Hirofumi Katase
About Hirofumi Katase
Hirofumi Katase, age 65, has served on Ivanhoe Electric’s Board since January 2022. He is a former Vice Minister for International Affairs at Japan’s METI with senior leadership across trade, energy, aerospace/defense, and space policy, and holds a Bachelor’s in law (University of Tokyo) and a Master’s in applied economics (University of Michigan) . Within the Ivanhoe Electric group’s broader ecosystem, he has executive and director roles at I-Pulse and affiliated entities focused on high pulsed-power technologies and energy storage .
Past Roles
| Organization | Role | Tenure/Timing | Committees/Impact |
|---|---|---|---|
| METI (Japan) | Vice Minister for International Affairs; Director General roles (Industrial Science & Technology Policy and Environment Bureau; Trade Policy Bureau); Director, Oil & Natural Gas Division; Director, Aerospace & Defense Industry Division | Vice Minister June 2016–July 2017; METI roles since 1982 | Led TPP signing efforts; launched MRJ aircraft program; established Office of National Space Policy |
| Cabinet Office (Japan) | Deputy Secretary-General, Secretariat of Strategic Headquarters for Space Policy | Prior to 2017 | Helped establish the Office of National Space Policy |
External Roles
| Organization | Role | Tenure/Timing | Notes |
|---|---|---|---|
| I-Pulse Inc. | Executive Vice Chairman; Board Member | Since Dec 2017 | Pulsed power technologies; shared ecosystem with IE |
| I-Pulse Japan Co., Ltd. | President | Since Dec 2017 | I-Pulse operating subsidiary in Japan |
| G-Pulse Inc. | Chief Executive Officer | Since Feb 2022 | Drilling tech based on high pulsed power |
| Geo Dreams Inc. | Chairman | Since Jan 2022 | Technology/energy-related venture |
| VRB Energy | Director | Since Feb 2022 | Energy storage subsidiary within IE ecosystem |
| Geo Power Innovations | Director | Since Sep 2019 | Energy technology focus |
| MinebeaMitsumi | Director | Since July 2021 | Public manufacturing company |
| Ibis Inc. | Representative Director | Since June 2021 | Corporate role in Japan |
Board Governance
- Independence: The Board determined the following directors are independent: Ball, de Margerie, Loftus-Hills, Patil, and Vance; Katase is not listed among independent directors, indicating non‑independent status .
- Committee assignments: Katase has no standing committee memberships (Audit, Compensation & Nominating, HSE); “N/A” in nominee matrix .
- Attendance and engagement: In 2024 the Board held 4 meetings, Audit 4, Compensation & Nominating 6, HSE 3; 100% of directors attended the 2024 annual meeting. Independent directors meet in executive session during meetings .
- Leadership: Board chaired by Executive Chairman Robert Friedland; CEO and Chair roles separated .
| Committee | Members | Chair | 2024 Meetings | Katase Member? |
|---|---|---|---|---|
| Audit (AC) | Ball, Patil, Vance | Ball | 4 | No |
| Compensation & Nominating (CNC) | Patil, Ball, Loftus‑Hills | Patil | 6 | No |
| Health, Safety & Environmental (HSE) | Vance, Loftus‑Hills, Bianchi | Vance | 3 | No |
Fixed Compensation
- Policy highlights: Non‑employee directors receive $130,000 annually ($30,000 cash retainer; $100,000 equity in DSUs/RSUs/options at Board discretion). Committee membership adds $5,000 cash; committee chairs +$10,000 (Audit Chair +$15,000). Directors may elect to take cash in equity; DSUs vest quarterly within year of grant; settlement per policy .
| Year | Fees Earned or Paid in Cash ($) | Notes |
|---|---|---|
| 2023 | $30,000 | Base cash retainer consistent with policy |
| 2024 | $30,000 | No committee fees indicated for Katase |
Performance Compensation
- Structure: Director equity awarded as DSUs/RSUs/options under LTIP; director DSUs vest quarterly within year of grant; settlement per election or company‑prescribed date; no performance metrics (TSR, EBITDA, etc.) apply to director equity; PSUs are for executives and were not awarded to directors in 2024 .
| Year | Stock Awards ($) | Option Awards ($) | Outstanding Director Options (End of FY) |
|---|---|---|---|
| 2023 | $100,236 (DSUs) | — | DSUs outstanding disclosed at Board level; director-specific count not provided |
| 2024 | — | $99,992 | 28,927 options outstanding (per director) |
Director equity terms (policy): DSUs vest quarterly in the grant year; settlement at earlier of 3 years from grant or termination of service (or per director election per policy); options issued under LTIP per Board determination .
Other Directorships & Interlocks
| Entity | Type | Relationship to IE | Potential Interlock/Conflict Vector |
|---|---|---|---|
| I-Pulse Inc. | Private | IE purchases Typhoon transmitters and services from I-Pulse; historical registration rights among investors (incl. I-Pulse) | Related-party exposure via vendor relationship; Katase is Executive Vice Chairman at I-Pulse |
| VRB Energy | IE subsidiary | Director role | Governance overlap within group |
| MinebeaMitsumi | Public | No disclosed transactions with IE | External public board |
Expertise & Qualifications
- Government/industry: Senior policy leadership across trade, energy, aerospace/defense, and space; instrumental in large international agreements and program launches (TPP; MRJ) .
- Technical/industrial networks: Executive roles in pulsed‑power drilling/energy tech (I‑Pulse, G‑Pulse), energy storage (VRB) .
- Education: BA Law (University of Tokyo); MA Applied Economics (University of Michigan) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class |
|---|---|---|
| Hirofumi Katase | 68,583 | <1% |
- Stock ownership guidelines: Non‑employee directors must hold 3× annual retainer; compliance required within 36 months of Jan 1, 2024; holdings can include vested full‑value awards; pledging/margin prohibited by insider trading policy .
Governance Assessment
- Independence and committee roles: Katase is non‑independent and holds no committee assignments, aligning with exchange rules that require committee independence. However, absence from committees limits direct influence over audit, compensation, and ESG oversight .
- Alignment: Director equity and stock ownership guidelines promote alignment; insider policies prohibit hedging, short sales, and pledging, reducing misalignment risks .
- Related-party exposure (RED FLAG): Executive role at I‑Pulse overlaps with IE’s material procurement of Typhoon equipment and maintenance from I‑Pulse, a related‑party transaction monitored by the Audit Committee. This interlock can present perceived conflicts and warrants heightened scrutiny of pricing, terms, and approvals by disinterested directors .
- Investor rights history: Historical stockholder agreements and registration rights involved investors including I‑Pulse; while many rights terminated pre‑IPO, disclosure reflects complex interrelationships in the investor group, meriting vigilance for future transactions or rights exercises .
- Attendance: Board‑level attendance strong (100% at 2024 annual meeting). Individual director meeting attendance rates are not disclosed; continued transparency would enhance evaluations of engagement .
Overall: Katase brings deep governmental and industrial expertise relevant to IE’s strategy in critical metals and technology. The non‑independent status combined with a senior role at a related vendor (I‑Pulse) is the principal governance risk; robust Audit Committee review of related‑party transactions and clear recusals are critical to maintaining investor confidence .