The Financial Services Board (“FSB”) is an independent institution, established by statute to oversee the South African non-banking financial services industry in the public interest, and fully funded by fees and levies imposed on this industry. The FSB has developed and maintained a strong, effective presence in the regulatory field in South Africa and internationally while working closely with its counterparts elsewhere in Africa to establish solid regulatory frameworks.
It is in this field of regulatory compliance that the SSC is developing a relationship with the FSB with the objective of promoting SAMCODE compliance by Minerals Companies across all current (and future) registered stock exchanges in South Africa.
Johannesburg Stock Exchange
The JSE maintains two Reader’s Panels which review all Competent Persons Reports, Mineral Asset Valuation Reports and Qualified Reserve Evaluators Reports submitted to the JSE Limited. Such reports are reviewed for compliance with the JSE Listing Requirements that incorporate the relevant SAMCODES and any other code recognised by the JSE for secondary listings, if required. Members of the Reader’s Panels are appointed by the JSE, based on submissions through the SSC and are recognised experts in the commodity and deposit under consideration.
There are separate Readers Panels for Solid Minerals reporting according to SAMREC/SAMVAL and for Oil & Gas reporting according to SAMOG.
From 2000 up to the end of 2015, the Solid Minerals Panel is recorded as having received 177 CPRs for review. On a commodity basis: 43 were for platinum group minerals, 32 for non-metallic minerals, 29 for gold (of all types), 21 for coal, 16 for diamonds (kimberlitic, alluvial and marine), 13 for base metals, 10 for chromitite, five for ferrous metals, four for uranium, two for tin and, two for antimony.
2015/2016 Mineral Company Integrated Annual Report Review.
During the 2015 review cycle, 26 Annual Integrated Reports were reviewed by the Panel. Only three companies received a clean bill of health; while two companies failed badly, having 19 and 16 instances of non-compliance respectively.
The main areas of non-compliance (according to Section 12 of the JSE Listing Requirements) noted, related to the reporting requirements for Mineral Resources and Mineral Reserves:
- In particular Sections 12.11 (i) (4) and (5), and 12.11 (iii) (5) and (6) were where companies fell short of compliance.
- The most serious non-compliance related to incorrectly stated Mineral Resource and Mineral Reserve statements, mostly in tables, but elsewhere in the document as well.
- In many cases companies did not fully disclose the details of the Lead Competent Person called for in 12.11 (i) (5).
- Non-compliance was also noted in the failure to disclose the methods and key assumptions and parameters by which the Mineral Resources and Mineral Reserves were estimated 12.11 (iii) (7).
- When it came to reporting Exploration Results, which affected five of the reporting companies; it was apparent that these companies did not fully understand what was required of them.
Review of CPRs reviewed by the Panel in 2015
Eleven Competent Persons’ Reports were reviewed by the Panel in 2015, covering a variety of commodities:
- Only two CPRs were cleared on the first submission.
- Four CPRs were cleared for release after one revision, which mostly comprised a number of editorial and other corrections.
- One CPR required two submissions. Numerous areas of non-compliance and editorial corrections were called for before the report was approved for release.
- A voluminous, multi-author, CPR required the attention of three Readers. Copious technical and editorial errors were noted, particularly in the mining and metallurgical sections of the report. Compliance issues relating to the sampling and estimation of Mineral Resources and Mineral Reserves required further explanation and clarification. The report was released after three submissions.
- Another CPR also required three submissions before it was signed off. The Reader raised numerous concerns in respect of exploration methods, estimation and terminologies. Various other issues were also raised in respect of the project valuation.
- One CPR was resubmitted four times before it was finally cleared for release. The main areas of concern to the Panel were;
- That the Lead competent Person responsible for signing off the CPR could not be identified; and
- Inadequate disclosure relating to Resources potentially affected by environmental constraints.
Oil & Gas
During 2015, only one QRE document was received in respect of an unconventional gas project.