• Strategy

• Negotiations, documentation, contracts, and agreements

• Setting up corporate and project structures to hold mineral rights and grow the business

• Early stage private placements

• Project structuring, joint ventures

• Due diligence, acquisitions, or divestments

• Governance frameworks, policies, codes, board and committees, team incentive structures (see incentivisation & succession under Advisory & Consulting)

We are able to arrange and coordinate the required specialist inputs across the project regulatory and tenure approval lifecycle (exploration, development, mining), including:

• Licence applications, tenement permits, approvals and authorities

• Environmental, water access and approvals

• Land access and compensation

• Native title and cultural heritage

• Rehabilitation and closure.

• Tenure and permitting solutions (see previous section)

• Ongoing regulatory compliance

• Due diligence (refer to due diligence section)

• Stakeholder engagement, negotiation, and management

• Feasibility studies

• Negotiating and drafting commercial and other agreements, including services and supply agreements, contract mining, utilities, infrastructure sharing, logistics, offtake, toll treatment, sales, marketing, and royalty agreements

• Mine development and infrastructure related contracts and processes, EPC (Engineering, Procurement and Construction) and EPCM (EPC Management)

• Tender preparation

• Negotiating and drafting agreements and arrangements to grow, rotate, or protect the asset base, including earn-ins, joint ventures, sale and purchase, option, and other agreements

• Closure planning, approvals, and environmental rehabilitation

• Government relations.

• Corporate and funding strategy

• Early to late phase capital raisings (private placements - public offerings)

• Pre-listing preparation and governance, listings, secondary issuances

• Ongoing reporting and disclosure requirements

• Group structuring, demergers (Australia), reorganisations, unbundlings

• Due diligence and transaction process support including for multi-jurisdiction or cross-border transactions (see due diligence section)

• Corporate joint ventures and strategic alliances

• Acquisitions, dispositions, trade sales and exists

• Share splits or consolidations

• Document drafting and regulatory submissions

• Stakeholder engagement

• Applicable Mineral Resources and Reserves Reporting Codes and regulatory requirements.

• We provide a range of due diligence and transaction support services including those set out below

• Title Opinion - tenure and permitting

• Good standing opinion

• Corporate regulatory compliance

• Project ongoing regulatory compliance

• Policy and regulatory framework

• Management of due diligence and related processes for listings, private placements or other corporate or commercial transactions, including multi-jurisdiction or cross-border transactions.

• Stakeholder engagement, negotiation, and management at project, corporate, and regulatory levels

• Government relations.

Effective advice and pragmatic solutions across the regulatory compliance and governance spectrum to assist the board as a whole, individual directors, executives, or company officers, to effectively discharge their duties, and improve performance and decisions making.

Our team includes Australian Institute of Company Director graduate members with executive and non-executive director board experience, and senior leadership experience on public and private companies in several mineral resource and mining jurisdictions.

• Best practice governance guidance

• Policies and procedures, codes of ethics

• Directors’ and officers’ duties and liabilities

• D&O insurance

• Conflicts of interest and related party transactions

• Board composition, and board committees

• Constitutions, committee charters

• Regulatory compliance, Annual reports, AGM /EGM and shareholder and investor communication

• Board, and director performance assessment frameworks

• Remuneration and incentive structures and policies (Options, STIPs, LTIPs)

• Director placement - nominee or independent non-executive director board representation.

Policy and Regulatory Frameworks - Analysis and Formulation

• Thrace’s team has extensive hands-on experience in emerging and established mining jurisdictions leading or advising mineral resources companies, government, and engaging with regulators

• Our experience is across a wide range of mineral resources and mining regulatory frameworks and projects

• This experience underpins our ability to provide governments with pragmatic policy and regulatory framework analysis, formulation and insights, and also to assist industry looking to influence outcomes

• Significant assignments include the completion of an advisory and consulting assignment for a major middle eastern government alongside of other international advisors. The assignment related to the drafting of regulations to a new non-hydrocarbon mining investment law and related fiscal regime. The process included significant cross work stream interaction with corporate, technical, and other advisors internationally, and also significant analysis and benchmarking of regulatory frameworks and policies of emerging and established mining jurisdictions in order to present regulatory and fiscal recommendations that met the client’s objectives.

  Remuneration, Incentivisation and Succession

• Our team has held leading executive positions, and also chaired Remuneration and Nomination Committees of mineral resources companies and understand that appropriate incentivisation structures to motivate the team is critical to success

• We provide solutions across performance, incentivisation and remuneration structuring, and nomination and succession processes and structures

• Our experience includes STIPs, LTIP, Options and other incentive structures.

  Boards and committees

• Board composition and committees

• Shareholder communication

• Director placement - nominee or independent non-executive director board representation.

  Strategy and tactics

• Strategy and tactical positioning analysis for competitive advantage across project, corporate, commercial components

• Register analysis.

• We assist clients to access technical, corporate, legal, financial, and other specialists required for a particular undertaking.