Board members

The Board currently comprises eight directors of which two are Executive Directors, two are Non-executive Directors and four are Independent Non-executive Directors.

The members of the Board, correct as of October  2015, are as follows:

 

Chairman

Mr Jiao Jian

 

Mr Jiao, aged 47, was appointed as the Chairman of the Company in August 2014. He is the Chairman of the
Company’s Governance and Nomination Committee and Risk Management Committee and a member of
the Company’s Remuneration Committee.

Prior to his appointment as the Chairman, Mr Jiao served as a Non‑executive Director of the Company from December 2010. He has also served as a director of certain subsidiaries of the Company. Mr Jiao was appointed as the Vice President of China Minmetals Corporation (CMC) in December 2015 and the Chairman of China Minmetals Non-ferrous Metals Company Limited (CMN) in February 2016. He has been a director of CMN since December 2009. Mr Jiao has been the Chairman of Album Enterprises Limited (Album Enterprises) and a director of Top Create Resources Limited (Top Create) since November 2011 and February 2012 respectively. He has been a director of Hunan Nonferrous Metals Holding Group Co., Ltd. (HNG) and China Minmetals Rare Earth Group Co., Ltd. since July 2010 and December 2011 respectively. Mr Jiao is also the Chairman of Copper Partners Investment Co., Ltd. (Copper Partners Investment).

Mr Jiao holds a Bachelor’s degree in International Economics from the Nankai University in the People’s Republic of China (PRC) and a Master of Business Administration degree from Saint Mary’s University in Canada. He has extensive experience in international trade, investment and corporate management. Mr Jiao joined CMC and its subsidiaries (CMC Group) in 1992. He was the Vice President of CMN from 2007 to May 2010. Mr Jiao was the President of CMN from May 2010 to January 2016. He was a director and the President of China Minmetals Non‑ferrous Metals Holding Company Limited (CMNH) from December 2009 to February and January 2016, respectively. Mr Jiao was the Chairman of China Minmetals Rare Earth Co., Ltd. (CMRE) (a company listed on the Shenzhen Stock Exchange) and China Tungsten and Hightech Materials Co., Ltd. (a company listed on the Shenzhen Stock Exchange) from April 2010 to April 2014 and from April 2013 to March 2014 respectively. He was also a director of Jiangxi Tungsten Industry Group Co., Ltd. (Jiangxi Tungsten) from November 2009 to August 2014.

 

Executive Directors

Mr Andrew Michelmore

Mr Michelmore, aged 63, was appointed as an Executive Director and the Chief Executive Officer (CEO) of the
Company in December 2010.

He is also a director of a number of subsidiaries of the Company. He was the managing director and CEO of Minerals and Metals Group from its formation in June 2009 until its acquisition by the Company in December 2010. Prior to joining Minerals and Metals Group, Mr Michelmore was the CEO of Zinifex Limited followed by OZ Minerals Limited. He was a director of Century Aluminum Company (a company listed on the NASDAQ and the Iceland Stock Exchange). Prior to his role as the CEO of Zinifex Limited, Mr Michelmore spent two years working in London and Russia as the CEO of En+ Group. Mr Michelmore has more than 30 years’ experience in the metals and mining industry including 12 years at WMC Resources Limited, where he was the CEO, and prior to that, he held senior roles in the company’s nickel, gold, alumina, copper, uranium and fertiliser businesses.

He holds a First Class Honours degree in Engineering (Chemical) from the University of Melbourne and a
Master of Arts in Politics, Philosophy and Economics from Oxford University. He is a fellow of the Institution of
Chemical Engineers, the Institution of Engineers Australia and the Australian Academy of Technological Sciences and Engineering.

Mr Michelmore is also Chairman of the International Council on Mining and Metals, a member of the Business Council of Australia, Chairman of the Jean Hailes Foundation for Women’s Health and Chairman of the Council of Ormond College at the University of Melbourne and was previously Chairman of the Minerals Council of Australia and Chairman of the International Zinc Association.

 

Mr Xu Jiqing

Mr Xu, aged 48, was appointed as an Executive Director and Executive General Manager – Strategic Planning of the Company in May 2013. His role title changed to Executive General Manager – China and Group Strategy in August 2014. In July 2015, Mr Xu’s role title changed to Executive General Manager – China and Strategy. Prior to that, he served as a Non‑executive Director of the Company from May 2009 until May 2013 and a member of the Company’s Audit Committee from July 2009 until May 2013. Mr Xu is a director of a number of subsidiaries of the Company. He was also appointed as a director of CMN in February 2016.

