Speciality Metals International Limited Annual Report 2019

Page | 23 DIRECTORS’ REPORT While with Pancontinental, Mr Nice was intimately involved in the test work and feasibility studies that led to the development of the Paddington and Kundana gold mines (3.0 Mtpa), the Jabiluka uranium project, the Thalanga Cu-Pb-Zn mine, the QMAG magnesia operation and the Wodgina tantalum operation. He is a Chartered Professional Engineer of the Institution of Engineers, Australia, a Life Member the Canadian Institute for Mining, Metallurgy and Petroleum, a member of the American Society of Mining and Metallurgical Engineers, a member of the Australian Institute of Minerals Valuers and Appraisers and a Fellow of the Aeo ustralian Institute of Mining and Metallurgy. D IRECTORS ' I NTERESTS IN S HARES , O PTIONS AND P ERFORMANCE R IGHTS Directors’ interests in shares, options and performance rights as at 30 June 2019 are set out in the table below. C OMPANY S ECRETARY Adrien Wing - Appointed 1 February 2019 Mr Wing is a certified practicing accountant. He previously practiced in the audit and corporate advisory divisions of a chartered accounting firm before working with a number of public companies listed on the ASX as a corporate and accounting consultant and Company Secretary. David Clark - Resigned 31 January 2019 Mr Clark held the position of Company Secretary from 10 July 2014 until 31 January 2019. Mr Clark is an experienced Chartered Secretary, a member of the Governance Institute of Australia and holds a Masters of Business of Administration (Executive) from the Australian Graduate School of Management (AGSM). Mr Clark has worked as Company Secretary of a privately funded group of biotechnology companies and is on the audit, risk and finance committee of an international global health organisation providing independent assurance and assistance to the organisation on audit, risk management, control and corporate governance. M EETINGS OF D IRECTORS Directors’ attendance at Directors Meetings is shown in the following table: Director Meetings Eligible to Attend Meetings Attended R.H. Krause 5 5 S. Layton 5 5 R.W. Nice 5 5 Non-executive Director, Roland Nice and Executive Chairman, Russell Krause are members of the Company’s Audit and Risk Management Committee. The Committee reviews the Company’s corporate risks, financial systems, accounting policies, half-year and annual financial statements. There were two (2) Audit and Risk Management Committee Meetings during the year. Russell Krause and Roland Nice are members of the Remuneration and Nomination Committee which held one (1) meeting during the year. A UDIT AND R ISK M ANAGEMENT C OMMITTEE M EETINGS Director Meetings Eligible to Attend Meetings Attended R.W. Nice 2 2 R.H. Krause 2 2 S HARE O PTIONS AND P ERFORMANCE R IGHTS During or since the end of the financial year, no options were granted by the Company to the Directors and Executives of the Group as part of their remuneration. Refer to Remuneration Report – section (g) for further details. There are no unissued ordinary shares of Speciality Metals under option at the date of this report. During or since the end of the financial year no unlisted options were exercised. Director Shares Directly and Indirectly Held Options Directly and Indirectly Held Performance Rights Directly and Indirectly Held R.H. Krause 1,000,000 - 15,000,000 S. Layton 29,000,000 - 5,000,000 R.W. Nice 1,375,000 - 5,000,000

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