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Corporate Governance
Chairman’s Statement on Corporate Governance
As Chair, my role includes upholding the highest standards of corporate governance throughout the Group1, particularly at the Board level. It therefore gives me great pleasure to introduce our Corporate Governance Statement.
The board of directors of Serabi (the Board) has overall responsibility for setting the Group’s strategic aims, defining the business plan and strategy and managing the financial and operational resources of the Group. The delivery and implementation of the business plan and strategy resides with the Chief Executive Officer and the Finance Director (together the Executive Directors) and the executive team (senior management). The Board recognises the importance of sound governance and has developed appropriate and good corporate governance practices which can underpin Serabi’s operations. The Directors are committed to the principles underlying best practice in corporate governance and have adopted the Corporate Governance Code (the QCA Code) prepared by the Quoted Companies Alliance (QCA). In addition, the Company as a result of the listing of its shares on the TSX is obliged to comply with Canadian National Policy 58-201 – Corporate Governance Guidelines which establishes corporate governance guidelines that apply to all public companies. The Company has instituted its own corporate governance practices in light of these guidelines and throughout the year has continued to review and make improvements to the Group’s Governance framework. Details of our governance framework are set out in the Corporate Governance Report below.
Michael Lynch-Bell
Non-executive Chair
12 October 2023
- In this Statement, references to Serabi and the Company relate to Serabi Gold plc and references to the Group relate to Serabi Gold plc, its subsidiaries and associate businesses. ↩︎
Corporate Governance Report
The QCA Code requires the Group to apply the 10 principles of corporate governance as set out below and to publish certain related disclosures in the Annual Report, on the website, or a combination of the two. The Group has followed the QCA Code’s recommendations and has provided disclosure relating to all the principles in a corporate governance statement on its website, and, as well, summarises compliance with the principles below:
- Principle 1
- Principle 2
- Principle 3
- Principle 4
- Principle 5
- Principle 6
- Principle 7
- Principle 8
- Principle 9
- Principle 10
Business Model and Strategy
Serabi’s objective is to become a pre-eminent junior gold mining company, securing future growth through expansion of its existing projects and, taking advantage of its position as a gold producer, to become involved with and successfully develop other carefully selected opportunities.
With this in mind, the Board, supported by the management team:
- is focussed on pursuing gold mining opportunities in Brazil appropriate to the Group’s size and capabilities,
- will identify and evaluate high quality opportunities through exploration or acquisition,
- expects to plan, finance and build new mines in a timely and cost-effective manner, and
- will seek continuous operational improvements to maximise value.
In this way it anticipates that this will lead to value creation for all stakeholders:
| Shareholders | Host government and government agencies | Local communities | Employees |
|---|---|---|---|
| Deliver capital appreciation through investment of cash flow in accretive growth to grow long term cash generation which can also support distributions to shareholders. | Generation of tax and royalty receipts to sustain a high-quality oversight and regulatory regime. | Provide improvements to infrastructure, education and healthcare to improve the living standards and opportunities for local populations. | Generate a stable and secure work environment in which employees learn, are mentored and can progress and develop their careers. |
In seeking to execute its strategy, Serabi faces a number of key challenges including:
- the availability of commercially viable projects within the jurisdictions that the Group seeks to operate and of a size that is appropriate for the Group,
- the availability of personnel with the skills necessary to develop and operate new projects,
- the availability of finance to acquire, develop and build new projects.
Further information regarding the Business Model and Strategy can be found in the Company’s 2022 Annual Report a copy of which is available on the Company’s website at www.serabigold.com
Understanding Shareholder Needs and Expectations
The Board is committed to providing shareholders with clear and timely information on Serabi’s activities, strategy and financial position. General communication with shareholders is coordinated by the Executive Directors together with the Business Development Manager.
The Company publishes on its website a range of information which helps current and potential shareholders to make an assessment of the Group’s position and prospects, including:
- Investor presentations
- Independent technical reports on the operations and projects
- Estimations of the Company’s Mineral Resources
- Annual and quarterly financial statements
- Quarterly operations reviews
- Business strategy
- Governance and policy materials
- Copies of all regulatory announcements.
Institutional investors
The Board maintains a regular dialogue with the Company’s major institutional investors, providing them with such information on the Company’s progress as commercial confidentiality, the AIM Rules, market abuse rules and other legal or regulatory requirements permit or require.
