shs demand resignation legally by petition?, page-5

poo-moo the age article i emailed to Ross follows


ASIC probes claims on junior miner THE AGE Mathew Murphy May 29, 2009 AUSTRALIA'S corporate regulator is probing allegations against junior Jervois Mining, which is embroiled in claims of market manipulation, related-party transactions and misleading shareholders.The company strongly denies the claims, which also have been aired recently in the Federal Court before Justice Alan Goldberg.The Australian Securities and Investments Commission is reviewing a report, compiled by a former in-house analyst, Peter Francis, detailing the allegations. Several statutory declarations that broadly support the report, including one from former Jervois director Richard Campbell, have been lodged with the regulator.Last month at an extraordinary meeting of Jervois, Mr Campbell and a group of rebel shareholders accused the management of losing about $8 million of shareholders' funds and repeated share placements that significantly diluted the share price.But they failed to oust Jervois managing director Duncan Pursell and board members including Derek Foster.The rebels also claimed that Mr Pursell had botched a multimillion-dollar joint-venture deal with China Rail Resources to develop the company's nickel/cobalt project in Young, NSW.At the nub of the complaint is Jervois' relationship with sometime underwriter New Age Exploration and the unlisted Goldpride.In January, Jervois announced a capital raising by way of a 1-for-5 rights issue of about 428 million shares. But it received applications for only 131 million shares. After Jervois had sent out a notice of an EGM to be held in April, it issued hundreds of millions of shares, partly to cover the shortfall. But it was Jervois' swap of 200 million of its shares to New Age, at a 25 per cent discount, for 6 million New Age shares, at an 85 per cent premium, that caused the most ire.Then in March, again before the EGM, Jervois acquired tenements from Goldpride neighbouring its Bullabulling gold venture in Western Australia in return for 125 million shares. That was despite Mr Pursell saying as recently as November that Jervois had no interest in Bullabulling and "will be closing the mine at the end of the year"."In my opinion, it is clear that Jervois " deliberately misled shareholders in regards to the rights issue," Mr Francis says in the ASIC document. "A further (252 million) shares were issued that could not have been issued (without) the vote of the shareholders. The issues surrounding the EGM, in my opinion, were designed to mislead shareholders and influence the outcome of the voting at the EGM."A spokesman for Jervois denied it had paid a premium on the New Age transaction. He said Jervois was seeking a joint-venture partner for Bullabulling with a view of expanding the loss-making operation."Jervois has always maintained a flexible attitude to Bullabulling," he said in a statement.Two weeks before the Goldpride acquisition, members of Mr Foster's immediate family transferred ownership to Shane Fitch and Peter Peebles, who then on-sold to Jervois.Mr Campbell's statutory declaration to ASIC says Mr Foster, a former mine manager at Bullabulling and now a Jervois director, never disclosed a prior interest in the asset even though his wife was a director of Goldpride."This company shows all the traits of market manipulation and a company that is being controlled and run as a private company," Mr Francis says in his report to ASIC. "Numerous breaches of the ASX rules and the Corporations Law are present."