AVZ Discussion 2022

[TDITD]

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Article 765:

Article 765 : Actualités du droit OHADA

Legislation - Articles 748 a 778 15 valeurs mobilieres et autres titres emis par les societes anonymes dispositions relatives aux actions - Article 765 - Toute l'information juridique en droit OHADA.

www.actualitesdroitohada.com

"Notwithstanding the principle of free transferability set out in Article 764 above, the articles of association or agreements mentioned in Article 2-1 above may stipulate certain limitations to the transfer of shares under the conditions provided for in Articles 765- 1 to 771-3 below. Limitations on the transmission of shares cannot operate in the event of succession, liquidation of community of property between spouses, or transfer either to a spouse or to an ascendant or a descendant."


Article 765-1:

Article 765-1 : Actualités du droit OHADA

Legislation - Articles 748 a 778 15 valeurs mobilieres et autres titres emis par les societes anonymes dispositions relatives aux actions - Article 765-1 - Toute l'information juridique en droit OHADA.

www.actualitesdroitohada.com

"The inalienability clauses affecting shares are only valid if they provide for a prohibition of a period less than or equal to ten (10) years and if they are justified by a serious and legitimate reason."

Article 771-2:

Article 771-2 : Actualités du droit OHADA

Legislation - Articles 748 a 778 15 valeurs mobilieres et autres titres emis par les societes anonymes dispositions relatives aux actions - Article 771-2 - Toute l'information juridique en droit OHADA.

www.actualitesdroitohada.com

"It may be stipulated in the articles of association or the agreements of article 2-1 above that the shareholder who intends to transfer all or part of his shares is required to notify one or more other shareholders, who may inform the assignor that they exercise a right of pre-emption at the prices and conditions which have been notified to it."


Article 771-3:

Article 771-3 : Actualités du droit OHADA

Legislation - Articles 748 a 778 15 valeurs mobilieres et autres titres emis par les societes anonymes dispositions relatives aux actions - Article 771-3 - Toute l'information juridique en droit OHADA.

www.actualitesdroitohada.com

"In the event that a pre-emption clause is stipulated in the articles of association, any transfer of shares carried out in violation of the pre-emption right is void.

In the event that a preemption clause is stipulated in the agreements of article 2-1 above, any transfer of shares carried out in violation of the right of preemption is void when it is demonstrated that one of the beneficiaries was aware of it or could not be unaware of its existence."


Conclusion:
COMINIERE violated Article 773-1 of the OHADA corporate law when it sold 15% of Dathcom to Jin Cheng. This sale was void by corporate law because AVZ was aware of its pre-emptive right to purchase the 15% from COMINIERE.

DYOR. IMO

Great post. Looks like its pretty water tight no wonder Nigel has been so confident in interviews and announcements.

 

[Roller62]

The bit with the diagonal black lines becomes the area covered by the Mining license, the blank bit is the remaining unexplored portion of the original 13359, and will become a 5 year exploration renewal. It's really simple to understand, if you read the May 4th announcement

The blank bit should in reality still be part of Tenement 13359. When the Mining Licence application was made it applied to all of 13359. You can't apply just for a section of it.

If you have a look at the original 13359 it covers a much larger area than it does now. It used to cover all the area inside the 100% AVZ extensions. The ML should also cover all of this area.

 

[Sammy_da_Smile]

The blank bit should in reality still be part of Tenement 13359. When the Mining Licence application was made it applied to all of 13359. You can't apply just for a section of it.

If you have a look at the original 13359 it covers a much larger area than it does now. It used to cover all the area inside the 100% AVZ extensions. The ML should also cover all of this area.

Hey Roller, yes that was my thoughts comparing the two. Hopefully it is just a transition process being done in the background, much like when all the data was blanked a few weeks ago. The area seems still contained on the blue box, though not shaded atm.

 

[Xerof]

The blank bit should in reality still be part of Tenement 13359. When the Mining Licence application was made it applied to all of 13359. You can't apply just for a section of it.

If you have a look at the original 13359 it covers a much larger area than it does now. It used to cover all the area inside the 100% AVZ extensions. The ML should also cover all of this area.

I agree it's all part of 13359, but ...... from May 4th Decree announcement

DRC Mining Code requires the Cadastre Minier (CAMI), operating under the supervision of the Minister of Mines, to calculate the surface rights fee and officially award the Mining Licence following the receipt of payment

• The Ministerial Decree to award the Mining Licence covers the entirety of the Roche Dure JORC Mineral Resource and Reserve 2&3 and the Carriere de l’Este exploration target 4 (this is the shaded bit)

• An area which was excluded under the Ministerial Decree to award the Mining Licence, will be renewed under a 5-year Exploration Licence to Dathcom, with discussions regarding the terms of the ongoing joint venture under discussion with the DRC Government (this is the blankety blank bit to the north)

Clearly, they applied for it all, but the MofM decreed it as described above

I'm not going to repeat this any more, it should be crystal clear

 

[Hemicuda]

Any thoughts around the CATH ext date to 31/5, and the voluntary suspension extension to 1/6? Can’t just be a coincidence? or do we get news prior?