Private investors
The Board acknowledges that the majority of its private investors hold their shares via nominee shareholders and may not be able to fully exploit their shareholder rights effectively. Management attends selected industry events at which they are available to engage with private investors and provide published interviews with media outlets to coincide with key news flow and events.
The Executive Directors are generally available to receive shareholder enquiries and shareholders may also contact the Company’s brokers and investor relations advisers who are also available to facilitate engagement with its private investors.
Board review
The Board is kept informed of the views and concerns of major shareholders by briefings from the Executive Directors and the Company’s brokers. Analyses of the share register are also periodically circulated to the Board, together with updates from analysts.
Considering Wider Stakeholder and Social Responsibilities
The Board recognises that the long-term success of the Company is reliant upon the efforts of the employees of the Company and its contractors, suppliers, regulators and other stakeholders. The Board and management have put in place a range of processes and systems to ensure that there is close oversight and contact with its key stakeholders.
The Group has staff dedicated to ensuring that it has active relationships with local communities who are within the vicinity of its operations to understand their concerns and expectations, thereby seeking to ensure mutually beneficial co-operation for both sides. The Group is subject to oversight by a number of different governmental and other bodies who directly or indirectly are involved with the licensing and approval process of mining operations in Brazil.
Additionally, given the nature of the Company’s business, there are other parties who, whilst not having regulatory power, nonetheless have interest in seeing that the Company conducts its operations in a safe, responsible, ethical and conscientious manner. The Board makes all reasonable efforts, directly or through its advisers, to engage in and maintain active dialogue with each of these governmental and non-governmental bodies, to ensure that any issues faced by the Company, including but not limited to regulations or proposed changes to regulations, are well understood and ensuring, to the fullest extent possible, that the Company is in compliance with all appropriate regulation, standards and specific licensing obligations, including environmental, social and safety, at all times.
Further details are set out in the Stakeholder Engagement section on pages 14 and 15 of the 2022 Annual Report.
Risk Management
The Board supported by the Audit & Risk Committee and the Group’s senior management are responsible for ensuring that procedures are in place and are being implemented effectively to identify, evaluate and manage the significant risks faced by the Company. Details of the Board’s assessment of the Principal Operational Risks and Uncertainties are set out on pages 27 to 32 in the 2022 Annual Report.
Serabi’s internal control framework is based on the Board’s assessment of risk. The effectiveness of the internal control system is monitored by executive management. During 2021 and the early part of 2022 an external review of the Group’s key internal controls at its operations in Brazil was undertaken by Deloitte Touche Tohmatsu Consultores Ltda in Brazil (Deloitte). The review observed that whilst management had implemented a number of additional procedures and processes, there continued to be areas for improvement and additional financial and operational controls that could be implemented. During 2022, management implemented these additional recommendations, and the Board will, during the year, consider whether an update review is necessary. The Audit and Risk Committee will also consider if the timing is appropriate to establish an internal audit department based in Brazil.
A Well Functioning Board of Directors
The Board’s role is to provide entrepreneurial leadership to the Group within a framework of prudent and effective controls which enables risk to be assessed and managed. The Board should set the Company’s strategic aims, ensure that the necessary resources – human, financial or otherwise – are in place for the Company to meet its objectives and review management performance. The Board should set the Company’s values and standards and ensure that its obligations to shareholders and other key stakeholders are understood and methods promoting the long-term success of the Company, generating value for shareholders and contributing to wider society.
The Board is currently comprised of the Chief Executive Officer, Mike Hodgson, the Finance Director, Mr Clive Line and five Non-executive Directors. Of the Non-executive Directors, Mr Michael Lynch-Bell, is the Chair, Mr Luis Azevedo and Deborah Gudgeon are considered to be independent, whilst Mr Mark Sawyer and Ms Carolina Margozzini, are not considered to be independent under the QCA Code, by virtue of being appointed representatives of significant shareholders (see below). Biographical details of the current Directors are set out on the Company’s website and on pages 41 and 42 of the Company’s 2022 Annual Report. Summary terms and conditions of each of the Directors are disclosed annually in the Company’s Annual Reports.
The Board has established an Audit & Risk Committee, a Remuneration & People Committee, a Disclosure Committee and a Sustainability Committee. In addition, at the executive level, there are two committees – the Executive Committee and the Project Steering Committee – which meet as and when necessary.
The Board has not established a separate Nominations Committee as it considers that this responsibility can be currently discharged by the Remuneration Committee or, if the circumstances so dictate, the Board as a whole. As such, the Remuneration Committee has now been renamed the Remuneration & People Committee.
