AIM Rule 26

DESCRIPTION OF BUSINESS
Rockfire Resources is the ultimate holding company for  companies  with mineral assets in Greece and Australia.  The Group’s strategy is to explore for mineral resources. As part of it’s on-going business strategy, management continues to review suitable projects for acquisition. It is the Group’s intention to conduct its activities in a professional, ethical and responsible manner, for the benefit of the Company’s stakeholders.

BOARD OF DIRECTORS

Gordon Hart (Chairman)
David Price (Chief Executive Officer)

Ian Staunton (Non-executive Director)
Patrick Elliott – (Non-executive Director)
Nicholas Walley – (Non-executive Director)

Steven Hunt – (Non-executive Director)

Board of Directors

Gordon Hart
Chairman

Gordon has over 35 years of experience in the equity capital and financial advisory markets. He has spent the last 12 years as Managing Director of Venture Group Equities Pty. Ltd, where he advised on transactions involving over US$300 million of funding. He is a Graduate of the Australian Institute of Company Directors and has a Graduate Diploma in Corporate Governance. Gordon brings a wealth of corporate knowledge, equities and finance expertise and emerging company experience to the Company, having developed an expertise in emerging resource and technology companies which will be invaluable in assisting Rockfire’s future development.

David Price
Chief Executive Officer

David is Chief Executive Officer and Managing Director of Rockfire Resources plc. David is an experienced geologist and senior executive with +30 years of experience in the global mining industry and has over 20 years’ experience in securing funding for exploration projects. David is a Fellow of the Australasian Institute of Mining and Metallurgy (FAusIMM) and is a Competent Person for Mineral Exploration under the guidelines of the JORC Code.
During his career, David has been involved with many resource projects. He was Country Manager for Danae Resources during the drill-out and Pre-Approval Study of the Sappes gold project in Greece and was the Senior Consulting Geologist during the drill-out of Australia’s second largest lithium resource at Earl Grey in Australia.
David has previously held senior roles in both listed and private resource companies including CEO of Golden Tiger Mining Limited, CEO of Convergent Minerals Limited and Managing Director of Millennium Mining Limited.

Ian Staunton
Non-executive Director

Mr Staunton has worked in the City of London for more than 40 years, in roles including Audit Partner, Corporate Finance Partner and Equity Partner in various accounting firms. Ian is a retired Fellow of the Institute of Chartered Accountants in England and Wales and has a Diploma in Corporate Finance. Having worked as Equity Partner and Head of Capital Markets for Chantrey Vellacott DFK LLP and a Senior Equity Partner for Moore Stephens during the last 25 years, Ian provides Rockfire with a strong level of accounting and audit experience. Such high-level accounting, audit and compliance capability fulfils Rockfire’s ambition to broaden its corporate skill base and to bring unparalleled experience from London onto the board. Ian is the Chairman of the Audit Committee.

Patrick Elliott
Non-executive Director

Pat Elliott is an experienced resources and industrial company director. In a career spanning over 45 years, he has held senior executive positions with Consolidated Gold Fields (Australia) Limited and Morgan Grenfell Australia Limited. Pat has an MBA in Mineral Economics from Macquarie University, and a B Comm from the University of New South Wales. He has extensive management experience in a range of fields including manufacturing, mineral exploration and oil and gas exploration. Pat is currently Executive Chairman of Argonaut Resources NL (an ASX-listed copper explorer), Cap-XX Limited and Tamboran Resources Ltd. He is also a Non-Executive Director of Kirrama Resources Limited (an unlisted explorer and developer of chromite and manganese projects in Madagascar).

Nicholas Walley
Non-executive Director

Mr Walley has a business background spanning multiple industries including agriculture, property, construction, plant hire, food and beverage packaging, leisure and charitable work. Nicholas has critical skills in logistics, infrastructure, organisational management and sales.

Steven Hunt
Non-executive Director

Steven has been the Chair of the Australasian Joint Ore Resource Committee (“JORC”) for the last 11 years and retired from this role in 2026.

 He previously worked for Rio Tinto continuously for more than 26 years, including 9 years as its Chief Advisor Orebody Knowledge and 5 years as Chief Advisor Resources and Reserves, both global roles. During his lengthy career with Rio Tinto, Steven spent 3 years as the Geology Superintendent of the 7.8-million-ounce Kelian Gold Mine in Indonesia and 6 years as the Mine Geology Manager for the 34-million-ounce Lihir Gold Mine in Papua New Guinea.

