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SolGold PLC - Board and Corporate Governance Update

RNS Number : 0567Y
SolGold PLC
04 September 2020
 

4 September 2020

 

SolGold plc

("SolGold" or the "Company")

 

Board and Corporate Governance Update

 

The Board of SolGold Plc (LSE & TSX: SOLG) is pleased to provide a further update on its ongoing Corporate Governance initiatives as they relate to the Company's Board and Management structure, function and remuneration, to ensure the Company takes the most appropriate path forward on its transition from explorer to project developer over the coming 18 months.

 

As outlined in its market release of 5 August 2020, the Company intends to move towards full compliance with the provisions of the UK Corporate Governance Code.  As part of this process, Non-Executive Directors Mr Liam Twigger, Mr Brian Moller and Mr James Clare have agreed to the cancellation of their Company options.  Of the Company's remaining Directors, Mr Nicholas Mather, Mr Jason Ward and Dr Robert Weinberg retain their option holdings.  Messrs Mather and Ward are Executive Directors of the Company, and Dr Weinberg has indicated his intention to retire at the Company's 2020 AGM, after which his options (if not exercised) will expire after 90 days.

 

Mrs Elodie Grant Goodey was not offered Company options on her appointment, and it remains the Company's intention that options will not form part of the terms of appointment for future Non-Executive Directors.

 

Due to his election to the position of Chair of the Company, Mr Liam Twigger has stepped down as the Chair of the Company's Audit & Risk Committee.  Given Dr Weinberg's pending retirement, Mr Brian Moller has agreed to act as Committee Chair on an interim basis.  It is the Board's intention to reconstitute the membership of the Audit & Risk Committee upon the appointment of further independent Non-Executive Directors, as part of the process of moving to compliance with the UK Corporate Governance Code.  Similarly, the Board will also reconsider the membership of the Remuneration Committee and Nominations Committee, as further independent Non-Executive Directors are appointed to the Board.

 

The Company is committed to a process against which its Board composition, succession pipeline and performance effectiveness will be measured, and where regular evaluation of the performance and function of Board and the Board Committees will take place.  This process is currently underway, and will be further developed into an externally facilitated procedure in due course.

 

In addition, the proxy solicitation advisors are continuing to conduct an external assessment of our corporate governance practices so we can better understand where we need to strengthen our processes and framework. This assessment will provide us with a roadmap to compliance with the UK Corporate Governance Code. We are committed to updating our shareholders on future progress in implementing this roadmap.

 

In terms of further Board appointments, the Company is currently in dialogue with a number of potential independent Non-Executive Director candidates, and a further update in this regard will be made in due course.

 

 

By order of the Board,

Karl Schlobohm

Company Secretary

 

 

CONTACTS

Nicholas Mather

SolGold Plc (Chief Executive Officer) [email protected]

 

Tel: +61 (0) 7 3303 0665

+61 (0) 417 880 448

Karl Schlobohm

SolGold Plc (Company Secretary)

[email protected]

 

 

Tel: +61 (0) 7 3303 0661

Ingo Hofmaier

SolGold Plc (GM - Project & Corporate Finance) [email protected]

 

 

Tel: +44 (0) 20 3823 2131

Gordon Poole / Nick Hennis

Camarco (Financial PR / IR)

[email protected]

 

 

Tel: +44 (0) 20 3757 4997

Andrew Chubb

Hannam & Partners (Joint Broker and Financial Advisor)

[email protected]

 

Tel: +44 (0) 20 7907 8500

Ross Allister / David McKeown

Peel Hunt (Joint Broker and Financial Advisor)

[email protected]

 

Tel: +44 (0)20 7418 8900

James Kofman / Darren Wallace

Cormark Securities Inc. (Financial Advisor)

[email protected]

 

Tel: +1 416 943 6411

Follow us on twitter @SolGold_plc

 



 

ABOUT SOLGOLD

 

SolGold is a leading resources company focussed on the discovery, definition and development of world-class copper and gold deposits. In 2018, SolGold's management team was recognised by the "Mines and Money" Forum as an example of excellence in the industry and continues to strive to deliver objectives efficiently and in the interests of shareholders. SolGold is the largest and most active concession holder in Ecuador and is aggressively exploring the length and breadth of this highly prospective and gold-rich section of the Andean Copper Belt.

 

The Company operates with transparency and in accordance with international best practices.  SolGold is committed to delivering value to its shareholders, while simultaneously providing economic and social benefits to impacted communities, fostering a healthy and safe workplace and minimizing the environmental impact.

 

Dedicated stakeholders

SolGold employs a staff of over 700 employees of whom 98% are Ecuadorean.  This is expected to grow as the operations expand at Alpala, and in Ecuador generally. SolGold focusses its operations to be safe, reliable and environmentally responsible and maintains close relationships with its local communities. SolGold has engaged an increasingly skilled, refined and experienced team of geoscientists using state of the art geophysical and geochemical modelling applied to an extensive database to enable the delivery of ore grade intersections from nearly every drill hole at Alpala.  SolGold has over 80 geologists, of whom 30% are female, on the ground in Ecuador exploring for economic copper and gold deposits.

