Anton Drescher
About Anton Drescher
Anton Drescher, age 68, is an independent director of International Tower Hill Mines Ltd. (THM) and has served on the Board since October 1, 1991. A Chartered Professional Accountant, Certified Management Accountant since 1981, he is recognized by the Board as an “audit committee financial expert” and brings deep finance and accounting expertise to THM’s governance and audit oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Xiana Mining Inc. (TSXV, suspended) | Director (since 1996); CFO (since 2012) | 1996–present (Director); 2012–present (CFO) | Finance leadership; capital markets; controls |
| Oculus Inc. (TSXV; OTCBB) | CFO & Director (since 1994) | 1994–present | Accounting oversight; public company reporting |
| CENTR Brands Corp. (CSE) | Director (since 2014) | 2014–present | Consumer/branding; governance |
| Westpoint Management Consultants Ltd. (private) | President | 1979–present | Tax and accounting consulting; restructurings |
| Harbour Pacific Capital Corp. (private) | President | 1998–present | Regulatory filings; compliance |
| Corvus Gold Inc. (TSX, Nasdaq) | Director | 2010–2022 | Mining sector governance; M&A context |
| ZEB Nickel Corp. (TSXV) | Director | 2020–2023 | Junior mining governance |
| Lamaska Capital Corp. (TSXV) | Director | 2019–2021 | Capital markets |
External Roles
| Organization | Role | Exchange(s) | Notes |
|---|---|---|---|
| Xiana Mining Inc. | Director; CFO | TSXV (suspended) | Ongoing cease trade order since Aug 3, 2021 (Xiana annuals/interims not filed) – see Legal Proceedings |
| Oculus Inc. (formerly Oculus VisionTech Inc.) | CFO; Director | TSXV; OTCBB | Data privacy/security; senior finance role |
| CENTR Brands Corp. | Director | CSE | Consumer beverages/brands |
Board Governance
- Independence: Board determined Drescher is independent under NYSE American and Canadian NP 58-201 standards; only the CEO (Hanneman) is non-independent .
- Committee assignments: Audit Committee Chair; Corporate Governance & Nominating Committee member; not on Compensation or Technical Committees .
- Attendance: 100% attendance at Board and committee meetings in FY2024; specifically 6/6 Board, 4/4 Audit (Chair), 1/1 CGNC .
- Majority Voting: THM maintains a majority voting policy; directors receiving more withhold than for are expected to tender resignations .
- Trading policy: Strict anti-hedging and anti-pledging policy prohibits short sales, options/derivatives, and pledging company shares as collateral .
- Lead Independent Director: Thomas Weng serves as Lead Independent Director; Mr. Kim (Paulson nominee) is independent Chair; Paulson holds ~33.8% and can nominate two directors under an IRA .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Annual cash retainer (non-Paulson, non-management directors) | C$10,000 | Reduced since 2018 to lower overhead |
| Fees earned (USD) | $7,318 | Reported for 2024 |
| Chair/committee fees | Not disclosed | No specific chair fee disclosure; skip if not disclosed |
| Meeting fees | Not disclosed | Not specified; skip |
Performance Compensation
| Instrument | Grant Date | Quantity | Grant FV | Vesting | Settlement |
|---|---|---|---|---|---|
| DSUs (Annual grant to non-Paulson directors) | May 29, 2024 | 88,298 | C$0.94 per DSU; C$83,000 per director; $60,582 USD per director | Immediate vesting | Shares issued upon departure from Board; distribution elections per DSU Plan |
| Options (directors) | N/A | N/A | N/A | N/A | No director options outstanding in 2024 |
Performance metrics: No explicit financial/ESG metrics disclosed for director compensation; DSUs are time-vested to align interests and settle on board departure .
Other Directorships & Interlocks
| Person | Other Boards | Potential Interlocks/Notes |
|---|---|---|
| Anton Drescher | Xiana (Dir/CFO); Oculus (CFO/Dir); CENTR (Dir); prior Corvus, ZEB Nickel, Lamaska | Extensive external finance roles; no THM-related related-party transactions reported in 2023–2024 |
| THM Board context | Paulson & Co. right to nominate two directors; Kim is Chair; Weng is Lead Independent Director | Concentrated shareholder influence is a governance consideration |
Expertise & Qualifications
- Chartered Professional Accountant and Certified Management Accountant since 1981; designated audit committee financial expert by THM’s Board .
- Decades of public company finance leadership and governance experience across mining and technology sectors .
- Long-tenured THM director with deep institutional knowledge of the Company .
Equity Ownership
| Holder | Common Shares Owned | Vested DSUs | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|
| Anton Drescher | 731,676 | 792,391 | 1,524,067 | <1% (based on 207,885,473 shares outstanding) |
| Shares Outstanding (Record Date) | 207,885,473 | 100% |
- Alignment: DSU plan prohibits pledging; shares cannot be hedged/pledged under THM’s Share Trading Policy .
- Ownership guidelines: Not disclosed; DSUs vest on grant but settle after board service ends .
Governance Assessment
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Strengths:
- Independent director; Audit Committee Chair with “financial expert” designation; 100% meeting and committee attendance in FY2024, indicating high engagement .
- Compensation mix emphasizes equity via DSUs with settlement upon departure, supporting long-term alignment; anti-hedging and anti-pledging policies enhance investor alignment and risk controls .
- No related-party transactions reported for FY2023–FY2024; no indebtedness to the company .
-
Considerations:
- Very long tenure (since 1991) may raise independence perception concerns despite formal independence designation .
- External CFO roles and involvement with Xiana Mining Inc., which is under a management and later full cease trade order due to filing lapses, represent a reputational risk that warrants monitoring for potential spillover into THM’s governance optics (RED FLAG) .
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Structural influences:
- Paulson & Co. holds ~33.79% and can nominate two directors, shaping board composition; THM mitigates with a Lead Independent Director structure, but concentrated ownership remains a governance factor .
Overall signal: High audit competence and attendance support board effectiveness; independence designation and anti-hedge policies are positives. Long tenure and external cease-trade association at Xiana are red flags to monitor for investor confidence .