For the purpose of this Act, it is understood that:
Purchaser (Acheteur) means an individual or a legal entity of Guinean or foreign nationality hat is the owner or manager of a diamond Buying House or an Accredited Buying Agency for gold.
Shareholder (Actionnaire) includes (i) all shareholders of a public or private company, whether holding a right to vote, or identified in the company's registers, or usufructuary or other, or (ii) all holders of more than 5% of shares having a right to vote, whatever the class of the shares of the company.
Mining Activity (Activité minière) means all activity with respect to staking, exploration or mining operations of Mineral Substances.
Quarry Activity (Activité de carrières) means all activity with respect to staking, exploration or development operations of Quarry Substances.
Administration (Administration) means all Administrations of the Republic of Guinea.
Mining Administration (Administration minière) means the Ministry in charge of Mines and all of its central and/or decentralized services.
Collection agent (Agent collecteur) means an individual of Guinean nationality authorised to collect and purchase from producers of gold, diamonds, and other Gemstones from artisanal operations in order to resell them to Purchasers.
Permanent Agent or Special Agent (Agent permanent / Agent spécial) means a Mining Engineer, or Geological Engineer, Judicial Police Officer (Police Commissioner or Gendarme).
Lease (Amodiation) means leasing for a definite or indefinite period of time, without the ability to sub- lease, all or part of the rights attached to a Mining Operation Permit for a Quarry, an Industrial or Semi- industrial Mining Operation Permit, or a Mining Concession for a fixed fee remuneration determined by agreement between the lessor and lessee.
Environmental Assessment (Audit environnemental) means the procedure to assess the status of a company, site or operation with regard to the environment, in order to:
- measure and analyze the potential impact of an activity and the operating methods used on a given aspect of the area, assess the compliance of this method of operation with the requirements set forth in the legislation, regulations and contractual commitments;
- draw up a report of the impact of the activity previously carried out at the site, and then either prescribe site restoration measures, or verify the compliance of the measures taken or to be taken with the legal, regulatory and contractual requirements.
Authorisation (Autorisation) means a document from the Mining Administration granting rights for the staking, exploration or operation of Mine or Quarry Substances. There are four categories of Authorisations:
- Staking permits for Mineral or Quarry Substances;
- Quarry exploration permits;
- Artisanal operating license for Mineral or Quarry Substances;
- Mining operation permits for Quarry Substances (permanent or temporary permit).
National Geological Data Bank (Banque nationale des données géologiques) means a documentary collection compiling, after review, interpretation and seizure, all information relating to excavation and staking works on national soil and sub-soil (geophysical, geochemical, geological, hydrogeological, etc.).
BCRG (BCRG) means the Central Bank of the Republic of Guinea.
BNE means the Bureau National d'Expertise de Diamants, Or et Matières Précieuses.
Mining Cadastre (Cadastre Minier) means the public register containing the inventory of all Mining Titles and Authorisations along with their cartographic maps enabling their localisation in the national territory.
Quarry (Carrière) means a deposit of construction materials, materials for the ceramics industry, materials for soil improvement, rock salt, and other similar substances, with the exception of phosphates, nitrates, alkaline salts, and other associated salts in the same Deposits. Peat lands are also classified as quarries.
Mining Promotion and Development Centre (MPDC) (Centre de Promotion et de Développement Minier (CPDM)) is a single agency under the authority of the Ministry in charge of Mines that serves as an interface between investors and the Administration.
Mining Code (or the present Code) (Code Minier) means this Act and its implementing regulations.
Local Community (Communauté locale) means all the communities affected by the Mining Activity carried out under a Mining Title or an Authorisation.
National Mining Commission (Commission Nationale des Mines) means the Commission made up of representatives of the State and other components of the Nation, responsible for participating, based on the provisions of the Mining Code, in examining applications for the grant, renewal, transfer, extension and revocation of Mining Titles.
Technical Committee of Titles (Comité Technique des Titres) means the internal Committee of the mining Administration responsible for examining applications for the grant, renewal, extension and continuation as well as revocation of Mining Titles prepared by the MPCD.
Mining Concession (Concession minière) means a Mining Titles, relating to a limited area with geographic coordinates, granted by decree of the President of the Republic authorising its holder to mine, without limitation as to depth, a public domain where a Deposit has been discovered, the existence of which has been substantiated by a feasibility study and the developmentof which requires significant work and investment.
