Companhia Mineira de Naburi (“CMdN”)
Response to Pathfinder Minerals Plc (“Pathfinder
Minerals”) announcement of restoration of trading
The
Directors of CMdN note the announcement on 28 June 2012 of the preliminary
results of Pathfinder Minerals and the restoration of trading (the “Press
Release”).
The Directors
of Pathfinder Minerals (and its subsidiary IM Minerals Limited), namely John
McKeon, Nick Trew, Gordon Dickie, Tim Baldwin and James Normand, have made a
number of assertions
in the Press Release which are either inaccurate and/or materially or wholly misleading.
in the Press Release which are either inaccurate and/or materially or wholly misleading.
Legal action
1. Jurisdiction
The Injunction
obtained by Pathfinder Minerals on 19 December 2011 was obtained ex-parte and
without any notice to CMdN. Far from
submitting to English jurisdiction as is alleged, this Injunction was amended
by an undertaking agreed between CMdN and Pathfinder Minerals under which the
owners of CMdN, General Veloso, Diogo Cavaco and JV Consultores (the “Owners”),
were expressly permitted by the English Court to defend their legitimate legal
rights of ownership of CMdN in the Mozambique Courts.
2. EGM Resolutions
The January
2012 EGM of CMdN called by Pathfinder Minerals referred to in the Press Release
was requisitioned illegally and the resolutions allegedly approved at that
meeting are invalid. The owners of CMdN have obtained an injunction in the
Mozambique Court suspending the January resolutions.
3. Mozambique Anti-suit Injunction
As referred
to in the Press Release, the Owners of CMdN have also obtained an anti-suit
injunction in the Mozambique Court preventing any English proceedings until judgement
has been obtained in the Mozambique Court, the only proper forum to decide the
ownership of a Mozambican company by Mozambican nationals of Mozambican assets.
Contrary to
what is alleged by Pathfinder Minerals, the Mozambique Court was made aware of
the English proceedings by the Owners. The
anti-suit Injunction applies to the current English proceedings and the
Directors of Pathfinder Minerals are in criminal breach of this Injunction by
attempting to continue with the English proceedings.
The Owners
of CMdN also informed the English Court on 25 May 2012 that they would no
longer contest the UK legal proceedings as they serve no useful purpose. The Owners expect Pathfinder Minerals to
apply for a summary judgement of the case in the UK.
CMdN has
now filed its main case against Pathfinder Minerals in the Mozambique Court.
Political Process
The Owners
are surprised by the statements made by Pathfinder Minerals regarding the
involvement of the British Government in this corporate dispute. The Owners have kept the Foreign &
Commonwealth Office and the Mozambique Government fully apprised of the situation.
Lines of Communication
The Owners,
and specifically General Veloso, have not had any recent communications with
Pathfinder Minerals or its representatives.
The Owners have no intention of entering into any further discussions
with Pathfinder Minerals or its representatives in Mozambique.
Conclusion
Pathfinder
Minerals has never paid for or legally acquired any shares of CMdN. The owners
of CMdN will continue to defend vigorously their legitimate rights of ownership
of CMdN. They continue to press the UK
authorities, in particular the London Stock Exchange and the Serious Fraud
Office to investigate fully the activities of the Directors of Pathfinder
Minerals and IM Minerals.
Maputo,
Mozambique – 2 July 2012
