As filed with the Securities and Exchange Commission
on July 22, 2022
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON
, D.C.
20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT
INVESTMENT
COMPANIES
Investment Company Act file number 811-21650
ASA GOLD AND PRECIOUS METALS LIMITED
Three Canal Plaza,
Suite 600
Portland, ME 04101
Karen Shaw, Principal Financial Officer
Three Canal Plaza,
Suite 600
Portland, Maine 04101
207-347-2000
Date of fiscal year end: November 30
Date of reporting period: December 1 – May 31
ITEM
1. REPORT TO STOCKHOLDERS.
Semi-Annual
Report
and
Financial
Statements
May
31,
2022
(Unaudited)
A
Closed-End
Fund
Specializing
in
Gold
and
Other
Precious
Metals
Investments
1
ASA
Gold
and
Precious
Metals
Limited
Table
of
Contents
Semi-Annual
Report
and
Financial
Statements
May
31,
2022
Letter
to
Shareholders
(Unaudited)
2
Forward-looking
statements
(Unaudited)
5
Performance
returns
(Unaudited)
6
Certain
investment
policies
and
restrictions
(Unaudited)
7
Report
of
Independent
Registered
Public
Accounting
Firm
7
Schedule
of
investments
(Unaudited)
8
Portfolio
statistics
(Unaudited)
11
Statement
of
assets
and
liabilities
(Unaudited)
12
Statement
of
operations
(Unaudited)
13
Statements
of
changes
in
net
assets
14
Notes
to
financial
statements
(Unaudited)
15
Financial
highlights
20
Certain
tax
information
for
U.S.
shareholders
(Unaudited)
21
Dividend
reinvestment
and
stock
purchase
plan
(Unaudited)
21
Privacy
notice
(Unaudited)
22
Board
consideration
of
Investment
Advisory
Agreement
(Unaudited)
22
Results
of
the
proposals
presented
at
the
annual
general
meeting
of
shareholders
(Unaudited)
24
Form
N-PX/proxy
voting
(Unaudited)
24
Form
N-PORT/portfolio
holdings
(Unaudited)
24
Share
repurchase
(Unaudited)
24
Company
investment
objective,
investment
strategy
and
risks
(Unaudited)
24
2
Letter
to
Shareholders
(Unaudited)
Dear
Shareholder,
During
the
six-month
fiscal
period
ending
May
31,
2022,
the
gold
price
increased
3.5%,
yet
gold
equities
underperformed
the
commodity.
Once
again,
the
fiscal
year
started
with
a
strong
rally
in
gold
prices
and
gold
mining
equities.
Despite
that,
the
end
of
the
period
saw
a
rapid
increase
in
U.S.
10-year
real
rates
as
the
Federal
Reserve
began
to
react
to
increased
inflationary
pressures
and
increased
the
federal
funds
target
rate.
Furthermore,
the
dollar
reached
levels
not
seen
in
over
a
decade
as
the
Russia/Ukraine
conflict
led
to
a
flight
to
safety.
ASA
Gold
and
Precious
Metals
Limited
(“ASA”
or
the
“Company”)
reported
a
net
asset
value
(“NAV”)
of
$20.89
per
share
on
May
31,
2022,
for
a
six-month
total
return
of
-16.3%
versus
a
total
return
of
2.1%
for
the
NYSE
Arca
Gold
Miners
Index
(the
“GDMNTR”
or
the
“Index”).
The
ASA
share
price
closed
at
$18.29,
a
total
return
of
-11.6%
for
the
six
months
ending
May
31,
2022.
The
discount
at
which
ASA’s
shares
traded
in
the
market
ended
the
first
half
of
fiscal
2022
at
12.4%,
a
decrease
from
17.1%
at
the
beginning
of
the
fiscal
year.
During
this
period,
the
discount
averaged
13.8%,
ranging
between
9.6%
and
17.1%.
At
the
end
of
the
first
half
of
the
fiscal
year,
total
net
assets
of
ASA
were
$403
million,
a
decrease
of
$79
million
as
compared
to
fiscal
year-end
2021.
During
the
last
six
months,
ASA
distributed
$0.01
per
share
to
shareholders,
the
same
amount
as
the
previous
six
months
of
fiscal
2021.
Portfolio
Performance
and
Attribution
The
Fund
underperformed
the
Index
as
increased
gold
price
volatility
with
little
sustained
price
trend
led
only
the
larger
capitalization
producers
to
increase
in
price.
The
end
of
the
period
can
be
characterized
as
a
move
lower
in
all
gold
equities
due
to
the
Fed
actions
and
market
volumes
in
the
sector
dropping
precipitously.
Smaller
capitalization
stocks
drove
the
majority
of
the
underperformance
after
being
the
primary
driver
of
performance
over
the
last
three
years.
Large:
annual
production
>
1,000,000
ounces
Medium:
annual
production
500,000
–
1,000,000
ounces
Small:
annual
production
<
500,000
ounces
Attribution:
a
measure
of
the
relative
contribution
to
the
performance
To
further
break
down
portfolio
performance,
as
is
expected
in
a
low
liquidity
market,
smaller
capitalization
companies
often
struggle,
specifically
exploration
and
development
companies,
where
funding
can
become
a
concern
to
the
market.
Exploration
and
development
stage
companies
were
the
primary
driver
of
underperformance:
3
Despite
the
current
market
trends,
the
below
chart
shows
the
significant
disconnect
between
the
gold
price
and
junior
miners.
The
gold
rally
that
started
during
2020
has
not
faltered,
as
the
price
of
gold
formed
a
base
above
$1,800/oz
for
the
last
year
and
a
half.
Yet,
valuations
of
junior
companies
have
dropped
significantly
over
that
time
frame
to
levels
not
seen
since
gold
was
closer
to
$1,200/oz.
The
level
of
financing
and
drilling
activity
increased
throughout
2021
(see
charts
below).
The
junior
miners
have
deployed
much
of
their
cash,
and
the
financing
market
began
to
dry
up.
We
believe
the
better
capitalized
companies
with
solid
balance
sheets
and
strong
partners
are
well-positioned
to
take
advantage
of
this
market.
It
remains
to
be
seen
if
the
expected
positive
catalysts
will
be
rewarded
given
the
current
market
conditions.
4
Our
thesis
continues
to
be
that
the
producers
need
to
backfill
their
production
pipeline
with
reserves
near
existing
infrastructure
and
new
projects.
Mergers
and
acquisition
activity
has
picked
up,
and
we
continue
to
see
these
discussions
within
our
portfolio
companies.
With
the
state
of
the
current
market,
we
believe
this
should
only
increase
as
mergers
of
equals
will
help
create
better-positioned
companies
for
the
future.
One
of
this
year’s
highlights
was
the
hiring
of
Jamie
Holman
in
March
as
a
Portfolio
Manager
and
Research
Analyst.
His
long
history
in
the
sector
and
technical
background
is
a
perfect
fit
for
the
direction
we
are
taking
ASA
and
Merk
Investments.
Welcome
to
the
team,
Jamie!
Despite
the
current
market
turmoil,
we
continue
to
believe
that
ASA
is
in
a
good
position
to
benefit
from
what
we
see
as
an
improving
gold
market.
We
are
always
available
to
discuss
the
market
and
any
questions
you
should
have.
Peter
Maletis
James
Holman
Axel
Merk
Portfolio
Manager
Portfolio
Manager
Chief
Investment
Officer
5
Forward-Looking
Statements
(Unaudited)
Forward-looking
statements
(Unaudited)
This
shareholder
letter
includes
forward-looking
statements,
which
involve
known
and
unknown
risks,
uncertainties
and
other
factors
that
may
cause
the
actual
results,
levels
of
activity,
performance
or
achievements
of
the
Company,
or
industry
results,
to
be
materially
different
from
any
future
results,
levels
of
activity,
performance
or
achievements
expressed
or
implied
by
such
forward-looking
statements.
The
Company’s
actual
performance
or
results
may
differ
from
its
beliefs,
expectations,
estimates,
goals
and
projections,
and
consequently,
investors
should
not
rely
on
these
forward-
looking
statements
as
predictions
of
future
events.
Forward-looking
statements
are
not
historical
in
nature
and
generally
can
be
identified
by
words
such
as
“believe,”
“anticipate,”
“estimate,”
“expect,”
“intend,”
“should,”
“may,”
“will,”
“seek,”
or
similar
expressions
or
their
negative
forms,
or
by
references
to
strategy,
plans,
goals
or
intentions.
The
absence
of
these
words
or
references
does
not
mean
that
the
statements
are
not
forward-looking.
The
Company’s
performance
or
results
can
fluctuate
from
month
to
month
depending
on
a
variety
of
factors,
a
number
of
which
are
beyond
the
Company’s
control
and/or
are
difficult
to
predict,
including
without
limitation:
the
Company’s
investment
decisions,
the
performance
of
the
securities
in
its
investment
portfolio,
economic,
political,
market
and
financial
factors,
and
the
prices
of
gold,
platinum
and
other
precious
minerals
that
may
fluctuate
substantially
over
short
periods
of
time.
The
Company
may
or
may
not
revise,
correct
or
update
the
forward-looking
statements
as
a
result
of
new
information,
future
events
or
otherwise.
The
Company
concentrates
its
investments
in
the
gold
and
precious
minerals
sector.
This
sector
may
be
more
volatile
than
other
industries
and
may
be
affected
by
movements
in
commodity
prices
triggered
by
international
monetary
and
political
developments.
The
Company
is
a
non-diversified
fund
and,
as
such,
may
invest
in
fewer
investments
than
that
of
a
diversified
portfolio.
The
Company
may
invest
in
smaller-sized
companies
that
may
be
more
volatile
and
less
liquid
than
larger
more
established
companies.
Investments
in
foreign
securities,
especially
those
in
the
emerging
markets,
may
involve
increased
risk
as
well
as
exposure
to
currency
fluctuations.
Shares
of
closed-end
funds
frequently
trade
at
a
discount
to
net
asset
value.
All
performance
information
reflects
past
performance
and
is
presented
on
a
total
return
basis.
Past
performance
is
no
guarantee
of
future
results.
Current
performance
may
differ
from
the
performance
shown.
This
shareholder
letter
does
not
constitute
an
offer
to
sell
or
solicitation
of
an
offer
to
buy
any
securities.
6
Performance
Returns
(Unaudited)
The
performance
data
quoted
represent
past
performance
and
do
not
indicate
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
quoted.
For
more
current
performance
data,
please
visit
http://www.asaltd.com/investor-information/factsheets.
The
results
shown
in
the
table
reflect
the
reinvestment
of
income
dividends
and
other
distributions,
if
any.
The
results
do
not
reflect
the
effect
of
taxes
a
shareholder
would
pay
on
Company
distributions
or
on
the
sale
of
the
Company’s
common
shares.
The
investment
return
and
market
price
will
fluctuate
and
the
Company’s
common
shares
may
trade
at
prices
above
or
below
NAV.
The
Company’s
common
shares,
when
sold,
may
be
worth
more
or
less
than
their
original
cost
.
For
more
complete
information
about
the
Company,
please
call
us
directly
at
1-800-432-3378,
or
visit
the
Company’s
website
at
www.asaltd.com
.
Average
Annual
Total
Returns
For
the
periods
ended
May
31,
2022
1
Year
3
Year
5
Year
10
Year
ASA
Gold
and
Precious
Metals
-
NAV
-26.14%
21.25%
9.35%
-0.69%
ASA
Gold
and
Precious
Metals
-
Share
Price
-24.69%
22.84%
9.22%
-1.49%
FTSE
Gold
Mines
Index(1)
-18.06%
15.14%
7.71%
-1.71%
NYSE
ARCA
Gold
Miners
Index
(NTR)(1)
-17.15%
15.52%
8.28%
3.98%
(1)
The
FTSE
Gold
Mines
Total
Return
Index
(“FTSE
Gold
Index”)
encompasses
gold
mining
companies
that
have
a
sustainable,
attributable
gold
production
of
at
least
300,000
ounces
a
year
and
that
derive
51%
or
more
of
their
revenue
from
mined
gold.
