Mineral Resources has revealed it was non-compliant with ASX listing rules for six days this month, following the resignation of three directors who were on its audit and risk committee.
Mineral Resources has revealed it was non-compliant with ASX listing rules for six days this month, following the resignation of three directors who were on its audit and risk committee.
Jacqueline McGill, Susie Corlett and Denise McCormish all resigned from the under-fire diversified mining company within a week this month, effective immediately, leaving MinRes with just two members of its audit and risk committee.
The shock departures meant MinRes was briefly in breach of ASX listing rule 12.7, which requires an ASX listed company to have at least three non-executive directors on its audit and risk committee.
The committee must also have an independent chair – a position previously filled by Ms McCormish.
The three departed directors also comprised all of the company’s voluntarily established ethics committee.
In a post-market close disclosure to the ASX, MinRes said outgoing company chair James McClements would join the audit and risk committee, and that existing committee member Xi Xi had been appointed as its independent chair.
Fellow MinRes director Colleen Hayward will remain on the audit and risk committee, having joined in May 2023.
“The three committee members between them possess the accounting and financial experience along with a sufficient understanding of the business to enable the Committee to discharge its duties,” MinRes said.
MinRes said it was comfortable that the committee had “retained its independence over the period following Ms McCormish’s resignation.
A decision is also soon to be made on the company’s new chair, MinRes said, as well as two new directors.
Mr McClements announced his plan to step down as MinRes chair during the fallout from a governance and tax scandal which engulfed the company in the latter half of last year.
MinRes told the market it was well advanced in appointing a replacement for Mr McClements.
“An announcement regarding the new chair is expected to be made in the coming weeks,” it said.
“In addition to a chair-elect, the board intends to appoint additional independent directors as soon as practicable, at which time further consideration will be given to the go-forward structure and membership of MinRes’ board committees.”
MinRes said it was committed to the continuity of its various board committees – including its ethics and governance committee set up in the wake of last year’s scandal.
“As part of its commitment to corporate governance, the board will continue to engage with shareholders to understand their views on future board and committee structure and composition,” MinRes wrote.
No update was provided on the timeline around the departure of managing director and founder Chris Ellison, who announced he would leave the company within 18 months in November 2024.
The scandal plagued iron ore and lithium miner and mining services provider has experienced a torrid six months, highlighted by the fallout from the tax evasion scandal which resulted in Messers Ellison and McClements’ resignations and issues at its Onslow iron ore mine.
Its share price is trading back above $20.50, having closed below $14.50 on April 9.