The frequency of Board meetings, as well as the nature of agenda items, varies depending on the state of the Company’s affairs and in light of opportunities or risks which the Company faces. Members of the Board are in frequent contact with one another and meetings of the Board are held as deemed necessary.
The Chief Executive Officer and the Finance Director are responsible for the daily operation of the Group and for making recommendations to the Board regarding short and medium-term budgets, targets and overall objectives and strategies for the Group.
The Board is satisfied that, as a whole, it is able to exercise independent judgement. The Articles of Association of the Company have already been specifically amended to restrict the role of the Directors in any situation where there is considered to be a conflict of interest and requiring such conflicted Director(s) to abstain from voting and participation in any meeting or voting where the matter giving rise to the conflict is to be considered.
The Company has also entered into relationship agreements (the Relationship Agreements) with each of Fratelli Investments Limited (Fratelli) and Greenstone Resources II LP (Greenstone), its two principal shareholders.
The Relationship Agreements inter alia require that (i) the Company is capable of carrying on its business independently of each of Fratelli and Greenstone; (ii) transactions between any member of the Group and any member of either Fratelli or Greenstone are made at arm’s length on a normal commercial basis and approved by Directors independent of Fratelli or Greenstone as appropriate; (iii) any disputes between Fratelli and/or Greenstone and any member of the Group shall be dealt with by a committee of the independent Directors; (iv) the selection, approval and removal of senior management and Executive Directors shall be subject to the approval of a majority of the Non-executive Directors of the Company; and (v) neither Fratelli nor Greenstone shall take any action as a result of which there would be fewer than two Directors independent of Fratelli and Greenstone on the Board.
The Relationship Agreements allow each of Fratelli and Greenstone, based on their current shareholdings, to appoint up to two Non-executive Directors each to the Board. Fratelli has therefore appointed Carolina Margozzini to the Board and Greenstone has appointed Mark Sawyer to the Board.
Where possible, Board meetings are held in person; however, given the geographical distribution of the Directors, these are not regular events and scheduled meetings will also be held by electronic means. Meetings convened to deal with routine and uncontentious matters that require approval outside of the scheduled Board cycle are usually held by electronic means.
The Board or Committee chair, as appropriate, and the Company Secretary will establish, in conjunction with the Chief Executive Officer and/or the Finance Director, as appropriate, the agenda for each Board or Committee meeting. Prior to the beginning of each year, the Company Secretary will establish a calendar of standing agenda subjects to be discussed during the year. Each Director or Committee member is free to suggest the inclusion of additional items for each agenda in advance of meetings.
The agenda and papers for each Board or Committee meeting will be provided to the Directors or attendees approximately one week before the meeting. The Chief Executive Officer and/or Finance Director, as appropriate, will be responsible for ensuring that supporting papers are prepared for Board and committee meetings. Unless otherwise agreed by the chair of the meeting concerned, papers will be prepared in respect of all matters to be discussed at Board or Committee meetings. Details of the work of the Board Committees are set out in section Nine below. During 2022, the Board held 15 Board meetings. Attendance by each of the Directors at these meetings and meetings of its committees are set out on page 49 of the 2022 Annual Report.
Appropriate Skills and Experience of the Directors
The Remuneration & People Committee is responsible for keeping the composition of the Board under review. It believes that the current balance of skills in the Board as a whole reflects a very broad range of commercial and professional skills across geographies and industries and each of the Directors has previous experience in public markets. In particular, the Board includes two Directors with strong technical mining and geological expertise, three Directors with financial backgrounds, one Director with a legal background specialising in natural resources sector in Brazil and two Directors bringing investment banking and corporate finance experience. All of the Non-executive Directors have experience of serving on the boards of mining companies.
The size of the Board is considered to be sufficient to provide more than adequate experience and perspective to its decision-making process given the size and nature of the Company. The Board is however conscious of the different perspectives that individuals from different cultural backgrounds and with different work and life experiences can bring. For this reason, when considering any change to its composition it will actively seek to further increase its current diversity to become more inclusive, taking into account considerations such as gender, age and ethnicity to ensure that the Board benefits from a broad range of perspectives and experiences appropriate to its activities and needs. During the past 12 months, two female Directors have been appointed taking the female representation on the Board to more than 28%. Two Directors are from South America and five are from Europe. Further details on the composition of the Board are set out on pages 41 and 42 of the 2022 Annual Report.