Please
note
that
the
Index
is
unmanaged,
and
does
not
take
into
account
any
fees
and
expenses
or
any
tax
consequences
of
investing
in
the
individual
securities
that
it
tracks
and
one
cannot
invest
directly
in
the
Index.
The
NYSE
Arca
Gold
Miners
Index
(the
“Index”)
is
a
net
total
return
modified
capitalization
weighted
index
comprised
of
publicly
traded
companies
primarily
involved
in
the
mining
of
gold
and
silver
in
locations
around
the
world.
The
Company
does
not
attempt
to
replicate
the
FTSE
Gold
Index
or
the
Index.
The
FTSE
Gold
Index
and
Index
do
not
necessarily
reflect
investments
in
other
precious
metals
companies
(e.g.,
silver,
platinum,
and
diamonds)
in
which
the
Company
may
invest.
Data
about
the
performance
of
the
FTSE
Gold
Index
and
Index
are
prepared
or
obtained
by
Management
and
include
reinvestment
of
all
income
dividends
and
other
distributions,
if
any.
The
Fund
may
invest
in
securities
not
included
in
the
FTSE
Gold
Index
or
Index
and
does
not
invest
in
all
securities
included
in
the
FTSE
Gold
Index
or
Index.
7
Certain
Investment
Policies
and
Restrictions
(Unaudited)
The
following
is
a
summary
of
certain
of
the
Company’s
investment
policies
and
restrictions
and
is
subject
to
the
more
complete
statements
contained
in
documents
filed
with
the
Securities
and
Exchange
Commission.
The
concentration
of
investments
in
a
particular
industry
or
group
of
industries.
It
is
a
fundamental
policy
(i.e.,
a
policy
that
may
be
changed
only
by
shareholder
vote)
of
the
Company
that
at
least
80%
of
its
total
assets
be
(i)
invested
in
common
shares
or
securities
convertible
into
common
shares
of
companies
engaged,
directly
or
indirectly,
in
the
exploration,
mining
or
processing
of
gold,
silver,
platinum,
diamonds
or
other
precious
minerals,
(ii)
held
as
bullion
or
other
direct
forms
of
gold,
silver,
platinum
or
other
precious
minerals,
(iii)
invested
in
instruments
representing
interests
in
gold,
silver,
platinum
or
other
precious
minerals
such
as
certificates
of
deposit
therefor,
and/or
(iv)
invested
in
securities
of
investment
companies,
including
exchange
traded
funds,
or
other
securities
that
seek
to
replicate
the
price
movement
of
gold,
silver
or
platinum
bullion.
Compliance
with
the
percentage
limitation
relating
to
the
concentration
of
the
Company’s
investments
will
be
measured
at
the
time
of
investment.
If
investment
opportunities
deemed
by
the
Company
to
be
attractive
are
not
available
in
the
types
of
securities
referred
to
above,
the
Company
may
deviate
from
the
investment
policy
outlined
in
that
paragraph
and
make
temporary
investments
of
unlimited
amounts
in
securities
issued
by
the
U.S.
Government,
its
agencies
or
instrumentalities
or
other
high
quality
money
market
instruments.
The
percentage
of
voting
securities
of
any
one
issuer
that
the
company
may
acquire.
It
is
a
non-fundamental
policy
(i.e.,
a
policy
that
may
be
changed
by
the
Board
of
Directors)
of
the
Company
that
the
Company
shall
not
purchase
a
security
if,
at
the
time
of
purchase,
more
than
20%
of
the
value
of
its
total
assets
would
be
invested
in
securities
of
the
issuer
of
such
security.
Report
of
Independent
Registered
Public
Accounting
Firm
Report
of
Independent
Registered
Public
Accounting
Firm
To
the
Board
of
Directors
and
Shareholders
of
ASA
Gold
and
Precious
Metals
Limited
Results
of
Interim
Financial
Information
We
have
reviewed
the
statement
of
assets
and
liabilities
of
ASA
Gold
and
Precious
Metals
Limited
(the
“Company”),
including
the
schedule
of
investments,
as
of
May
31,
2022,
and
the
related
statement
of
operations
for
the
six
month
period
ended
May
31,
2022,
the
statement
of
changes
in
net
assets
for
the
six
month
period
ended
May
31,
2022,
the
financial
highlights
for
the
six
month
period
ended
May
31,
2022,
and
the
related
notes
(collectively
referred
to
as
the
interim
financial
statements).
Based
on
our
review,
we
are
not
aware
of
any
material
modifications
that
should
be
made
to
the
accompanying
interim
financial
statements
for
them
to
be
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
We
have
previously
audited,
in
accordance
with
the
standards
of
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB),
the
statement
of
changes
in
net
assets
for
the
year
ended
November
30,
2021
and
the
financial
highlights
for
each
year
in
the
five
year
period
ended
November
30,
2021;
and
in
our
report
dated
January
19,
2022,
we
expressed
an
unqualified
opinion
on
those
financial
statements
and
financial
highlights.
Basis
for
Review
Results
These
interim
financial
statements
are
the
responsibility
of
the
Company’s
management.
We
conducted
our
review
in
accordance
with
the
standards
of
the
PCAOB.
A
review
of
interim
financial
information
consists
principally
of
applying
analytical
procedures
and
making
inquiries
of
persons
responsible
for
financial
and
accounting
matters.
It
is
substantially
less
in
scope
than
an
audit
conducted
in
accordance
with
standards
of
the
PCAOB,
the
objective
of
which
is
the
expression
of
an
opinion
regarding
the
financial
statements
taken
as
a
whole.
Accordingly,
we
do
not
express
such
an
opinion.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Company
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
TAIT,
WELLER
&
BAKER
LLP
Philadelphia,
Pennsylvania
July
13,
2022
8
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Schedule
of
Investments
(Unaudited)
Schedule
of
investments
(Unaudited)
May
31,
2022
Name
of
Company
Shares
Value
%
of
Net
Assets
Common
Shares
Gold
mining,
exploration,
development
and
royalty
companies
Australia
Alicanto
Minerals,
Ltd.
(1)
25,000,004
$
1,291,770
0.3
%
Barton
Gold
Holdings,
Ltd.
(1)
8,600,000
1,357,794
0.3
Bellevue
Gold,
Ltd.
(1)
8,966,667
5,662,738
1.5
Cygnus
Gold,
Ltd.
(1)
7,500,000
941,915
0.2
Dacian
Gold,
Ltd.
(1)
13,842,639
1,887,492
0.5
Emerald
Resources
NL
(1)
17,125,000
15,177,848
3.8
Los
Cerros
,
Ltd.
(1)
30,625,000
1,472,528
0.3
Pantoro
,
Ltd.
(1)
16,000,000
3,329,896
0.8
Perseus
Mining,
Ltd.
11,000,000
15,314,650
3.8
Predictive
Discovery,
Ltd.
(1)
67,850,000
9,495,047
2.3
Prodigy
Gold
NL
(1)
38,750,000
528,370
0.1
56,460,048
13.9
Canada
Agnico
Eagle
Mines,
Ltd.
200,000
10,586,000
2.6
Alamos
Gold,
Inc.
1,200,000
8,964,000
2.2
American
Pacific
Mining
Corp.
144A
(1)(2)
3,000,000
1,541,685
0.4
Angel
Wing
Metals,
Inc.
(1)
7,900,000
905,641
0.2
B2Gold
Corp.
2,000,000
7,900,000
2.0
Barrick
Gold
Corp.
650,000
13,318,500
3.3
Calibre
Mining
Corp.
(1)
11,083,000
10,690,011
2.7
Desert
Gold
Ventures,
Inc.
(1)
14,588,264
1,038,023
0.3
G
Mining
Ventures
Corp.
(1)
23,265,947
12,692,021
3.1
GoGold
Resources,
Inc.
(1)
2,857,140
5,150,238
1.3
Gold
Mountain
Mining
Corp.
(1)
4,400,000
2,643,792
0.7
HighGold
Mining,
Inc.
(1)
3,000,000
1,850,022
0.5
Lahontan
Gold
Corp.
(1)
4,500,000
622,603
0.2
Liberty
Gold
Corp.
(1)
12,482,000
5,624,968
1.4
Lotus
Gold
Corp.
(1)(3)
4,400,000
1,530,616
0.4
Marathon
Gold
Corp.
(1)
5,039,200
6,693,170
1.7
Mawson
Gold,
Ltd.
(1)
10,600,000
1,424,675
0.4
Millennial
Precious
Metals
Corp.
(1)
12,333,333
3,802,822
0.9
Monarch
Mining
Corp.
(1)
7,300,000
2,770,289
0.7
Newcore
Gold,
Ltd.
(1)
5,750,000
1,727,478
0.4
Nighthawk
Gold
Corp.
(1)
6,148,000
2,916,393
0.7
O3
Mining,
Inc.
(1)
2,223,000
3,673,218
0.9
Orla
Mining,
Ltd.
(1)
8,200,000
31,118,314
7.7
Osino
Resources
Corp.
(1)
5,000,000
4,387,872
1.1
Prime
Mining
Corp.
(1)
6,450,000
11,422,698
2.8
Probe
Metals,
Inc.
(1)
7,087,500
9,862,039
2.4
Roscan
Gold
Corp.
(1)
10,886,900
2,754,325
0.7
Skeena
Resources,
Ltd.
(1)
700,000
4,844,000
1.2
SSR
Mining,
Inc.
200,800
3,901,544
1.0
Talisker
Resources,
Ltd.
(1)
12,500,000
2,174,171
0.6
TDG
Gold
Corp.
(1)
9,227,925
2,480,527
0.6
Thesis
Gold,
Inc.
(1)
5,400,000
8,538,562
2.1
Westhaven
Gold
Corp.
(1)
5,500,000
2,522,038
0.6
192,072,255
47.8
Cayman
Islands
Endeavour
Mining
PLC
750,000
17,260,940
4.3
9
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Name
of
Company
Shares
Value
%
of
Net
Assets
Common
Shares
(continued)
Gold
mining,
exploration,
development
and
royalty
companies
(continued)
South
Africa
AngloGold
Ashanti,
Ltd.
ADR
700,000
$
12,026,000
3.0
%
Gold
Fields,
Ltd.
ADR
1,000,000
9,340,000
2.3
21,366,000
5.3
United
States
SSR
Mining,
Inc.
649,200
12,626,256
3.1
Total
gold
mining,
exploration,
development
and
royalty
companies
(Cost
$194,331,405)
299,785,499
74.4
Diversified
metals
mining,
exploration,
development
and
royalty
companies
Australia
Auteco
Minerals,
Ltd.
(1)
82,000,750
3,060,087
0.8
Bellavista
Resources
ltd
(1)
1,625,000
233,236
0.1
Castile
Resources,
Ltd.
(1)
12,500,000
1,569,859
0.4
Geopacific
Resources,
Ltd.
(1)
17,857,143
1,473,745
0.4
Red
Dirt
Metals,
Ltd.
(1)
11,338,600
4,394,059
1.1
10,730,986
2.8
Canada
Adventus
Mining
Corp.
(1)
5,310,000
2,644,820
0.7
Americas
Gold
&
Silver
Corp.
(1)
4,601,400
3,425,003
0.9
Arizona
Metals
Corp.
(1)
2,500,000
10,179,073
2.5
Aya
Gold
&
Silver,
Inc.
(1)
2,400,000
13,339,131
3.3
Benchmark
Metals,
Inc.
(1)
12,384,615
7,441,442
1.8
Bunker
Hill
Mining
Corp.
(1)
14,214,957
2,809,613
0.7
Emerita
Resources
Corp.
(1)
2,750,000
3,717,832
0.9
Euro
Sun
Mining,
Inc.
(1)
11,000,000
1,434,953
0.4
Huntsman
Exploration,
Inc.