Local Development Agreement (Convention de Développement Local) means an agreement between the holder of a Mining Operation Titles and the local Community including, notably, provisions relating to the health and training of the local population and the implementation of economic and social projects.
Mining Agreement (Convention minière) means a contract the rights and obligations of the Parties relating to the legal, technical, financial, fiscal, administrative, environmental and social terms applicable to a Mining Concession.
Date of First Commercial Production (Date de première production commerciale) means the earlier of either: the date on which the mine reaches a period of sixty (60) consecutive days of production in excess of 30% of its production capacity, as established in the feasibility study or feasibility report, and which was communicated to the Minister in charge of Mines and the Minister in charge of Commerce following the issuance of a reasoned opinion certified by the competent administrative authority; or the date of the first shipment for commercial purposes.
Authority (Direction) means the National Mining Authority (Direction Nationale des Mines) and the National Geological Authority Direction Nationale de la Géologie) or any structures performing identical or similar functions within the Mining Administration.
Environment (Environnement) means all of the natural and human conditions determining the living environment in a given area and including the ecosystem and population.
State (État) means the Republic of Guinea, or any entity belonging to it or whose share capital it controls and duly acting in its place.
Environmental and Social Impact Study (Étude d'impact environnemental et social) means a document containing the analysis of the initial state of the site and its natural and human environment, a description of the proposed measures to eliminate, reduce and/or offset consequences which are harmful to the Environment, and an estimate of the corresponding expenses, as well as a presentation of alternative possible solutions and reasons why, from an Environmental protection perspective, the proposed Mining Activity is sustainable.
Operator (Exploitant) means the holder of a Mining Concession, a Mining Operation Permit or Authorisation for the mining operation of quarries.
Operation (Exploitation) means all of the work by which Mineral or Quany Substances are extracted for operational and/or commercial purposes.
Artisanal Operation (Exploitation artisanale) means any operations the activities of which consist of extracting and accumulating Mineral Substances and recovering tradable products using manual and traditional methods and processes.
Industrial Operation (Exploitation industrielle) means any operations the activities of which consist in extracting and accumulating Mineral Substances and recovering tradable products using modem and mechanized methods and processes.
Mining Operation (Exploitation minière) means the operations consisting of extracted and prepared reserves and blasted ore, infrastructure on the soil and in the sub- soil, structures on the soil and in the sub-soil, installations on the soil and in the sub-soil, buildings, equipment, tools and inventory, as well as all intangibles relating thereto.
Semi-industrial Operation (Exploitation semi-industrielle) means any small scale, permanent mining operation, based on the proven existence of a Deposit, using, in accordance with generally accepted methods, semi-industrial processes and whose annual production at full capacity does not exceed a certain tonnage of marketable product (concentrated ore or metal) fixed for each substance and by mining regulations.
Mining Exploration (Exploration minière) means the conduct of geological and geophysical studies in connection with the structures and sub-surface geology, evaluation works by excavation, boring and drilling. analysis of physical and chemical attributes of minerals and examination of the economic feasibility of the development and the commencement of production of a Deposit.
Extension (Extension) means all works or acquisitions which contribute to the increase in production under existing regulations.
Extraction (Extraction) means all works for the purposes of removing Mine or Quarry Substances from the soil and sub-soil.
Civil Servant (Fonctionnaire) means any employee or representative of a ministry of the Government of Guinea, of a department or an agency or of any other entity or organization owned or controlled by a department or an agency of the Guinean govemment, regardless of the nature of the activities carried out by such department, agency, entity or any other organization, whether or not such activities are designated or described as governmental, commercial or otherwise.
Local Economic Development Fund (Fonds de Développement Economique Local (FDEL)) means a fund hat is funded through of Contributions to local development intended to finance community projects within the framework of the implementation of the Local Development Agreement.
Force Majeure (Force majeure) means any event, act or circumstance that is unforeseeable, unavoidable and beyond a party's control or power and which hinders or renders impossible the performance by that Party of its legal, regulatory or contractual obligations.
Deposit (Gisement) means any economically exploitable natural deposit of mineral substances.
Mineral Deposit (Gîte) means any natural mineral concentration for which the profitability of the exploitation has not yet been proven.