The Board ensures that all new Directors receive a comprehensive orientation and ongoing training and development which enables them to:
- fully understand the role of the Board and its Committees, as well as the contribution individual Directors are expected to make (including the commitment of time and resources that the Company expects from its Directors);
- understand the nature and operation of the Company’s business;
- maintain or enhance their skills and abilities as Directors, as well as to ensure that their knowledge and understanding of the Company’s business remains current.
Evaluation of Board Performance
The Board has determined that it shall itself be responsible for assessing the effectiveness and contributions of the Board as a whole, its committees (which currently comprise the Audit & Risk Committee, the Remuneration & People Committee and the Sustainability Committee) and individual Directors. The Directors believe that the size of the Board allows for open discussion.
Between November 2021 and February 2022, an independent evaluation was undertaken by Board Excellence, an international board practice. Board Excellence’s report highlighted the need to improve the current system of corporate governance. During 2022, the Board implemented a primary recommendation of the Board Excellence report and appointed an independent chair. During the past 12 months, the Board has taken steps to further improve its corporate governance and regulatory compliance framework, including:
- The appointment of a new chair of the Audit & Risk Committee
- The establishment of a Sustainability Committee
- Redrafting of the Board Charter and Guidelines and revision of the terms of reference of the Audit & Risk Committee, Remuneration & People Committee and Sustainability Committee
- Revision of the Company’s Market Abuse Regulation compliance handbook and training
- The establishment of a Disclosure Committee
- The outsourcing of the Company Secretarial function
- Update to the Board programme and calendar
- Revision of the Board Conflicts Policy and Directors Interest procedures
Corporate Culture
The Board through its actions and direction has sought to establish a corporate culture that places emphasis on the Group’s and the Board’s cultural priorities:
- Social responsibility – working closely with communities to ensure that the Group’s operations bring enhancements to the lives of those that might be most affected by the Group’s presence in the area;
- Transparency – the Group should be open in its dealings with all stakeholders, clear in its objectives and aims and cognisant and sympathetic to the needs and requirements of stakeholders;
- Health and Safety – whilst recognising the inherent risks that are present in the industry, actively encouraging a working environment and work practices within the Group’s operations, that strive to minimise and eliminate risk to personnel wherever possible;
- Risk management – the Board encourages, through its decision-making process, that management properly evaluates and considers the implications of decisions (operational, financial or otherwise) on the long-term future of the business, seeking to ensure that risk is adequately managed and minimised; and
- Sustainability – the Board considers that it has a responsibility to stakeholders to ensure that the business is able to deliver long-term benefits whether, financial, social or environmental and ensuring that decisions do not have longer-term implications that would jeopardise the long-term sustainability of the Group.
Maintenance of Governance Structures and Processes
The Board is ultimately responsible for the strategy, management, performance and long-term success of the Group. In order to ensure that the Board maintains adequate control of the Company and, in keeping with the Financial Reporting Council’s Guidance on Board Effectiveness, the Board has approved a Schedule of Matters reserved to the Board which has recently been updated. The Board is also currently reviewing the delegated authorities of the executive team to ensure that they align with the Schedule of Matters reserved to the Board and provide clear lines of authority for the efficient and controlled day-to-day running of the Group.
The Board has approved a formal Statement of the Responsibilities of the Board Chair and Chief Executive Officer.
- The Board Chair leads the Board and is responsible for its overall effectiveness in directing the Company. The Board Chair is not responsible for the day-to-day management of the Group.
- The Chief Executive Officer reports to the Board, through the Chair, and to the Board directly and is responsible for all executive management matters of the Company and the Group.
The Board has not elected to appoint a Senior Independent Director to provide a sounding board for the Board Chair and to act as an intermediary for the other Directors and shareholders as such a role is not considered particularly necessary in a company of the size and maturity of Serabi. The Board does not discount the possibility of appointing a Senior Independent Director at some point in the future.
The Board has established four Committees – the Audit & Risk Committee, the Remuneration & People Committee, the Disclosure Committee and the Sustainability Committee. The Project Steering Committee, which is described below, is not a formal committee of the Board.
