As in 2009 when the Australian-Canadian First Quantum Minerals (FQM) was stripped of its mining rights in the former Katanga (Haut-Katanga and Lualaba) for the benefit of a third party, the Sama Lukonde Government, under the reign of Félix Tshisekedi and with the same leaders in charge for more than fifteen years of the poorly reputed mining cadastre (CAMI), is in the process of applying the same recipe concerning the Manono lithium project in the province of Tanganyika. Against all expectations and to everyone's surprise, the Minister of Mines, Antoinette N'Samba Kalambay, miraculously and illegally cancelled, by order of January 28, 2023, the operating permit n°13359 of the company DATHCOM Mining SA much to the anger and disappointment of the populations of Manono. Reason given by the Minister: "conflicts between shareholders", this is not one of the reasons provided for by the mining law of the country. After investigations, Econews and a consortium of media and civil society organizations that have been monitoring the management of Cominière SA assets for two years came across written and audio documents, including a letter stamped "confidential" because of its content. against the interests of the country, written in Chinese and French, by which Zijin Mining Group Company presents its offer of partnership to the Congolese mining company (Cominière) for, he says, "to advance the lithium mining project of Manono”. which study served as a basis for the argument of Cominière SA, recently in international arbitration in Paris against MMCS1. As in 2009 with FQM, AVZ is therefore suffering the martyrdom of political control over the only viable and world-class mining project of President Félix Tshisekedi's mandate.
We know a little more about the real reasons which pushed the Government, via the Minister of Mines who seems like a simple executor of an illegal decision of the anti-patriots and sappers of the mining vision of Félix Antoine Tshisekedi, canceled, by its decree of January 28, 2023, operating permit no. 13359 relating to the Manono lithium project. As in 2009 under the reign of Kabila who withdrew from the Australian-Canadian First Quantum Minerals (FQM) all the mining rights it held on three flagship projects in Greater Katanga, namely Kinga-myambo Musonoi Tailings (KMT) became Metalkol, Frontier Sprl and the Lonshi mine for the benefit of Dan Gertler's companies,
In Kinshasa, everything is done to push AVZ Minerals to abandon its Manono project. In ambush, there is the Chinese Zijin Mining Company which pulls the strings, ready to pull out all the stops to recover the Manono project after its 35 million US dollars, there would have been more if the security services investigate well on statements attributed to the technical director of Cominiere, Kibeya, which circulate on social networks, for which the interim general manager of Cominière, Mwamba, is in detention after the audit report of the General Inspectorate of Finance (IGF).
It is therefore understandable why the Minister of Mines, on January 28, 2023, decided to cancel the EP granted in April 2022 to the company DATHCOM, in which AVZ Minerals is the majority shareholder. Curiously, the Minister of Mines justifies her decision by " conflicts between shareholders ". A scenario that can never lead to the forfeiture of a mining right, with regard to the mining legislation in force in the Democratic Republic of Congo.
Zijin's Dark Hand
What and who does AVZ Minerals bother? Why has Kinshasa just withdrawn PE n°13359 from DATHCOM? So many questions that led Econews to take a closer look at this project proposed by the Chinese in Zijin. Through a cross-checking and investigation exercise, our editorial staff and partners came across a letter from Zijin to the general management of the Congolese mining company (Cominière SA) dated October 21, 2022.
The title of this correspondence (Cfr. extracts in facsimile), signed from the Chinese city of XIAMEN, is evocative. By this letter, signed by CHEN Jingne in his capacity as Chairman of the Board of Directors of ZijinMining Group CO. Ltd, this Chinese group accused by NGOs of Lualaba for its abuses and violations of the laws at Comus and Kamoa Copper presented to Cominière its " partnership offer to advance the Manono lithium exploitation project ". Better an order to close the deal on the problematic $35 million.
From the outset, Zijin introduces his letter in these terms:We are honored to send you this letter in relation to the object taken up. As a multinational mining group, Zijin Mining Group Company Ldt (abbreviated as "ZijinMining") focuses on the exploration and exploitation of gold, copper and other metallic mineral resources as well as the application and study in engineering technology, headquartered at No. 1 Zijin Avenue, Shanghang Township, Longgyan City, Fujian Province, China. It is listed on both the Hong Kong Stock Exchange (Stock Code: 2899) and the Shanghai Stock Exchange (Stock Code: 601899). Service Center, Wickhamscay II, Road Town Tortola, VG 1110. JIN CHENG Mining Limited (abbreviated as “JIN CHENG”), is a subsidiary of Zijin Mining, headquartered at Vista Corporate Service Center, Wickhamscay II, Road Town Tortola, VG 1110 ".