 

[cruiser51]

My guess, Nigel wants to see where he stands, before he signs 24% away for US$240 million.

 

[DiscoDanNZ]

Expecting it will be extended again as I don't think there's any chance of that deal going through for the full 24% while any of this Zijin crap is going on. At this stage though I wouldn't even mind if we scrapped it and found a new partner at a higher price.

 

[BRICK]

I think @MDRY meant one fruit basket for Franck and one for Jens

Frank would definatly have the better fruit basket!

Definatly with some good whiskys!

 

[Winenut]

Frank would definatly have the better fruit basket!

Definatly with some good whiskys!

Maybe some crackin' SA wine too

 

[Winenut]

I agree it's all part of 13359, but ...... from May 4th Decree announcement

DRC Mining Code requires the Cadastre Minier (CAMI), operating under the supervision of the Minister of Mines, to calculate the surface rights fee and officially award the Mining Licence following the receipt of payment

• The Ministerial Decree to award the Mining Licence covers the entirety of the Roche Dure JORC Mineral Resource and Reserve 2&3 and the Carriere de l’Este exploration target 4 (this is the shaded bit)

• An area which was excluded under the Ministerial Decree to award the Mining Licence, will be renewed under a 5-year Exploration Licence to Dathcom, with discussions regarding the terms of the ongoing joint venture under discussion with the DRC Government (this is the blankety blank bit to the north)

Clearly, they applied for it all, but the MofM decreed it as described above

I'm not going to repeat this any more, it should be crystal clear

"Clearly, they applied for it all, but the MofM decreed it as described above

I'm not going to repeat this any more, it should be crystal clear"

 

[BRICK]

Maybe some crackin' SA wine too

Id suggest some cheeses but my doctor has put a stop to that because of my cholesterol level! Damned middle age!

 

[Roller62]

I agree it's all part of 13359, but ...... from May 4th Decree announcement

DRC Mining Code requires the Cadastre Minier (CAMI), operating under the supervision of the Minister of Mines, to calculate the surface rights fee and officially award the Mining Licence following the receipt of payment

• The Ministerial Decree to award the Mining Licence covers the entirety of the Roche Dure JORC Mineral Resource and Reserve 2&3 and the Carriere de l’Este exploration target 4 (this is the shaded bit)

• An area which was excluded under the Ministerial Decree to award the Mining Licence, will be renewed under a 5-year Exploration Licence to Dathcom, with discussions regarding the terms of the ongoing joint venture under discussion with the DRC Government (this is the blankety blank bit to the north)

Clearly, they applied for it all, but the MofM decreed it as described above

I'm not going to repeat this any more, it should be crystal clear

I know all that however this is illegal. The DRC mining law says the ML covers the entire Tenement. The Tenement 13359 was shrunk - how was it shrunk when AVZ met all requirements under the DRC mining code? You can be quiet and ignore it however it exists!

Ever wonder what the suspension is about - about the ML and exploration. AHHHHHHHHH

 

[Xerof]

I know all that however this is illegal. The DRC mining law says the ML covers the entire Tenement. The Tenement 13359 was shrunk - how was it shrunk when AVZ met all requirements under the DRC mining code? You can be quiet and ignore it however it exists!

AVZ seemed to be accepting of the decree, at face value anyway, like I am/was. Thanks for the insight Roller. Does this explain the extended suspension entirely, or do you have some other nuggets you'd like to share?

So on that basis we now have the MofM acting illegally. FMD

And leave the sarcasm for the crapper too mate. I've been one of the few who said this was only about ML/Exploration, however, I had chosen to take the explanations at face value, i.e. negotiating the terms for the exploration extension, as they said in the ASX announcement. Clearly it caught them off-guard too? took a few days to TH, then suspend, after Nigel claiming the watershed moment

 

[John25]

Thats enough of Rollers nuggets for a while

 

[Roller62]

Thats enough of Rollers nuggets for a while
View attachment 7473

Ok I won't say anything in future .........

 

[John25]

Ok I won't say anything in future .........

Sorry Roller ..meant to be a joke ..please forgive ..love your nuggets

 

[Winenut]

Sorry Roller ..meant to be a joke ..please forgive ..love your nuggets

Just not in the physical sense I hope!

 

[wombat74]

Surely the M of Mines is not trying to short change us ?

 

[Rediah]

Is this true ??

 

[Winenut]

Is this true ??

Yep

What's your take on it chief?