2 Oct 2012 10:09
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THOR MINING PLC
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Additional Information Provided to the Australian Securities Exchange
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Dated: 2 October 2012
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Thor Mining Plc ("Thor" or "the Company") (AIM, ASX: THR) has received a request from the Australian Securities Exchange ("ASX") to add additional information to the Company's Annual Report in relation to the issue of gender diversity. The Company has responded and a copy of the ASX letter and the Company's response are set out below.
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Enquiries:
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Mick Billing | +61 (8) 7324 1935 Β | Thor Mining PLC | Executive Chairman |
Allan Burchard | +61 (8) 7324 1935 Β | Thor Mining PLC | CFO/Company Secretary |
Gerry Beaney/ David Hignell | +44 (0) 207 383 5100 Β | Grant Thornton Corporate Finance Β | Nominated Adviser |
Nick Emerson/ Renato Rufus | +44 (0) 1483 413500 | Simple Investments | Broker |
Alex Walters/ Lavinia Fiamma | +44 (0) 7771 713608 +44 (0) 207 839 9260 | Cadogan PR | Financial PR |
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Updates on the Company's activities are regularly posted on Thor's website www.thormining.com, which includes a facility to register to receive these updates by email.
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1) Letter from ASX to the Company
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ASX ComplianceΒ Pty Limited
ABN 26087Β 780Β 489
20Β BridgeΒ Street
SydneyNSW 2000
POΒ BoxΒ H224
Australia Square
NSW 1215
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Telephone 61 2Β 9227Β 0656
Facsimile Β 61 2Β 9241Β 7620
www.asx.com.au
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24 September 2012
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Mr Michael BillingΒ /Β Mr Allan Burchard
Executive ChairmanΒ / CompanyΒ SecretaryΒ & CFO Thor MiningΒ PLC
LevelΒ 1
32 RichmondΒ Road
KESWICK SAΒ 5035
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ByΒ Email
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Dear Mr Billing &Mr Burchard,
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ThorΒ Mining PLC(the "Company")
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We refer to the Company'sΒ annualΒ report for the year endedΒ 30 June 2012 ("AnnualΒ Report") released to the market onΒ 19 September 2012,Β the Company'sΒ disclosuresΒ about itsΒ corporate governance practices and in particular itsΒ diversity policy.
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Listing ruleΒ 4.10.3Β requiresΒ that an entityΒ include initsΒ annualΒ report:
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"AΒ statementΒ disclosingΒ the extentΒ to whichΒ theΒ entityΒ hasΒ followedΒ the recommendationsΒ setΒ by theΒ ASXΒ CorporateΒ GovernanceΒ CouncilΒ duringΒ theΒ reportingΒ period.Β IfΒ theΒ entityΒ has not followedΒ allΒ ofΒ theΒ recommendationsΒ theΒ entityΒ mustΒ identify thoseΒ recommendationsΒ thatΒ have notΒ beenΒ followed andΒ giveΒ reasonsΒ forΒ notΒ followingΒ them.Β IfΒ aΒ recommendationΒ had been followed for onlyΒ part of the period, the entity must state the period during which it had been followed."
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PrincipleΒ 3Β ofΒ theΒ 2010Β amendmentsΒ toΒ theΒ 2ndΒ editionΒ ofΒ theΒ ASXΒ CorporateGovernanceΒ PrinciplesΒ and RecommendationsΒ statesΒ thatΒ CompaniesΒ shouldΒ actively promoteΒ ethicalΒ andΒ responsibleΒ decision- making andΒ that:
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"CompaniesΒ shouldΒ publishΒ theirΒ policyΒ concerningΒ diversity,Β or a summaryΒ of that policy,Β and disclose annuallyΒ their measurable objectivesΒ for achievingΒ genderΒ diversity,Β their progress toward achieving those objectivesΒ and theΒ proportion of womenΒ inΒ theΒ whole organisation, in seniorΒ management postingsΒ and onΒ the board."
More specificallyΒ the followingΒ recommendationsΒ setΒ out in more detailΒ the requirements:- Recommendation 3.2
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"Companies Β should Β establish a Β policy Β concerning diversity Β and disclose Β the Β policy or Β a summaryΒ ofΒ thatΒ policy. Β The policyΒ should includeΒ requirementsΒ forΒ theΒ boardΒ to establish measurableΒ objectivesΒ for achievingΒ gender diversityΒ andΒ for theΒ boardΒ toΒ assessΒ annuallyΒ both the objectivesΒ and progressΒ inΒ achievingΒ them."
Recommendation 3.3
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"CompaniesΒ shouldΒ discloseΒ inΒ eachΒ annualΒ reportΒ theΒ measurableΒ objectivesΒ for achieving gender diversityΒ set byΒ the boardΒ inΒ accordance with the diversityΒ policyΒ andΒ progressΒ towards achievingΒ them."
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Recommendation 3.4
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"CompaniesΒ shouldΒ discloseΒ inΒ eachΒ annualΒ reportΒ theΒ proportionΒ ofΒ womenΒ employeesΒ inΒ the
whole organisation, womenΒ inΒ seniorΒ executive positionsΒ andΒ womenΒ on the board."
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Recommendation 3.5
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"CompaniesΒ should provide the informationΒ indicated in theGuideΒ to reporting on PrincipleΒ 3."
