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Changes to the Board

Published: 2022-04-28 06:00:00 ET

MC Mining Limited (JSE:MCZ) News - Changes to the Board

MC Mining Limited
Previously Coal of Africa Limited
(Incorporated and registered in Australia)
Registration number ABN 008 905 388
ISIN AU000000MCM9
JSE share code: MCZ
ASX/AIM code: MCM
                                                                 28 April 2022


CHANGES TO THE BOARD

MC Mining Limited (MC Mining or the Company) announces changes to its board of directors.


The Company announced on 11 April 2022 that Mr Nhlanhla Nene and Mr Godfrey Gomwe had been
elected as directors of the Company, with their appointments being subject to completion of the due
diligence required by the AIM Rules for Companies, AIM Rules for Nominated Advisers and approval
by Strand Hanson, the Company's Nominated Adviser. The Company is pleased to confirm that the
afore-mentioned processes for both Mr Nene and Mr Gomwe have now been completed.


Appointment of Chairman and Chief Executive Officer
MC Mining’s Board has appointed Mr Nene as Chairman and Mr Gomwe as Chief Executive Officer
(CEO). Mr Nene replaces Mr Khomotso Mosehla, who served as the interim Chairman following Mr
Bernard Pryor’s resignation, as announced by the Company on 11 March 2022. Mr Gomwe has been
appointed as MC Mining’s Managing Director and CEO following the resignation of Executive Director
and interim CEO, Mr Sam Randazzo. The material terms agreed with regards to Mr Randazzo’s
resignation, as well as Mr Gomwe’s employment agreement are noted in Annexure A.


Appointment of Non-Executive Director

The Company has also appointed Mr Mathews Senosi as a Non-Executive Director with immediate
effect. This appointment follows the Company’s issue of 38,363,909 ordinary shares to Senosi Group
Investment Holdings (Pty) Ltd, as announced on 6 April 2022. Mr Senosi is a qualified mining engineer
(University of the Witwatersrand) with over 25 years’ experience in mining and project execution.
Mathews gained experience at Anglo Coal before successfully pursuing personal business interests
in mining, engineering and consulting as well as civil and construction projects, and was a key
contributor in the successful execution of numerous coal mining projects. Mr Senosi has extensive
experience in opencast and underground coal mining and is the CEO of the Overlooked Mining Group
which produces over 7.5 million tonnes per annum of thermal coal for the export and domestic
markets.


Commenting today, MC Mining’s Chairman, Nhlanhla Nene, said: “I congratulate Mr Gomwe on his
appointment as Managing Director and CEO. Godfrey brings a wealth of mining, commercial, financial
and leadership expertise, and his extensive skills will be invaluable to MC Mining as we complete the
Makhado funding package with a view to commencing construction later in CY2022. The Board also
welcomes Mr Senosi’s appointment and looks forward to his contribution in taking MC Mining
forward to achieve its objectives and vision.”


Additional Information
The following additional information is provided in accordance with paragraph (g) of Schedule Two
of the AIM Rules for Companies.


Nhlanhla Musa Nene (aged 63)

Current Directorships/Partnerships                    Past Directorships/Partnerships (last five years)

Arise BV                                              Allan Gray Group (Pty) Ltd
Access Bank South Africa Ltd                          Allan Gray Life Ltd
Africa Cup of Nations 2013 Local Organising           Allan Gray Unit Trust Management Pty Ltd
Committee South Africa(1)
Babiro Property Holdings CC                           Empact Group Pty Ltd
BDB Agricultural Supplies CC                          Grocapital Holdings Ltd
Little Elephant Training Centre for Early Education   Grow Fresh Produce Agents (Pty) Ltd
Main Street 1532 Pty Ltd                              Motsamayi Corridors Company (Pty) Ltd
The Council for Health Service Accreditation of
Southern Africa
Thebe Investment Corporation (Pty) Ltd



Godfrey Gomwe (aged 66)
                                                                                                         
Current Directorships/Partnerships                    Past Directorships/Partnerships (last five years)

AECI Limited                                          Lashka 167 Proprietary Limited
Anduro Investments (Pvt) Limited                      Lashka 168 Proprietary Limited
Bermod Investments (Pvt) Limited                      Thebe Mining Resources (Pty) Limited
Blue Hills Ventures (Pty) Limited                     Promiguard Pty Ltd
Econet Wireless Zimbabwe Limited
Intaba Mountain Resources (Pty) Limited
K2014197565 Pty Ltd
Marimba Global Investors (Pty) Limited
Masakane Resources Investments (Pty) Limited
Matinex (Pty) Limited
MERB Pty Ltd
Money for Jam Investments 42 (Pty) Limited
Olive Trust
One4Two (Pty) Limited
Orion Minerals Limited
Pinda Mzala Investments (Pty) Limited
Seriti Coal (Pty) Limited
Seriti New Largo Pty Limited
Seriti Resources Holdings Limited
Southern Sphere Platinum (Pty) Limited
Studio 521 Investments CC
The Meat Block Pty Limited
Thebe Investment Corporation Pty Limited
Tshikululu Social Investments NPC
Tshikululu Trust
Ubhejane Resource Investment (Pty) Limited
Vergelegen Wines (Pty) Limited
VV Enterprise (Pty) Limited
Wheat Sheaf Investments (Pty) Limited


