The following information is being provided for the purposes of Rule 26 of the AIM Rules for Companies (AIM Rules).
Last updated on 17 January 2024

Click here for Base Resources’ Schedule 1 Pre-Admission announcement
Click here for Base Resources’ AIM Admission Appendix

 

Description of Business & Board of Directors

Click here for a Company Overview
Click here for details about the Company’s Board and Senior Management

 

Responsibilities of Management and Governance

For the financial year ended 30 June 2023, Base Resources measured its governance practices against the fourth edition of the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations (Fourth Edition Recommendations).

The Company advises that, for the financial year ended 30 June 2023, the Company followed all of the Fourth Edition Recommendations, with the exception of Recommendation 7.1.  Notwithstanding that there was a brief period during which membership of the Board’s Risk Committee did not align with the recommended membership composition, the Board nevertheless considers that there was substantive adherence to Recommendation 7.1 throughout the 2023 financial year.

Further details about the Company’s governance practices are set out in the 2023 Corporate Governance Statement.

Click here for Base Resources’ latest ASX Appendix 4G describing the Company’s adoption of the Fourth Edition Recommendations.

Click here for Base Resources’ 2023 Annual Report.

Click here for Base Resources’ 2023 Sustainability Report.

Click here for the Base Resources’ Modern Slavery Statement.

Click here for Base Resources’ key governance documents, standards and policies.

 

Incorporation and Country of Operation

Base Resources was incorporated in Australia on 23 May 2007 and its main country of operation is Kenya. Base Resources also owns a development asset in Madagascar and exploration tenure in Tanzania.

Base Resources is not subject to the UK City Code on Takeovers and Mergers, however it is subject to the Australian Corporations Act 2001.

Click here to view the Company’s Constitution
Click here to learn more about the Company’s operations in Kenya
Click here to learn more about the Company’s operations in Madagascar

 

Rights of Shareholders

As Base Resources is not incorporated in the UK, the rights of shareholders may be different to the rights of shareholders in a UK incorporated company. Shareholders should refer to the Company’s Constitution for further details.

 

Stock Exchange Listings

Base Resources listed on the Australian Securities Exchange (ASX:BSE) on 2 October 2008 and listed on the London Stock Exchange’s Alternative Investment Market (AIM: BSE) on 8 January 2013.

 

Shares currently on issue

This information was last updated on 17 January 2024.

Shares on Issue: 1,178,011,850
Base Resources does not hold any Shares as treasury Shares (as that term is defined in the AIM Rules).
The percentage of shares not held in public hands is 56.5%.

 

Significant Shareholders of the Company

As at 17 January 2024, Base Resources is aware of the following holdings of significant shareholders (as defined in the AIM Rules) of the Company.  These figures are based on notifications to the Company and its own analysis up to and including 17 January 2024.

Interest
Pacific Road Resources Fund II* 26.5%
Sustainable Capital Ltd 24.8%
FIL Limited 5.6%
Mitsubishi UFJ Financial Group, Inc. 3.2%

*Pacific Road Resources Fund II is comprised of Pacific Road Capital Management GP II Limited (a Cayman Islands company) as general partner of Pacific Road Resources Fund II L.P. and Pacific Road Capital II Pty Limited (an Australian company) as trustee of Pacific Road Resources Fund II.

 

Performance rights on issue (unlisted)

Number Subject to vesting conditions Expiry
8,727,959 No, but remain subject to valid exercise Either 30 September 2025, 30 September 2026, 30 September 2027 or 30 September 2028, unless exercised beforehand
63,745,779 Yes, subject to the terms of the Base Resources Long Term Incentive Plan Performance rights that vest in accordance with their terms at the end of their 3-year performance period, expire 5 years after such vesting.  Performance rights that do not vest are forfeited.

 

 

Restrictions on Trading of Securities

There are currently no restrictions on the transfer of shares.

 

Nominated Adviser and Joint UK Corporate Brokers

The Company’s Nominated Adviser and joint UK Corporate Broker is:

Canaccord Genuity Limited
88 Wood Street
London EC2V 7QR

The Company’s joint UK Corporate Broker is:

Berenberg, Gossler & Co. KG, London Branch
60 Threadneedle St
London EC2R 8HP

 

Periodic Reports

Click here for Quarterly Reports
Click here for Half Year Reports
Click here for Annual Reports

 

Announcements

Click here for ASX Releases