Mr Xu holds a Bachelor’s degree in Accounting from the University of International Business and Economics in the PRC, and a Master of Business Administration degree from Saint Mary’s University in Canada. He is a qualified senior accountant in the PRC and is a fellowship member of the Certified General Accountants Association of Canada. Mr Xu has extensive experience in accounting and corporate financial management.

Mr Xu joined the CMC Group in 1991. He was appointed as the Manager of Finance at Minmetals Development Co. Ltd. in 1997, and was promoted to Vice General Manager in 1999 and General Manager in 2000. Mr Xu was also the General Manager of Finance at China National Nonferrous Metals Industry Trading Group Corporation from July 2001 to April 2002, and the General Manager of Finance at CMN from 39 April 2002 to December 2007. He was the Chief Financial Officer (CFO) of CMN from December 2005 to November 2007 and the Vice President and CFO of CMN from December 2007 until May 2013. Mr Xu was the Vice President and CFO of CMNH from January 2011 until May 2013. He was the director of Album Enterprises and Top Create from December 2005 to October 2013 and from February 2012 to October 2013 respectively. Mr Xu was the director of Copper Partners Investment and HNG from March 2009 to December 2013 and from July 2010 to October 2013 respectively. He was also the director of CMNH and Jiangxi Tungsten from December 2009 to December 2014 and from April 2010 to August 2014 respectively.

 

Non-executive Directors

Mr Gao Xiaoyu

Mr Gao, aged 46, was appointed as a Non‑executive Director of the Company in April 2011. He is a member of
the Company’s Audit Committee, Remuneration Committee and Risk Management Committee.

Mr Gao is a director of a number of subsidiaries of the Company. He was appointed as the President and a director of CMN in February 2016. Mr Gao has been a director of Top Create since February 2012. He is also a director of certain subsidiaries of the CMC Group.

He holds a Master’s degree in Business Management from The Renmin University of China in the PRC. He has extensive experience in enterprise risk management and control. Mr Gao joined the CMC Group in 1993. He worked in the Futures department of China Nonferrous Metals Import and Export Corporation from 1993 to 1997. He was the General Manager of the Risk Management department of CMN from 2000 to 2009 and Vice President of CMNH from January 2011 to January 2016. He was also Vice President of CMN from January 2008 to February 2016.

 

Independent Non-executive Directors

Dr Peter Cassidy

 

Dr Cassidy, aged 70, was appointed as an Independent Non‑executive Director of the Company in December
2010. He is the Chairman of the Company’s Remuneration Committee. Dr Cassidy is also a member of the Company’s Governance and Nomination Committee and Risk Management Committee.

He has also been an independent non‑executive director of Kerry Gold Mines Limited since September 2010.

Dr Cassidy is a metallurgical engineer with more than 40 years’ experience in the resource and energy sectors, including more than 20 years as a director of major public companies. He was an independent non‑executive director of Oxiana Limited (2002 to 2007); Zinifex Limited (2004 to 2008); Sino Gold Mining Limited (2002 to 2009); Lihir Gold Limited (2003 to 2010); OZ Minerals Limited (2008 to 2009); and Energy Developments Limited (2003 to 2009).

Dr Cassidy was also Non‑executive Chairman of Allegiance Mining NL (April to July 2008) and a director of Eldorado Gold Corporation (2009 to 2010). He was CEO of Goldfields Limited from 1995 until its merger with Delta Gold Limited in 2002 to form Aurion Gold Limited where he remained a director until 2003. Prior to 1995, Dr Cassidy was executive director – Operations of RGC Limited. He was also a member of the Board of Advice of the Monash University Division of Mining and Resources Engineering.

Dr Cassidy has most recently been involved in the development and operation of major mining and processing projects in Australia, the PRC, Laos, Papua New Guinea and the Cote d’Ivoire.

 

Mr Leung Cheuk Yan

Mr Leung, aged 64, was appointed as an Independent Non‑executive Director of the Company in July 2012. He is a member of the Company’s Audit Committee, Governance and Nomination Committee and Risk Management Committee.

Mr Leung has also been an independent non‑executive director of Bank of China Limited (a company listed on The Stock Exchange of Hong Kong Limited (Stock Exchange) and the Shanghai Stock Exchange) since September 2013.