Ontiretse Matthews Senosi (aged 44)

Current Directorships/Partnerships                     Past Directorships/Partnerships (last five years)

Balindi Mining (Pty) Ltd                               Coalcor Mining (Pty) Ltd
Blue Mining Services (Pty) Ltd                         Emang One Resources (Pty) Ltd
Bochabela Mining (Pty) Ltd                             Klipbank Mining (Pty) Ltd
CMS Alpha (Pty) Ltd                                    Kuruman Manganese Mining Contractors (Pty) Ltd(2)
Dalirox (Pty) Ltd                                      Sango Elihle Trading and Projects CC
Dorstfontein Coal Mines (Pty) Ltd
Dreamworks Haven Investments (Pty) Ltd
Evening Shade Properties 126 (Pty) Limited
Forzando Coal Mines (Pty) Ltd
G and B Coal Mining (Pty) Ltd

                                                                                                   
Current Directorships/Partnerships                     Past Directorships/Partnerships (last five years)

Grazigen (Pty) Ltd
Ithemba Farm (Pty) Ltd
J A Engineering Works (Pty) Ltd
JCI Mining (Pty) Ltd
Katlego Coal (Pty) Ltd
Matubatuba Mining (Pty) Ltd
Newcastle Coal Mines (Pty) Ltd
Ontikea Commodities (Pty) Ltd
Overlooked Colliery (Pty) Limited
Overlooked Colliery Alpha (Pty) Ltd
Overlooked Group Management Services (Pty)
Limited
PCD Eleazer Gold (Pty) Ltd
Sailfish Holdings (Pty) Ltd
Sazi Coal (Pty) Ltd
SBS Mining (Pty) Limited
Senocha Quarries (Pty) Ltd
Senosi Group Investments Holdings (Pty) Ltd
Senosi Trading (Pty) Limited
SM Metals Exploration (Pty) Ltd
Soft Wink Properties (Pty) Limited
Tumelo Coal Mines (Pty) Ltd
Zelpy Gold Mine (Pty) Ltd


Note:
(1) South Africa’s company registry notes that Mr Nene’s directorship role with Africa Cup of Nations 2013 Local
Organising Committee South Africa is current. However Mr Nene resigned from this position in 2014 and steps
are being taken to update the records accordingly.
(2) South Africa’s company registry notes that Mr Senosi was a director of Kuruman Manganese Mining
Contractors (Pty) Ltd until 2020. However Mr Senosi believes that the filings were made erroneously and steps
are being taken to update the records accordingly.


Through Senosi Group Investment Holdings (Pty) Ltd, Mr Senosi is beneficially interested in 38,363,909
Ordinary Shares in the Company.


Other than the information contained within this announcement, there is no further information
required to be disclosed pursuant to paragraph (g) of Schedule Two of the AIM Rules.

Authorised by
Nhlanhla Nene
Chairman

                                                                                                              
This announcement has been approved by the Company’s Disclosure Committee.

For more information contact:
Tony Bevan                         Company Secretary              Endeavour Corporate           +61 08 9316 9100
                                                                  Services

Company advisors:
James Harris / James Dance         Nominated Adviser             Strand Hanson Limited          +44 20 7409 3494


Rory Scott                         Broker (AIM)                  Tennyson Securities Limited    +44 20 7186 9031
James Duncan                       Financial PR (South Africa)   R&A Strategic                  +27 11 880 3924
                                                                 Communications
Investec Bank Limited is the nominated JSE Sponsor

About MC Mining Limited:

MC Mining is an AIM/ASX/JSE-listed coal exploration, development and mining company operating in South Africa. MC
Mining’s key projects include the Uitkomst Colliery (metallurgical and thermal coal), Makhado Project (hard coking coal).
Vele Colliery (semi-soft coking and thermal coal), and the Greater Soutpansberg Projects (coking and thermal coal).

Statements of intention

Statements of intention are statements of current intentions only, which may change as new information becomes available
or circumstances change.

                                                                                                                       
Annexure A

All amounts are in South African Rand unless otherwise stated.

Sam Randazzo: Resignation Agreement

-   27 April 2022 effective resignation date
-   No bonus is payable following Mr Randazzo’s resignation
-   Performance Rights: 4,871,406 vested performance rights
    Shareholders approved the granting of performance rights to Mr Randazzo at the 2021 Annual
    General Meeting. These rights were granted under the terms of the Company’s Performance
    Rights Plan. Mr Randazzo is considered a ‘Good Leaver’ in terms of the Performance Rights Plan
    and the MC Mining Board approved that the 4,871,406 unvested performance rights vested on
    his resignation as a director of the Company.

Godfrey Gomwe: Appointment Agreement

-   CEO commencement date of 27 April 2022
-   Annual gross base remuneration of R5,724,500
-   Annual bonus which is an amount of up to 100% of base remuneration, dependent on business
    performance and board approval
-   The employment contract is open-ended but includes a notice period of six months
-   Performance Rights:
    Mr Gomwe as CEO is eligible to be issued performance rights under the Company’s Performance
    Rights Plan. Any such issue would be subject to ongoing employment as well as shareholder
    approval.




                                                                                                

Date: 28-04-2022 08:00:00
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