(1)
6,175,000
170,870
0.0
Integra
Resources
Corp.
(1)
3,230,000
3,651,424
0.9
Max
Resource
Corp.
(1)
8,200,000
4,019,449
1.0
Pan
Global
Resources,
Inc.
(1)
6,667,000
3,004,459
0.7
Sable
Resources,
Ltd.
(1)
26,160,000
5,377,397
1.3
61,215,466
15.1
Total
diversified
metals
mining,
exploration,
development
and
royalty
companies
(Cost
$66,997,883)
71,946,452
17.9
Silver
mining,
exploration,
development
and
royalty
companies
Canada
Andean
Precious
Metals
Corp.
(1)
2,000,000
2,023,955
0.5
Discovery
Silver
Corp.
(1)
7,454,545
7,838,515
2.0
Silver
Mountain
Resources,
Inc.
(1)
10,000,000
2,213,701
0.5
Silver
Tiger
Metals,
Inc.
(1)
12,395,333
3,821,939
0.9
15,898,110
3.9
South
Africa
Sibanye
Stillwater,
Ltd.
ADR
273,043
3,546,829
0.9
Total
silver
mining,
exploration,
development
and
royalty
companies
(Cost
$13,292,535)
19,444,939
4.8
Total
common
shares
(Cost
$274,621,823
)
391,176,890
97.1
Rights
(1)(3)
Silver
mining,
exploration,
development
and
royalty
companies
Canada
Pan
American
Silver
Corp.
(Exp.
Date
2/22/29)
393,200
128,802
0.0
Total
rights
(Cost
$136,720)
128,802
0.0
Warrants
(1)(3)
Diversified
metals
mining,
exploration,
development
and
royalty
companies
Australia
Red
Dirt
Metals,
Ltd.
(Exercise
Price
$0.25,
Exp.
Date
11/19/24)
2,834,650
630,629
0.2
Schedule
of
Investments
(Unaudited)
(continued)
May
31,
2022
(continued)
10
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Warrants
Canada
Aya
Gold
&
Silver,
Inc.
(Exercise
Price
$3.30,
Exp.
Date
9/8/23)
1,200,000
$
3,624,145
0.9
%
Benchmark
Metals,
Inc.
(Exercise
Price
$1.80,
Exp.
Date
9/15/22)
3,692,307
0
0.0
Bunker
Hill
Mining
Corp.
(Exercise
Price
$0.60,
Exp.
Date
2/9/26)
1,250,000
9,883
0.0
Bunker
Hill
Mining
Corp.
(Exercise
Price
$0.50,
Exp.
Date
8/15/23)
3,464,957
0
0.0
Bunker
Hill
Mining
Corp.
(Exercise
Price
$0.50,
Exp.
Date
8/15/23)
9,500,000
0
0.0
Emerita
Resources
Corp.
(Exercise
Price
$1.50,
Exp.
Date
7/15/23)
1,375,000
554,413
0.2
Euro
Sun
Mining,
Inc.
(Exercise
Price
$0.55,
Exp.
Date
6/5/23)
5,500,000
0
0.0
Huntington
Exploration,
Inc.
(Exercise
Price
$0.40,
Exp.
Date
6/17/23)
3,950,000
0
0.0
Huntsman
Exploration,
Inc.
(Exercise
Price
$0.35,
Exp.
Date
10/22/23)
6,175,000
0
0.0
Max
Resource
Corp.
(Exercise
Price
$0.85,
Exp.
Date
5/24/23)
8,200,000
129,660
0.0
Sable
Resources,
Ltd.
(Exercise
Price
$0.20,
Exp.
Date
9/10/23)
11,000,000
608,768
0.2
4,926,869
1.3
Total
diversified
metals
mining,
exploration,
development
and
royalty
companies
(Cost
$1,858,045)
5,557,498
1.5
Gold
mining,
exploration,
development
and
royalty
companies
Canada
American
Pacific
Mining
Corp.
(Exercise
Price
$1.40,
Exp.
Date
12/10/23)
1,500,000
11,859
0.0
Desert
Gold
Ventures,
Inc.
(Exercise
Price
$0.40,
Exp.
Date
8/21/23)
6,700,000
0
0.0
Desert
Gold
Ventures,
Inc.
(Exercise
Price
$0.25,
Exp.
Date
12/31/24)
594,132
0
0.0
G
Mining
Ventures
Corp.
(Exercise
Price
$1.90,
Exp.
Date
9/9/24)
3,500,000
110,685
0.0
Gold
Mountain
Mining
Corp.
(Exercise
Price
$1.75,
Exp.
Date
4/21/24)
2,200,000
34,787
0.0
Lahontan
Gold
Corp.
(Exercise
Price
$0.54,
Exp.
Date
5/24/24)
2,250,000
0
0.0
Lotus
Gold
Corp.
(Exercise
Price
$0.75,
Exp.
Date
9/21/24)
2,200,000
34,787
0.0
Monarch
Mining
Corp.
(Exercise
Price
$0.95,
Exp.
Date
3/25/27)
1,700,000
107,523
0.0
Monarch
Mining
Corp.
(Exercise
Price
$1.05,
Exp.
Date
6/29/23)
2,500,000
0
0.0
Nighthawk
Gold
Corp.
(Exercise
Price
$1.05,
Exp.
Date
4/30/24)
900,000
7,115
0.0
Nighthawk
Gold
Corp.
(Exercise
Price
$1.50,
Exp.
Date
7/7/23)
2,174,000
0
0.0
O3
Mining,
Inc.
(Exercise
Price
$3.25,
Exp.
Date
6/18/22)
740,000
0
0.0
Prime
Mining
Corp.
(Exercise
Price
$1.10,
Exp.
Date
6/10/25)
920,000
894,651
0.2
Prime
Mining
Corp.
(Exercise
Price
$5.00,
Exp.
Date
4/27/24)
400,000
6,325
0.0
Pure
Gold
Mining,
Inc.
(Exercise
Price
$0.85,
Exp.
Date
7/18/22)
1,500,000
0
0.0
TDG
Gold
Corp.
(Exercise
Price
$0.75,
Exp.
Date
12/31/23)
225,000
0
0.0
Thesis
Gold,
Inc.
(Exercise
Price
$0.75,
Exp.
Date
10/31/22)
2,000,000
1,992,331
0.5
Westhaven
Gold
Corp.
(Exercise
Price
$1.00,
Exp.
Date
2/4/23)
2,750,000
0
0.0
3,200,063
0.7
Total
gold
mining,
exploration,
development
and
royalty
companies
(Cost
$2,080,416)
3,200,063
0.7
Silver
mining,
exploration,
development
and
royalty
companies
Canada
Discovery
Silver
Corp.
(Exercise
Price
$1.75,
Exp.
Date
8/7/22)
975,000
0
0.0
Silver
Mountain
Resources,
Inc.
(Exercise
Price
$0.50,
Exp.
Date
1/31/24)
5,000,000
0
0.0
Silver
Tiger
Metals,
Inc.
(Exercise
Price
$0.50,
Exp.
Date
7/31/23)
1,666,666
13,177
0.0
13,177
0.0
Total
silver
mining,
exploration,
development
and
royalty
companies
(Cost
$341,388)
13,177
0.0
Total
warrants
(Cost
$4,279,849)
8,770,738
2.2
Money
Market
Fund
Federated
US
Treasury
Cash
Reserve
Fund
-
Institutional
Shares,
0.57%
(4)
1,055,748
1,055,748
0.2
Total
money
market
fund
(Cost
$1,055,748)
1,055,748
0.2
Investments,
at
value
(Cost
$280,094,140)
401,132,178
99.5
Cash,
receivables
and
other
assets
less
other
liabilities
1,855,665
0.5
Net
assets
$
402,987,843
100.0%
Schedule
of
Investments
(Unaudited)
(continued)
May
31,
2022
(continued)
11
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Portfolio
Statistics
(Unaudited)
Portfolio
statistics
(Unaudited)
May
31,
2022
*Geographic
breakdown,
which
is
based
on
company
domiciles,
is
expressed
as
a
percentage
of
total
net
assets
including
cash.
ADR
American
Depositary
Receipt
PLC
Public
Limited
Company
(1)
Non-income
producing
security.
(2)
Security
exempt
from
registration
under
Rule
144A
under
the
Securities
Act
of
1933.
At
the
period
end,
the
value
of
these
securities
amounted
to
$1,541,685
or
0.4%
of
net
assets.
(3)
Security
fair
valued
in
accordance
with
procedures
adopted
by
the
Board
of
Directors.
At
the
period
end,
the
value
of
these
securities
amounted
to
$10,430,156
or
2.6%
of
net
assets.
(4)
Dividend
yield
changes
daily
to
reflect
current
market
conditions.
Rate
was
the
quoted
yield
as
of
May
31,
2022.
Geographic
Breakdown*
Australia
1
6
.
9
%
Canada
68.8
Cayman
Islands
4.3
South
Africa
6.2
United
States
3.1
Cash
0.
7
100.0%
Schedule
of
Investments
(Unaudited)
(continued)
May
31,
2022
(continued)
12
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Statement
of
Assets
and
Liabilities
(Unaudited)
May
31,
2022
The
closing
price
of
the
Company’s
shares
on
the
New
York
Stock
Exchange
was
$18.29
on
May
31,
2022.
Assets
Investments,
at
value
(Cost
$280,094,140)
$
401,132,178
Cash
79,425
Foreign
currency
(Cost
$1,097,603)
1,111,437
Investments
paid
in
advance
1,240,911
Dividends
receivable,
net
of
withholding
taxes
payable
211,524
Prepaid
expenses
42,159
Total
assets
$
403,817,634
Liabilities
Investment
securities
purchased
154,705
Accrued
investment
adviser
fees
242,396
Accrued
fund
service
fees
36,872
Liability
for
retirement
benefits
due
to
retired
directors
309,796
Other
expenses
86,022
Total
liabilities
829,791
Net
assets
$
402,987,843
Common
shares
$1
par
value
Authorized:
40,000,000
shares
Issued
and
Outstanding:
19,289,905
shares
$
19,289,905
Share
premium
(capital
surplus)
1,372,500
Distributable
earnings
382,325,43
8
Net
assets
$
402,987,84
3
Net
asset
value
per
share
$
20.89
13
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Statement
of
Operations
(Unaudited)
For
the
six
months
ended
May
31,
2022
Investment
income
Dividend
income
(net
of
withholding
taxes
of
$319,471)
$
1,225,559
Total
investment
income
1,225,559
Expenses
Investment
adviser
fees
1,652,334
Fund
services
fees
119,227
Compliance
services
fees
39,691
Transfer
agent
fees
32,591
Custodian
fees
62,260
Directors'
fees
and
expenses
113,666
Retired
directors'
fees
32,032
Insurance
fees
62,018
Legal
fees
54,694
Audit
fees
17,369
Shareholder
reports
and
proxy
expenses
17,004
Dues
and
listing
fees
12,466
Other
expenses
25,433
Total
expenses
2,240,785
Change
in
retirement
benefits
due
to
retired
directors
(18,194)
Investment
adviser
fees
waived
(45,524)
Net
expenses
2,177,067
Net
investment
loss
(951,508)
Net
realized
and
unrealized
gain
(loss)
from
investments
and
foreign
currency
transactions
Proceeds
from
sales
38,830,158
Cost
of
securities
sold
(
16,932,812
)
Net
realized
gain
from
investments
21,897,346
Net
realized
gain
(loss)
from
foreign
currency
transactions
Investments
(46,210)
Foreign
currency
(72,658)
Net
realized
loss
from
foreign
currency
transactions
(118,868)
Net
increase
in
unrealized
appreciation
(depreciation)
on
investments
Balance,
beginning
of
period
220,598,062
Balance,
end
of
period
121,038,038
Net
decrease
in
unrealized
appreciation
(depreciation)
on
investments
(99,560,024)
Net
unrealized
gain
on
translation
of
assets
and
liabilities
in
foreign
currency
15,341
Net
realized
and
unrealized
loss
from
investments
and
foreign
currency
transactions
(77,766,205)
Net
decrease
in
net
assets
resulting
from
operations
$
(78,717,713)
14
The
notes
to
financial
statements
form
an
integral
part
of
these
statements.
