AVZ Discussion 2022

[Frank]

“DATHCOM/AVZ vs COMINIERE at the International Court of Arbitration of the International Chamber of Commerce”

Lithium DRC: DATHCOM/AVZ Minerals in court (CCI) against COMINIERE for their rights to the sale of the 15% to ZIJIN​

April 17, 2023
Kiki Kienge

By Kiki Kienge
It should be specified above all that it is not for the moment the Congolese State which is brought before Justice by DATHCOM and AVZ Minerals, but the COMINIERE company and its management, in particular that it has nothing to do with the withdrawal of DATHCOM's operating license by the DR Congo's ministry of mines, on which Minister Antoinette Kalabayi based her decision-making.
As a reminder, COMINIERE had sold 15% of its shares to the Chinese group, ZIJIN at 33.4400.000 $US, when the real value was 150 million $US according to the report of the Presidency of the Congolese Republic through the General Inspectorate of Finance (IGF).
COMINIERE through its interim Managing Director, Célestin Kibeya claims that his company had informed AVZ Minerals, which owns the pre-emptive rights, by letter and that the latter would have offered only US$15 million for the 15%. But AVZ in a document, shows a later proposal of more or less 150 million $Us and a participation of COMINIERE in the international stock exchange.
In particular, COMINIERE sold, defying any joint venture agreement, three DATHCOM mining permits, a company under Chinese rights and one of its subsidiaries in the DR Congo, including the current Minister of State, Minister of Territorial Development, Guy Loando Mboyo holds 10% of the shares:

• The PE (Exploitation Permit) 12436 that COMINIERE SA transferred on
  07/12/2017 to DATHCOM Mining for exploitation was transferred by the
  latter on 07/12/2018 to HONGKONG YISEN which, in turn, transferred it on
  05/17/2019 at HONGKONG EXCELLEN MINING INVESTMENT
  CONGO SARL.
• PE 12449 that COMINIERE SA sold on 07/12/2017 to DATHCOM
  Mining SA was sold on 07/12/2018 by the latter to HONGKONG
  YISEN.
• PE 12450 that COMINIERE SA sold on 07/06/2017 to DATHCOM
  Mining SA was sold by the latter to HONGKONG EXCELLEN
  MINING INVESTMENT CONGO SARL.

Read the link on this file at the end of the article.
It should be noted that this is even more likely to delay the start of lithium exploitation in Manono, for which the population of Tanganyika is impatiently waiting for the relaunch of their development. To the government of the DR Congo and if not the direct involvement of the Head of State, Félix Tshisekedi in this file to resolve this situation, the first victim of which will only be the Congolese population in general and that of Tanganyika in particular.
MINERALS LIMITED PRESS RELEASE
Continuation of the legal action to affirm the interests in the Manono project Start of the Cominière arbitration procedure.
AVZ Minerals Limited (ASX: AVZ, OTC: AZZVF) (AVZ or the Company) announces that the Company, through its subsidiaries, and Dathcom Mining SA (Dathcom) have formally commenced arbitration proceedings before the International Court of Arbitration of the International Chamber of Commerce (“ICC”) against La Société Congolaise d'Exploitation Miniere d'Exploitation Miniere (RCCM 14-B-5938) (Cominière) (Cominière Arbitration Proceedings).
The primary purpose of Cominière's arbitration proceedings is to seek various remedies for instances of Cominière's breach of its obligations under the joint venture dated January 27, 2017, as amended from time to time (Dathcom JVA) including statements purporting to confirm Cominière's purported termination of the Dathcom JVA and its purported transfer of part of its interest in Dathcom in violation of the Dathcom JVA, are all null and void.
Cominiere attempted to terminate the Dathcom joint venture without cause and in a manner contrary to its express terms. The Company considers that the conduct of Cominiere is illegal and the Company, in collaboration with Dathcom, will take all necessary measures for the necessary actions to protect the interests of its stakeholders, including people from the Democratic Republic of Congo (DRC). ).
Cominière holds 25% of the share capital of Dathcom. AVZ confirms that it retains legal title to a 75% interest in the Manono project and pre-emption rights greater than 15% on Cominière's 25% interest in the project (noting that Cominière must sell the 10% balances of its 25% interest in the Project to the Government of the DRC as a condition of the award of the mining license). The shareholders of Dathcom (namely Cominière and AVZ, through a subsidiary) are parties to the Dathcom joint venture, and as such, benefit from a preferential right on the proposed sale of shares in Dathcom to third parties. Under the laws of the DRC, a transfer of shares made in violation of such a right of first refusal is null and void.

