RNS Number : 6538Z
Pathfinder Minerals PLC
20 March 2012
Embargoed: 0700hrs 20 March 2012
Pathfinder Minerals Plc
("Pathfinder Minerals" or "the Company")
Update Re. English High Court Injunction
Agreement by Defendants to Provide Undertakings; and to accept English High Court Jurisdiction
Update re. CMDN
Further to the announcement of 13 February 2012, Pathfinder Minerals announces that there was a further hearing of the English High Court (the "Court") yesterday to consider whether the interim injunction (the "Injunction") previously granted on 19 December 2011 against each of General Jacinto Soares Veloso ("General Veloso"), J.V. Consultores Internacionais Limitada ("JVC") and Diogo Jose Henriques Cavaco ("Mr Cavaco") (together the "Defendants"), and continued by further orders until today's hearing, should be further continued to trial. At the hearing the Defendants agreed to give an undertaking (the "Undertaking") to the Court in lieu of (but on substantially similar terms to) the Injunction.
The Defendants have each undertaken to the Court that, until trial or further order, they will not take any further steps to interfere with IM Minerals Limited's asserted rights of ownership of shares in Companhia Mineira de Naburi SARL ("CMDN"), including by taking any further steps to have those shares cancelled or annulled or otherwise; and will not take any or any further steps in Mozambique or elsewhere to alter the constitution or share capital of CMDN, or to have CMDN dissolved, wound up, sold or otherwise.
Subject to the English court's power to prosecute and enforce contempt proceedings against defendants out of the jurisdiction, if the Defendants breach the Undertaking they may be found guilty of contempt of court and sent to prison or fined and, in the case of the corporate defendant, its directors may be sent to prison or fined, and it may be fined or have its assets seized.
The Defendants had also sought to challenge the jurisdiction of the Court to determine the validity, enforceability and effect of the contracts by which IM Minerals acquired its shares in CMDN. However at the hearing the Defendants accepted the jurisdiction of the English High Court to determine these issues and the Court has ordered that the trial of those issues should be expedited to the extent practicable. The trial has been ordered to take place on the earliest available date after 1 October 2012 (subject to counsel's availability).
Pathfinder has received a copy of an order, obtained by the "Audit Committee" of CMDN against CMDN from the Maputo Commercial Court, provisionally suspending the resolutions passed at the Extraordinary General Meeting held on 17 January 2012. IM Minerals Limited, as the 99.99% shareholder of CMDN, intends to challenge that Order on a number of bases. Pathfinder awaits the outcome of its own application to the Mozambique Court for an order suspending the resolutions purportedly passed at an Extraordinary General Meeting of CMDN held on 9 December 2011 without notice to IM Minerals by General Veloso, JVC (a company controlled by General Veloso) and Mr Cavaco. Nick Trew, Chief Executive, commented:
"This positive development in the UK enables Pathfinder to focus on preparing for trial in England, where the Defendants have accepted jurisdiction, as well as on our continuing legal proceedings in Mozambique.
The timing of the Mozambique court processes remains to be determined. We are, however, striving for an earlier resolution through Pathfinder's continued pursuit of high level political avenues in the UK and Mozambique, in parallel with legal action, aimed at restoring control and resuming project development."
Pathfinder Minerals Plc
Nick Trew, Chief Executive
Tel. +44 (0)20 7399 4371
Daniel Stewart & Company Plc
Paul Shackleton, David Hart or James Thomas
Tel: +44 (0)20 7776 6550
Ben Simons or Maria Souvorov
Tel: +44 (0)20 7920 2340 /2327
Notes to Editors
Companhia Mineira de Naburi S.A.R.L ("CMDN"), a subsidiary of Pathfinder Minerals, was issued mining concession licences 760C and 4623C on 13 September 2004 and 13 July 2011 respectively, each for a period of twenty-five years. 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 the AIM market of the London Stock Exchange. At the Company's request trading in its shares was suspended on 11 November 2011 following notification from General Veloso of his resignation as a director and assertions by him that CMDN was no longer the licence holder. The Company's ownership rights over CMDN itself are also in dispute and are the subject of legal action in Mozambique and in the UK.
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