CORPORATE GOVERNANCE

The Company has adopted the Quoted Company Alliance Corporate Governance Code 2018 (the ‘QCA Code’) in line with the London Stock Exchange’s recent changes to the AIM Rules requiring all AIM-listed companies to adopt and comply with a recognised corporate governance code.

The Board recognises the importance of good corporate governance and considers that a strong corporate governance foundation is essential in delivering shareholder value. The QCA Code has ten principles that companies should look to apply within their business. Rockfire seeks to adhere to these principles to the highest level possible.

This link gives you our full Policy which is an explanation at a high level of how the Company currently complies with the principles of the QCA Code and, to the extent applicable, those areas where the Company’s corporate governance structures and practices differ from the expectations set out in the QCA Code. Annual updates will be provided on the Company’s compliance with the QCA Code.

– Audit Committee
The Audit Committee ensures the operation of good financial practices throughout the Group, ensures that controls are in place to protect the assets of the Group, reviews the integrity of financial information, reviews the interim and annual financial statements and reviews all aspects of the audit programme.  The audit committee meets not less than twice in each financial year and has unrestricted access to the Group’s external auditors.

The Audit Committee is chaired by Mr. Ian Staunton and includes Mr. Patrick Elliott.

– Remuneration Committee

The Remuneration Committee is deemed to be an independent body for the purpose of establishing, monitoring and reviewing remuneration of the executives of the Company. Such remuneration may include salary, benefits, bonuses, Options and Key Performance Indicators.

The Remuneration Committee is Chaired by Mr. Nicholas Walley and includes Mr. Steven Hunt.

COUNTRY OF INCORPORATION

England and Wales

MAIN COUNTRIES OF OPERATION
Greece and Australia
The Group holds a Permit for Exploration and Exploitation in Greece, and Exploration Permits for Minerals (EPM’s) in Australia.

CONSTITUTIONAL DOCUMENTS
The company’s  Articles of Association, Certificate of Incorporation and  Trading Certificate can be downloaded from here.

AIM SECURITIES

Number on issue at 25 February 2026: 8,751,384,361 ordinary shares of £0.001 each
Percentage of ordinary shares not in public hands: 21.15%
Identity and percentage holdings of significant shareholders:

 

ACAM

 

TPM International

The Wonderful Group

Nicholas Walley *

David Price *

Patrick Elliott *

Georgios Skevas *

Christos Skevas *

Gordon Hart *

 

Directors & Management

15.83%

 

3.57%

3.52%

1.90%

1.42%

0.78%

0.56%

0.36%

0.30%

 

5.32%

* Directors and Management of Rockfire and subsidiaries

There are no restrictions on the transfer of the Company’s AIM Securities. The Company has not applied for or agreed to have any of its securities admitted to or traded on any exchange or trading platform other than AIM.

The Company does not hold any shares in treasury.

TAKEOVER REGULATIONS

Since Rockfire Resources plc is incorporated in England and Wales, the Company is subject to the UK City Code on Takeovers and Mergers.

ANNUAL ACCOUNTS

The annual accounts published pursuant to Rule 19 since Admission and  the half yearly accounts published since the last published annual accounts pursuant to Rule 18, are to be found on the Company Reports page of the Company website.

KEY ADVISERS

Details of the company Nomad and other key advisers are as follows:

Nominated Adviser & Joint Broker
Allenby Capital Limited
5 St. Helen’s Place,
London EC3A 6AB

Joint Broker
CMC Markets plc
133 Houndsditch,
London EC3A 7BX

Joint Broker
Oak Securities Limited
90 Jermyn Street,
London SW1Y 6JD

Solicitors to the Company as to English law
Druces LLP, 99 Gresham Street, London EC2V 7NG

Solicitors to the Company as to Australian law
Resources Legal Pty Ltd,
35 Chapman Avenue,
Beecroft, NSW, 2119
Australia

Registrars
Share Registrars Limited, The Courtyard, 17 West Street, Farnham, Surrey GU9 7DR

COMPANY OFFICES

Registered office:
Eastcastle House, 27-28 Eastcastle Street, London W1W 8DH

COMPANY SECRETARY
MSP Secretarial Services
27-28 Eastcastle Street, London W1W 8DH

Click here to view the Company announcements.

This page was last updated on 25 February 2026

The information is being disclosed in accordance with Rule 26 of the AIM Rules for Companies.