) at the date of the transaction. The effect of exchange rate changes on cash held on local currency is reported as separate line item in the statement of cash receipts and payments. The average exchange rate at currency market issued by the CBA as at 31 December 2014 is I USD -474.97 AMD. LI The average exchange rate at currency market issued by the CBA as at 31 December 2015 is I USD "483.75 AMD 2.4. Taxes Taxes are paid in accordance with the tax regulations of the Republic of Armenia. 2.5. Budget Expenditure budget is created based on actual accumulated expenditures for the last period plus the updated procurement plans for the reporting period.

Environmental Governance, Inclusion and Transparency in Mining Sector Project IDF Grant No. TF013658 Notes to the special purpose financial statements 3. Summary of Summary Reports and SOEs Payment categories Withdrawal Withdrawal apwitrn Itr 1. Goods, Consultant's services including No application audit, Training and Workshops value dateusd 3DA 07.07.2015 45,744.95 4DA 18.09.2015 61,081.65 5DA 08.10.2015 74,496.57 Total 181,323.17 4. Statement of Designated Account Bank account number 900000927039 Bank Central Treasury Bank location 4 Tigran Mets str., 1-st floor, Yerevan, 0010 Republic of Armenia Currency UJSD IDF Grant No.TF013658 Year ended 31 Dec 2015 1. Opening balance as at 01.01.2015 74,097.33 2. Add: opening discrepancy 3. IBRD advance/replenishment 181,323.17 4. Less: Refund to IBRD from DA - 5. Present outstanding amount advanced to DA 255,420.50 6. DA closing balance as at 31.12.2015 30,147.97 7. Add: Amount of eligible expenditures paid 225,272.53 8. Less: interest earned (if credited to DA) - 9. Total advance accounted for 255,420.50 10. Closing discrepancy (5)-(9) - LI9

Environmental Governance, Inclusion and Transparency in Mining Sector Project IDF Grant No. TF013658 Notes to the special purpose financial statements [1 5. Statement of financial position The Statement of financial position discloses assets, liabilities and net assets of the Project as at reporting date. It is prepared in accrual basis that is transactions are recognized when they occur (and not only when cash is received or paid). note 31.12.2015 USD 31.12.2014 USD ASSETS Cash 6 30,147.97 91,895.47 Prepayments - - Total assets 30,147.97 91,895.47 LIABILITIES Payables - Total liabilities - - - NET ASSETS Cumulative income 8 IDF Grant No.TF013658 305,774.20 124,451.03 Government of RoA 101,270.03 38,431.26 407,044.23 162,882.29 Cumulative expenses Project expenses (373,844.96) (67,697.45) (373,844.96) (67,697.45) Foreign exchange loss (3,051.30) (3,289.37) Total net assets 30,147.97 91,895.47 6. Cash Account Underlying 31.12.2015 31.12.2014 held at Currency USD USD Designated account (1DF Grant No.TF013658) Treasury USD 30,147.97 74,097.33 Project account (Government of RoA) Treasury AMD - 17,798.14 Total 30,147.97 91,895.47 7. Project Expenditures 7.1. Project expendituresfinancingperfunds I Year ended Cumulative 31 Dec 2015 As at 31 Dec 2015 Expenditure category IDF Grant GoA Total IDF Grant GoA Total USD USD USD USD USD USD 1. Goods, Consultant's services including Audit, Training and Workshops 225,272.53 80,855.80 306,128.33 275,626.23 98,218.73 373,844.96 Total 225,272.53 80,855.80 306,128.33 275,626.23 98,218.73 373,844.96 10

Environmental Governance, Inclusion and Transparency in Mining Sector Project IDF Grant No. TF013658 Notes to the special purpose financial statements 7.2. Project expenditure budget execution o I Cumulative Expenditures as at 31 Dec 2015 Total budget Execution Category USD USD % 1. Goods, Consultant's services including Audit, Training and Workshops 373,844.96 539,000.00 69% Total 373,844.96 539,000.00 69% 8. Financing 8. 1. IDF Grant No. TF013658 Year ended Cumulative as 31 Dec 2015 at 31 Dec 2015 USD USD Advances/ (advance recovery) - 75,000.00 SOE and Summary Report 181,323.17 230,774.20 181,323.17 305,774.20 Total Total financing budget 385,000.00 Percentage of finance provided as at 31 Dec 2015 79% I8 8.2. Government of RoA Year ended Cumulative as 31 Dec 2015 at31 Dec 2015 USD USD Financed 62,838.77 101,270.03 Total financing budget 154,000.00 Percentage of finance provided as at 31 Dec 2015 66% Il I 9. Event after the reporting date The application number 6DA in the total amount of 44,852.03 USD, that includes expenditures relating to the reporting year (from 3 October 2015 to 31 December 2015) was submitted to WB on 9 February 2016 and approved on 10 February 2016. [I Ii

Environmental Governance, Inclusion and Transparency in Mining Sector Project IDF Grant No. TF013658 ANNEX 1. RECONCILIATION BETWEEN THE AMOUNTS SUBMITTED BY THE EPIU SA AND DISBURSED BY THE WORLD BANK (Amounts are shown in US dollars) Expenditure Category Appl. EPIU SA WB Difference 1. Goods, Consultant's services including 3DA 45,744.95 45,744.95 Audit, Training and Workshops 4DA 61,081.65 61,081.65 5DA 74,496.57 74,496.57 Total 181,323.17 181,323.17 FI 0 I I7 E12 I