# Audrey Ferguson

Company Secretary and General Counsel

## Career chronology

- **Current at cutoff; exact start date not independently verified in this audit: AIC Mines** — Company Secretary and General Counsel. [Board and management](<https://www.aicmines.com.au/about-us/board-and-management/>) (Relevant named person’s current issuer biography)

- **Before or during AIC tenure as described by the issuer; exact dates not determined in this audit: Rio Tinto** — Legal and corporate roles. [Board and management](<https://www.aicmines.com.au/about-us/board-and-management/>) (Relevant named person’s current issuer biography)

## Education and qualifications

### Solicitor and director-governance training [ferguson_credentials]

Award and admission dates unconfirmed · issuer reported · medium materiality

AIC describes Ferguson as a qualified solicitor and AICD graduate with more than 25 years in legal and company-secretarial work. The law degree, university and current practicing status were not independently verified.

**Attribution:** Responsibility not applicable. Issuer-reported professional qualifications.

**Relevance:** Direct relevance to company-secretarial, governance and legal duties.

[AIC Mines FY2025 annual financial report](<https://announcements.asx.com.au/asxpdf/20250821/pdf/06n3yzmpfsgjhz.pdf>) (pp.4–5, senior executive biographies; remuneration terms); [Board and management](<https://www.aicmines.com.au/about-us/board-and-management/>) (Relevant named person’s current issuer biography)

## Contributions and company outcomes

### Relevant governance experience; delivered outcomes thinly disclosed [ferguson_experience]

Before AIC and current tenure · issuer reported · medium materiality

The 2022 appointment release identifies prior General Counsel/Company Secretary work at Bindaree and legal/corporate roles with Rio in London and Sydney across copper, diamonds, minerals and energy. It establishes breadth but gives no attributable transaction returns, dispute results or compliance improvements.

**Attribution:** Responsibility unresolved. Role history is established; participation in employer success is not proven merely by employment.

**Relevance:** A meaningful evidence limitation when judging executive effectiveness.

[Company Secretary Appointment](<https://announcements.asx.com.au/asxpdf/20221010/pdf/45g3dzdhy5jj4r.pdf>) (p.1, appointment and prior roles)

## Litigation and enforcement

### Rio Mozambique case resolved; no personal link established [ferguson_rio]

Underlying 2012 reporting; settlement November 2023 · issuer reported · low materiality

Rio settled the SEC Mozambique impairment case in 2023 for US$28m without admitting or denying the allegations. Ferguson worked in Rio legal/corporate roles, but her dates, remit and connection to the conduct are unestablished.

**Attribution:** Employer context; no individual link established. The reviewed resolution does not identify her; this must not be presented as a finding against Ferguson.

**Relevance:** Former-employer context only; no evidence connects her mandate to the enforcement matter.

[Settlement with the SEC concerning Mozambique impairment](<https://www.riotinto.com/en/news/releases/2023/rio-tinto-settlement-with-securities-and-exchange-commission>) (22 November 2023 settlement); [Board and management](<https://www.aicmines.com.au/about-us/board-and-management/>) (Relevant named person’s current issuer biography)

## Suitability for the current role

### Governance capability plausible; personal effectiveness needs evidence [ferguson_fit]

Assessment at cutoff · analyst inference · medium materiality

Solicitor/company-secretary experience is relevant to AIC’s agreements, reporting and board process. Public evidence supports functional suitability but not a definitive judgment on her individual deal execution or compliance record.

**Attribution:** Responsibility not applicable. Inference from disclosed roles and credential claims; no personally attributed enforcement identified in the documented searches.

**Relevance:** Professional experience supports role fit, while independently attributable legal and governance outcomes remain limited.

[AIC Mines FY2025 annual financial report](<https://announcements.asx.com.au/asxpdf/20250821/pdf/06n3yzmpfsgjhz.pdf>) (pp.4–5, senior executive biographies; remuneration terms); [Board and management](<https://www.aicmines.com.au/about-us/board-and-management/>) (Relevant named person’s current issuer biography)

## Evidence gaps

- Rio sector breadth and London/Sydney locations are disclosed; exact dates, business-unit mandates and any link to the Mozambique matter remain unestablished.

- LinkedIn education lead was inaccessible and is not treated as a verified degree.

- No complete court, solicitor-disciplinary or current professional-register check was performed.

- No primary record establishing material transaction, dispute or compliance outcomes attributable to her was located in the targeted searches.

- The prior dossier and its earlier search logs were preserved separately. Prior search execution and citations not re-opened in this audit were not treated as independently verified; omitted claims require fresh source-level review.