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The Listed EntitiesΒ UpdatesΒ dated 1 October 2010 andΒ 7 FebruaryΒ 2012 reminded listed entities of their obligationΒ toΒ reportΒ underΒ theΒ 2010Β amendmentsΒ toΒ theΒ 2nD editionΒ ofΒ theΒ ASXΒ CorporateGovernance PrinciplesΒ andΒ RecommendationsΒ asΒ setΒ out above inΒ their annualΒ reportΒ forΒ theirΒ firstΒ financialΒ year commencing onΒ or after 1Β JanuaryΒ 2011.
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ASXΒ ListingsΒ ("ASXL")Β hasΒ reviewedΒ the diversityΒ policyΒ disclosuresΒ inΒ theΒ annualΒ reportsΒ ofΒ allΒ entities. UponΒ ourΒ review oftheΒ Company'sΒ AnnualΒ Report,Β ASXLΒ couldΒ notΒ identifyΒ aΒ statementΒ inΒ theΒ annual reportconfirmingΒ whetherΒ the CompanyΒ hadΒ followedΒ orΒ not followedΒ theΒ diversityΒ recommendationsΒ of the Council.
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ASXLΒ attachesΒ particularΒ importanceΒ toΒ encouragingΒ aΒ consistentlyΒ highΒ standardΒ ofΒ listedΒ entities'
disclosuresΒ about theΒ Council'sΒ corporate governance recommendations.
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InΒ lightΒ ofΒ theΒ Company'sΒ non-disclosureΒ inΒ respectΒ ofΒ theΒ diversityΒ recommendationsΒ inΒ itsΒ Annual Report,Β ASXLΒ requiresΒ thatΒ theΒ CompanyΒ makeΒ additionalΒ disclosure toΒ theΒ marketΒ inΒ complianceΒ with listingΒ ruleΒ 4.10.3Β aboutΒ the extentΒ toΒ whichΒ theΒ Company hasΒ followedΒ orΒ notΒ followedΒ eachΒ ofΒ the diversityΒ recommendationsΒ of the Council.
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TheΒ additionalΒ disclosureΒ shouldΒ beΒ sentΒ toΒ meΒ byΒ e-mailΒ atΒ cameron.bill@asx.com.au. ItΒ shouldΒ not beΒ sentΒ toΒ ASX MarketΒ Announcements.Β ThisΒ isΒ requestedΒ asΒ soonΒ asΒ possibleΒ and,Β inΒ anyΒ event,Β not later thanΒ 3.30pm E.S.T. onTuesday, 2Β October2012.
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UnderΒ listingΒ rule 18.7A,Β a copyΒ ofΒ thisΒ letter andΒ theΒ additionalΒ disclosureΒ willΒ beΒ releasedΒ toΒ theΒ market, so yourΒ responseΒ shouldΒ be presentedΒ inΒ aΒ suitable form.
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ShouldΒ theΒ CompanyΒ failΒ to doΒ so,Β ASXLΒ mayΒ considerΒ suspendingΒ theΒ Company'sΒ securitiesΒ from quotationΒ untilΒ theΒ CompanyΒ releasesΒ toΒ the marketΒ aΒ diversity policyΒ thatΒ disclosesΒ theΒ required information.
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IfΒ youΒ haveΒ anyΒ queriesΒ aboutΒ thisΒ letter,Β orΒ aboutΒ theΒ Council'sΒ recommendationsΒ andΒ theΒ Company's
reportingΒ obligationsΒ inΒ relation to those recommendations,Β please contactΒ me immediately.
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YoursΒ sincerely,
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Cameron Bill
Senior Adviser, Listings
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2) Letter from the Company to the ASX
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Mr Cameron Bill
Senior Adviser, Listings
ASX Compliance Pty Ltd
20 Bridge Street
Sydney NSW 2000
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2 October 2012
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Dear Mr Bill,
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Diversity Disclosures
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We refer to your letter of 24 September 2012, principally related to the absence of disclosure of information in relation to "Diversity" in our June 2012 Annual Report.
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We acknowledge that our Annual Report as released to ASX on 19 September 2012 overlooked reference to the company's diversity policy as required by the ASX Corporate Governance Council and Listing rule 3.10.3.
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We propose that the "ASX Additional Information" component of our Annual Report should be expanded as follows:
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Recommendation 3.2
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The Board acknowledges the desirability of achieving gender diversity across the company, including within its permanent employees and also those individuals contracted to the company on long term, part time bases.
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The Board's policy is to give women equal opportunity whenever a position is created.
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In view of the limited size of the company's workforce, the company has not, at this time, developed a more formal policy on diversity.
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Recommendation 3.3
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In view of the limited size of the Company's workforce, the company is yet to develop measurable objectives for achieving gender diversity. The company recognises the importance of these objectives, and will revisit this matter as we expand our workforce.
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Recommendation 3.4
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The following table discloses the proportion of women employees and contractors:
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Number of Women Employees | Total Employees | Proportion of Women Employees | |
Directors | 0 | 5 | 0% |
Other Senior Executives | 0 | 1 | 0% |
Other Permanent Employees | 3 | 4 | 75% |
Contractors | 0 | 3 | 0% |
Total | 3 | 13 Β | 23% |
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Summary
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The company proposes to include the above information in the printed version of its Annual Report, which is currently in the final stages of drafting.
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The company will also, subject to agreement from ASX, lodge an updated copy of the Annual Report on finalisation of this matter.
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Yours Faithfully
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Allan Burchard
Company Secretary
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