Geothermal Deposit (Gîte géothermique) means a deposit of natural minerals of high or low temperature and from which energy can be extracted in thermal form, including by using subsurface hot waters and steam contained within them.
Government (Gouvernement) means the Goverment of the Republic of Guinea.
GNF (GNF) means Guinean Francs.
Dumps, mining slag heaps and quarry waste (Haldes, terrils de Mines et résidus d'exploitation de carrières) means any waste, excavated soil, or residue from mining and quarry operations.
Indication (Indice) means any ascertained information, directly verified, of the existence at a given point of a mineral occurrence.
Finder (Inventeur) means the holder of an Exploration Permit who has discovered a Deposit of a Mine Substance indicated on its title and in the authorised area.
Master (Master) means an individual of Guinean nationality authorised to engage in artisanal mining of diamond and other Gems, or gold.
Precious Metals (Métaux précieux) means Silver, Gold, Platinum Group Metals, Palladium Rhodium.
Mine (Mine), as the case may be, means:
- deposits of any unclassified Mineral Substance in quarries, with the exception of liquid or gaseous hydrocarbons.
- any open-pit or underground mineral substance mining site, including facilities and movable and immovable property pertaining to the mining operation.
Ore (Minerai) means a mineral substance derived from a Deposit.
Minister (Ministre) means the Minister in charge of the Department of Mines and Geology (Département en charge des Mines et de la Géologie).
Parties (Parties) mean the holder of a Mining Title or an Authorisation and the State.
Industrial or Semi-industrial Mining Operation Permit (Permis d'exploitation minière, industrielle ou semi industrielle) means a Mining Title relating to an area defined by geographic coordinates, granted by decree of the President of the Republic, conferring upon its holder the exclusive right to search, Prospect and develop and freely dispose of the Mine Substances for which it is issued, within specified area sand without limitation as to depth.
Industrial or Semi-industrial Exploration Permit(Permis de recherche, industrielle ou semi-industrielle) means a Mining Title relating to an area defined by geographic coordinates, granted by order of the Minister responsible for Mines, conferring upon its holder the exclusive right to Prospect for the Mine Substance for which it is issued, within specified area sand without limitation as to depth.
Gemstone (or Gem) (Pierre gemme (ou Gemme)) means a fine, precious or ornamental stone formed in a natural deposit.
Precious stone (Pierre précieuse) means a high value Gemstone: diamond, ruby, sapphire or emerald.
Environmental Management Plan (Plan de gestion environnementale) means a document drafted after completing the environmental impact study and constitutes a part thereof, which contains the mining titleholder's undertakings with respect to environmental protection for the entire surface area of the mineral deposit. These obligations apply to all of the actions to be implemented by the mining titleholder to prevent, reduce, eliminate or off-set the adverse effects of its Mining Activities on the environment and the health of the local community.
Bribes (Pots-de-vin) (or "offers, promises, donations, gifts or any benefits whatsoever") means anything of value, whether tangible or intangible, regardless of the financial value, including goods, services, favours, employment, recommendations for employment, opportunities for investments, positions or admission to an entity or any other organization.
Capital Gain (Plus-value de cession) means the profit resulting from the difference between the transfer price or assignment value of the Mining Title and the cost of the investments made on the basis of the Mining Title. In the case of a share exchange or transfer, the capital gain is calculated on the basis of the value of the shares.
Processed Product (Produit transforme) means a product from the chemical or physical processing of the mineralogical structure of the mineral containing the enriched element.
Prospecting (Prospection) means the systematic process of searching for a Mineral Deposit by delimiting promising areas. The assessment is based on the interpretation of geological, geochemical geophysical data and geophysical data.
Reserves for the Rehabilitation of Deposits (Provision pour reconstitution de gisement) means a tax provision that allows a mining company to deduct from its taxes a portion of its profits, provided that it reuses the corresponding funds for prospecting work.
Exploration (Recherche) entails all surface, subsurface or underground research in order to discover or uncover all accumulations of mineral substances, identifying them and evaluating their quantity and the potential of exploitation. It includes geological, geophysical and geochemical works, laboratory testing and assays.
Staking (Reconnaissance) entails all works limited to the surface and subsurface operations for the purpose of uncovering indication of mineral occurrences.
Generally Accepted Mining Practices (Règles de l'art minier) means the technical conditions and methods of operations used to evaluate the Deposit's potential, as well as to optimize productivity, industrial and public safety conditions, and environmental protection.
