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Directors’ report



Events subsequent to period end

Subsequent to the year end, on 4 November 2015 the

Company announced that it had entered into a convertible

note facility agreement for up to $15 million to fund

the development of the Isabel Nickel Project through a

strategic partnership with experienced resource venture

capitalist and project incubator InCoR Holdings Plc


As part of the agreement, Axiom issued one secured

convertible note with a face value of $5,000,000,

convertible to a maximum issue of 13,513,514 fully paid

ordinary shares based on a conversion price of $0.37 per


The note is for the period of 24 months with interest rate of

6% per annum payable in advance for the first 12 months

and thereafter quarterly in advance. Interest obligations

have been satisfied by the issuing shares at a fixed price

of $0.37. The facility is secured through the first ranking

charge over Axiom’s assets in Australia and Hong Kong.

At the Extraordinary General Meeting held on 15 October

2015, the shareholders approved the issue of the 150,000

Performance Rights to the newly-appointed director,

Mr Jeremy Gray.

Apart from the matters mentioned above, no other matters

or circumstances have arisen since 30 September 2015

that significantly affected or could significantly affect the

operations of the Consolidated Group in future years.

Proceedings on behalf of Company

Axiom had a resounding High Court victory against

SMM Solomon Limited (‘Sumitomo’) in September 2014

in relation to the validity of the Prospecting Licence and

50-year registered lease over the land covering the Isabel

Nickel Project.

On 27 October 2014, Sumitomo filed a notice of appeal

in response to the High Court trial judgement, which was

heard between 26 May 2015 and 5 June 2015 in the Court

of Appeal of Solomon Islands.

The Court of Appeal has reserved judgement and no

ruling has been handed down at the date of this report.

Apart from the matters discussed, no person has applied

for leave of court to bring proceedings on behalf of the

Company or intervene in any proceedings to which the

Company is a party for the purpose of taking responsibility

on behalf of the Company for all or any part of such


Remuneration report

The Remuneration Report sets out information relating

to the remuneration of the Company’s non-executive

Directors and key management personnel. Key

management personnel include the CEO as Executive

Director, the Chief Financial Officer (‘CFO’), Corporate

Affairs Manager, Corporate Development & Strategy

Manager and Executive General Manager – Mining


a. Details of specified Directors and specified


i. Specified Directors

Mr Stephen Ray Williams Non-Executive Director

and Chairman

Mr Ryan Richard Mount

Executive Director and

Chief Executive Officer

Mr Jeremy Robin Gray

Non-Executive Director

ii. Specified Executives

Mr Sailesh Solanki

Chief Financial Officer

Ms Vivian Lim

Corporate Affairs Manager

Mr Andrew Barber

Corporate Development

& Strategy Manager

(appointed 3 March 2015)

Mr Juan Jeffrey

Executive General Manager

Mining Operations

(appointed 29 July 2015)

iii. Former specified Executives

Mr John Donald Macansh Exploration Manager

(until 18 February 2015)

Mr Hans Vulker

Human Resources Manager

(until 5 October 2015)

b. Remuneration of specified Directors and specified


The constitution of the Company provides that non-

executive Directors may collectively be paid as

remuneration for their services, a fixed sum not exceeding

the aggregate maximum sum per annum as from time to

time determined by the Company at a general meeting,

which is currently set at US$300,000 per annum. The

chairman’s fees are determined independently of the fees

of the non-executive Directors based on comparative

roles in the market place.

The Chairman’s fees have been set at $80,000 per

annum (2014 – $50,000) and Non-Executive Directors are

remunerated at $60,000 per annum (2014 – $35,000).

Directors may be paid fees or other amounts as the

Directors determine where a Director performs special

duties or otherwise perform services outside the scope of

the ordinary duties of a Director. A Director may also be

reimbursed for out of pocket expenses incurred in carrying

out their duties as a Director.