In front of the knights of the pen, Me Popol Mwamba Mukengeshayi, counsel for this company, began by pruning all the statements which he describes as unfounded, misleading and without foundation supported by the company AVZ, through his advice, during the press conference of July 15, about the Tin and Lithium project in Manono, in the province of Tanganyika.
In a press release, bearing his signature, made available to the media, the lawyer advising the company COMINIERE SA clearly demonstrates that everything that the lawyers of the company AVZ had peddled, about the Tin and Lithium project of Manono, were only lies cut from scratch.
The first lie is when the company AVZ confirms having paid the amount of USD 6,000,000 to the company COMINIERE SA, as a doorstep, even claiming to hold evidence, the company COMINIERE SA specifies to the opinion that the payment made by AVZ was rather a non-refundable signing bonus, as provided for by the provisions of the Joint Venture contract "CIV" and not a doorstep, as AVZ would have us believe," Regarding the payment door step, COMINIERE SA notes the CIV provides "that in the event of evidence of an easily exploitable economically within the scope of the Exploration permit, and after production of the Feasibility Study, AVZ will give COMINIERE SA a no door, non-refundable whose height and terms are to be agreed,informs the press release of the company COMINIERE SA, and to add “And yet to date COMINIERE SA and AVZ have not yet agreed on the height and the terms of a payment.
As a result, COMINIERE SA reserves the right to initiate an action for damages before the authorized authorities, says the press release, while specifying that the gratuitous, self-interested and prejudicial assertion that the amounts received by COMINIERE SA do not have ever been donated to the public treasury is false.
Regarding the management of DATHCOM MINING SA, Contrary to AVZ's assertions on the participation of the company COMINIERE SA in the meetings of DATHCOM MINING SA and that the minutes of the minutes attest to its presence by signature, COMINIERE SA notes that since its entry as a shareholder in DATHCOM SA, AVZ has concentrated the management of the company in its hands, contrary to the provisions of Article 6(h) of the CIV which provide for a Board of Management composed of seven (7) members, three (3) of whom are appointed by the COMINIERE SA, on one side of the Management composed of a maximum of five (5) members of the Management Committee who will be appointed by the Board of Managers, including one on the proposal of COMINIERE SA. As part of this management,
– Approval of investments above five hundred thousand (500,000) dollars,
- Approval of dividend payment decisions,
Approval of the increase in share capital
-The appointment of the company's Internal Audit Manager to offset the presence of the Chief Financial Officer appointed by the majority shareholder
-The approval of contracts with any company affiliated with the partner,
– and The Appointment of one or more Statutory Auditors, things that are not done, according to COMINIERE SA's legal counsel.
AVZ's right of pre-emption is an acquired and real right which renders legally null and void any action seeking to ignore it. COMINIERE SA confirms that the entire operation relating to this transfer took place in complete transparency and in the most regular manner. The company ZIJIN MINING GROUPE COMPANY Limited approached COMINIERE SA for the creation of a partnership for the purpose of acquiring the shares of the shares of COMINIERE SA in the company DATHCOM MINING SA.
The other lie told by AVZ's counsel is about the grievances formulated against the FEASIBILITY STUDY, according to COMINIERE SA, under the terms of the provisions of article 8.3 of the CIV, The feasibility must be communicated for opinion to COMINIERE SA within a period not exceeding fifteen (15) months from the date of the start of its development. For its part, COMINIERE SA makes several complaints against the Feasibility Study, in particular, since April 2020, the date of its publication, COMINIERE SA, the shareholder representing the Congolese State in the joint venture DATHCOM MINING SA, has never been consulted on the publication of the said feasibility study to issue its opinion, given that it was COMINIERE SA which sold PR 13359 to DATHCOM MINING SA, It was through informal channels that COMINIERE SA learned of its publication, lamented its legal counsel. Thus, COMINIERE SA wonders about this lack of consideration on the part of its partner and considers that the reasons are clear and certain that the Feasibility Study as carried out by AVZ, contains inaccurate allegations which aim to confuse the action of the state and its services.
Regarding the alleged transfer of 5% of COMINIERE SA IN DATHCOM MINING SA IN FAVOR OF MMCS, another lie since AVZ claims that it would have been informed by unconventional channels that COMINIERE SA would have been approached by MMCS with a view to finding an amicable solution instead of a long arbitration procedure, and reveals that COMINIERE SA would have sold 5% of its shares in DATHCOM MINING SA, COMINIERE SA specifies that the company MMCS approached COMINIERE SA with a view to finding an arrangement for the amicable agreement to put an end to the dispute between them before the Chamber of Commerce and Arbitration of Paris. As a result, MMCS made proposals to COMINIERE SA, in particular its integration into the shareholding of DATHCOM SA,
Speaking of AVZ'S ALLEGED OWNERSHIP OF 75% OF SHARES IN DATHCOM MINING SA, COMINIERE SA provides the following clarifications:
– On June 15, 2022, Mr. NIGEL FERGUSON, Chairman of the Board of Directors of DATHCOM MINING SA had notified the invitation to the written consultation of the Board of Directors to be held from June 15, 2022 to June 24, 2022 at 23 hours 59 by e-mail, that said convocation had for the agenda:
1) Acknowledgment of the transfer of 750 company shares between AVZ International and Green Lithium Holding,
2) The update of the registered securities register concerning the transfer of 750 shares between AVZ International Pty and Green, Lithium Holding PTE Ltd, in response to this summons, by its correspondence referenced CM/DG/043/amm/2022 of 23 June 2022, COMINIERE SA, castigating the irregularities of the planned approach, opposed the holding of the meeting of the board of directors thus convened, specifies the legal counsel for this company.
In conclusion, the company COMINIERE SA denounces all the false allegations conveyed by the company AVZ brought against it, during its press conference of last July 15, about the Manono Tin and Lithium project and denounces at the same time the manipulation of public opinion by this society through the media. Thus, COMINIERE invites him to stop his campaign of disinformation and manipulation, which he has also been undertaking for some time. She would like to remind him that the first rule of any partnership is that of good faith. Only sincere transparency and cooperation between partners will allow the success of the project. COMINIERE SA favors amicable collaboration with AVZ, instead of continuing to fight through the media, said its counsel,
