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Li-FT Power outlines partial ASX governance compliance and board structure

Energy By Maxwell Dee 3 min read

Li-FT Power Ltd. has released an extensive update to its Corporate Governance Statement, outlining its board structure, committee roles, and compliance with Canadian and ASX governance standards. The company highlights partial adherence to some ASX recommendations, reflecting its current development stage.

  • Comprehensive governance framework aligned with Canadian and ASX guidelines
  • Board comprises executive and independent directors with defined responsibilities
  • Partial compliance with ASX recommendations due to company size and growth phase
  • Robust risk management and ethical standards including whistleblower and anti-corruption policies
  • Ongoing review planned as Li-FT scales operations

Governance Structure Reflects Dual Regulatory Environment

Li-FT Power Ltd. (ASX:LFT), a Canadian-incorporated clean energy company registered as a foreign entity in Australia, has published an updated Corporate Governance Statement that lays bare its governance approach ahead of its ASX listing. Governed primarily under British Columbia’s Business Corporations Act, Li-FT’s governance framework is built to straddle Canadian standards while progressively adopting Australian Securities Exchange (ASX) corporate governance principles.

This dual regulatory overlay means that while Li-FT's general corporate activities fall outside the scope of Australia's Corporations Act, the company is committed to integrating the ASX Corporate Governance Council’s 4th edition recommendations where feasible, acknowledging some are yet to be adopted due to its current scale.

Board Composition and Oversight Responsibilities

The board currently comprises six members, including Executive Chairman Anthony Tse and CEO Francis MacDonald, alongside three independent non-executive directors. The board’s remit extends beyond routine oversight to include strategic planning, risk management, and ensuring integrity in financial reporting. It delegates operational management to the CEO but retains authority over material transactions and corporate policies.

Notably, the board has appointed Andrée St-Germain as lead director to represent independent directors, a role activated because the chair is an executive and not independent; an arrangement flagged as non-compliant with ASX recommendations but managed through this governance mechanism.

Risk Management and Ethical Standards

Li-FT’s governance statement underscores a proactive approach to risk, with the board responsible for identifying principal business risks and overseeing their management. The Audit Committee, composed mostly of independent directors, plays a key role in monitoring internal controls and financial integrity.

Ethical conduct is enshrined in a Code of Business Conduct, supplemented by whistleblower and anti-corruption policies. While no whistleblower incidents have been reported to date, the company maintains these protocols as standing agenda items, reflecting a culture of compliance and transparency.

Partial ASX Compliance Reflects Growth Stage

Li-FT openly discloses partial compliance with several ASX Corporate Governance Principles. For example, it lacks a standalone diversity policy and does not set measurable gender diversity objectives, citing its current size and composition as limiting factors. Similarly, the company does not maintain an independent internal audit function, deeming it an unnecessary expense at this stage.

Performance evaluations of the board and senior executives are conducted, albeit with some processes described as informal or subjective. The company has committed to ongoing reviews and enhancements of governance policies as operational activities expand.

Investor Communication and Disclosure Practices

Li-FT maintains a comprehensive disclosure policy to meet continuous disclosure obligations, ensuring timely and balanced market communications. The Corporate Secretary actively manages communication flow to the board and the market, with substantive investor presentations released ahead of delivery to the ASX platform.

Shareholder engagement is facilitated through annual general meetings held in British Columbia, with provisions for orderly nomination of directors and encouragement of shareholder participation, though some limitations apply to CHESS Depositary Interest holders regarding voting rights.

Bottom Line?

Li-FT’s governance update reveals a company balancing regulatory frameworks and growth ambitions, with selective ASX compliance reflecting its evolving stage and a clear intent to enhance governance as operations scale.

Questions in the middle?

  • When will Li-FT fully align with all ASX Corporate Governance recommendations, particularly on diversity and internal audit?
  • How will the board composition evolve as Li-FT transitions from development to active operations?
  • What impact will governance enhancements have on investor confidence amid Li-FT’s ASX listing?