The Audit & Risk Committee reviews the principles, policies and practices adopted in the preparation of the financial statements of the Company and its subsidiaries, as well as ensuring any other formal announcements relating to the financial performance of the Group comply with relevant statutory and regulatory requirements. As part of this review, it focuses in particular on areas of judgement, appropriateness of policies, going concern matters, and any other areas it identifies as risks (e.g. on the grounds of materiality or uncertainty). The Audit & Risk Committee also has responsibility for any internal audit function but at this time has determined that in view of the size of the organisation, a separate internal audit team is not required.
The Audit & Risk Committee is responsible for overseeing the relationship with the external auditor, including regular reviews of the effectiveness and independence of the external auditor. It will make recommendations to the Board concerning the appointment, re-appointment or removal of the external auditor and approving their remuneration and terms of engagement. The Audit & Risk Committee will also be responsible for conducting an external auditor tender exercise at least every ten years.
The Audit & Risk Committee is also responsible for assisting the Board in discharging its responsibilities with respect to the integrity of the Group’s financial statements, the effectiveness of the systems of governance, risk management and internal control and the oversight of compliance with key legal and regulatory requirements. It receives reports from the executive management relating to the quarterly and annual accounts and the accounting and internal control systems in use throughout the Company. Reports are also received from the Auditors relating to the annual accounts and their key findings in connection with their audit of the financial statements.
The Audit & Risk Committee shall meet not less than four times in each financial year and it has unrestricted access to the Company’s auditors. The Audit & Risk Committee is required to consist of not less than three Non-executive Directors.
The Audit & Risk Committee is comprised of Deborah Gudgeon (Chair), Michael Lynch-Bell and Mark Sawyer.
- Ms Gudgeon qualified as an ACA accountant at PwC (Coopers & Lybrand) before spending eight years as Finance Executive with the Africa-focused mining and trading group Lonrho plc. Ms Gudgeon subsequently held positions with Deloitte, BDO, Gazelle Corporate Finance and Penfida Limited. Ms Gudgeon has significant experience in acting as an independent non-executive director, having held that position at Ithaca Energy plc, Petra Diamonds Limited, Evraz plc, Highland Gold Mining Limited and Acacia Mining plc. As well as being an independent non-executive director, Ms Gudgeon is or was also chair of the audit committee for each of these entities.
- Mr Lynch-Bell is a Chartered Accountant who spent a 38-year career with Ernst & Young (EY), having led its Global Oil and Gas, UK IPO and Global Oil and Gas and Mining transaction advisory practices. He was a member of EY’s assurance Practice from 1974 to 1996, when he transferred to the Transaction Advisory Practice. He was also UK Alumni sponsor and a member of the firm’s Europe, Middle East, India, and Africa and Global Advisory Councils. He retired from EY as a partner in 2012 and continued as a consultant to the firm until November 2013.
- Mr Sawyer co-founded Greenstone Resources in 2013 after a 16-year career in the mining sector. Prior to establishing Greenstone, Mr Sawyer was GM and Co-Head Group Business Development at Xstrata plc where he was responsible for originating, evaluating and negotiating new business development opportunities for Xstrata. Prior to Xstrata Mr Sawyer held senior roles at Cutfield Freeman & Co (a boutique corporate advisory firm in the mining industry) and at Rio Tinto plc. Mark qualified as a lawyer and has a law degree from the University of Southampton.
The Remuneration & People Committee is responsible for determining and agreeing with the Board the framework for the remuneration of the Chief Executive Officer, all other Executive Directors, the Chair of the Company (if an Executive Director), the Company Secretary and such other members of the executive management as it feels appropriate to consider. Furthermore, it is responsible for setting the structure and determining the total individual remuneration packages of each Director including, where appropriate, bonuses, incentive payments and share options with due regard to the interests of the shareholders and the overall performance of the Group and the Company’s overall philosophy and policy with respect to executive compensation.
The Remuneration & People Committee will also be responsible for reviewing Board succession and development plans. The Remuneration & People Committee expects to meet at least twice a year, or more frequently as required.
The Remuneration & People Committee is comprised of Mark Sawyer (Chair), Michael Lynch-Bell and Caroline Margozzini.
The Disclosure Committee has responsibility for overseeing the disclosure of information by the Company to meet its obligations under the UK version of Regulation (EU) No 596/2014 which has effect in English law by virtue of the European Union (Withdrawal) Act 2018 (“MAR”).
The Committee maintains procedures, systems and controls for the identification, treatment and disclosure of Inside Information and for complying with the obligations falling on the Company and its Directors and employees under MAR.
The Disclosure Committee is comprised of Michael Lynch-Bell, Michael Hodgson, Clive Line and Deborah Gudgeon.