Lithium RDC : DATHCOM/AVZ Minerals en justice (CCI) contre la COMINIERE pour leurs droits sur la vente des 15% à ZIJIN - Kongo Presse

Par Kiki Kienge Faudrait précisé avant tout que ce n’est pour le moment l’État Congolais qui est amené devant la Justice par DATHCOM et AVZ Minerals, mais l’entreprise COMINIERE et…

kongopress.com

 

[Ozthescot]

Only problem is all this shit is going down in the DRC

Not fucking somewhere with some semblance of respect for law

I hear you on this one wino, I don't think for a second either that the DRC government will give a flying fuck what the ICC has to say unfortunately.

It appears imo we are possibly going to be in chinese/ corrupt drc wankers induced limbo for the foreseeable. C**ts!

 

[Bin59]

I can't find anything in the JVA specifically relating to a 90 day non performance for requests of financial records. It's a long document so I may have missed it but the 2 sections I found that relate to this sort of request are Article 19 and Article 20.8. Article 19 is more of a formal audit so 20.8 dealing with request of documents from other parties is the relevant artice here.

The question will be if AVZ didn't comply with the request is was Cominiere asking for all financial records when they have already committed to selling their available 15%, before ceding the remaining 10% to the state leaving them with no part of the project, 'reasonably necessary for better performance of all provisions of the JVA'

View attachment 34466
View attachment 34465

ARTICLE 19 CONTROL OF OPERATIONS

• 19.1 Each Party has an unlimited right to control and monitor all DATHCOM Mining SAS Operations. It is free to exercise it itself or through its internal auditors or experts, or to have it carried out by an external auditor or expert, it being understood that this right can only be exercised (1) after notice of 15 days addressed to DATHCOM Mining SAS and (i) may not affect the security and/or efficiency of the operations of DAT COM Mining SAS”

If the documents were withheld, it is possible that providing the documents could have been a security risk for Dathcom Mining SAS given the possibility of sensitive content being shared with our detractors.

 

[Carlos Danger]

ARTICLE 19 CONTROL OF OPERATIONS

• 19.1 Each Party has an unlimited right to control and monitor all DATHCOM Mining SAS Operations. It is free to exercise it itself or through its internal auditors or experts, or to have it carried out by an external auditor or expert, it being understood that this right can only be exercised (1) after notice of 15 days addressed to DATHCOM Mining SAS and (i) may not affect the security and/or efficiency of the operations of DAT COM Mining SAS”

If the documents were withheld, it is possible that providing the documents could have been a security risk for Dathcom Mining SAS given the possibility of sensitive content being shared with our detractors.

Yeah that was my thinking if they are using article 19. I still think article 20.8 is more relevant but included article 19 in my post as it could apply. We need to see CEM/DG/139/ckk/22 or anything new by Cominiere to know for sure.

 

[John25]

Spoiler... the following has ample copious amounts of swearing, if squirming please pass on this most crude and borish of posts

Exactly,

These corrupt cunts (Government included)
Are thicker than pigshit, all this time and potential income wasted because some dimwitted half-brained wankstains want to fill their piss-stained pocket with dirty chinese bribes.
If your reading this you simple but precious cunts, suck my fucking ring piece. But well done for surprising me that you dumbfucks have the ability to muster up the enormous processing power required to read without requiring first a fucking bribe, cunts.

It's a crime on a global scale that such a magnificent project has to be so horribly burdened by being in such a crime ridden hell-hole of corruption and self-sabotage, these moronic fuckwits blame everyone but their own corrupt scummy shit-eating braincell deficient politicians, only a few noble and intelligent people can see whats happening over their and by the looks of it most of them have left the DRC, an the poor souls left are pissing into the wind. But hey we can't say any naughty or nasty words because that's not very nice and it causes terrible hurty wurties for their poor little defenceless chinese-cumrag politicians.