Rehabilitation (Réhabilitation) means the restoration of former mining sites almost to their original state with respect to security, rural productivity, and visual aspects, in a sustainable fashion and in a manner deemed adequate and acceptable by the administrative authorities in charge of Mines and the Environment.
Mining Waste (Rejets des Mines) means unproductive substances or ballast from mining operations, or any solid or liquid residue from mineralogical or metallurgic processing.
Renewal (Renouvellement) means the renewal of a Mining Title or Authorisation.
Mineral Resources (Ressources minérales) means the mineral concentration of natural, solid, inorganic or fossilized material occurring in the crust, irrespective of the form, quantity, content or quality.
Reserves (Réserves) means the part of measured and indicated resources that can be economically exploited under market prevailing conditions at the time of the appraisal. Reserves are divided into proven and probable reserves.
Proven Mineral Reserves (Réserves minérales prouvées) mean the economically exploitable part of measured mineral resources, demonstrated by a feasibility study. The study must include adequate information on the mining operations, processing, metallurgy, economic aspects and other relevant factors demonstrating that it is possible to justify profitable extraction at the time of writing the report.
Probable Mineral Reserves (Réserves minérales probables) means the economically exploitable part of identified resources and, in some cases, measured resources, demonstrated by at least a preliminary feasibility study. The study must include adequate information on the mining operations, processing, metallurgy, economic aspects and other relevant factors demonstrating that it is possible to justify profitable extraction at the time of writing the report.
Major Risk Factor (Risque majeur) means any natural or man-made event that may occur and cause damage, not limited to the area of the Mining Title, or to the validity of such Title.
Affiliate (Société affiliée) means any entity or other organization held or controlled by the applicant fora Mining Title or Authorisation, a holder, or a Subcontractor. The phrase "held or controlled" in this context refers to any entity effectively controlled by the applicant fora Mining Title or Authorisation, the holder, or the subcontractor. Having effective control consists of being vested with the authority and power to determine general policies or to issue day to day operating instructions within the entity or other organization.
Subcontractor (Sous-traitant) means any individual or legal entity who is not the holder of a Mining Title or Authorisation, who performs on behalf of the holder of a Mining Title or Authorisation under such person's responsibility, work falling within the scope of such holder's Mining Activities.
Quarry Substance (Substance de carrières) means peat, materials for construction, materials for the ceramics industry, materials for the soil improvement, rock salt, or any similar substance, with the exception of phosphates, nitrates, alkaline salts and other associated salts in the same Deposits.
Mineral Substance (Substance minérale) means any natural amorphous or crystalline, solid, liquid or gas, as well as any fossilized organic substance or geothermal deposit.
Mine Substance (Substance minière) means any Mineral Substance which is not classified as Quarries, with the exception of liquid or gaseous hydrocarbons.
Precious Substance (Substance précieuse) means gold, platinum group metals, diamonds, Fine Stones or other Gemstones.
Radioactive Substance (Substance radioactive) means uranium, thorium and their derivatives.
Processing (Traitement) means activities for the concentration and improvement of extracted ore, aimed at either rendering the product marketable or improving its quality.
Mining Operating Title (Titre d'exploitation minière) means a Permit for mining operations, whether industrial or semi-industrial, or a Mining Concession.
Mining Title (Titre minier) means a document from the Mining Administration granting rights staking, exploration or operation of Mineral Substances. There are three (3) categories of Mining Titles:
- Industrial or Semi-industria Exploration Permit;
- Industrial or Semi-industrial Mining Operation Permit;
- Mining Concession
Third Party (Tiers) means any individual or legal entity other than the contracting Parties and their Affiliates.
Transfer (Transfert) means the transfer of a Mining Title or Authorisation by assignment, merger or transfer by inheritance.
USD (USD) means United States of America dollars.
Beneficiation (Valorisation) refers to the entire processing operation of ore as it is extracted, to yield a product called 'concentrate that meets requirements in term of its content, dimension of its elements, impurities, moisture content, and other criteria.
Promotional Zone (Zone Promotionnelle) means an area within which a national public operator, acting either directly or indirectly, will carry out prospecting work, the results of which will be made available to the public in accordance with this Code.
Reserved Strategic Zone (Zone de Réserve Stratégique) means an area excluded from any Mining Activity.