Endeavour Mining: Investigation into CEO’s misconduct completed
As previously announced on 4 January 2024, the contract with former President and Chief Executive Officer, Sébastien de Montessus, was terminated for serious misconduct following an investigation undertaken by the Board of Directors into an irregular payment instruction issued by him, related to the disposal of the Agbaou asset undertaken by the Company. As a result of his serious misconduct, the Remuneration Committee of the Board determined to claw back remuneration totalling $29.1 million as announced on 18 January 2024.
The Board of Directors of Endeavour announced today, 27 March 2024 that the investigation is now complete and the key outcomes are:
No restatement of historic financial statements and no material impact on 2023 annual financial results issued today, which are the subject of an unmodified audit opinion.
Investigation found that Mr de Montessus, acting with certain others who are not employees of the Group:
- Diverted a US$5.9 million payment to a third-party company in March 2021, and concealed his actions with repeated false representations to management, the Board and auditors;
- Caused Endeavour to make two payments totalling US$15.0 million to the same third-party company in August and November 2020, deliberately disguising them as advance payments to a contractor through repeated false representations to management.
- No evidence of bribery, or of any payments being made to sanctioned persons or to terrorist groups.
- Ultimate beneficiaries of these payments have not been discovered, despite extensive investigation, as the recipient entity was liquidated immediately after the funds were transferred.
- Mr de Montessus provided implausible and untrue explanations of his conduct during the course of the Investigation.
The Investigation is now complete.
Summary of actions taken and proposed:
- Mr de Montessus was terminated as CEO and President on 4 January.
- Clawback of remuneration totalling US$29.1 million announced on 18 January.
- Noting that these payments involved deliberate circumvention of Endeavour Mining’s existing controls framework, the Board has nonetheless accelerated its review of internal controls in line with the new UK Corporate Governance Code, and has made immediate adjustments to certain controls relating to M&A activity.
The Board appointed Ian Cockerill, formerly Deputy Chair of the Board, as permanent Chief Executive Officer and Executive Director on 4 January. Ian brings over four decades of experience in the global natural resources sector and has held senior operational, project and executive positions at major mining companies, including Chief Executive Officer of Gold Fields and Anglo Coal.
