Directors and Company Secretary
The Directors and the Company Secretary of the Company at any time during or since the end of the financial year are as follows.
Mr Alasdair Cooke BSc (Hons), MAIG - Executive Chairman
Mr Cooke has served as Chairman of the Board of the Company since its incorporation. Mr Cooke is a geologist with over 25 years' experience in the resource exploration industry throughout Australia and internationally. For the past 15 years Mr Cooke has been involved in mine development through various private and public resource companies, prior to which he held senior positions in BHP Billiton plc's international new business and reconnaissance group.
Mr Cooke is a founding director of Mitchell River Group, which over the past ten years has established a number of successful ASX listed resources companies, including Panoramic Resources Limited, operating the Savannah and Lanfranchi nickel projects in Australia; Albidon Limited, operating the Munali Nickel Mine in Zambia, Mirabela Nickel Limited, operating the Santa Rita nickel project in Brazil; Exco Resources Limited, developing copper and gold resources in Australia; and Energy Ventures Limited.
Other current directorships Special responsibilities
Energy Ventures Limited Anova Metals Limited
Executive Chairman Member of the remuneration committee
Former directorships in the last three years Interests in shares and options
Exco Resources Limited 50,003,683 shares 933,333 performance rights
Dr Charles (Frazer) Tabeart PhD, BSc (Hons) ARSM, MAIG - Managing Director
Dr Tabeart is a graduate of the Royal School of Mines with a PhD and Honours in Mining Geology. He has over 25 years' experience in international exploration and mining projects, including 16 years with WMC Resources. Whilst at WMC, Dr Tabeart managed exploration portfolios in the Philippines, Mongolia and Africa, gaining considerable experience in a wide variety of commodities and operating with staff from diverse cultural backgrounds.
Dr Tabeart was appointed Managing Director of the Company in November 2007 after serving two years as General Manager. Under his stewardship the Company discovered and delineated the coal resource at the Sese Coal & Power Project and has since managed the strategic direction of company to focus upon the delivery of multiple coal‐fired power stations, captive coal‐mines and an export coal mine. He has overseen the acquisition of Mmamantswe and Mmamabula West Coal Projects that has grown the resource inventory of the Company to 8.7Bt of thermal coal.
Other current directorships Special responsibilities
Segue Resources Limited (appointed 1 September 2014) Managing Director
Former directorships in the last three years Interests in shares and options
none 4,774,100 shares
1,933,333 performance rights
Mr Gregory (Bill) Fry - Executive Director Mr Fry has more than 20 years corporate experience in the mining and resources industry, specialising in accounting, management, business development and general corporate activities. He has vast experience in project evaluation and development, project funding, management, finance and operations.
Over the past 15 years, Mr Fry has been a Director of several private and public companies with activities ranging from funds management, minerals exploration, mining and quarrying. He has been an Executive Director of African Energy Resources since listing and is responsible for the Company's commercial and financial business programs.
Other current directorships Special responsibilities
Energy Ventures Limited Anova Metals Limited
Member of the Audit committee
Former directorships in the last three years Interests in shares and options
Norrland Resources Limited 5,869,610 shares 1,266,667 performance rights
Directors Report (continued)
Mr Valentine Chitalu MPhil, BAcc, FCCA - Non‐Executive Director
Mr Chitalu, a Zambian national and resident, is a Chartered Certified Accountant, Fellow of the Association of Chartered Certified Accountants (UK) and holds a practicing certificate from the Zambia Institute of Certified Accountants. He also holds a Masters Degree in Economics, Finance and Politics of Development and a Bachelor's Degree in Accounting and Finance.
Mr Chitalu has been a Non‐Executive Director of African Energy Resources since listing and has assisted African Energy through his extensive business and Government contacts in the region.
Other current directorships Special responsibilities
CDC Group nil
Former directorships in the last three years Interests in shares and options
nil 2,251,425 shares
400,000 performance rights
Mr Philip Clark - Non‐Executive Director BE (Mining), MBA, MAUSIMM, GAICD Mr Clark brings a broad range of business skills to African Energy, with a particular focus on developing coal resources. He previously spent over 30 years working for BHP Billiton, culminating in five years as Vice President of Resource Development for BHP Billiton Energy Coal globally. He also held previous roles in coal mine management. Mr Clark is also the Chairman of Engineers Without Borders Australia Limited, a not‐for‐profit organisation which partners with developing communities, assisting them to gain access to the knowledge, resources and appropriate technologies to improve their livelihoods. During the past three years he has held no other public Directorships. Mr Clark is Chairman of the Company's Audit and Remuneration Committees.
Other current directorships Special responsibilities
Engineers Without Borders Australia Engineers Without Borders International City West Water
Chairman of Audit & Risk Committee Chairman of Remuneration Committee
Former directorships in the last three years Interests in shares and options
nil 2,485,352 shares
200,000 performance rights
Mr Vincent Ian Masterton‐Hume ‐ Non‐Executive Director Mr Hume's career in the resources industry stretches back several decades, primarily in the fields of managed fund investments, capital raising and project development. He currently sits on the boards of Silver City Mines; TSX‐listed Golden Minerals; and ASX‐listed Iron Road. He is a former Director of ASX and TSX‐listed Marengo Mining.
Mr Hume was a Founding Partner of The Sentient Group ('Sentient'), an independent private equity investment firm that specialises in the global resource industry. He remains an independent advisor to Sentient, following his retirement from the fund in 2008. Sentient manages in excess of US $2.3 billion in the development of metal, mineral and energy assets across the globe. Sentient's current investment portfolio includes projects in power generation, energy storage, potash, and base, precious and ferrous metals mining, covering countries as diverse as China, Brazil, Canada, Papua New Guinea, Finland, Australia, Kenya and Botswana.
