Governance

Board of directors

Chairman - Linda Sanders (Diploma of Journalism)

Linda has been chairman of Widespread since the Company's inception in 1989. She has more than 30 years of experience as a communications executive and journalist, working closely with and analysing the senior management of New Zealand's leading companies, including as business editor of the Evening Post, economics and deputy business editor of The Dominion, a communications manager for Telecom New Zealand and as a public relations consultant and managing a government department's communications team.  She is currently providing investor relations support to Widespread.

Managing Director - Chris Castle (BCA, ACA, CFIP) 

Chris is a chartered accountant with more than 34 years experience in the investment and corporate finance sectors. Chris was a founding director of Spectrum Resources and Premier Mining Securities and has held directorships in eight NZX listed companies. His mining and mineral exploration background includes a series of projects with Amoil NZ, Kanieri Gold Dredging and Australian Anglo-American. His investment sector experience includes Brierley Investments and the Regina Confections/Charter Corporation group. More recently he established Widespread Portfolios in 1989 as an aggressively focused investor and share trader. Since 1999 he has managed the company on a full time basis. He is also an executive director of Widespread Energy, and a non-executive director of TSX.V listed Asian Mineral Resources and ASX listed King Solomon Mines.

Director - Keith Hindle (B Com, ACA)

Keith is a chartered accountant, who retired in 2004 as a partner of KPMG after some 39 years with KPMG and predecessor accounting firms. Keith held a number of senior positions within KPMG at both national and international level, most recently as CEO of KPMG Legal. He has been involved in numerous corporate finance deals including mergers acquisitions and business sales. Positions in KPMG include Audit Partner responsible for a wide range of public, private and government organisations, partner in charge of the business services and the consulting division, member of the executive committee of the national firm, and partner in charge of the Wellington office. He was appointed to the international firm's consulting committee for five years. He is a member of the Hutt Valley District Health Board and is Chair of the Wellington Sinfonia. He is chairman of Widespread Energy.

Director - Denis Kelly  (BSC, DipFor)

Denis, a foundation shareholder of the company, has over 30 years involvement in the mining and mineral exploration sector. Previous mining sector roles include exploration manager of Brierley Investments' mining offshoot AMOIL NZ Limited and founder executive director and company secretary of Spectrum Resources Limited. He was the founding secretary of the New Zealand Mineral
Exploration Association and in 1985 authored the first NZ Mining Environmental Impact Report.

Denis was also company secretary of Brierley Investments for 5 years and a non-executive director of NZX listed Charter Corporation Limited. More recently he has been executive director of both Surf Life Saving New Zealand and Volleyball New Zealand.

Director - Jill Hatchwell (BCA, ACA)

Jill Hatchwell is a formation director of Widespread Portfolios and an executive director of Nevay Holdings, a financial advisory consultancy established in 1988 that advises a range of clients in the private and public sector. Jill was company secretary and executive director of Charter Corporation and group accountant at Brierley Investments. She is a director of Vincent Aviation and Aviation, Tourism and Travel Training Organisation Incorporated (ATTTO).

Meetings of Directors

The board meets every six weeks, with most meetings held by conference call to reduce travel costs. The board has two sub-committees (audit and remuneration) that meet whenever required

Operations

The company is managed by Chris Castle. The relevant terms of his management, embodied in two contracts, both effective from 1 April 2007 are:

• Chris Castle is contracted to Widespread exclusively with respect to company management services and oil, gas and mineral exploration activities. Accordingly, any director or consulting fees earned by him arising from other Widespread related companies (e.g. Asian Minerals, Widespread Energy, and King Solomon Mines) are to the account of Widespread,

• Responsibilities include strategic development, management, company administration, preparation of management accounts, regular reports to the board, portfolio management, investment research, liaison with brokers, investor relations and sharebroker contact, maintenance of the website, NZSX related continuous disclosure, statutory filings, etc

• The investment and strategic development related services will be provided by Chris Castle directly under one contract, whilst the services of an administrative nature will be provided by Nevay Holdings Limited under a second contract, although Nevay will procure the personal services of Chris Castle. The fees payable to Nevay Holdings Limited under its contract are presently $80,000 plus GST per annum,

• The base fees for the services Chris Castle provides directly to Widespread are to be $170,000 plus GST per annum. If external fees earned by Chris Castle (and paid to the account of Widespread as described above) exceed $150,000 in the year ending on 31 March, such additional fees (plus GST) will be paid to Chris Castle up to a maximum amount of $45,000 plus GST. A bonus of up to $62,500 to be paid on the achievement of certain key performance indicators, the most significant of these being an issue-adjusted increase of not less than 15% in net assets per share during the year. Accordingly, under both contracts, the total base remuneration is $250,000 plus GST with up to a further $120,000 plus GST payable if the bonus and external fee conditions stipulated above are met. The contracts will be reviewed on an annual basis by the independent directors.

