The Federal Court has ordered Rio Tinto Limited to pay a penalty of $750,000 after finding the mining company contravened its continuous disclosure obligations.
The Court found that between 21 December 2012 to 17 January 2013, Rio Tinto failed to disclose material information to the ASX, which included that mining assets held by Rio Tinto Coal Mozambique were no longer economically viable as long-life, large-scale, tier-one coking coal resources.
ASIC Deputy Chair Sarah Court said ‘Rio Tinto had obligations to the market to keep it adequately informed about its mining projects overseas. When Rio Tinto was aware of information that Rio Tinto Coal Mozambique was no longer economically viable as a long-life, large-scale, Tier 1 coking coal resource, the market should have been properly informed in a timely manner.
‘The core of ASIC’s case against Rio Tinto was its continuous disclosure breach and we are pleased the matter has been finalised with a penalty ordered’ concluded Ms Court.
The orders were made by consent after ASIC and Rio Tinto agreed to resolve the proceedings and filed joint penalty submissions.
Rio Tinto was ordered to pay ASIC’s cost of the proceeding. The court also ordered, with the consent of the parties, that ASIC’s claims against two former officers of Rio Tinto, Mr Tom Albanese and Mr Guy Elliott, be dismissed and with the parties bearing their own costs
ASIC worked in partnership with US Securities and Exchange Commission and the UK Financial Conduct Authority on this matter.
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Background
The maximum penalty for a single breach of continuous disclosure laws (sub-section 674(2) of the Corporations Act) when Rio Tinto contravened was $1 million. The maximum penalty has since increased.
Rio Tinto Limited is an Australian publicly listed company. Rio Tinto plc is a UK publicly listed company. Rio Tinto and Rio Tinto plc together operate a dual-listed structure and the directors of both companies are the same. Both companies together form the Rio Tinto Group (Rio Group) for which one set of financial statements are prepared.
In December 2010, Rio Group announced a takeover offer for then ASX-listed Riversdale Mining Limited, which was completed in August 2011 and cost over US$4 billion. Following the acquisition, Rio Tinto Limited delisted Riversdale and renamed its assets to Rio Tinto Coal Mozambique (RTCM).
On 17 January 2013, Rio Group announced it expected to recognise a non-cash impairment charge of approximately US$14 billion (post tax) in its 2012 full year results which included approximately US$3 billion relating to RTCM.