Statements
of
Changes
in
Net
Assets
Six
Months
Ended
May
31,
2022
(Unaudited)
Year
Ended
November
30,
2021
Net
investment
loss
$
(951,508)
$
(1,6
87
,
120
)
Net
realized
gain
21,897,346
26,432,094
Net
realized
loss
from
foreign
currency
transactions
(118,868)
(208,640)
Net
decrease
in
unrealized
appreciation
(depreciation)
on
investments
(99,560,024)
(6,187,818)
Net
unrealized
gain
(loss)
on
translation
of
assets
and
liabilities
in
foreign
currency
15,341
(586)
Net
increase
(decrease)
in
net
assets
resulting
from
operations
(78,717,713)
18,3
47
,
930
Dividends
paid/payable
(192,899)
(385,798)
Net
increase
(decrease)
in
net
assets
(78,910,612)
17,96
2
,
132
Net
assets,
beginning
of
period
481,898,455
463,936,323
Net
assets,
end
of
period
$
402,987,843
$
481,
898
,
455
15
Notes
to
Financial
Statements
(Unaudited)
Six
months
ended
May
31,
2022
1.
Organization
ASA
Gold
and
Precious
Metals
Limited
(the
“Company”)
is
a
non-diversified,
closed-end
investment
company
registered
under
the
Investment
Company
Act
of
1940,
as
amended
(the
“1940
Act”).
The
Company
was
initially
organized
as
a
public
limited
liability
company
in
the
Republic
of
South
Africa
in
June
1958.
On
November
11,
2004,
the
Company’s
shareholders
approved
a
proposal
to
move
the
Company’s
place
of
incorporation
from
the
Republic
of
South
Africa
to
the
Commonwealth
of
Bermuda
by
reorganizing
itself
into
an
exempted
limited
liability
company
formed
in
Bermuda.
The
Company
is
registered
with
the
Securities
and
Exchange
Commission
(the
“SEC”)
pursuant
to
an
order
under
Section
7(d)
of
the
1940
Act.
The
Company
seeks
long-term
capital
appreciation
primarily
through
investing
in
companies
engaged
in
the
exploration
for,
development
of
projects
or
mining
of
precious
metals
and
minerals.
The
Company
is
managed
by
Merk
Investments
LLC
(the
“Adviser”).
2.
Summary
of
significant
accounting
policies
The
following
is
a
summary
of
the
significant
accounting
policies:
A.
Security
valuation
The
net
asset
value
of
the
Company
generally
is
determined
as
of
the
close
of
regular
trading
on
the
New
York
Stock
Exchange
(the
“NYSE”)
on
the
date
for
which
the
valuation
is
being
made
(the
“Valuation
Time”).
Portfolio
securities
listed
on
U.S.
and
foreign
stock
exchanges
generally
are
valued
at
the
last
reported
sale
price
as
of
the
Valuation
Time
on
the
exchange
on
which
the
securities
are
primarily
traded,
or
the
last
reported
bid
price
if
a
sale
price
is
not
available.
Securities
traded
over
the
counter
are
valued
at
the
last
reported
sale
price
or
the
last
reported
bid
price
if
a
sale
price
is
not
available.
Securities
listed
on
foreign
stock
exchanges
may
be
fair
valued
based
on
significant
events
that
have
occurred
subsequent
to
the
close
of
the
foreign
markets.
Shares
of
non-exchange
traded
open-end
mutual
funds
are
valued
at
net
asset
value
(“NAV”).
To
value
its
warrants,
the
Company's
valuation
committee
typically
utilizes
the
Black-
Scholes
model
using
the
listed
price
for
the
underlying
common
shares.
The
valuation
is
a
combination
of
value
of
the
stock
price
less
the
exercise
price,
plus
some
value
related
to
the
volatility
of
the
stock
over
the
remaining
time
period
prior
to
expiration.
Securities
for
which
current
market
quotations
are
not
readily
available
are
valued
at
their
fair
value
as
determined
in
accordance
with
procedures
approved
by
the
Company’s
Board
of
Directors.
If
a
security
is
valued
at
a
“fair
value,”
that
value
may
be
different
from
the
last
quoted
price
for
the
security.
Various
factors
may
be
reviewed
in
order
to
make
a
good
faith
determination
of
a
security’s
fair
value.
These
factors
include,
but
are
not
limited
to,
the
nature
of
the
security;
relevant
financial
or
business
developments
of
the
issuer;
actively
traded
similar
or
related
securities;
conversion
rights
on
the
security;
and
changes
in
overall
market
conditions.
The
difference
between
cost
and
market
value
is
reflected
separately
as
net
unrealized
appreciation
(depreciation)
on
investments.
The
net
realized
gain
or
loss
from
the
sale
of
securities
is
determined
for
accounting
purposes
on
the
identified
cost
basis.
B.
Fair
value
measurement
In
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(“U.S.
GAAP”),
fair
value
is
defined
as
the
price
that
the
Company
would
receive
to
sell
an
investment
or
pay
to
transfer
a
liability
in
a
timely
transaction
with
an
independent
buyer
in
the
principal
market,
or
in
the
absence
of
a
principal
market
the
most
advantageous
market
for
the
investment
or
liability.
U.S.
GAAP
establishes
a
three-tier
hierarchy
to
distinguish
between
(1)
inputs
that
reflect
the
assumptions
market
participants
would
use
in
pricing
an
asset
or
liability
developed
based
on
market
data
obtained
from
sources
independent
of
the
reporting
entity
(observable
inputs)
and
(2)
inputs
that
reflect
the
reporting
entity’s
own
assumptions
about
the
assumptions
market
participants
would
use
in
pricing
an
asset
or
liability
developed
based
on
the
best
information
available
in
the
circumstances
(unobservable
inputs)
and
to
establish
classification
of
fair
value
measurements
for
disclosure
purposes.
Various
inputs
are
used
in
determining
the
value
of
the
Company’s
investments.
The
inputs
are
summarized
in
the
three
broad
levels
listed
below.
Level
1
–
Unadjusted
quoted
prices
in
active
markets
for
identical
assets
or
liabilities
that
the
Company
has
the
ability
to
access.
Level
2
–
Observable
inputs
other
than
quoted
prices
included
in
level
1
that
are
observable
for
the
asset
or
liability
either
directly
or
indirectly.
These
inputs
may
include
quoted
prices
for
identical
instruments
on
16
Notes
to
Financial
Statements
(Unaudited)
(continued)
Six
months
ended
May
31,
2022
an
inactive
market,
prices
for
similar
investments,
interest
rates,
prepayment
speeds,
credit
risk,
yield
curves,
default
rates,
and
similar
data.
Level
3
–
Unobservable
inputs
for
the
assets
or
liability
to
the
extent
that
relevant
observable
inputs
are
not
available,
representing
the
Company’s
own
assumptions
about
the
assumptions
that
a
market
participant
would
use
in
valuing
the
asset
or
liability,
and
that
would
be
based
on
the
best
information
available.
The
inputs
or
methodology
used
for
valuing
securities
are
not
necessarily
an
indication
of
the
risk
associated
with
investing
in
those
securities.
The
following
is
a
summary
of
the
inputs
used
as
of
May
31,
2022
in
valuing
the
Company’s
investments
at
fair
value:
The
following
is
a
reconciliation
of
Level
3
investments
for
which
significant
unobservable
inputs
were
used
to
determine
fair
value.
*
The
change
in
unrealized
appreciation/(depreciation)
is
included
in
net
change
in
unrealized
appreciation/(depreciation)
of
investments
in
the
accompanying
Statement
of
Operations.
Investment
in
Securities
(1)
Measurements
at
May
31,
2022
Level
1
Level
2
Level
3
Total
Common
Shares
Gold
mining,
exploration,
development
and
royalty
companies
$
298,254,883
$
–
$
1,530,616
$
299,785,499
Diversified
metals
mining,
exploration,
development
and
royalty
companies
71,946,452
–
–
71,946,452
Silver
mining,
exploration,
development
and
royalty
companies
19,444,939
–
–
19,444,939
Rights
Silver
mining,
exploration,
development
and
royalty
companies
–
–
128,802
128,802
Warrants
Diversified
metals
mining,
exploration,
development
and
royalty
companies
–
–
5,557,498
5,557,498
Gold
mining,
exploration,
development
and
royalty
companies
–
–
3,200,063
3,200,063
Silver
mining,
exploration,
development
and
royalty
companies
–
–
13,177
13,177
Money
Market
Fund
1,055,748
–
–
1,055,748
Total
Investments
$
390,702,022
$
–
$
10,430,156
$
401,132,178
(1)
See
schedule
of
investments
for
country
classifications.
Common
Stock
Rights
Warrants
Balance
November
30,
2021
$
-
$
1
49
,
731
$
22
,
342
,
769
Purchases
1,537,179
-
1,228,188
Sales
-
-
(
1,049
,
857
)
Realized
loss
-
-
(55,060)
Net
change
in
unrealized
appreciation
(depreciation)
(6,563)
(
20
,
929
)
(
13
,
695
,
302
)
Balance
May
31,
2022
$
1
,5
30
,
616
$
1
28
,
802
$
8,770,738
Net
change
in
unrealized
appreciation
(depreciation)
from
investments
held
as
of
May
31,
2022*
$
(6,563)
$
(
20
,
929
)
$
(13,695,302
)
2.
Summary
of
significant
accounting
policies
(continued)
B.
Fair
value
measurement
(continued)
17
Notes
to
Financial
Statements
(Unaudited)
(continued)
Six
months
ended
May
31,
2022
Significant
unobservable
inputs
developed
by
the
Valuation
Committee
(“Valuation
Committee”)
for
Level
3
investments
held
at
May
31,
2022
are
as
follows:
1
Fair
valued
common
stocks
with
no
public
market
are
valued
based
on
transaction
cost
and
may
be
adjusted
by
the
Valuation
Committee,
including
for
subsequent
known
market
transactions.
2
Fair
valued
rights
are
valued
based
on
the
specifics
of
the
rights
at
a
discount
to
the
market
price
of
the
underlying
security.
3
Warrants
are
priced
based
on
the
Black
Scholes
Method;
the
key
input
to
this
method
is
modeled
volatility
of
the
investment;
the
lower
the
modeled
volatility,
the
lower
the
valuation
of
the
warrant.
C.
Foreign
Currency
Translation
Portfolio
securities
and
other
assets
and
liabilities
denominated
in
foreign
currencies
are
translated
into
U.S.
dollar
amounts
at
the
rate
of
exchange
reported
by
independent
data
providers.
Purchases
and
sales
of
investment
securities
and
income
and
expense
items
denominated
in
foreign
currencies
are
translated
into
U.S.
dollar
amounts
on
the
respective
dates
of
such
transactions.
The
portion
of
the
results
arising
from
changes
in
the
exchange
rates
and
the
portion
due
to
fluctuations
arising
from
changes
in
the
market
prices
of
securities
are
not
isolated.
The
resulting
net
foreign
currency
gain
or
loss
is
included
on
the
Statements
of
Operations.
Realized
foreign
currency
gains
or
losses
arise
from
sales
of
foreign
currencies,
currency
gains
or
losses
realized
between
the
trade
and
settlement
dates
on
securities
transactions
and
the
difference
between
the
amounts
of
dividends,
interest,
and
foreign
withholding
taxes
recorded
on
the
Company’s
books
and
the
U.S.
dollar
equivalent
of
the
amounts
actually
received
or
paid.
D.
Securities
Transactions
and
Investment
Income
During
the
six
months
ended
May
31,
2022,
sales
and
purchases
of
portfolio
securities
(other
than
temporary
short-term
investments)
amounted
to
$38,830,158
and
$40,633,818,
respectively.
