Ferrexpo PLC Conclusions of the Independent Review Committee (6335K)
30 8월 2019 - 3:04PM
UK Regulatory
TIDMFXPO
RNS Number : 6335K
Ferrexpo PLC
30 August 2019
30 August 2019
FERREXPO plc
("Ferrexpo", the "Group" or the "Company")
Conclusions of the Independent Review Committee
As previously announced, the Company established the Independent
Review Committee (IRC) to carry out an independent review into the
use of funds donated by Ferrexpo to the Blooming Land Charity (the
"Charity"). The work of the IRC and its advisers has been conducted
in accordance with terms of reference approved by the Board (as
detailed in the Group's 2018 Annual Report and Accounts) and has
included a forensic review undertaken by BDO LLP, a review of
relevant documentation, interviews with Ferrexpo employees and
directors, correspondence with the Charity and other third parties
and advice from legal counsel in the UK and Ukraine.
Whilst a significant amount of work has been undertaken by the
IRC and its advisers, it has not been possible to explain a number
of discrepancies outlined in the 2018 Annual Report relating to the
Charity and its use of funds donated by Ferrexpo. As a result, the
IRC has been unable to conclude as to the ultimate use of all of
the funds by the Charity, a third party. Indications therefore
remain that some of the funds could have been misappropriated. The
Board is considering further steps in this regard.
To assist the Committee in its deliberations, the IRC has
received a report from its advisers. After careful consideration of
the report together with the work of the IRC itself, the IRC is
satisfied that none of Ferrexpo's directors, management or
employees have had any involvement in any possible misappropriation
of funds.
The IRC re-affirms that the Charity is not a related party of
the Group, its Chief Executive Officer (the majority shareholder of
Ferrexpo) or its executive management, as defined under applicable
accounting standards or Chapter 11 of the Listing Rules.
The IRC has now completed its work. The Company is aware of
various tax and other investigations in Ukraine in connection with
the above matters. The monitoring of these, and any other ongoing
matters arising from the report, will now be taken forward by the
Committee of Independent Directors. The Company will keep the
market informed of any developments, as appropriate.
The Board of Ferrexpo is committed to the highest levels of
corporate governance and transparency. Having suspended donations
to the Charity in May 2018, the Group has now terminated its
relationship with the Charity. Should the Company resume any
national CSR programme in Ukraine, the Board will ensure adherence
to the highest standards of diligence, oversight, governance and
reporting.
Since the establishment of the IRC in February 2019, the Company
has appointed two new Independent directors to the Board, both of
whom joined the IRC: Graeme Dacomb as Chair of the Audit committee
and Fiona MacAulay as Chair of the Remuneration committee. The
Company also appointed Vitalii Lisovenko as Senior Independent
director. In July 2019, Ferrexpo appointed Baker Tilly
International as its new auditor.
For further information contact:
Ferrexpo:
Ingrid McMahon +44 207 389 8304
Maitland/AMO:
Neil Bennett +44 207 379 5151
Notes to Editors:
Ferrexpo is a Swiss headquartered iron ore company with assets
in Ukraine. It has been mining, processing and selling high quality
iron ore pellets to the global steel industry for 40 years.
Ferrexpo's resource base is one of the largest iron ore deposits in
the world. In 2018, the Group produced 10.6 million tonnes of
pellets, a 2% increase compared to 2017, ranking it as the 3rd
largest exporter of pellets to the global steel industry with a
market share of approximately 8%. Ferrexpo has a diversified
customer base supplying steel mills in Austria, Germany, Japan,
South Korea, Taiwan, China, Slovakia, the Czech Republic, Turkey,
Vietnam and America. Ferrexpo has a premium listing on the main
market of the London Stock Exchange under the ticker FXPO. For
further information, please visit www.ferrexpo.com
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END
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