Framework and Structure
The CASS Group of companies is composed of CASS Offshore Minerals Limited (CASS) the parent holding company and two subsidiaries; Ironsands Offshore Mining Limited (IOM) and Pacific Offshore Mining Limited (POM). Each subsidiary is an operational asset owning a particular project. The Group companies are managed as a single economic unit, even though the companies continue to be separate legal entities with separate share registers. Further detail in relation to the structure is set out in our Annual report.
CASS intends to list on the Australian Securities Exchange (ASX) in late 2017. CASS is headquartered in Auckland, New Zealand and is in the process of setting up a corporate office in Melbourne, Australia.
The CASS Group adopt a common approach to corporate governance. They apply the principles contained in the FMA Corporate Governance Handbook Principles and Guidelines 2014 and the Corporate Governance Principles and Recommendations - ASX. CASS Group constitutional documents may be found here: Constitutions.
Governance framework and structure
CASS Group’s commitment to acting responsibly plays a critical role in our success as a business, and our ability to generate shareholder value.
CASS takes a unified approach to corporate governance to comply with the regulatory obligations associated with its two principal areas of operation in New Zealand and Australia.
Statement of compliance with governance codes and standards in 2017
In compiling the Annual Report, the directors have referred to the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations (3rd edition) (the ASX Principles), and the FMA Corporate Governance Handbook Principles and Guidelines 2014.
CASS Group’s commitment to integrity is set out in our global code of business conduct 'The Way We Operate'. This contains principles and standards of conduct which reaffirm the Group’s commitment to integrity. It is inspired by our four core values: respect, integrity, teamwork and accountability. It is available on the website.
It is supported by CASS Group’s extensive framework of policies and standards. Core policies are adopted after wide consultation, externally and within the Group.
Once adopted, they are communicated to business units, together with related standards, guidance notes and resources to support implementation. Business unit management are required to devote the necessary effort to implement and report on these policies and standards.
CASS policies and standards include policies on a variety of important topics. They apply to all CASS managed businesses. Where the Group does not have operating responsibility for a business, CASS Group’s policies and standards are communicated to its business partners and they are encouraged to adopt similar policies of their own.
CASS employees are required to undertake training about the requirements of The way we work and other core policies.
Dealings in CASS securities
CASS Group’s rules for dealing in CASS securities require directors and employees with access to ‘inside information’ to seek clearance before any proposed dealing and restrict the times when dealings may take place.