The Board has established a Sustainability Committee to enhance Serabi’s social licence to operate by supporting and monitoring the sustainable development of Serabi’s business and the communities in which it operates, and overseeing the integrity of its sustainability reporting.
The Sustainability Committee will have oversight of the following areas:
(a) Safety, including:
- major hazards, including underground mines, tailings and water storage;
- critical risk management; and
- safety maturity.
(b) Health, including:
- occupational health; and
- mental health and well-being in the workforce.
(c) Environment, including:
- water management;
- air emissions, including dust;
- land stewardship and biodiversity;
- waste management; and
- mine closure and legacy management.
(d) Climate change, including compliance with the Task-force on Climate-related Financial Disclosure (TCFD) requirements and decarbonisation initiatives and targets.
(e) Communities and social performance, including:
- community relations, including with traditional owners and other indigenous peoples on whose lands Serabi operates and local politicians;
- the economic, cultural and social development of the communities in which Serabi operates, including employment, training and development, and local supply chain development;
- sustainable development issues as they relate to suppliers and supply chains, including modern slavery;
- security (being the security of the Group’s people and assets, including business resilience); and
- human rights monitoring (including oversight of equality, diversity and inclusion initiatives) and issue management.
The Sustainability Committee expects to meet at least four times each year.
The Sustainability Committee will comprise three or more Directors including the Chief Executive Officer and at least two independent Non-executive Directors.
In addition to the Committees formally established by the Board, the Project Steering Group has been contractually established under the Relationship Agreements. The purpose of the Project Steering Committee is to allow Greenstone and Fratelli, as and when it is deemed appropriate, to:
- assess and review the overall progress of the Company’s mines and projects;
- assess and review and, through the Chief Executive Officer, make recommendations to the Board regarding Serabi’s mergers and acquisitions strategy; and
- provide the Board and management with recommendations and advice in respect of technical, legal, financial, financing, environmental, permitting and stakeholder/social aspects, of Serabi’s mines and projects.
The Project Steering Committee is chaired by the Chief Executive Officer and the Group’s substantial shareholders are each entitled to appoint two nominees to the Project Steering Committee with the Board appointing other qualified representatives. Independent Non-executive Directors are invited to attend meetings of the Project Steering Committee as observers.
The Board has not adopted term limits for Directors or other mechanisms of Board renewal. The Board evaluates its performance and composition on a regular basis and will make adjustments as and when indicated. When assessing the independence of each Non-executive Director, length of service is one of the considerations. We would not expect a Non-executive Director to exceed a nine-year tenure. The Board will, when assessing new appointments in the future, consider the need to balance the experience and knowledge that each independent Director has of the Company and its operations, with the need to ensure that independent Directors can also bring new perspectives to the business.
Shareholder Communication
The Board is accountable to the Company’s shareholders and as such it is important for the Board to appreciate the aspirations of the shareholders and equally that the shareholders understand how the actions of the Board and short-term financial performance relate to the achievement of the Group’s longer-term goals.
The Board reports to the shareholders on its stewardship of the Company through the publication of quarterly operational updates and the quarterly and full year financial results. News releases are issued throughout the year and the Company maintains a website (www.serabigold.com) on which press releases, corporate presentations and the Report and Financial Statements are available to view. Additionally, the Report and Financial Statements contain extensive information about the Group’s activities. Enquiries from individual shareholders on matters relating to the business of the Company are welcomed. Shareholders and other interested parties can subscribe to receive notification of news updates and other documents from the Company via email. In addition, the Executive Directors meet with major shareholders to discuss the progress of the Company and provide periodic feedback to the Board following meetings with shareholders.
The Annual General Meeting, and other meetings of shareholders that may be called by the Company from time to time, provide an opportunity for communication with all shareholders and the Board encourages the shareholders to attend and welcomes their participation. The Board is committed to maintaining good communication and having constructive dialogue with its shareholders. The Company has close ongoing relationships with its private shareholders. Institutional shareholders and analysts have the opportunity to discuss issues and provide feedback at meetings with the Company. In addition to its Annual Report the Company provides detailed quarterly reports outlining operational and financial performance in each quarter.
The outcome and detailed results of shareholder votes are reported following each meeting of shareholders.
Copies of the annual reports and notices of the Company’s shareholder meetings for the past five years are available on the Serabi website.
This statement was reviewed and updated on 12 October 2023.