Scandal-plagued MinRes on the hunt for new board blood as yet another director quits
Chris Ellison-led Mineral Resources says it is close to appointing a new chair even as another director has walked away from the scandal-plagued miner.
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The exit of another Mineral Resources director has fuelled concern about a divided board as the company prepares to appoint a new chair and seeks to bolster its depleted ranks that are light on for mining experience.
The board continued to unravel on Wednesday when non-executive director Denise McComish became the latest to depart effective immediately.
Her exit comes a week after Jacqueline McGill and Susie Corlett resigned from the company, which is under investigation by the Australian Securities & Investments Commission over a tax evasion scheme, disclosure standards, related party transactions and other scandals involving managing director Chris Ellison.
The three directors who have quit were members of the independent ethics and governance committee set up five months ago to oversee the company’s compliance with governance standards and to ensure it met legal and ethical standards.
It is understood MinRes is on track to name a new chair – who comes without MinRes baggage – sometime in May and is on the hunt for new directors willing to step into the breach at the troubled company.
The resignations over the past week have left just six directors on the board, including departing chair James McClements and Mr Ellison.
The others include former cricketer Justin Langer, businesswoman Xi Xi, Indigenous leader and former public servant Colleen Hayward and Zimi Meka, the founder of the Ausenco engineering business sold by Mr McClements’ Resource Capital Funds for $US578m in 2023.
Ms McComish joined the MinRes board in December 2023 and also serves as a non-executive director of at Gold Road Resources, Web Travel Group, Synergy and Beyond Blue.
MinRes said the board nominations committee, with the support of Korn Ferry, was well progressed in the appointment of a new chair this quarter.
“The board and new chair will review the board composition and prioritise the appointment of new directors,” the company said.
“The board’s committee structure and composition will also be reviewed under a new chair. The ethics and governance committee will be maintained and the whole board is committed to continued best-practice corporate governance.”
Last week’s resignations came as proxy advisers turned up the heat on MinRes directors who sit on other boards.
The proxy adviser pressure reflects the extent of the governance issues at the Perth-based mining services provider, and iron ore and lithium producer.
Ms McGill, Ms Corlett and Ms McComish were tasked with MinRes getting its house in order. They were among the directors kept in the dark by Mr Ellison about a confidential settlement with the tax office over a scheme that involved a company registered in the British Virgin Island.
The ethics and governance committee was set up last November after revelations about Mr Ellison’s involvement in the tax evasion scheme, misuse of company funds and third-party transactions involving members of his family.
The committee headed by the three directors was tasked with reviewing related party transactions involving Mr Ellison and overseeing internal and external investigations, including whistleblower reports and ethical breaches.
In mid February, MinRes released a statement saying the committee had reviewed governance issues and the board did not intend to take any further action against Mr Ellison.
“Mr Ellison has given assurances to the board that he never intended to obtain personal gain at the expense of the company and its shareholders. Mr Ellison has now paid the financial penalty of $3,790,607 announced previously,” MinRes said at the time.
More eyebrows were raised over MinRes’ disclosure standards this month when The Australian revealed the company was at war with oil and gas giant Chevron and the WA government over shipping levies on every tonne of iron ore it exports from the Port of Ashburton in WA.
MinRes said it opted to not disclose the levies or a legal dispute over payment to the market because it considered the charges invalid.
The levies are the latest blow to the company’s Onslow Iron project. The success of Onslow Iron – already facing cost blowouts and production downgrades amid big question marks over a 150km-long haul road connecting mining operations to the port facilities – is crucial to MinRes’ survival and thousands of jobs as it teeters under a $5.8bn debt pile.
Mr Ellison has agreed to exit as managing director by April next year and has been selling some of his privately owned assets in Perth.
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Originally published as Scandal-plagued MinRes on the hunt for new board blood as yet another director quits