Board of Directors

The Board comprises eight directors of which one is Executive Director, four are Non-executive Directors and three are Independent Non-executive Directors.

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With effect from 1 January 2020, the Board comprises eight directors of which one is Executive Director, four are Non-executive Directors and three are Independent Non-executive Directors.

The members of the Board are as follows:

Chairman

Mr Guo, aged 55, was appointed as a Non-executive Director and the Chairman of the Company in February 2017. Mr Guo is a director and the President of China Minmetals Corporation (CMC), the Chairman of China Minmetals Corporation Limited (CMCL), as well as the Chairman of China Metallurgical Group Corporation (MCC Group) since May 2016, June 2018 and August 2014, respectively. Mr Guo graduated from Hebei University of Science and Technology in the People’s Republic of China (PRC) with a Bachelor’s degree in Business Administration. He also holds an executive MBA degree from Tsinghua University in the PRC. From 1994 to 2002, Mr Guo served as the deputy director and, subsequently, the director of Hebei Province Highways Authority, the Chairman and the General Manager of Hebei Province Highways Development Company Limited, and the director of Hebei Province Ports Authority. From 2002 to 2008, he served as an executive director and the Deputy General Manager of CRBC International Co., Ltd. From December 2008 to July 2012, Mr Guo served as a director of Metallurgical Corporation of China Ltd. (MCC) (a company listed on The Stock Exchange of Hong Kong Limited (Hong Kong Stock Exchange) and the Shanghai Stock Exchange), and a director of MCC Group. From July 2012 to August 2014, he held positions as the Vice Chairman and the General Manager of MCC Group. Mr Guo served as the Chairman of MCC since September 2013. From August 2014 to April 2015, he served as the General Manager of MCC Group.

Executive Director

Mr Gao, aged 50, was appointed as the Chief Executive Officer (CEO) of the Company and redesignated from a Non-executive Director to an Executive Director of the Company in August 2018. He served as a Non-executive Director of the Company from April 2011 to July 2018. Mr Gao was a member of the Company’s Audit Committee, Governance and Nomination Committee, Remuneration Committee and Risk Management Committee from May 2013, February 2017, August 2015 and October 2015 to July 2018 respectively. Mr Gao is also a director of a subsidiary of the Company. Mr Gao was appointed as a director of China Minmetals Non-ferrous Metals Company Limited (CMN) in February 2016. He is a director of certain subsidiaries of CMC, including Top Create Resources Limited (Top Create) since February 2012. Mr Gao was also appointed as the Chairman of Copper Partners Investment Co., Ltd. (Copper Partners Investment) in July 2016, and of Album Enterprises Limited (Album Enterprises) in May 2016. Mr Gao 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 and its subsidiaries (CMC Group) in 1993. He worked in the Futures department of China Nonferrous Metals Import and Export Corporation from 1993 to 1997. Mr Gao was the General Manager of the Risk Management department of CMN from 2000 to 2009, the Vice President of CMN from January 2008 to February 2016 and the President of CMN from February 2016 to August 2018. He was also the Vice President of China Minmetals Non-ferrous Metals Holding Company Limited (CMNH) from January 2011 to January 2016.

Non-executive Director

Mr Jiao, aged 51, was redesignated from an Executive Director and CEO to a Non-executive Director of the Company in August 2018. Prior to his redesignation, he was an Executive Director and the CEO of the Company from February 2017 to July 2018, the Chairman of the Company from August 2014 to February 2017 and a Non-executive Director of the Company from December 2010 to February 2017. Mr Jiao is a member of the Company’s Governance, Remuneration and Nomination Committee. Mr Jiao was reappointed as Vice President of CMC and designated as director and the President of CMCL in August 2018. He was appointed as the Chairman of CMN in February 2016, and has been a director of CMN since December 2009. Mr Jiao has also been a director of HNG since July 2010. Mr Jiao holds a Bachelor’s degree in International Economics from the Nankai University in the 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 the 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 CMNH from December 2009 to February and January 2016, respectively. Mr Jiao was the Vice President of CMC from December 2015 to January 2017. He was also a director of China Minmetals H.K. (Holdings) Limited (Minmetals HK) from August 2016 to March 2017. Mr Jiao was the Chairman of China Minmetals Rare Earth Co., Ltd (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 a director of Jiangxi Tungsten and China Minmetals Rare Earth Group Co. Ltd from November 2009 to August 2014 and from December 2011 to September 2016 respectively. Mr Jiao was also the Chairman of Album Enterprises and a director of Top Create from November 2011 to May 2016 and from February 2012 to May 2016 respectively. He resigned as the Chairman of Copper Partners Investment in July 2016.