Like a few others here and on twitter I'm tired of the BS from our BOD of next month, next week, close, soon, imminent, champagne on ice. It's ballachingly boring not to mention mis-fucking-leading.

Fuck these criminals and take them all to ICC, Pineapple the cunts, the lies from them all are well documented, the Government has had more than enough time to fix this, they are complicit.

Poor fucking Jules Alingete

Well done Titts …didnt even mentioned the “Soapie” plus on a Monday night …top effort
Took about 10 pages to get to it but well worth the wait …be hard too top

 

[Mr Inappropriate]

Lars is here, reading our comments. What a sad ass!

How do you know this?

(Edit: the former, not the latter…)

 

[CashKing]

Thank you everyone but…..

You Fuxkas seem to know a lot…

It’s amazing what you guys and girls share and how the fuck you get this information some of you

MIND BLOWN….

GLTAH

 

[geo_au]

So i dont understand how cominiere dissolving the JVA means we loose 100% of the project.
AVZ owns %75 Of Dathcom which owns the Rights to Manono. The squabble is over the %15 with Zijin.

Dissolving the JVA just means that the preemptive rights AVZ has are gone and Cominiere off the hook for paying their part of the mine development.

Can someone please explain the reasoning?
Cheers.

"So i dont understand how cominiere dissolving the JVA means we loose 100% of the project.
AVZ owns %75 Of Dathcom which owns the Rights to Manono. The squabble is over the %15 with Zijin."

You are absolutely right its just that some investors are angry about the extension into July and so the real issue is has taken a back seat

 

[geo_au]

For Congolese eyes only

Xu Zhiyong’s dream is for China to become a democratic country that is “beautiful, free, fair and happy.” It is a simple wish, yet in the eyes of the authorities, his vision is dangerous and subversive.

The 50-year-old human rights lawyer and champion of social equality was sentenced to 14 years in jail earlier this month, along with fellow activist and lawyer Ding Jiaxi, who was jailed for 12 years. Both were convicted of the crime of “subversion of state power.”

 

[Doc]

I tell you what, someone over there plays a good game. It’s been alluded to that the extra drilling had a purpose, I think they fooled us with false promises ( again! ) Looks like they managed to get us to put a huge dent in the kitty.

 

[Bin59]

An interesting thought-assessment

 

[Uglybob]

Sounds like CCP Tommy needs some Besanko treatment. Multiple people need to help make his wiki page more accurate and someone needs to dump an old gearbox on his dootstep.
https://jalopnik.com/how-an-aussie-forum-war-ended-in-a-police-visit-5713816

Also, where is Felix, the impotent leader of the DRC while this is all happening? All we seem to see is how limp he has been in ending corruption.
He is a flaccid leader who cares not for his fellow countrymen, but only for keeping himself in his position of power.

 

[cruiser51]

JULES ALINGETE KEY
Apr 16

#DRC Several well-designed projects and programs that raised a lot of hope have failed because we underestimated the entrenchment of corruption in public management. Economic growth becomes a mere slogan apart from GOOD GOVERNANCE.

 

[CHB]

An interesting thought-assessment

What an imagination

 

[cruiser51]

Lithium DRC: DATHCOM/AVZ Minerals in court (CCI) against COMINIERE for their rights to the sale of the 15% to ZIJIN​

April 17, 2023
Kiki Kienge

By Kiki Kienge
It should be specified above all that it is not for the moment the Congolese State which is brought before Justice by DATHCOM and AVZ Minerals, but the COMINIERE company and its management. In particular that it still has nothing to do with the withdrawal of DATHCOM's operating permit by the DR Congo's ministry of mines, on which Minister Antoinette Kalabayi based her decision-making.

As a reminder, COMINIERE had sold 15% of its shares to the Chinese group, ZIJIN at 33.4400.000 $US, when the real value was 150 million $US according to the report of the Presidency of the Congolese Republic through the General Inspectorate of Finance (IGF).
COMINIERE through its interim Managing Director, Célestin Kibeya claims that his company had informed AVZ Minerals, which owns the pre-emptive rights, by letter and that the latter would have offered only US$15 million for the 15%. But AVZ in a document, demonstrates a subsequent proposal of more or less US$150 million and COMINIERE's participation in the international stock market.