As
of
May
31,
2022,
a
significant
portion
of
the
Company’s
assets
consisted
of
securities
of
junior
and
intermediate
mining
company
issuers.
Dividend
income
is
recorded
on
the
ex-dividend
date,
net
of
withholding
taxes
or
ADR
fees,
if
any.
Interest
income
is
recognized
on
the
accrual
basis.
E.
Dividends
to
Shareholders
Dividends
to
shareholders
are
recorded
on
the
ex-dividend
date.
The
reporting
for
financial
statement
purposes
of
dividends
paid
from
net
investment
income
and/or
net
realized
gains
may
differ
from
their
ultimate
reporting
for
U.S.
federal
income
tax
purposes,
primarily
because
of
the
separate
line
item
reporting
for
financial
statement
purposes
of
foreign
exchange
gains
or
losses.
F.
Use
of
Estimates
The
preparation
of
the
financial
statements
in
conformity
with
U.S.
GAAP
requires
management
to
make
estimates
and
assumptions
that
affect
amounts
reported
in
the
financial
statements
and
accompanying
notes.
Actual
results
could
differ
from
those
estimates.
It
is
management’s
opinion
that
all
adjustments
necessary
for
a
fair
statement
of
the
results
of
the
interim
periods
presented
have
been
made.
All
adjustments
are
of
a
normal
recurring
nature.
G.
Basis
of
Presentation
The
financial
statements
are
presented
in
U.S.
dollars.
The
Company
is
an
investment
company
and
accordingly
follows
the
investment
company
accounting
and
reporting
guidance
of
the
Financial
Accounting
Standards
Board
(“FASB”)
Accounting
Standard
Codification,
Topic
946
“Financial
Services
-
Investment
Companies”.
Asset
Categories
Fair
Value
Valuation
Technique(s)
Unobservable
Input
Range
(Weighted
Average)
Common
Shares
1
$
1,530
,
616
Transaction
cost
None
None
Rights
2
1
28
,
802
Market
transaction
Discount
70%
(70%)
Warrants
3
8,770,738
Black
Scholes
Method
Volatility
20
%
-
50
%
(
34
%)
2.
Summary
of
significant
accounting
policies
(continued)
B.
Fair
value
measurement
(continued)
18
Notes
to
Financial
Statements
(Unaudited)
(continued)
Six
months
ended
May
31,
2022
H.
Income
Taxes
In
accordance
with
U.S.
GAAP
requirements
regarding
accounting
for
uncertainties
on
income
taxes,
management
has
analyzed
the
Company’s
tax
positions
taken
on
federal
and
state
income
tax
returns,
as
applicable,
for
all
open
tax
years
(2018-2021).
As
of
May
31,
2022,
the
Company
has
not
recorded
any
unrecognized
tax
benefits.
The
Company’s
policy,
if
it
had
unrecognized
benefits,
is
to
recognize
accrued
interest
and
penalties
in
operating
expenses.
3.
Tax
status
of
the
Company
The
Company
is
a
“passive
foreign
investment
company”
(“PFIC”)
for
U.S.
federal
income
tax
purposes
and
is
not
subject
to
Bermuda
tax
as
an
exempted
limited
liability
company
organized
under
the
laws
of
Bermuda.
Nor
is
the
Company
generally
subject
to
U.S.
federal
income
tax,
since
it
is
a
non-U.S.
corporation
whose
only
business
activity
in
the
United
States
is
trading
in
stocks
or
securities
for
its
own
account;
under
the
U.S.
federal
tax
law
that
activity
does
not
constitute
engaging
in
the
conduct
of
a
trade
or
business
within
the
United
States,
even
if
its
principal
office
is
located
therein.
As
a
result,
its
gross
income
is
not
subject
to
U.S.
federal
income
tax,
though
certain
types
of
income
it
earns
from
U.S.
sources
(such
as
dividends
of
U.S.
payors)
are
subject
to
U.S.
federal
withholding
tax.
4.
Fees
and
Expenses
and
Other
Transactions
with
Affiliates
Investment
Adviser
–
Merk
Investments
LLC
(the
“Adviser”)
is
the
investment
adviser
to
the
Company.
Pursuant
to
an
investment
advisory
agreement,
the
Adviser
receives
an
advisory
fee,
payable
monthly,
from
the
Company
at
an
annual
rate
of
0.70%
of
the
Company’s
average
daily
net
assets.
The
Adviser
voluntarily
agreed
to
waive
a
portion
of
its
advisory
fee,
equal
to
an
annual
rate
of
0.05%
of
the
Company’s
net
assets
exceeding
$300
million,
and
an
additional
0.10%
of
the
Company’s
net
assets
exceeding
$500
million.
The
Adviser
waived
$45,524
for
the
six
months
ended
May
31,
2022.
Other
Service
Providers
–
Apex
US
Holdings
LLC
(d/b/a
Apex
Fund
Services)
(“Apex”)
provides
fund
accounting,
fund
administration
and
compliance
services
to
the
Company.
The
fees
related
to
these
services
are
included
in
fund
services
fees
within
the
Statement
of
Operations.
Apex
also
provides
certain
shareholder
report
production
and
EDGAR
conversion
and
filing
services.
Pursuant
to
an
Apex
services
agreement,
the
Company
pays
Apex
customary
fees
for
its
services.
Apex
provides
a
Principal
Financial
Officer,
as
well
as
certain
additional
compliance
support
functions.
Foreside
Fund
Services,
LLC,
a
wholly
owned
subsidiary
of
ACA
Group,
provides
a
Chief
Compliance
Officer
to
the
Company.
5.
Exemptive
order
The
Company
is
a
closed-end
investment
company
and
operates
pursuant
to
an
exemptive
order
issued
by
the
Securities
and
Exchange
Commission
(the
“SEC”)
pursuant
to
Section
7(d)
of
the
1940
Act
(the
“Order”).
The
Order
is
conditioned
upon,
among
other
things,
the
Company
complying
with
certain
requirements
relating
to
the
custody
of
assets
and
settlement
of
securities
transactions
outside
of
the
United
States
different
than
those
required
of
other
registered
investment
companies.
These
conditions
make
it
more
difficult
for
the
Company
to
implement
a
flexible
investment
strategy
and
to
fully
achieve
its
desired
portfolio
diversification
than
if
it
were
not
subject
to
such
requirements.
6.
Retirement
plans
The
Company
has
recorded
a
liability
for
retirement
benefits
due
to
retired
directors.
The
liability
for
these
benefits
at
May
31,
2022
was
$
309,796
.
A
director
whose
first
election
to
the
Board
of
Directors
was
prior
to
January
1,
2008
qualifies
to
receive
retirement
benefits
if
he
has
served
the
Company
(and
any
of
its
predecessors)
for
at
least
twelve
years
prior
to
retirement.
Directors
first
elected
on
or
after
January
1,
2008
are
not
eligible
to
participate
in
the
plan.
7.
Indemnifications
In
the
ordinary
course
of
business,
the
Company
enters
into
contracts
that
contain
a
variety
of
indemnification
pro-
visions.
The
Company’s
maximum
exposure
under
these
arrangements
is
unknown.
8.
Share
repurchase
The
Company
may
from
time
to
time
purchase
its
common
shares
at
a
discount
to
NAV
on
the
open
market
in
such
amounts
and
at
such
prices
as
the
Company
may
deem
advisable.
2.
Summary
of
significant
accounting
policies
(continued)
19
Notes
to
Financial
Statements
(Unaudited)
(continued)
Six
months
ended
May
31,
2022
The
Company
had
19,289,905
shares
outstanding
as
of
May
31,
2022
.
There
were
no
repurchases
during
the
six
months
ended
May
31,
2022
.
9.
Subsequent
events
In
accordance
with
U.S.
GAAP
provisions,
management
has
evaluated
the
possibility
of
subsequent
events
existing
in
the
Company’s
financial
statements
through
the
date
the
financial
statements
were
issued.
The
Company
believes
that
there
are
no
material
events
that
would
require
disclosure.
8.
Share
repurchase
(continued)
20
Financial
Highlights
(Unaudited)
Six
Months
Ended
May
31,
Years
Ended
November
30,
Per
share
operating
performance
(1)
2022
2021
2020
2019
2018
2017
Net
asset
value,
beginning
of
period
$24.98
$24.05
$14.82
$10.10
$12.66
$12.61
Net
investment
loss
(0.05)
(0.09)
(0.13)
(0.06)
(0.07)
(0.09)
Net
realized
gain
(loss)
from
investments
1.14
1.37
1.83
0.09
(0.47)
(0.36)
Net
realized
gain
(loss)
from
foreign
currency
transactions
(0.01)
(0.01)
0.05
(0.06)
0.01
0.01
Net
increase
(decrease)
in
unrealized
appreciation
on
investments
(5.16)
(0.32)
7.50
4.77
(2.00)
0.53
Net
unrealized
gain
on
translation
of
assets
and
liabilities
in
foreign
currency
0.00
0.00
0.00
0.00
0.00
0.00
Net
increase
(decrease)
in
net
assets
resulting
from
operations
(4.08)
0.95
9.25
4.74
(2.53)
0.09
Dividends
From
net
investment
income
–
–
(0.02)
(0.02)
(0.03)
(0.04)
From
net
realized
gain
on
investments
(0.01)
(0.02)
–
–
–
–
Net
asset
value,
end
of
period
$20.89
$24.98
$24.05
$14.82
$10.10
$12.66
Market
value
per
share,
end
of
period
$18.29
$20.70
$19.91
$12.20
$8.66
$11.05
Total
investment
return
Based
on
market
price
(2)
(11.60)%
(3)
4.06%
63.38%
41.14%
(21.39)%
2.57%
Based
on
net
asset
value
(4)
(16.33)%
(3)
3.96%
62.46%
47.01%
(19.97)%
0.74%
Ratio
of
average
net
assets
Expenses
(5)
0.95%
(
6
)
0.94%
1.02%
1.38%
1.35%
1.19%
Net
expenses
0.
92
%
(
6
)
0.91%
1.02%
1.38%
1.35%
1.19%
Net
investment
loss
(0.40)%
(
6
)
(0.35)%
(0.67)%
(0.44)%
(0.63)%
(0.65)%
Supplemental
data
Net
assets,
end
of
Period
(000
omitted)
$402,988
$481,898
$463,936
$285,879
$194,834
$244,202
Portfolio
turnover
rate
8
%
(3)
17%
31%
45%
3%
9%
Shares
outstanding
(000
omitted)
19,290
19,290
19,290
19,290
19,290
19,290
(1)
Per
share
amounts
from
operations
have
been
calculated
using
the
average
shares
method.
(2)
Total
investment
return
is
calculated
assuming
a
purchase
of
shares
at
the
current
market
price
at
close
the
day
before
and
a
sale
at
the
current
market
price
on
the
last
day
of
each
period
reported.
Dividends
are
assumed,
for
purposes
of
this
calculation,
to
be
reinvested
at
prices
obtained
under
the
Company’s
dividend
reinvestment
plan.
(3)
Not
annualized.
(4)
Total
investment
return
is
calculated
assuming
a
purchase
of
shares
at
the
current
net
asset
value
at
close
the
day
before
and
a
sale
at
the
current
net
asset
value
on
the
last
day
of
each
period
reported.
Dividends
are
assumed,
for
purposes
of
this
calculation,
to
be
reinvested
at
prices
obtained
under
the
Company’s
dividend
reinvestment
plan.
(5)
Reflects
the
expense
ratio
excluding
any
waivers.
(6)
Annualized.
21
Certain
Tax
Information
for
U.S.
Shareholders
(Unaudited)
Certain
tax
information
for
U.S.
shareholders
(Unaudited)
The
Company
is
a
“passive
foreign
investment
company”
(“PFIC”)
for
U.S.
federal
income
tax
purposes.