Non-executive Director

Mr Zhang, aged 53, was appointed as a Non-executive Director of the Company in February 2017. He is a member of the Company’s Audit and Risk Management Committee. Mr Zhang has been the General Manager of the Finance Department of CMC since January 2016, a director of CMNH and CMN since February 2016, and a director of Minmetals HK since August 2016. He was appointed as a director of Minmetals Capital Company Limited and Minmetals Innovative Investment Co., Limited in April 2017 and July 2017 respectively. Mr Zhang was also appointed as the Chairman of Minmetals Finance Co., Ltd. in September 2018. He was the Vice Chairman and a director of Xiamen Tungsten Co. Ltd (a company listed on the Shanghai Stock Exchange) from January 2014 to December 2014. Mr Zhang was also a director of HNG from August 2013 to January 2017 and a director of China Tungsten and Hightech Materials Co., Ltd. (a company listed on the Shenzhen Stock Exchange) from June 2016 to November 2018. Mr Zhang graduated from Zhejiang Metallurgical Economy College in the PRC, majoring in Financial Accounting. He also obtained a Master’s degree in Economics from Wuhan University of Technology in the PRC. Mr Zhang started his career at China National Nonferrous Metals Import and Export Corporation, working as the Financial Accountant since 1987. From 1997 to 2000, he served as the Deputy Chief of the Finance Division of China National Nonferrous Metals Industry Trading Group Corporation. From 2000 to 2002, Mr Zhang served as the Assistant General Manager of the Finance Department of China National Nonferrous Metals Industry Trading Corporation. He also served as the Assistant General Manager (from April 2002 to March 2003) and the Deputy General Manager (from March 2003 to October 2005) of the Finance Department of CMN. From October 2005 to May 2013, Mr Zhang was the Deputy General Manager of the Finance Department of CMC. From May 2013 to December 2015, he served as the Vice President and the Chief Financial Officer of CMN and CMNH. From December 2015 to January 2016, Mr Zhang was the acting Deputy General Manager of the Finance Department of CMC. From December 2016 to August 2018, he was a director of Minmetals Development Co., Ltd.

Non-executive Director

Mr Xu, aged 51, was redesignated from an Executive Director to a Non-executive Director of the Company with effect from 1 January 2020. Prior to his redesignation, he was an Executive Director and Executive General Manager of the Company with responsibilities for Strategic Planning, China and Group Strategy, China and Strategy, Marketing and Risk and Commercial from May 2013 to December 2019. Mr Xu was also a Non-executive Director of the Company from May 2009 to May 2013. He is a member of the Company’s Audit and Risk Management Committee and the Governance, Remuneration and Nomination Committee. 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, a fellowship member of the Certified General Accountants Association of Canada and a chartered professional accountant member of the Chartered Professional Accountants of British Columbia, Canada. Mr Xu has extensive experience in accounting and corporate financial management. Mr Xu joined the CMC Group in 1991, holding a number of management roles from 1997 in various Finance departments. He was the Vice President and Chief Financial Officer (CFO) of China Minmetals Non-ferrous Metals Co. Ltd. (CMN) between 2005 and 2013. Mr Xu has been a director of CMN since February 2016.

Independent Non-executive Director

Dr Cassidy, aged 73, was appointed as an Independent Non-executive Director of the Company in December 2010. He is the Chairman of the Company’s Governance, Remuneration and Nomination Committee and a member of Audit and Risk Management Committee. Dr Cassidy is a metallurgical engineer with more than 45 years’ experience in the resource and energy sectors, including more than 25 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); Energy Developments Limited (2003 to 2009) and Kerry Gold Mines Limited (2010 to 2018). 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.

Independent Non-executive Director

Mr Leung, aged 68, was appointed as an Independent Non-executive Director of the Company in July 2012. He is a member of the Company’s Audit and Risk Management Committee and Governance, Remuneration and Nomination Committee. Mr Leung is a solicitor admitted to practise law in Hong Kong, England and Wales, and Victoria and the Australian Capital Territory in 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. Mr Leung was an independent non-executive director of Bank of China Limited (a company listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange) from September 2013 to September 2019.

Independent Non-executive Director

Mr Chan, aged 68, was appointed as an Independent Non-executive Director, the Chairman of the Audit and Risk Management Committee and a member of the Governance, Remuneration and Nomination Committee of the Company in December 2019. Mr Chan has served as an independent non-executive director of MCC (a company listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange) since November 2014 and has been an independent non-executive director of China Railway Signal & Communication Corporation Limited (a company listed on the Shanghai Stock Exchange) since August 2018. He was also an independent non-executive director of CRRC Corporation Limited (a company listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange) from May 2015 to May 2018. Mr Chan graduated from Hong Kong Polytechnic majoring in accounting. He is a member of Hong Kong Institute of Certified Public Accountants, a fellow member of the Association of Chartered Certified Accountants of the United Kingdom, an associate member of the Institute of Chartered Secretaries and Administrators of the United Kingdom, and a member of CPA Australia. From January 1994 to December 2008, Mr Chan served as Beijing-based managing partner of the Tax and Investment Advisory Service Department and then managing partner of the NPA Transaction Advisory Service Department of Ernst & Young. He also served as member of the executive committee of the Hong Kong Chamber of Commerce in China from 1996 to 2003 and the Chairman of Hong Kong Chamber of Commerce in China in 2000 and 2003.
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