 

About Cascabel and Alpala

The Alpala deposit is the main target in the Cascabel concession, located on the northern section of the heavily endowed Andean Copper Belt, the entirety of which is renowned as the base for nearly half of the world's copper production.  The project area hosts mineralisation of Eocene age, the same age as numerous Tier 1 deposits along the Andean Copper Belt in Chile and Peru to the south.  The project base is located at Rocafuerte within the Cascabel concession in northern Ecuador, an approximately three-hour drive on sealed highway north of the capital Quito, close to water, power supply and Pacific ports.

 

Having fulfilled its earn-in requirements, SolGold is a registered shareholder with an unencumbered legal and beneficial 85% interest in ENSA (Exploraciones Novomining S.A.) which holds 100% of the Cascabel concession covering approximately 50km2.  The junior equity owner in ENSA is required to repay 15% of costs since SolGold's earn in was completed, from 90% of its share of distribution of earnings or dividends from ENSA or the Cascabel concession. It is also required to contribute to development or be diluted, and if its interest falls below 10%, it shall reduce to a 0.5% NSR royalty which SolGold may acquire for US$3.5m.

 

Advancing Alpala towards development

The resource at the Alpala deposit contains a high-grade core which will be targeted to facilitate early cashflows and an accelerated payback of initial capital. SolGold is currently assessing financing options available to the Company for the development of the Alpala mine following completion of the Definitive Feasibility Study.

 

SolGold's Regional Exploration Drive

SolGold is using its successful and cost-efficient blueprint established at Alpala, and Cascabel generally, to explore for additional world class copper and gold projects across EcuadorSolGold is the largest and most active concessionaire in Ecuador.

 

The Company wholly owns four other subsidiaries active throughout the country that are now focussed on thirteen high priority gold and copper resource targets, several of which the Company believes have the potential, subject to resource definition and feasibility, to be developed in close succession or even on a more accelerated basis compared to Alpala. 

 

SolGold is listed on the London Stock Exchange and Toronto Stock Exchange (LSE/TSX: SOLG). The Company has on issue a total of 1,923,321,033 fully-paid ordinary shares and 182,662,000 share options.

 

Quality Assurance / Quality Control on Sample Collection, Security and Assaying

SolGold operates according to its rigorous Quality Assurance and Quality Control (QA/QC) protocol, which is consistent with industry best practices.

 

Primary sample collection involves secure transport from SolGold's concessions in Ecuador, to the ALS certified sample preparation facility in Quito, Ecuador. Samples are then air freighted from Quito to the ALS certified laboratory in Lima, Peru where the assaying of drill core, channel samples, rock chips and soil samples is undertaken. SolGold utilises ALS certified laboratories in Canada and Australia for the analysis of metallurgical samples.

 

Samples are prepared and analysed using 100g 4-Acid digest ICP with MS finish for 48 elements on a 0.25g aliquot (ME-MS61). Laboratory performance is routinely monitored using umpire assays, check batches and inter-laboratory comparisons between ALS certified laboratory in Lima and the ACME certified laboratory in Cuenca, Ecuador.

 

In order to monitor the ongoing quality of its analytical database, SolGold's QA/QC protocol encompasses standard sampling methodologies, including the insertion of certified powder blanks, coarse chip blanks, standards, pulp duplicates and field duplicates. The blanks and standards are Certified Reference Materials supplied by Ore Research and Exploration, Australia.

 

SolGold's QA/QC protocol also monitors the ongoing quality of its analytical database. The Company's protocol involves Independent data validation of the digital analytical database including search for sample overlaps, duplicate or absent samples as well as anomalous assay and survey results. These are routinely performed ahead of Mineral Resource Estimates and Feasibility Studies. No material QA/QC issues have been identified with respect to sample collection, security and assaying.

 

Reviews of the sample preparation, chain of custody, data security procedures and assaying methods used by SolGold confirm that they are consistent with industry best practices and all results stated in this announcement have passed SolGold's QA/QC protocol.

 

See www.solgold.com.au for more information. Follow us on twitter @SolGold plc

 

CAUTIONARY NOTICE

 

News releases, presentations and public commentary made by SolGold plc (the "Company") and its Officers may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to interpretations of exploration results to date and the Company's proposed strategy, plans and objectives or to the expectations or intentions of the Company's Directors.  Such forward-looking and interpretative statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such interpretations and forward-looking statements.

 

Accordingly, the reader should not rely on any interpretations or forward-looking statements; and save as required by the exchange rules of the TSX and LSE or by applicable laws, the Company does not accept any obligation to disseminate any updates or revisions to such interpretations or forward-looking statements.  The Company may reinterpret results to date as the status of its assets and projects changes with time expenditure, metals prices and other affecting circumstances.

 

This release may contain "forward‑looking information" within the meaning of applicable Canadian securities legislation.  Forward‑looking information includes, but is not limited to, statements regarding the Company's plans for developing its properties.  Generally, forward‑looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". 

 

Forward‑looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward‑looking information, including but not limited to: transaction risks; general business, economic, competitive, political and social uncertainties; future prices of mineral prices; accidents, labour disputes and shortages and other risks of the mining industry.  Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended.  There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.  Accordingly, readers should not place undue reliance on forward‑looking information.  The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

 

The Company and its officers do not endorse, or reject or otherwise comment on the conclusions, interpretations or views expressed in press articles or third-party analysis, and where possible aims to circulate all available material on its website.

 

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