Philip Christensen
About Philip Christensen
Independent non-executive director since September 21, 2018; seasoned corporate M&A lawyer with 30+ years’ experience and deep resources-sector exposure. Earned Bachelor of Commerce and Bachelor of Laws (University of New South Wales); former 23-year partner at Herbert Smith Freehills; admitted solicitor in Queensland and the High Court of Australia. Age 69 per 2024 proxy; tenure on CODQL board 2018–present .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Herbert Smith Freehills | Partner (Corporate M&A) | ~23 years (prior to 2013) | Led transactions for resources-sector companies |
| Dover Castle Metals Pty Ltd | Executive Chairman & Managing Director | Jul 2021–Aug 2022 | Leadership of mineral exploration strategy |
| Whitehaven Coal Limited (ASX) | Non‑Executive Director | 2012–2014 | Board oversight in Australian coal; continued post Aston-Whitehaven merger |
| Aston Resources Limited (ASX) | Director | 2010–2012 | Board role in coal mining; merged into Whitehaven |
| New Wilkie Energy Group Ltd | Executive Director | Jan 2023–Dec 2023 | Executive role at coal miner (potential industry interlock while active) |
| Corvus Resources Pty Ltd | Non‑Executive Director | Dec 2022–Feb 2024 | Exploration oversight; resigned Feb 2024 |
| Corvus Operations Pty Ltd | Non‑Executive Director | Dec 2023–Feb 2024 | Operations oversight; resigned Feb 2024 |
| Christensen Legal Pty Ltd | Sole Partner | 2017–present | Boutique corporate law practice in Brisbane focused on coal mining |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| EcoJoule Energy Holdings Pty Ltd | Chair | Aug 2018–present | Power electronics for grid; current role |
| Whitehaven Coal Limited (ASX) | Non‑Executive Director | 2012–2014 | Prior public board experience |
| Aston Resources Limited (ASX) | Director | 2010–2012 | Prior public board experience |
Board Governance
- Independence: Board affirmed Christensen as “independent” under NYSE/SEC/ASX standards (2024, 2023, 2022). Audit Committee independence under Rule 10A‑3 also affirmed for Christensen .
- Committees:
- Health, Safety, Environment and Community (HSEC) Committee – Chair. Mandate includes HSEC performance, risk oversight, sustainability, and climate-related risks; authority to retain independent advisors .
- Audit Committee – Member. Scope includes financial reporting, controls, risk management, climate-related risks, and retention of auditors; Pritchard and Wilson named financial experts (Christensen not designated as such) .
- Compensation & Nominating Committee – Membership listed as Pritchard, Tyson, Koeck (Christensen not a member in 2023–2024) .
- Attendance: All directors attended all applicable meetings in 2020; all current directors attended at least 75% of meetings in 2022; Board held regular executive sessions of non‑management directors .
Fixed Compensation
Director fees are paid in AUD and reported in USD; Christensen’s compensation has been cash‑only (no equity awards reported) across recent years.
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Fees Earned or Paid in Cash ($USD) | $131,081 | $142,790 | $132,164 | $126,317 | $125,433 |
Fee structure (board‑wide): base non‑chair director retainer A$175,000; additional A$15,000 for each committee chair (including HSEC); Lead Independent Director A$275,000 in 2023–2024; directors may elect fees as RSUs (none elected in 2023–2024) .
Performance Compensation
No performance‑linked pay for non‑employee directors is disclosed; Stock Awards/Option Awards/Non‑Equity incentives are consistently zero.
| Metric ($USD) | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Stock Awards | $0 | $0 | $0 | $0 | $0 |
| Option Awards | $0 | $0 | $0 | $0 | $0 |
| Non‑Equity Incentive Comp | $0 | $0 | $0 | $0 | $0 |
RSU election mechanism exists under the Non‑Executive Director Plan, with settlement no later than five years from grant, departure, or change of control; no director (including Christensen) elected RSUs in 2023–2024 .
Other Directorships & Interlocks
| Company | Relationship to CODQL | Potential Interlock/Conflict Consideration |
|---|---|---|
| New Wilkie Energy Group Ltd (coal) | Executive Director (Jan–Dec 2023) | Industry adjacency; executive role in coal while serving CODQL; ended 2023 |
| Corvus Resources/Operations (coal exploration) | NED (Dec 2022/Dec 2023–Feb 2024) | Exploration adjacency; resigned Feb 2024, conflict risk reduced |
| EcoJoule Energy Holdings (grid tech) | Chair (since Aug 2018) | Technology supplier space (not a disclosed CODQL supplier); less direct conflict |
| Whitehaven Coal; Aston Resources (prior ASX boards) | Historical board service | Valuable sector context; no current interlock |
Expertise & Qualifications
- Resources-sector legal expert: 30+ years in corporate M&A; 23 years partner at Herbert Smith Freehills .
- Board leadership in HSEC: climate and sustainability oversight; risk governance and authority to retain independent advisors .
- Audit oversight experience as committee member; independence under Rule 10A‑3 (not designated financial expert) .
Equity Ownership
Security ownership disclosures report no beneficial ownership for Christensen across recent years.
| Metric | Apr 8, 2022 | Apr 11, 2023 | Apr 17, 2024 | Apr 16, 2025 |
|---|---|---|---|---|
| Shares Beneficially Owned | 0 | 0 | 0 | 0 |
| % of Shares Outstanding | 0% | 0% | 0% | 0% |
Director shareholding policy requires non‑employee directors to hold CDIs/RSUs/shares equal in value to annual gross board fees by year five of tenure; enforcement begins in fifth year. The proxies do not disclose per‑director compliance status. Christensen’s reported beneficial ownership is zero, which raises potential alignment concerns versus guideline intent .
Governance Assessment
-
Strengths
- Independence affirmed and active committee roles (HSEC Chair; Audit member) supporting board effectiveness and risk oversight, including climate‑related risks .
- Attendance solid at the board level (100% in 2020; ≥75% in 2022), and board uses executive sessions of non‑management directors .
- Clear, transparent director fee framework; modest, declining cash fees for Christensen since 2020, suggesting restrained pay practices .
-
Alignment and Risk Indicators
- RED FLAG: No disclosed beneficial ownership for Christensen across 2022–2025 despite a policy requiring minimum shareholding by year five; company does not state individual compliance, but the absence of reported holdings indicates a possible shortfall in ownership alignment .
- Cash‑only director compensation with RSU election available but not utilized in 2023–2024; lowers equity alignment unless holdings exist outside the disclosures (none reported) .
- Prior executive role at a coal company (New Wilkie) concurrent with CODQL directorship could present information‑flow or competitive interlock risks; tenure ended in 2023, reducing ongoing conflict concerns .
-
Net Impression
- Christensen brings valuable sector/legal expertise and strong committee leadership, particularly in HSEC. The lack of disclosed equity ownership versus stated shareholding guidelines is the key governance concern for investor alignment and a focal point for engagement with the board and the Compensation & Nominating Committee .