In particular, COMINIERE sold, defying any joint venture agreement, three DATHCOM mining permits, a company under Chinese rights and one of its subsidiaries in the DR Congo, including the current Minister of State, Minister of Territorial Development, Guy Loando Mboyo holds 10% of the shares:

• The PE (Exploitation Permit) 12436 that COMINIERE SA transferred on
  07/12/2017 to DATHCOM Mining for exploitation was transferred by the
  latter on 07/12/2018 to HONGKONG YISEN which, in turn, transferred it on
  05/17/2019 at HONGKONG EXCELLEN MINING INVESTMENT
  CONGO SARL.
• PE 12449 that COMINIERE SA sold on 07/12/2017 to DATHCOM
  Mining SA was sold on 07/12/2018 by the latter to HONGKONG
  YISEN.
• PE 12450 that COMINIERE SA sold on 07/06/2017 to DATHCOM
  Mining SA was sold by the latter to HONGKONG EXCELLEN
  MINING INVESTMENT CONGO SARL.

Read the link on this file at the end of the article.
It should be noted that this is even more likely to delay the start of lithium exploitation in Manono, for which the population of Tanganyika is impatiently waiting for the relaunch of their development.
To the government of the DR Congo and if not the direct involvement of the Head of State, Félix Tshisekedi in this file to resolve this situation, the first victim of which will only be the Congolese population in general and that of Tanganyika in particular.
MINERALS LIMITED PRESS RELEASE

Continuation of the legal action to affirm the interests in the Manono project Start of the Cominière arbitration procedure.
AVZ Minerals Limited (ASX: AVZ, OTC: AZZVF) (AVZ or the Company) announces that the Company, through its subsidiaries, and Dathcom Mining SA (Dathcom) have formally commenced arbitration proceedings before the International Court of Arbitration of the International Chamber of Commerce (“ICC”) against La Société Congolaise d'Exploitation Miniere d'Exploitation Miniere (RCCM 14-B-5938) (Cominière) (Cominière Arbitration Proceedings).

The primary purpose of Cominière's arbitration proceedings is to seek various remedies for instances of Cominière's breach of its obligations under the joint venture dated January 27, 2017, as amended from time to time (Dathcom JVA) including statements purporting to confirm Cominière's purported termination of the Dathcom JVA and its purported transfer of part of its interest in Dathcom in violation of the Dathcom JVA, are all null and void.

Cominiere attempted to terminate the Dathcom joint venture without cause and in a manner contrary to its express terms. The Company considers that the conduct of Cominiere is illegal and the Company, in collaboration with Dathcom, will take all necessary measures for the necessary actions to protect the interests of its stakeholders, in particular the people of the Democratic Republic of Congo (DRC). ).

Cominière holds 25% of the share capital of Dathcom. AVZ confirms that it retains legal title to a 75% interest in the Manono project and pre-emption rights greater than 15% on Cominière's 25% interest in the project (noting that Cominière must sell the 10% balances of its 25% interest in the Project to the Government of the DRC as a condition of the award of the mining license). The shareholders of Dathcom (namely Cominière and AVZ, through a subsidiary) are parties to the Dathcom joint venture, and as such, benefit from a preferential right on the proposed sale of shares in Dathcom to third parties. Under the laws of the DRC, a transfer of shares made in violation of such a right of first refusal is null and void.

 

[ptlas]

Sounds like CCP Tommy needs some Besanko treatment. Multiple people need to help make his wiki page more accurate and someone needs to dump an old gearbox on his dootstep.
https://jalopnik.com/how-an-aussie-forum-war-ended-in-a-police-visit-5713816

Also, where is Felix, the impotent leader of the DRC while this is all happening? All we seem to see is how limp he has been in ending corruption.
He is a flaccid leader who cares not for his fellow countrymen, but only for keeping himself in his position of power.