The motives of Zijin Mining
Then, the letter describes all the steps taken: “Given that COMINIERE and JIN CHENG entered into a share transfer agreement on September 10, 2021 (the "Transfer Agreement"), according to which COMINIERE transferred to JIN CHENG the 15% of shares it held in the share capital of the company DATHCOM MINING SA (abbreviated "DA-THCOM"), in return for this transfer, a payment of the amount of 33,440,000.00 USD (Thirty-three million four hundred and forty thousand US dollars) has was carried out by JIN CHENG on behalf of COMINIERE (the "Sale of 15% of shares"); Considering that the Extraordinary General Meeting of DATHCOM held on November 20, 2021 approved this transaction of sale of 15% of shares, thus materializing the quality of JIN CHENG as one of the shareholders of DATHCOM; minutes of the aforementioned Extraordinary General Meeting has been notarized, filed at the Single Window for Business Creation in Lubumbashi on November 23, 2021, and its resolutions have been registered in the RCCM Trade and Furniture Credit Register of the company DATHCOM; Given that the company AVZ International Pty Ltd, which is the majority shareholder in DATHCOM, noted all the resolutions adopted during the Extraordinary General Meeting of November 20, 2021 of DATHCOM, thus abusing its majority, consequently the Coordinated Articles of DATHCOM, as modified by the resolutions of the General Assembly of November 20, 2021, have not yet been signed to date; Since Zijin Mining, the parent company of JIN CHENG, which is one of the shareholders of DATHCOM, is eager to see the Manono lithium mining project develop successfully, given that the financial capacity, technical as well as operational have been demonstrated by Zijin Mining, which proves that it could move forward effectively in the construction and operation of the Manono lithium project; Given that the evaluation of the reserves in the PR13359 was made partially, during the transformation of the PR (Exploration Permit) into PE (Exploitation Permit), by the holder DATHCOM, who renounced the north-eastern part of the PR13359, which is the Affected Party; Given that COMINIERE's geologists have confirmed to Zijin Mining a certain mineralization potential within the scope of the Targeted Party; discuss the joint development of the Affected Party between ZijinMining and COMINIERE ".
In view of the foregoing, Zijin Mining then presented its offer – “ the Present Offer ” – in the following terms: “ 1. A joint venture agreement (the “Joint Venture Agreement”) will be entered into between a designated subsidiary of ZijinMining and COMINIERE, whereby the parties will create a joint venture (the “Joint-Venture”), in which the subsidiary of Zijin Mining will hold 71% of shares and COMINIÈRE 29% of shares” .
This offer concerns the northern part of the Permit of Dathcom Mining SA in Manono for which AVZ MInerals is the only Cominière partner to have invested expertise and money there in the exploration and studies which led to the certification of the largest lithium deposit in world when La Cominière and his poor engineers at the head of the Technical Department could not imagine it.
Zijin is even more explicit: After the creation of the Joint-Venture, COMINIERE will assign the mining right on the Target Party legally held by it to the Joint-Venture, free of any lien, charge, claim, dispute and default. The research, development and exploitation of the Covered Party will be carried out on behalf of the Joint Venture. On the date on which COMINIERE transfers the mining right of the Target Party to the Joint Venture by completing all the relevant procedures such as registration, registration and notarization, and the Joint Venture becomes the legal and effective holder of 100% of the rights and interests of the Affected Party, ".
Finally, Zijin concludes his letter by noting that " to avoid any ambiguity, it should be specified that if COMINIERE fails to legally and effectively Transfer the mining right of the Party Targeted to the Joint Venture, COMINIERE will not have the right to demand from JIN CHENG the retrocession of 15% of shares in DATHCOM, nor the waiver of the payment it made for the acquisition of 15% in the capital of DATIHCOM on behalf of COMINIERE ”.
The letter goes further: " In application of this Office, COMINIERE will undertake to bear any income tax, stamp duty, transfer duty and any other tax or duty which may arise in the DRC and in any other country or region following the above-mentioned "Return of 15% of shares", recalling that "both parties and its directors, officers, employees and agents must keep this letter and this Offer in the strictest confidence. No information, knowledge, discussion, negotiation or development between the parties of which they are aware in connection with this Offer, the Joint Venture Agreement and all transactions and documents relating thereto will be disclosed without the prior written consent of each party. ". And specify, to avoid any ambiguity: “ The validity of this Offer is 60 days (“the Validity”) from the date of its receipt by COMINIERE. In the event of acceptance of this Offer by COMINIERE, the latter must acknowledge receipt and sign on the signature page before the expiry of the Validity period. Otherwise, this Offer will be considered automatically null and void, unless Zijin Mining decides otherwise ”.
This is where investigators from the Court of Auditors, the internal security of the Presidency of the Republic of Jacques Tshibanda tshisekedi, the General Inspectorate of Finances of Jules Alingete Key and the National Intelligence Agency of Jean- Hervé Mbelu Biosha must snoop more with the Cominière, the Ministry of Portfolio, the Ministry of Mines, the Mining Cadastre, Zijin in the DRC to protect the interests of the Republic and bring to justice the accomplices in the sale of important mining assets
We understand everything when there is a deal that exists between Zijin and Cominière, millions of American dollars for illegal selling off according to the IGF. All in all, La Cominière could never conclude such a contract without the approval of its double hierarchy, namely the bosses of the Ministry of Portfolio and that of Mines. The pride of its Technical Director who is free despite the IGF Report demonstrates this. This clearly explains the decree of the Minister of Mines who will not be able to legally defend her signature before a panel of independent investigators. However, there is already an arbitration proceeding on this same mining Permit,
In reality, the Government has decided, to please the Chinese Zijin, to withdraw what rightfully belongs to DATHCOM Mining SA in which AVZ Minerals is a shareholder, as was the case with First Quantum Minerals in 2009 under Joseph Kabila by Minister Kabwelulu, for entrust it partially or entirely to the new joint venture formed between Zijin Mining Company (71% of shares) and Cominière (29%). A way to cover the 35 million USD or more disbursed by Chinese.
We therefore find ourselves with an unbalanced shareholding, to the benefit of the Chinese who already dominate the cupro-cobalt sector in a wild way. This financial arrangement demonstrates all the mafia surrounding this affair in which the investigations of the media consortium and NGOs working on the natural resources sector are certain to discover several corpses and skeletons in the cupboards of Congolese citizens who behave like mercenaries in the detrimental to the interests of the Republic. With these shameless practices, it is the President of the Republic who is stabbed in the back by crooked officials who undermine for prebends, as in the Mexican narcotic mafia, imposing a kind of omerta on any voice that will denounce evil .
File to follow.
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