In
view
of
this,
U.S.
investors
holding
common
shares
in
taxable
accounts
are
strongly
urged
to
review
the
important
tax
information
regarding
the
consequences
of
an
investment
in
the
common
shares
of
the
Company,
which
may
be
found
at
www.
asaltd.com
under
“Investor
Information
|
Taxpayer
Information
-
PFIC”.
Due
to
the
complexity
and
potentially
adverse
effect
of
the
applicable
tax
rules,
U.S.
shareholders
are
strongly
urged
to
consult
their
own
tax
advisors
concerning
the
impact
of
these
rules
on
their
investment
in
the
Company
and
on
their
individual
situations,
and
any
additional
informational
filing
requirements.
Dividend
Reinvestment
and
Stock
Purchase
Plan
(Unaudited)
Dividend
reinvestment
and
stock
purchase
plan
(Unaudited)
Computershare
Trust
Company,
N.A.
(“Computershare”)
has
been
authorized
by
the
Company
to
offer
and
administer
the
Computershare
Investment
Plan,
a
dividend
reinvestment
and
stock
purchase
plan
(“CIP”)
to
shareholders
as
well
as
new
investors
or
non-shareholders.
Shareholders
and
new
investors
may
elect
to
participate
in
the
CIP
by
signing
an
enrollment
form
or
by
going
to
www.computershare.com/investor
and
following
the
instructions.
New
investors
or
non-shareholders
must
include
a
minimum
initial
investment
of
at
least
$500.
Computershare
as
agent
will
apply
to
the
purchase
of
common
shares
of
the
Company
in
the
open
market
(i)
all
cash
dividends
(after
deduction
of
the
service
charge
described
below)
that
become
payable
to
such
participant
on
the
Company’s
shares
(including
shares
registered
in
his
or
her
name
and
shares
accumulated
under
the
CIP)
and
(ii)
any
optional
cash
purchases
($50
minimum,
subject
to
an
annual
maximum
of
$250,000)
received
from
such
participant.
Computershare
may
combine
CIP
participant
purchase
requests
with
other
purchase
requests
received
from
other
CIP
participants
and
may
submit
the
combined
purchase
requests
in
bulk
to
Computershare’s
broker
as
a
single
purchase
order.
Purchase
requests
may
be
combined,
at
Computershare’s
discretion,
according
to
one
or
more
factors
such
as
purchase
type
(e.g.,
dividend
reinvestment,
one-time
ACH,
check,
etc.),
request
date,
or
request
delivery
method
(e.g.,
online,
regular
mail,
etc.).
Computershare
will
submit
bulk
purchase
orders
to
its
broker
as
and
when
required
under
the
terms
of
the
CIP.
Computershare’s
broker
may
execute
each
bulk
purchase
order
in
one
or
more
transactions
over
one
or
more
days,
depending
on
market
conditions.
Each
participant
whose
purchase
request
is
included
in
each
bulk
purchase
order
will
receive
the
weighted
average
market
price
of
all
shares
purchased
by
Computershare’s
broker
for
such
order.
Any
stock
dividends
or
split
shares
distributed
on
shares
held
in
the
CIP
will
be
credited
to
the
participant’s
account.
A
one-time
$10
enrollment
fee
to
establish
a
new
account
for
a
new
investor
or
non-shareholder
will
be
deducted
from
the
purchase
amount.
For
each
participant,
each
dividend
reinvestment
will
entail
a
transaction
fee
of
5%
of
the
amount
reinvested,
up
to
a
maximum
of
$3
plus
$0.03
per
share
purchased.
Each
optional
cash
purchase
by
check
or
one-time
online
bank
debit
will
entail
a
transaction
fee
of
$5
plus
$0.03
per
share
purchased.
If
a
participant
has
funds
automatically
deducted
monthly
from
his
or
her
savings
or
checking
account,
for
each
debit
the
transaction
fee
is
$2.50
plus
$0.03
per
share
purchased.
Fees
will
be
deducted
from
the
purchase
amount.
Each
batch
order
sale
will
entail
a
transaction
fee
of
$15
plus
$0.12
per
share
sold.
Each
market
order
sale
will
entail
a
transaction
fee
of
$25
plus
$0.12
per
share
sold.
Fees
are
deducted
from
the
proceeds
derived
from
the
sale.
All
per
share
fees
include
any
brokerage
commissions
Computershare
is
required
to
pay.
Any
fractional
share
will
be
rounded
up
to
a
whole
share
for
purposes
of
calculating
the
per
share
fee.
Additional
fees
are
charged
by
Computershare
for
specific
shareholder
requests
such
as
copies
of
account
statements
for
prior
years
($10
per
year
requested)
and
a
returned
check
and
ACH
reject
fee
of
$25.
Participation
in
the
CIP
may
be
terminated
by
a
participant
at
any
time
by
written,
telephone
or
Internet
instructions
to
Computershare.
Upon
termination,
a
participant
will
receive
a
certificate
for
the
whole
number
of
shares
credited
to
his
or
her
account,
unless
he
or
she
requests
the
sale
of
all
or
part
of
such
shares.
Dividends
reinvested
by
a
shareholder
under
the
CIP
will
generally
be
treated
for
U.S.
federal
income
tax
purposes
in
the
same
manner
as
dividends
paid
to
such
shareholder
in
cash.
See
“Certain
Tax
Information
for
U.S.
Shareholders”
for
more
information
regarding
tax
consequences
of
an
investment
in
shares
of
the
Company,
including
the
effect
of
the
Company’s
status
as
a
PFIC.
The
amount
of
the
service
charge
is
deductible
for
U.S.
federal
income
tax
purposes,
subject
to
limitations.
To
participate
in
the
CIP,
shareholders
may
not
hold
their
shares
in
a
“street
name”
brokerage
account.
Additional
information
regarding
the
CIP
may
be
obtained
from
Computershare,
P.O.
Box
505000,
Louisville,
KY
40233-5000.
Information
may
also
be
obtained
on
the
Internet
at
www.computershare.com/investor
or
by
calling
Computershare’s
Telephone
Response
Center
at
(800)
317-4445
between
9:00
a.m.
and
5:00
p.m.,
Eastern
time,
Monday
through
Friday.
22
Privacy
Notice
(Unaudited)
Privacy
notice
(Unaudited)
The
Company
is
committed
to
protecting
the
financial
privacy
of
its
shareholders.
We
do
not
share
any
nonpublic,
personal
information
that
we
may
collect
about
shareholders
with
anyone,
including
our
affiliates,
except
to
service
and
administer
shareholders’
share
accounts,
to
process
transactions,
to
comply
with
shareholders’
requests
of
legal
requirements
or
for
other
limited
purposes
permitted
by
law.
For
example,
the
Company
may
disclose
a
shareholder’s
name,
address,
social
security
number
and
the
number
of
shares
owned
to
its
administrator,
transfer
agent
or
other
service
providers
in
order
to
provide
the
shareholder
with
proxy
statements,
tax
reporting
forms,
annual
reports
or
other
information
about
the
Company.
This
policy
applies
to
all
of
the
Company’s
shareholders
and
former
shareholders.
We
keep
nonpublic
personal
information
in
a
secure
environment.
We
restrict
access
to
nonpublic
personal
information
to
Company
employees,
agents
and
service
providers
who
have
a
need
to
know
the
information
based
on
their
role
in
servicing
or
administering
shareholders’
accounts.
The
Company
also
maintains
physical,
electronic
and
procedural
safeguards
to
protect
the
confidentiality
of
nonpublic
personal
information.
Board
Consideration
of
Investment
Advisory
Agreement
(Unaudited)
Board
consideration
of
Investment
Advisory
Agreement
(Unaudited)
At
its
March
23-24,
2022
meeting,
the
Board
of
Directors
(the
“Board”)
of
ASA
Gold
and
Precious
Metals
Limited
(“ASA”
or
the
“Company”),
consisting
of
Directors
who
are
not
“interested
persons”
of
the
Company
or
of
Merk
Investments
LLC
(“Merk”
or
the
“Adviser”)
(“Independent
Directors”),
considered
and
approved
the
continuation
of
the
Investment
Advisory
Agreement
(“Advisory
Agreement”)
between
the
Company
and
Merk.
In
preparation
for
its
deliberations,
the
Board
requested
and
reviewed
extensive
materials
from
the
Adviser.
The
Independent
Directors
received
a
memorandum
reviewing
the
legal
standards
for
their
consideration
of
the
proposed
continuation
of
the
Advisory
Agreement
from
counsel
that
is
experienced
in
Investment
Company
Act
of
1940
matters
and
that
is
independent
of
Merk
(“Independent
Counsel”)
and
discussed
these
standards
and
the
material
submitted
by
the
Adviser
with
Independent
Counsel.
The
Board
considered
the
broad
range
of
information
that
is
provided
to
the
Board
(including
its
Nominating,
Audit
and
Ethics
Committee)
at
meetings
throughout
the
year,
including
reports
on
investment
performance
based
on
net
asset
value
and
common
stock
market
prices,
portfolio
information
and
risks,
information
regarding
share
prices
relative
to
net
asset
values
(discounts
and/or
premiums),
as
well
as
periodic
reports
on,
among
other
matters,
pricing
and
valuation,
quality
and
cost
of
portfolio
trade
execution,
and
compliance,
all
of
which
the
Board
deemed
relevant
to
its
evaluation
of
the
Advisory
Agreement
and
its
continuation.
The
Board
recognized
the
Company’s
unique
structure
as
a
Bermuda
corporation
that
operates
as
a
closed-end
investment
company
pursuant
to
an
exemptive
order
issued
by
the
Securities
and
Exchange
Commission
pursuant
to
Section
7(d)
of
the
1940
Act,
which
requires,
among
other
things,
that
the
Company
comply
with
certain
requirements
relating
to
the
custody
of
assets
and
settlement
of
securities
transactions
outside
of
the
United
States
that
are
different
than
those
required
of
other
registered
investment
companies.
The
Board
noted
that
the
exemptive
order
imposes
tasks
and
obligations
on
the
Company,
the
Board
and
its
service
providers
beyond
those
required
of
registered
investment
companies
organized
within
the
United
States.
The
Independent
Directors
evaluated
the
following
factors
in
connection
with
their
consideration
and
approval
of
the
Advisory
Agreement:
(1)
the
nature,
extent,
and
quality
of
the
services
to
be
provided
by
Merk;
(2)
the
performance
of
ASA
compared
to
a
relevant
market
index
and
a
peer
group
of
investment
companies;
(3)
the
costs
of
the
services
provided,
including
a
comparison
of
advisory
fees
to
those
of
funds
with
similar
investment
objectives
and
strategies,
and
the
profits
realized
by
Merk;
(4)
the
extent
to
which
economies
of
scale
might
be
realized
as
ASA
grows,
including
whether
fee
levels
reflect
any
such
potential
economies
of
scale
for
the
benefit
of
investors
in
ASA;
and
(5)
any
indirect
benefits
to
Merk
attributable
to
its
relationship
with
ASA.
In
their
deliberations,
the
Independent
Directors
did
not
identify
any
particular
information
or
factor
that
was
all-important
or
controlling,
and
each
Independent
Director
may
have
attributed
different
weights
to
the
various
factors.
Nature,
Extent,
and
Quality
of
the
Services
and
Performance
Following
discussions
with
Merk
regarding,
among
other
things,
Merk’s
personnel,
operations,
and
financial
condition,
the
Independent
Directors
determined
the
firm
to
be
capable
and
qualified
to
continue
to
perform
the
services
under
the
Advisory
Agreement
and
that
the
services
provided
by
Merk
were
of
high
quality.
In
this
regard,
the
Board
considered
information
regarding
the
experience,
qualifications
and
professional
background
of
the
portfolio
manager
and
other
personnel
at
Merk
providing
services
to
the
Company,
as
well
as
the
investment
philosophy
and
decision-making
process
of
Merk
and
the
capability
and
integrity
of
Merk’s
senior
management
and
staff.
