Last checked at 31 Jan 2012 07:00
Embargoed: 0700hrs, 31 January 2012
Pathfinder Minerals Plc
("Pathfinder Minerals", the "Company")
Update Regarding Status of Licence Ownership
Pathfinder Minerals awaits the outcome of the investigation by Mozambique's Ministry of Mineral Resources into the status of the mining concession licences held by Pathfinder Minerals' subsidiary,Companhia Mineira de Naburi S.A.R.L. ("CMDN"). The Company is continuing to urge the Ministry to resolve the situation as a matter of urgency and, additionally, is seeking to further its cause through political channels.
As previously stated, all avenues (both in the UK and Mozambique) are being pursued to secure the Company's licences and resume project development. Consistent with this strategy, Pathfinder Minerals, through its wholly-owned subsidiary, IM Minerals Ltd ("IMM"), convened for 17 January 2012, and held on that date, an extraordinary general meeting of CMDN ("EGM"). The purpose of the EGM was to amend the constitution of CMDN and to remove the local directors, being Jacinto Veloso ("General Veloso"), Miriam Veloso (General Veloso's daughter) and Diogo Cavaco ("Mr Cavaco"), from the Board of CMDN. Despite a representative of General Veloso and Mr Cavaco voting on their behalf at the EGM in respect of the two CMDN shares owned by them, all the resolutions put forward by IMM, including to remove the local directors and appoint an additional director on behalf of IMM, were duly notarised as being successfully passed.
Immediately prior to the EGM, however, Pathfinder Minerals was informed that General Veloso, Mr Cavaco and their affiliates had purported to hold a contradictory EGM of CMDN in December 2011, designed to remove Pathfinder Minerals' appointees from the Board of CMDN, without giving notice to IMM and by refusing to recognise IMM as a shareholder (the "Rival Steps"). These Rival Steps had been taken:
(i) despite IMM being in possession of a share certificate, signed by General Veloso and Mr Cavaco, for 399,998 of the 400,000 registered CMDN shares; and
(ii) notwithstanding the rights of IMM to these CMDN shares, which are pursuant to English law agreements, to which both General Veloso and Mr Cavaco were signatories, and which themselves are the subject of an injunction granted by the English High Court.
Pathfinder Minerals is advised by leading Mozambican counsel that, on the strength of the facts known to them, the Rival Steps comprised illegal actions and the process carried out to effect the Rival Steps was defective under Mozambican law. Litigation has therefore been commenced by Pathfinder Minerals in Mozambique to contest the validity of the Rival Steps, including seeking an injunction preventing General Veloso and Mr Cavaco from acting on them. Pathfinder Minerals is also seeking to register the duly notarised minutes of the EGM held on 17 January 2012 with the relevant companies' registry in Maputo; and thereby to ensure control of CMDN.
Further announcements will be made in due course.
Enquiries:
Pathfinder Minerals Plc
Nick Trew, Chief Executive
Tel. +44 (0)20 7399 4371
Daniel Stewart & Company Plc
Paul Shackleton or James Thomas
Tel: +44 (0)20 7776 6550
M: Communications
Ben Simons or Maria Souvorov
Tel: +44 (0)20 7920 2340 /2327
Notes to Editors
Pathfinder Minerals Plc's subsidiary, Companhia Mineira de Naburi S.A.R.L ("CMDN"), was issued mining concession licence 4623C ("Moebase") on 13 July 2011 for a period of twenty-five years. The Moebase licence is in addition to licence 760C ("Naburi"), also granted in the name of CMDN for a period of 25 years ending in 2029. Taken together, these mining concessions cover approximately 32,000 hectares of land on the Indian Ocean coast of the Zambezia province of Mozambique, known to contain the heavy minerals, ilmenite, rutile and zircon.
Pathfinder Minerals Plc is admitted to trading on AIM. Trading was suspended on 11 November 2011 at the Company's request, following notification from General Veloso of his resignation as a director and assertions by him that CMDN is no longer the licence holder.