TIDMPOG
RNS Number : 4170Y
Petropavlovsk PLC
14 January 2022
14 January 2022
Petropavlovsk PLC
Resolution 19 Final Report
Petropavlovsk PLC ("Petropavlovsk" or the "Company" or, together
with its subsidiaries, the "Group") today announces that KPMG has
published its final report (the "Report") on its forensic
investigation into certain historical transactions undertaken by
the Company and its subsidiaries, and IRC Ltd and its subsidiaries,
focused on but not limited to a period of three years to August
2020.
The investigation, principally into related party transactions,
was proposed at the Requisitioned General Meeting on 10 August 2020
and approved by 84% of shareholders. Publication of the Report
follows the release of an interim report by KPMG on 24 June
2021.
A copy of the report is available to shareholders at
https://petropavlovskplc.com/investors/resolution19/
The Report has identified a number of potential issues with
historical transactions and payments involving the Group with an
estimated value of USD 302.4 million. These issues include
potentially undisclosed related parties and conflicts of interest
among the Group's counterparties in several categories of
transactions, including:
-- The apparent inflated costs of mining licences through pre-acquisitions;
-- Transactions with entities related to Petropavlovsk and IRC senior management;
-- Expenses paid by the Group potentially for the benefit of
entities related to senior management;
-- Former Group investments where monies or value may have been
diverted to the benefit of entities related to senior management;
and
-- Other transactions of potential concern.
The Report does not draw conclusions on specific wrongdoing but
does establish some clear patterns of inappropriate behaviour and
points to possible lapses in corporate governance and controls
during the period in question.
The Company will continue to review the KPMG findings together
with legal counsel and take any appropriate action available to it
with regards to the content of the report.
James W Cameron Jr, Chairman, said: "With the publication of
this report, we hope to draw a line under the corporate governance
lapses that, in the past, may have permitted individuals within the
Company to personally benefit from corporate transactions. As I
stated following the release of the interim report in June, we have
been working diligently over the course of this year to install new
rules, policies and procedures and stricter controls while
strengthening internal audit functions, improving transparency
within the management structure, and instilling a culture of zero
tolerance for improper business practices. We look to the future
with confidence that the business practices described in the report
cannot and will not be repeated."
This announcement contains inside information.
About Petropavlovsk
Petropavlovsk PLC (LSE: POG. MOEX: POGR) is a major integrated
Russian gold producer with JORC Resources of 19.50Moz Au which
include Reserves of 7.16Moz Au. Following its IPO on the
Alternative Investment Market (AIM) in 2002, Petropavlovsk was
promoted to the London Stock Exchange in 2009, where today it is a
Premium Listed company and a constituent of the FTSE 250, FTSE 350,
and FTSE All Share indices. The Company's shares also trade on the
Moscow Exchange and are a constituent of the RTS Index and MOEX
Index.
The Company's key operating mines (Pioneer, Malomir and Albyn)
and its Pokrovskiy Pressure Oxidation (POX) Hub are located in the
Amur Region in the Russian Far East. Petropavlovsk has produced a
total of c.8.6Moz of gold since operations began in 1994 and has a
strong track record of mine development, expansion, and asset
optimisation.
Petropavlovsk is one of the region's largest employers and one
of the largest contributors to the sustainable development of the
local economy.
For more information
Please visit www.petropavlovskplc.com or contact:
Petropavlovsk PLC +44 (0) 20 7201 8900
John Mann / Max Zaltsman TeamIR@petropavlovskplc.com
Hudson Sandler +44 (0) 20 7796 4133
Charlie Jack / Elfie Kent Petropavlovsk@hudsonsandler.com
Cautionary note on forward-looking statements
This release may include statements that are, or may be deemed
to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms "believes", "estimates", "plans",
"projects", "anticipates", "expects", "intends", "may", "will" or
"should" or, in each case, their negative or other variations or
comparable terminology, or by discussions of strategy, plans,
objectives, goals, future events or intentions. These
forward-looking statements include all matters that are not
historical facts. They appear in a number of places throughout this
release and include, but are not limited to, statements regarding
the Group's intentions, beliefs or current expectations concerning,
among other things, the future price of gold, the Group's results
of operations, financial position, liquidity, prospects, growth,
estimation of mineral reserves and resources and strategies, and
exchange rates and the expectations of the industry. By their
nature, forward-looking statements involve risk and uncertainty
because they relate to future events and circumstances [outside the
control of the Group. Forward-looking statements are not guarantees
of future performance and the development of the markets and the
industry in which the Group operates may differ materially from
those described in, or suggested by, any forward- looking
statements contained in this release. In addition, even if the
development of the markets and the industry in which the Group
operates are consistent with the forward-looking statements
contained in this release, those developments may not be indicative
of developments in subsequent periods. A number of factors could
cause results and/or developments to differ materially from those
expressed or implied by the forward-looking statements including,
without limitation, general economic and business conditions,
demand, supply and prices for gold and other long-term commodity
price assumptions (and their effect on the timing and feasibility
of future projects and developments), trends in the gold mining
industry and conditions of the international gold markets,
competition, actions and activities of governmental authorities
(including changes in laws, regulations or taxation), currency
fluctuations (including as between the US Dollar and Rouble), the
Group's ability to recover its reserves or develop new reserves,
changes in its business strategy, any litigation, and political and
economic uncertainty. Except as required by applicable law, rule,
or regulation (including the Listing and Disclosure Guidance and
Transparency Rules), the Group does not undertake any obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. Past
performance cannot be relied on as a guide to future performance.
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END
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