https://x.com/KiengeKki/status/1962124391388483722
The JV Manono
#Lithium , a joint venture born illegally? By Kiki
#Kienge The
#Manono deposit, located in the Democratic Republic of Congo, is arousing global interests and a cold war between the USA and China over the monopoly of strategic African minerals. However, behind the official statements, considerable legal uncertainty is weakening the recent joint venture Manono Lithium SAS, founded between the Chinese
#Zijin and the state-owned company
#COMINIERE . Dathcom cancelled, Cominière restored to 100% In 2023, Kinshasa terminated the joint venture
#Dathcom Mining, which brought together
$AVZ Minerals (75 %) , Cominière (25 %) and, subsequently, Zijin (15% bought from Cominière). Consequence: permit 13359, covering the gigantic Manono lithium-tantalum deposit, was reassigned 100% to Cominière. Selective recognition of rights. The Congolese state then adopts a paradoxical attitude: It recognizes as valid the sale of 15% of Dathcom to Zijin for $33.44 million, an amount reallocated as a contribution to the new JV Manono Lithium SAS, when the IGF (General Inspectorate of Finance), a body directly linked to the presidency, had deemed this sale illegal. Dathcom cancelled, Cominière restored to 100% In 2023, Kinshasa terminated the Dathcom Mining joint venture, which brought together AVZ Minerals (75 %) , Cominière (25 %) and, subsequently, Zijin (15% acquired from Cominière). Consequence: permit 13359, covering the gigantic Manono lithium-tantalum deposit, was reassigned 100% to Cominière. But he denies the 75% stake held by AVZ, erasing with a stroke of the pen the financial contributions, contractual rights and international commitments of the Australian company. A violation of corporate and contract law. Legally, this position is untenable: In mining and corporate law, all shares in a cancelled joint venture must be treated equally. Recognizing the sale of Zijin but not the 75% of AVZ amounts to applying an "à la carte" rule, contrary to the principles of contract law and the principle of shareholder equality. Furthermore, the DRC is a party to several international investment protection conventions. By marginalizing AVZ without compensation, the state exposes itself to arbitration sanctions and potentially massive damages. The State is arbitrator and stakeholder. This dual treatment reflects a fundamental ambiguity: On the one hand, Kinshasa is seeking to present itself as the sovereign arbiter, regaining control of a project deemed strategic. On the other hand, the State acts as an interested stakeholder, securing Zijin's financial contributions ($33.44 million + $70 million in "humanitarian" commitments, allocated to a private NGO belonging to a member of the UDPS and a Cominière executive.), while marginalizing AVZ, which is now relegated to international arbitration. A joint venture built on an illegal basis. This contradiction has a major consequence: The very legality of Manono Lithium SAS is compromised. By integrating Zijin's contribution (USD 33,440,000) but excluding AVZ's rights, the JV is built on a legal imbalance. In the eyes of many legal and mining experts, this makes it an illegal joint venture, likely to be invalidated by Congolese courts or by an international arbitrator. Between political pragmatism and legal uncertainty Why is Kinshasa acting like this? Out of political and financial pragmatism: to preserve Zijin's funds and secure a solid Chinese partner. But at the cost of total legal uncertainty, which endangers the viability of the project and the country's image as an investment destination. Regarding this sum of USD 33,440,000 million in particular, a significant proportion did not reach the state coffers. The portion received by the state also remains unclear in terms of management and is said to be almost non-existent. KoBold! The US company in talks with Australia's AVZ could benefit further by taking control of AVZ's 75% stake in Dathcom, thus protecting itself against possible future legal disputes over the Manono hard-rock lithium deposit. By legally owning AVZ's shares, KoBold would benefit from ownership of 75% of the original Permit 13359. This includes the northern portion (PE15775) of the deposit currently held by Manono Lithium, which would represent a significant advantage for the United States. Conclusion By validating Zijin's payment while denying AVZ's 75%, the Congolese state is creating an illegality in fact and in law. The new Manono Lithium JV, far from being a solid foundation for exploiting one of the largest lithium deposits in the world, risks being a shaky structure, threatened by arbitration and litigation. A state ambiguity that could cost the DRC dearly, at a time when global competition for critical minerals has never been so intense.