Prior to the founding of Sentient, Mr Hume was a consultant to AMP's Private Capital Division, working on the development of a number of Chilean mining investment joint ventures, as well as advising on a number of specific investments across a range of commodities and locations.
Other current directorships Special responsibilities
Silver City Mines Limited Golden Minerals Limited Iron Road Limited
Member of Remuneration Committee
Former directorships in the last three years Interests in shares and options
Antofagasto Australia Limited Marengo Mining Limited
4,157,606 shares 100,000 performance rights
Mr Wayne Trumble ‐ Non‐Executive Director Mr Trumble is a senior executive with 35 years of specific industry expertise in electricity, investment and construction. For the twelve years to 2014, Mr Trumble was the Executive General Manager of Griffin Power Pty Ltd, reporting to the Board of the Griffin Group, where he led Griffin's move from fuel supplier to electricity generator. He was responsible for preparation of strategy and the development, execution and operation of Griffin's $1.2 billion Bluewaters coal fired project, providing 436 MW of base load power in Western Australia. Mr Trumble led the team
Directors Report (continued)
responsible for all aspects of the project development and construction including all required environmental approvals, negotiations of turn‐key EPC contract, off take contracts, grid interconnection and approval of project financing to a level of $1.0 billion.
Prior to working at Griffin, Mr Trumble was the Managing Director of TransAlta Energy where he was responsible for the commissioning and operation of the 105MW Parkeston Power Station at Kalgoorlie.
Other current directorships Special responsibilities
Energy Made Clean Member of Audit & Risk Committee
Former directorships in the last three years Interests in shares and options
nil 327,273 shares
1,000,000 performance rights
Mr Yan Zhao ‐ Alternate Director Mr Zhao is an employee of Sentient Group where he has worked as part of the investment team since 2008. Prior to joining Sentient, Mr Zhao worked at Actis Capital in London, where he supported and worked on a wide range of investments with a special focus on natural resources. Prior to this, Yan was an Auditor in KPMG, involved in due diligence work on several Chinese companies listed in Hong Kong.
Yan holds a Master in Finance from London Business School and a BSc in Economics from University of International Business and Economics in China. Yan has the certificate of CGA‐Canada, ACCA and CFA level III candidate.
Current directorships Special responsibilities
nil nil
Former directorships in the last three years Interests in shares and options
nil nil
Mr John Dean ‐ Non‐Executive Director (appointed 22 December 2014) Mr Dean is an employee of First Quantum Minerals (FQM). Since joining FQM in 2011 he has fulfilled various roles within their mining operations including at FQM's Sentinel Copper Mine, its new flagship mine in Zambia. Prior to joining FQM, Mr Dean worked as an analyst in the energy and natural resource industries, possessing expertise in the valuation and commercial analysis of upstream oil and gas projects, as well as experience in electricity, natural gas, and crude oil markets.
Mr Dean graduated with honours from the University of Louisville in the United States with a Bachelor of Science in Business Administration, and was later awarded a Masters of Business Administration with distinction from the University of Oxford.
In addition to the Directorship, Mr Dean leads the team responsible for the development of power generation projects at the Sese Coal & Power Project under the recently signed joint venture with FQM.
Current directorships Special responsibilities
nil nil
Former directorships in the last three years Interests in shares and options
nil nil
Mr Daniel Davis - Company Secretary
Mr Davis is a member of CPA Australia who graduated from the University of Western Australia in 2001 with a Bachelor of Commerce majoring in Accounting and Finance. Mr Davis has worked in the resources sector for the past ten years specialising in African based explorers and producers. Mr Davis was appointed to the role of Company Secretary in 2009.
Review of Operations
In October 2014, the Company completed a placement of 69,000,000 shares to First Quantum Minerals at AU$0.055 per share to raise approximately AU$3,800,000, with attaching options on a 1 for 5 basis exercisable at AU$0.10 within three years.
In October 2014, African Energy entered a joint venture agreement with First Quantum Minerals (FQM) whereby FQM acquired a majority interest in Sese Coal & Power Project (Sese JV Agreement). An initial AU$8,000,000 invested by FQM to acquire 51% of Sese JV, was paid to African Energy as repayment of parent company loans. FQM will invest a further AU$12,000,000 by July 2016 to earn an additional 24% stake in the Sese JV, taking their interest to 75%. On earning 75% interest in the Sese JV, FQM will loan carry African Energy's 25% share of all development funding at Sese, with this loan to be repaid from AFR's share of future project cashflow. All Conditions Precedent to conclude the Sese JV Agreement were met in early January.
In November 2014, the Company raised AU$3,757,870 by the issue of 68,324,910 shares at AU$0.055 per share in a 1 for 8 non‐renounceable rights issue. The Company repaid a loan facility to Macquarie Bank Limited of US$5,000,000 in December 2014.
In February, Mmamabula West (PL56/2005) was granted a two‐year extension to 31st March 2017, triggering a final payment of US$1,500,000 to Asenjo.
In June 2015, African Energy executed a binding term sheet with experienced South African project developer, TM Consulting, for the conditional sale of the Mmamantswe coal and power project. The Developer will form a bid consortium which will sole fund the preparation and submission of a bid into South Africa's coal‐fired base load IPP procurement programme using the Mmamantswe project. If the Mmamantswe bid is shortlisted, African Energy will transfer its interest in the Mmamantswe prospecting licence (PL069/2007) to the Developer for US$10,000,000. AFR will receive an additional US$10,000,000 should the shortlisted project reach financial close.
At 30 June 2015 the company had a payable outstanding to Mitchell River Group of US$7,863 (30 June 2014: US$46,834).
The lead Auditor's Independence Declaration is set out on page 16 and forms part of the Directors' report for the financial year ended 30 June 2015.