Risks

Most of Widespread's funds are invested in Asian Mineral Resources. Due to this exposure investors in Widespread should be aware of the following risks.

• The value of the Company's holding in Asian Mineral Resources Limited (AMR) must be considered speculative, due to the nature of the AMR's business and the stage of development of the properties in which it has an interest. If AMR's feasibility studies are successful, additional funds will be required for the development of an economic ore body and to place it in commercial production. The only source of future funds presently available to AMR is through the sale of equity capital or offering another party or parties an interest in its properties to be earned by them carrying out further exploration or development. This is not presently contemplated. There is no assurance that additional funding will be available to AMR for further exploration and development of its projects or that such funding will be available on terms acceptable to AMR. If additional funds are not available, AMR may not be able to maintain its rights to its mineral concessions.

• Any future equity financings by AMR for the purpose of raising additional funds may result in substantial dilution to the Widespread shareholding.

• The marketability of natural resources, which may be acquired or discovered by AMR, will be affected by numerous factors beyond its (and Widespread's) control. These factors include market fluctuations, the proximity and capacity of natural resources markets and processing equipment, and government regulations, including regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in AMR (and hence Widespread) not receiving an adequate return on invested capital and a loss of all or part of the investment in AMR may result.

• The mineral concessions in which AMR has an interest are located in Vietnam. Operations may be affected in varying degrees by governmental regulations with respect to restrictions on production, price controls, export controls, income taxes, exploration of property, maintenance of mineral concessions, environmental legislation, land use, land claims of local people, water use and mine safety. There can be no assurance that new rules and regulations will not be enacted, or that existing rules and regulations will be applied in a manner that would not limit or curtail development or production of AMR's operations. Amendments to current laws and regulations governing the operations and activities of AMR or more stringent enforcement of such laws and regulations could have a material adverse effect on Widespread.

• With AMR's development activities occurring in Vietnam, the company may be affected by possible political or economic instability in that country. The risks include, but are not limited to, terrorism, military repression, expropriation, extreme fluctuations in currency exchange rates, and high rates of inflation. Changes in mining or investment policies, shifts in political attitude or high rates of inflation in Vietnam may adversely affect AMR's business and affect the value of Widespread's investment.

• The fact that AMR's operations are in Vietnam and some of its obligations are denominated in the Vietnam dong make AMR subject to foreign currency fluctuations and such fluctuations may adversely affect AMR's financial position and results by increasing the cost of such operations and obligations. This may have an adverse affect on the value of Widespread's investment in AMR.

• While AMR has diligently investigated the titles to all of the mineral concessions making up the Vietnam mining concessions and to the best of the AMR's knowledge title to all of the said mineral concessions are in good standing, this should not be construed as a guarantee that title will not be challenged or impugned by third parties. The concessions may be subject to prior unregistered agreements or transfers and title may be affected by undetected defects or governmental actions.

• AMR's operations will require various licenses and permits from various governmental authorities. There can be no assurance that AMR will be able to obtain all necessary licenses and permits that may be required to carry out exploration, development and mining operations at its projects.

• The government of Vietnam issued a foreign investment license in respect to Ban Phuc Nickel Mines Limited, which conferred the function of exploring and developing nickel and copper on the Ta Khoa Concession until January 28, 2013 (the License). The exploration period under the License was originally valid until January 28, 1998 but has since been extended four times until the latest extension to July 31, 2005. Application has been made by AMR for a further extension of the License. Although there is no indication that the exploration period under the License will not be extended there can be no assurance that such extension will be obtained and in which case if a new application for exploration rights may be required with no assurance such application would be successful.

• AMR is also in the process of making a formal application for a mining license and expects that this application will be finalised during 2007. While it is expected that this mining license will be granted in 2007 there can be no assurance that such an application will be successful.

• AMR is dependent upon key personnel and the loss of the services of any of them could have an adverse effect on the Company.

• AMR has no significant earnings and no dividend record. Since AMR intends to employ available funds for mineral exploration and development, it has stated that it does not intend to pay any dividends in the foreseeable future and therefore Widespread cannot expect to receive any dividend income from its investment in AM