The
Independent
Directors
considered
the
asset
size
of
the
Company
relative
to
Merk’s
other
clients,
and
that
Merk
has
a
significant
incentive
to
work
proactively
and
effectively
with
ASA.
They
also
observed
that
the
Adviser
had
consistently
23
engaged
in
informative
reporting
to
the
Independent
Directors,
and
its
continued
efforts
to
support
the
Company’s
website
and
to
provide
information
to
shareholders.
The
Board
considered
that
Merk
assumes
significant
ongoing
entrepreneurial
and
business
risks
as
the
investment
adviser
and
sponsor
to
the
Company,
for
which
it
is
entitled
to
reasonable
compensation.
The
Board
evaluated
Merk’s
activities
under
its
contractual
obligation
to
oversee
the
Company’s
various
outside
service
providers
and
considered
Merk’s
ongoing
development
of
its
own
infrastructure
and
information
technology
to
support
the
Company
through,
among
other
things,
business
continuity
planning,
positive
adaptation
of
its
compliance
program
to
support
the
Company
and
risk
management.
The
Board
particularly
noted
Merk’s
general
responsiveness
to
the
Board.
The
Board
considered
the
general
structure
of
portfolio
manager
compensation
and
whether
this
structure
provides
appropriate
incentives
to
act
in
the
best
interests
of
the
Company.
In
addition,
the
Board
noted
that
Merk
actively
monitors
the
discounts
from
net
asset
value
per
share
at
which
the
Company’s
common
shares
trade
and
makes
continuing
efforts
to
provide
information
about
the
Company
and
the
investment
environment
to
shareholders
and
potential
investors
that
might
encourage
interest
in
the
Company.
The
Board
considered
information
regarding
the
Company’s
performance
on
a
net
asset
value
and
market
price
basis,
including
net
asset
value
relative
to
the
performance
of
peer
investment
companies
and
market
benchmark
indices,
as
well
as
relative
alpha
and
risk-adjusted
performance
based
on
the
peer
group
and
market
benchmark
indices
presented
by
the
Adviser.
The
Board
reviewed
Company
performance
on
a
calendar
year
and
cumulative
basis
from
the
time
the
Adviser
began
managing
the
Company
as
well
as
performance
data
for
the
three-,
five-,
and
ten-year
cumulative
periods
through
December
31,
2021.
The
Independent
Directors
considered
that
there
are
no
similar
gold
closed-end
funds
and
that
all
of
the
peer
funds
are
open-end
mutual
funds,
but
that
the
peer
group
information
was
relevant
to
their
discussion.
They
noted
the
above
average
performance
of
the
Company
relative
to
the
peer
group
since
the
Adviser
assumed
its
role
in
the
spring
of
2019,
and
discussed
the
Adviser’s
investment
strategy
that
included
investing
in
junior
and
exploration
small
and
mid-cap
issuers,
and
that
this
strategy
was
instrumental
in
meeting
the
Company’s
investment
objective
of
long-term
capital
appreciation.
Costs
of
Providing
Services
and
Profitability
The
Independent
Directors
noted
that,
unlike
the
funds
in
the
peer
group,
the
Company
is
a
passive
foreign
investment
company
and
closed-end
fund
operating
pursuant
to
exemptive
relief.
The
Independent
Directors
determined
that
the
peer
group
information
was
nonetheless
relevant
to
their
considerations
and
useful
in
evaluating
the
Company
from
both
an
investment
and
expense
perspective.
They
observed
that
Merk
had
submitted
information
about
the
fees
paid
by
its
other
clients
and
stated
that
its
advisory
services
to
the
Company
involved
distinct
investment
objectives,
policies
and
strategies,
concluding
that
the
fees
paid
by
other
Merk
clients
were
not
comparable
to
those
paid
by
the
Company
or
relevant,
other
than
to
provide
information
about
the
Adviser.
They
considered
that
the
Adviser
had
put
in
place
a
voluntary
fee
waiver
effective
December
1,
2020,
which
the
Adviser
had
agreed
to
continue
until
the
next
contract
renewal
in
2023.
They
noted
that
the
advisory
fee
paid
by
the
Company
is
slightly
below
the
peer
group’s
average,
while
acknowledging
that
the
peers
have
different
fees
and
expenses
and
asset
flows.
The
Independent
Directors
reviewed
profitability
analyses
and
related
information
provided
by
the
Adviser
in
connection
with
the
provision
of
services
to
the
Company.
They
recognized
(i)
the
challenges
of
allocating
the
Adviser’s
costs,
(ii)
that
there
is
no
single
uniform
methodology
regarding
the
allocation
of
firm-wide
expenses
within
the
asset
management
industry
for
determining
profitability
and
(iii)
that
different
reasonable
methodologies
can
lead
to
different
profit
and
loss
results.
The
Board
noted
that
the
Adviser
was
operating
in
a
highly
competitive
business
environment
and
is
entitled
to
earn
profits
for
its
services,
concluding
that
the
Adviser
was
not
in
a
position
to
derive
excessive
profits
from
the
Company
and
that
the
Adviser’s
reported
level
of
profitability
was
not
unreasonable.
Economies
of
Scale
The
Board
evaluated
whether
there
were
apparent
or
anticipated
economies
of
scale
in
relation
to
the
services
Merk
provides
to
the
Company
and
noted
that
there
is
little
expectation
that
economies
of
scale
could
be
achieved
by
Merk
with
regard
to
the
Company,
given
its
closed-end
structure,
costs
and
size.
Other
Benefits
The
Independent
Directors
considered
other
ways
that
Merk
could
benefit
from
its
relationship
with
the
Company
and
noted
that
other
than
the
advisory
fee,
there
was
no
compensation
or
soft
dollar
received
or
receivable
by
Merk
from
the
Company,
concluding
that
Merk
derived
no
special
or
indirect
benefits
from
the
Company.
24
Conclusion
In
approving
the
continuation
of
the
Advisory
Agreement,
the
Board
concluded
that,
in
its
business
judgment,
the
terms
of
the
Advisory
Agreement
are
fair
and
reasonable
to
the
Company
and
that
approval
of
the
continuation
of
the
Advisory
Agreement
is
in
the
best
interests
of
the
Company
and
its
shareholders.
Results
of
the
proposals
presented
at
the
annual
general
meeting
of
shareholders
(Unaudited)
Results
of
the
proposals
presented
at
the
annual
general
meeting
of
shareholders
(Unaudited)
The
following
votes
were
cast
at
the
Annual
General
Meeting
of
Shareholders
held
on
March
24,
2022:
Election
of
Directors
Appointment
of
Independent
Registered
Public
Accounting
Firm
Form
N-PX/Proxy
Voting
(Unaudited)
Form
N-PX/proxy
voting
(Unaudited)
The
company
files
a
list
of
its
proxy
votes
with
the
SEC
for
the
period
of
July
1
-
June
30
of
each
year
on
Form
N-PX.
The
policies
and
procedures
used
by
the
Company
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
and
information
regarding
how
the
Company
voted
proxies
relating
to
portfolio
securities
during
the
most
recent
twelve
month
period
are
available
on
the
Company’s
website
at
www.asaltd.com
and
on
the
SEC’s
website
at
www.sec.gov
.
A
written
copy
of
the
Company’s
policies
and
procedures
is
available
without
charge,
upon
request,
by
calling
(800)
432-3378.
Form
N-PORT/Portfolio
Holdings
(Unaudited)
Form
N-PORT/portfolio
holdings
(Unaudited)
The
Company
files
its
complete
schedule
of
portfolio
holdings
with
the
SEC
for
the
first
and
third
quarters
of
each
fiscal
year
on
Form
N-PORT.
The
Company’s
Forms
N-PORT
are
available
on
the
SEC’s
website
at
www.sec.gov
.
The
Company’s
Forms
N-PORT
also
may
be
reviewed
and
copied
at
the
Reference
Room
in
Washington,
D.C.;
information
on
the
operation
of
the
Public
Reference
Room
may
be
obtained
by
calling
1-800-SEC-0330.
The
schedule
of
portfolio
holdings
on
Form
N-PORT
also
is
included
in
the
Company’s
financial
statements
for
the
first
and
third
quarters
of
each
fiscal
year
which
are
available
on
the
Company’s
website
at
www.asaltd.com
.
Share
Repurchase
(Unaudited)
Share
repurchase
(Unaudited)
Notice
is
hereby
given
in
accordance
with
Section
23(c)
of
the
1940
Act
that
the
Company
is
authorized
to
purchase
its
common
shares
in
the
open
market
if
the
discount
to
net
asset
value
exceeds
a
certain
threshold
as
determined
by
the
Board
of
Directors
from
time
to
time.
The
Company
may
purchase
its
common
shares
in
such
amounts
and
at
such
prices
as
the
Company
may
deem
advisable.
There
can
be
no
assurance
that
such
action
will
reduce
the
discount.
There
were
no
repurchases
during
the
six
months
ended
May
31,
2022.
The
Company
had
19,289,905
shares
outstanding
on
May
31,
2022.
Company
Investment
Objective,
Investment
Strategy
and
Risks
(Unaudited)
Company
investment
objective,
investment
strategy
and
risks
(Unaudited)
Investment
Objective
The
Company’s
investment
objective
is
long-term
capital
appreciation
through
investment
primarily
in
companies
engaged
in
the
exploration
for,
development
of
projects
or
mining
of
precious
metals
and
minerals.
Investment
Strategy
It
is
a
fundamental
policy
of
the
Company
that
at
least
80%
of
its
total
assets
must
be
(i)
invested
in
common
shares
or
securities
convertible
into
common
shares
of
companies
engaged,
directly
or
indirectly,
in
the
exploration,
mining
or
processing
of
gold,
silver,
platinum,
diamonds
or
other
precious
minerals,
(ii)
held
as
bullion
or
other
direct
forms
of
gold,
silver,
platinum
or
other
precious
minerals,
(iii)
invested
in
instruments
representing
interests
in
gold,
silver,
platinum
or
other
precious
minerals
such
as
certificates
of
deposit
therefor,
and/or
(iv)
invested
in
securities
of
investment
For
Against
Abstain
Anthony
Artabane
13,355,964
142,880
101,634
William
Donovan
13,331,088
167,755
101,635
Bruce
Hansen
13,300,307
197,905
102,267
Mary
Joan
Hoene
13,295,512
205,927
99,039
For
Against
Abstain
Tait,
Weller
&
Baker
LLP
13,385,896
68,991
145,589
25
companies,
including
exchange
traded
funds,
or
other
securities
that
seek
to
replicate
the
price
movement
of
gold,
silver
or
platinum
bullion.
The
Company
employs
bottom-up
fundamental
analysis
and
relies
on
detailed
primary
research
including
meetings
with
company
executives,
site
visits
to
key
operating
assets,
and
proprietary
financial
analysis
in
making
its
investment
decisions.
Risks
The
following
discussion
summarizes
certain
(but
not
all)
of
the
principal
risks
associated
with
investing
in
the
Company.
The
Company
may
be
subject
to
other
risks
in
addition
to
those
identified
below,
such
as
the
risks
associated
with
its
tax
status
as
a
PFIC
(see
Note
3)
and
its
reliance
on
an
SEC
exemptive
order
(see
Note
5).
The
risk
factors
set
forth
in
the
following
are
described
in
no
particular
order
and
the
order
of
the
risk
factors
is
not
necessarily
indicative
of
significance.
The
relative
importance
of,
or
potential
exposure
as
a
result
of,
each
of
these
risks
will
vary
based
on
market
and
other
investment-specific
considerations.
Concentration
Risk.
The
Company
invests
at
least
80%
of
its
total
assets
in
securities
of
companies
engaged,
directly
or
indirectly,
in
the
exploration,
mining
or
processing
of
gold
or
other
precious
minerals.
The
Company
currently
is
invested
in
a
limited
number
of
securities
and
thus
holds
large
positions
in
certain
securities.
