Why Did Tlou Energy Delay Key Director Disclosure?
Tlou Energy has admitted to a late filing of a key director interest notice for its former Managing Director, prompting an ASX inquiry into its compliance processes. The company vows to tighten internal controls following the breach.
- Late lodgement of Appendix 3Z for former MD Anthony Gilby
- Breach of ASX Listing Rules 3.19A and/or 3.19B identified
- No changes in Mr Gilby’s shareholdings during the delay
- ASX requests explanation and compliance assurance from Tlou Energy
- Potential trading halt or suspension if response is delayed
Background to the Breach
Tlou Energy Limited, an ASX-listed energy company focused on oil and gas exploration, has come under regulatory scrutiny after admitting to the late lodgement of an Appendix 3Z – a final director’s interest notice – for its former Managing Director, Anthony Gilby. The notice, which should have been filed within five business days of Mr Gilby’s resignation on 23 May 2025, was only lodged on 11 June 2025.
The delay represents a breach of the Australian Securities Exchange’s Listing Rules 3.19A and/or 3.19B, which govern timely disclosure of directors’ interests to ensure market transparency and investor confidence.
Company’s Explanation and Response
In correspondence with the ASX, Tlou Energy’s Company Secretary, Colm Cloonan, acknowledged the error stemmed from a misunderstanding of the 5-business-day deadline for lodging the Appendix 3Z. The company believed it had 28 days to comply, a misinterpretation that led to the delayed filing.
Importantly, Tlou Energy confirmed that during the period between the announcement of Mr Gilby’s resignation and the eventual lodgement of the notice, there were no changes to his shareholdings or interests. The company has committed to reviewing and strengthening its internal processes to prevent similar compliance lapses in the future.
ASX’s Regulatory Follow-Up
The ASX has formally requested detailed explanations from Tlou Energy regarding the late filing and the adequacy of its arrangements to ensure compliance with director disclosure obligations. The exchange has emphasized the importance of timely disclosures under Listing Rules 3.19A and 3.19B, warning that failure to respond adequately could lead to trading halts or suspension of Tlou Energy’s securities.
This regulatory attention underscores the ASX’s vigilance in enforcing continuous disclosure requirements, which are critical for maintaining market integrity and protecting investors.
Implications for Tlou Energy and Investors
While the breach does not appear to involve any changes in shareholdings or suspicious activity, the incident raises questions about Tlou Energy’s governance and compliance culture. Investors will be watching closely to see how the company addresses the ASX’s concerns and whether it can restore confidence through improved disclosure practices.
Given the company’s operations in sensitive sectors like energy exploration, maintaining rigorous compliance is essential not only for regulatory standing but also for sustaining investor trust in a competitive market.
Bottom Line?
Tlou Energy’s next steps in tightening compliance will be critical to avoid further regulatory setbacks and reassure the market.
Questions in the middle?
- What specific compliance improvements will Tlou Energy implement to meet ASX disclosure rules?
- Could this late filing signal deeper governance issues within Tlou Energy’s board or management?
- Will the ASX impose sanctions or trading restrictions if Tlou Energy’s response is deemed insufficient?