Mr Leung is a solicitor admitted to practise law in Hong Kong, England and Wales, and Victoria and the Australian Capital Territory, Australia. He holds a Bachelor of Social Science (First Class Honours) degree from the Chinese University of Hong Kong, and a Master of Philosophy degree from the University of Oxford. Mr Leung, a corporate finance and capital markets specialist, was a partner at Baker & McKenzie and for many years the head of its securities practice group in Hong Kong. He retired from Baker & McKenzie in 2011.

 

Ms Jennifer Seabrook

Ms Seabrook, aged 59, was appointed as an Independent Non‑executive Director of the Company in July 2015. She is the Chair of the Company’s Audit Committee and a member of the Company’s Remuneration Committee. Ms Seabrook holds a Bachelor’s degree in Commerce from the University of Western Australia and is a chartered accountant (fellow) admitted by the Institute of Chartered Accountants in Australia, a fellow of the Australian Institute of Company Directors and a senior fellow of the Financial Services Institute of Australia (Finsia).

Ms Seabrook qualified as a chartered accountant with Touche Ross, after which she worked at senior levels in
chartered accounting, capital markets and investment banking businesses. She is an experienced independent non‑executive director across a wide range of industries, including mining and metals, and has significant experience as the chair and as a member of audit and risk committees for listed and unlisted public, private and government corporations. Ms Seabrook has also been a member of several advisory groups and panels including ASIC’s External Advisory Group (2009 to 2013) and the Australian Takeovers Panel (2000 to 2012).

Ms Seabrook is currently an independent non‑executive director of Iluka Resources Limited, a company listed on
the Australian Securities Exchange (ASX), chairing its Audit and Risk Committee and being a member of its People and Performance Committee and Nominations Committee. She joined the Iluka Board in May 2008. Ms Seabrook is also an independent non‑executive director of IRESS Limited, also listed on the ASX, chairing its People and Performance Committee and being a member of its Audit Committee. She joined the IRESS Limited Board in August 2008. Ms Seabrook has been a special advisor to Gresham Partners Limited since 2008 after being an executive director with Gresham Partners Limited from 1998 to 2008. She has been an
independent non‑executive director of Western Australia Treasury Corporation since October 2015 and is a member of its Audit Committee.

 

Professor Ker Wei Pei

Professor Pei, aged 58, was appointed as an Independent Non‑executive Director of the Company in July 2015. He is a member of the Company’s Audit Committee, Remuneration Committee and Risk Management Committee.

Professor Pei holds a PhD degree in Accounting from University of North Texas, a Master’s degree in Accountancy from Southern Illinois University and a Bachelor’s degree in Accounting from National Chung‑Hsing University (Taipei University). Professor Pei is a member of American Accounting Association.

Professor Pei is a Professor of Accountancy and the Executive Dean of China Programs at W.P. Carey School of Business at Arizona State University. He is also the director of the W.P. Carey EMBA program in Shanghai, MiM Custom Corporate Program in China and the Co‑director of W.P. Carey DBA in Global Financial Management. Professor Pei has also acted as a consultant for a number of multi‑national companies, including Motorola Inc., Intel Corporation, Bank of America Corporation, Dial Corporation, Raytheon Company, Cisco Systems Inc. and Honeywell International Inc.

Professor Pei has also been a Director of Baoshan Iron & Steel Co, Ltd (a company listed on the Shanghai Stock Exchange) since April 2012 and an external director of Baosteel Group Corporation (the holding company of Baoshan Iron & Steel Co, Ltd) since February 2012, chairing its Audit Committee and is a member of its Strategy Committee and Nomination Committee. Prior to this, he served as an independent director, the Chairman of the Audit Committee and a member of the Compensation Committee of Baoshan Iron & Steel Co. Ltd. from 2006 to 2012.

Professor Pei has also acted as an independent non‑executive director of Want Want China Holdings Limited (a company listed on the Stock Exchange) since November 2007, chairing its Nomination Committee and is a member of its Audit Committee, Remuneration Committee and Strategy Committee. He has been an independent non‑executive director of Zhong An Real Estate Limited (a company listed on the Stock Exchange) since October 2007, chairing its Remuneration Committee and is a member of its Audit Committee, Nomination Committee and Governance Committee; and an independent non‑executive director of Zhejiang Expressway Co., Ltd. (a company listed on the Stock Exchange) since June 2012, chairing its Remuneration Committee and is a member of its Audit Committee and Nomination Committee. Professor Pei is also an external director of China Merchants Group.

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