Félix Tshisekedi with U.S. Secretary of State Mike Pompeo, April 2019


"If I'm impotent, I sure as hell am gonna look impotent"




Old joke - I know.

 

[RHyNO]

Is anyone else screaming at their TV each night as the leading Australian politician decry our need for renewables while knowing full well WE DONT HAVE ENOUGH MINERALS IN THE GROUND OR EVEN IN THE COUNTRY to be able to execute anything like what they are proposing! I’m losing it watching albo sniff his own carbon free farts and twaddle on about environmental responsibility while the LARGEST DEPOSIT ON THE FACE OF THE EARTH. Is getting derailed by corrupt morons and Chinese tacticians, all the while the AUSTRALIAN financial review takes pot shots so one or maybe 2 of its journalists can earn money shorting not just the stock but the FUTURE OF RENEWABLE ENERGY! Australian government needs to get involved heavily and secure this thing for the west. Leave China and it’s mates in the fucking dark ages. You had your chance!

 

[ptlas]

What an imagination

Interesting observation.

Over the last six months or so, when going back through BoD actions I've come to suspect that they have been playing a very long and clever game. Still don't fully understand the continued drilling though.

Without being able to put my finger on any particular salient moment(s), it seems that they have had a fairly obscure plan (obscure here = good) to grind this out as they always knew they would have to.
And yes, that plan has probably evolved and changed over time.
Good plans are flexible and continuously reviewed.

Slow and small increments.

It appears we are entering the end game, though that may take some time to play out.

Not celebrating 'Victory' yet, but the fact that we are still in the game in the 85th minute speaks volumes.

There are a few on SM who appear to be in the loop or at least understand the MO and whose postings help to explain and support these tactics.
Their posts are becoming more pertinent by the day.

Not gonna name names, but I do stand by my criticisms of Jens, DEBOSS etc
And still pissed with Ferguson and AJN

BTW a shout to @JAG and the other twitter warriors.
You know who you are.
LEGENDS

 

[Flexi]

 

[9cardomaha]

The only other time I can think of that management have used the word purported so often is in relation to the purported sale of 15% of Dathcom from Cominiere to Zijin.

Makes me think that something concrete may have actually happened eg a dodgy court ruling. @9cardomaha is this the sort of thing that you uncovered?

See below:

Cominiere's termination of JVA is the key here (it is only the agreement, i jumped the gun yesterday thinking it was the entire JV).

The response by AVZ and disclosure stems from the December 2022 Cominiere letter which details AVZ's alleged breach of agreement from Cominiere view (previously posted on TSE).

Currently, I have confirmation that there is a set of correspondence out there whereby:

1. Cominiere writes to AVZ stating we 'need to talk' or 'show us X/Y' according to the December letter (this is part of the resolution of disputes article in the JVA). Cominiere would have also provided a 60-90 day timeframe for AVZ to respond. ​

2. AVZ submitted its response to Cominere and I believe there was a meeting held, based on my source.​

3. Cominiere deliberated on the contents of the meeting and finally sent another letter to AVZ stating that it was 'unhappy' with the response and enacted the termination clause of the JVA.​

4. AVZ, in its right according to the JVA then instigated the ICC case against Cominiere to void this termination because we've fucking done everything by the book.​

​

One thing i confirmed is that Cominiere does not have the authority to just terminate the JVA, so 3 would be considered a raise. In order to terminate the JVA Cominiere needs to officially submit its request to governing bodies (MOP/MOM) they need to approve and the decision needs to be ratified at local DRC court before anything official occurs.

AVZ's steps here to directly go to ICC has all but blocked Cominiere's ability to go and submit in the local legal framework, because ICC would supercede any rulings and approval of its request.

I am working on obtaining 1-3 to share with everyone, but the above is what i have been told. Take it or leave it and for the ZJ spies and tommy-twat tinglers on here i will take a leaf out of Jens playbook and say YOU'RE ALL FUCKED.

TLDR: Cominiere do not have the authority to cancel shit, AVZ raising the stakes straight to ICC fucks their process and CKKs scheme with ZJ will be a flop. We will just need to wait - i like the poker analogy, BOD just fucking pushed CKK and his limp dick hand all-in.