Because
the
Company’s
investments
are
concentrated
in
a
limited
number
of
securities
of
companies
involved
in
the
holding
or
mining
of
gold
and
other
precious
minerals
and
related
activities,
the
net
asset
value
of
the
Company
may
be
subject
to
greater
volatility
than
that
of
a
more
broadly
diversified
investment
company.
Gold
and
Precious
Metals/Minerals
Risk.
The
Company
invests
in
securities
that
typically
respond
to
changes
in
the
price
of
gold
and
other
precious
metals,
which
can
be
influenced
by
a
variety
of
global
economic,
financial,
and
political
factors;
increased
environmental
and
labor
costs
in
mining;
and
changes
in
laws
relating
to
mining
or
gold
production
or
sales;
and
the
price
may
fluctuate
substantially
over
short
periods
of
time.
Foreign
Securities
Risk/Emerging
Markets
Risk.
The
Company’s
returns
and
share
prices
may
be
affected
to
a
large
degree
by
several
factors,
including
fluctuations
in
currency
exchange
rates;
political,
social
or
economic
instability;
the
rule
of
law
with
respect
to
the
recognition
and
protection
of
property
rights;
and
less
stringent
accounting,
disclosure
and
financial
reporting
requirements
in
a
particular
country.
These
risks
are
generally
intensified
in
emerging
markets.
The
Company’s
share
prices
will
reflect
the
movements
of
the
different
stock
markets
in
which
it
is
invested
and
the
currencies
in
which
its
investments
are
denominated.
Geographic
Investment
Risk.
To
the
extent
that
the
Company
invests
a
significant
portion
of
its
assets
in
the
securities
of
companies
of
a
single
country
or
region,
it
is
more
likely
to
be
impacted
by
events
or
conditions
affecting
that
country
or
region.
As
of
May
31,
2022,
a
significant
portion
of
the
Company’s
assets
consisted
of
securities
of
Canadian
issuers.
Canada
Risk.
The
Canadian
economy
is
susceptible
to
adverse
changes
in
certain
commodities
markets,
including
those
related
to
the
natural
resources
and
mining
industries.
It
is
also
heavily
dependent
on
trading
with
key
partners.
Any
adverse
events
that
affect
Canada’s
major
industries
may
have
a
negative
impact
on
the
overall
Canadian
economy
and
the
Company’s
investments
in
Canadian
issuers.
Junior
and
Intermediate
Mining
Companies
Risk.
The
securities
of
junior
and
intermediate
exploration
and
development,
gold
and
silver
mining
companies,
which
are
often
more
speculative
in
nature,
tend
to
be
less
liquid
and
more
volatile
in
price
than
securities
of
larger
companies.
Private
Placement
Risk.
Privately
issued
securities,
including
those
which
may
be
sold
only
in
accordance
with
Rule
144A
under
the
Securities
Act
of
1933,
as
amended,
are
restricted
securities
that
are
not
registered
with
the
U.S.
Securities
and
Exchange
Commission.
The
liquidity
of
the
market
for
specific
privately
issued
securities
may
vary.
Accordingly,
the
Company
may
not
be
able
to
redeem
or
resell
its
interests
in
a
privately
issued
security
at
an
advantageous
time
or
at
an
advantageous
price,
which
may
result
in
a
loss
to
the
Company.
Restricted
Security
Risk.
The
Company
may
make
direct
equity
investments
in
securities
that
are
subject
to
contractual
and
regulatory
restrictions
on
transfer.
These
investments
may
involve
a
high
degree
of
business
and
financial
risk.
The
restrictions
on
transfer
may
cause
the
Company
to
hold
a
security
at
a
time
when
it
may
be
beneficial
to
liquidate
the
security,
and
the
security
could
decline
significantly
in
value
before
the
Company
could
liquidate
the
security.
26
Depositary
Receipts
Risk.
Depositary
receipts
risks
include,
but
are
not
limited
to,
fluctuations
in
foreign
currencies
and
foreign
investment
risks,
such
as
political
and
financial
instability,
less
liquidity
and
greater
volatility,
lack
of
uniform
accounting
auditing
and
financial
reporting
standards
and
increased
price
volatility.
In
addition,
depositary
receipts
may
not
track
the
price
of
the
underlying
foreign
securities,
and
their
value
may
change
materially
at
times
when
the
U.S.
markets
are
not
open
for
trading.
Investments
in
unsponsored
depositary
receipts
may
be
subject
to
additional
risks.
Warrants
Risk.
Warrants
can
provide
a
greater
potential
for
profit
or
loss
than
an
equivalent
investment
in
the
underlying
security.
Prices
of
warrants
do
not
necessarily
move,
however,
in
tandem
with
prices
of
the
underlying
securities,
particularly
for
shorter
periods
of
time,
and,
therefore,
may
be
considered
speculative
investments.
If
a
warrant
held
by
the
Company
were
not
exercised
by
the
date
of
its
expiration,
the
Company
would
incur
a
loss
in
the
amount
of
the
cost
of
the
warrant.
Market
Discount
from
Net
Asset
Value.
Shares
of
closed-end
investment
companies
such
as
the
Company
frequently
trade
at
a
discount
from
their
net
asset
value.
The
Company
cannot
predict
whether
its
common
shares
will
trade
at,
below
or
above
net
asset
value.
This
characteristic
is
a
risk
separate
and
distinct
from
the
risk
that
the
Company’s
net
asset
value
could
decrease
as
a
result
of
investment
activities.
Valuation
Risk.
The
Company
may
not
be
able
to
sell
an
investment
at
the
price
at
which
the
Company
has
valued
the
investment.
Such
differences
could
be
significant,
particularly
for
illiquid
securities
and
securities
that
trade
in
relatively
thin
markets
and/or
markets
that
experience
extreme
volatility.
If
market
or
other
conditions
make
it
difficult
to
value
some
investments,
SEC
rules
and
applicable
accounting
protocols
may
require
the
Company
to
value
these
investments
using
more
subjective
methods,
known
as
fair
value
methodologies.
Using
fair
value
methodologies
to
price
investments
may
result
in
a
value
that
is
different
from
an
investment’s
most
recent
price
and
from
the
prices
used
by
other
funds
to
calculate
their
NAVs.
The
Company’s
ability
to
value
its
investments
in
an
accurate
and
timely
manner
may
be
impacted
by
technological
issues
and/or
errors
by
third
party
service
providers,
such
as
pricing
services
or
accounting
agents.
Market
Events
Risk.
Geopolitical
events,
including
pandemics
(such
as
COVID-19),
may
destabilize
various
countries’
economies
and
markets,
which
may
experience
increased
volatility
and
reduced
liquidity.
Policy
changes
by
the
Federal
Reserve
and/or
other
government
actors
could
similarly
cause
increased
volatility
in
financial
markets.
Trade
barriers
and
other
protectionist
trade
policies
(including
those
in
the
U.S.)
may
also
result
in
market
turbulence.
Market
volatility
and
reductions
in
market
liquidity
may
negatively
affect
issuers
worldwide,
including
issuers
in
which
the
Company
invests.
Under
such
circumstances,
the
Company
may
have
difficulty
liquidating
portfolio
holdings,
particularly
at
favorable
prices.
Also,
the
Company
may
be
required
to
transact
in
contemporaneous
markets,
even
if
they
are
volatile
and/or
illiquid,
which
may
negatively
impact
the
Company’s
net
asset
value.
The
global
outbreak
of
COVID-19
virus
has
caused
negative
effects
on
many
companies,
sectors,
countries,
regions,
and
financial
markets
in
general,
and
uncertainty
exists
as
to
its
long-term
implications.
The
effects
of
the
pandemic
may
adversely
impact
the
Company’s
assets
and
performance.
The
financial
statements
do
not
include
any
adjustments
that
might
result
from
the
outcome
of
this
uncertainty.
Other
Information
Shareholder
Services
ASA
Gold
and
Precious
Metals
Limited
Three
Canal
Plaza,
Suite
600
Portland,
ME,
U.S.A.
04101
(800)
432-3378
Registered
Office
Canon’s
Court
22
Victoria
Street
Hamilton
HM
12,
Bermuda
Investment
Adviser
Merk
Investments
LLC
Menlo
Park,
CA,
U.S.A.
Independent
Registered
Public
Accounting
Firm
Tait,
Weller
&
Baker
LLP,
Philadelphia,
PA,
U.S.A.
Counsel
Appleby,
Hamilton,
Bermuda
K&L
Gates
LLP,
Washington,
DC,
U.S.A.
Custodian
JPMorgan
Chase
Bank,
N.A.
New
York,
NY,
U.S.A.
Fund
Administrator
Apex
Fund
Services
Portland,
ME,
U.S.A.
Transfer
Agent
Computershare
Trust
Company,
N.A.
P.O.
Box
505000
Louisville,
KY,
U.S.A.
40233-5000
(800)
317-4445
Website:
www.asaltd.com
The
Semi-annual
and
Annual
Reports
of
the
Company
and
the
latest
valuation
of
net
assets
per
share
may
be
viewed
on
the
Company’s
website
or
may
be
requested
from
the
Executive
Office
(800-432-3378).
Shareholders
are
reminded
to
notify
Computershare
of
any
change
of
address.
ITEM
2. CODE OF ETHICS.
Not
applicable.
ITEM
3. AUDIT COMMITTEE FINANCIAL EXPERT.
The
registrant’s board of directors determined that Bruce Hansen, Chairman of the
registrant’s Audit and Ethics Committee, is an “audit committee financial
expert” as defined in the instructions to Item 3 of Form N-CSR. Mr. Hansen
is “independent” as defined in Item 3 of Form N-CSR.
ITEM
4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not
applicable.
ITEM
5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not
applicable.
ITEM
6. INVESTMENTS.
(a)
Included as part
of the report to shareholders under Item 1.
(b)
Not applicable.
ITEM
7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT
INVESTMENT COMPANIES.
Not
applicable.
ITEM
8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not
applicable.
ITEM
9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY
AND AFFILIATED PURCHASERS.
During
the period covered by this report, there were no purchases made by or on behalf
of the registrant or any “affiliated purchaser,” as defined in Rule
10b-18(a)(3) under Securities Exchange Act of 1934 (the “Exchange Act”), of any
common shares of the registrant.
ITEM
10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There
have been no material changes to the procedures by which shareholders may
recommend nominees to the registrant’s board of directors since the registrant
provided disclosure in response to Item 22(b)(15) of Schedule 14A in its proxy
statement dated January 28, 2022.
ITEM
11. CONTROLS AND PROCEDURES
(a)
The Principal Executive Officer and the Principal Financial Officer, in their
capacities as principal executive officer and principal financial officer of
the registrant, have concluded that the registrant’s disclosure controls and
procedures (as defined in Rule 30a-3(c) under the Investment Company Act of
1940 (the “1940 Act”)) are effective, based on their evaluation of these
controls and procedures as of a date within 90 days prior to the filing date of
this report.
(b)
There were no changes in the registrant’s internal control over financial
reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during
the second fiscal quarter of the period covered by this report that have
materially affected, or are reasonably likely to materially affect, the
registrant’s internal control over financial reporting.
ITEM
12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT
INVESTMENT COMPANIES
The
Registrant did not participate in securities lending activities during the six
months ended May 31, 2022.
ITEM
13. EXHIBITS.
(a)(1)
Not applicable.
(a)(3)
Not applicable.
(a)(4)
Not applicable.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934 and the Investment
Company Act of 1940, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
Registrant ASA
Gold and Precious Metals Limited
By /s/
Axel Merk
Axel
Merk, Principal Executive Officer
Date July
21, 2022
Pursuant
to the requirements of the Securities Exchange Act of 1934 and the Investment
Company Act of 1940, this report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the dates indicated.
By /s/
Axel Merk
Axel
Merk, Principal Executive Officer
Date July
21, 2022
By /s/
Karen Shaw
Karen
Shaw, Principal Financial Officer
Date July
21, 2022