|
Letter to the Shareholders of Gambier Gold Corp.12.05.2022 | 22:11 Uhr | Newsfile
The Future of your Investment will be Determined by the Outcome of this Vote
The President and Chief Executive Officer, Michael Schuss, along with Chief Financial Officer, Geoff Balderson, have breached their fiduciary duties of loyalty and care which are owed by each director and officer to the Corporation and its shareholders under corporate law. Such behavior CANNOT continue and CANNOT remain hidden. Key Highlights In favour the of new Board of Directors and Management:
Reason for concern about current Board of Directors and Management:
Mr. Daniel Rodriguez, proposed Chief Executive Officer, commented, "I am grateful for this opportunity to be a part of the future of Gambier Gold. The company holds amazing exploration properties that warrant thorough attention. The shareholders of Gambier Gold, myself included, deserve the opportunity to have these properties explored. The current management has lacked transparency and accountability, blaming others for its failures, this I will not do. I am pleased to announce the addition of our proposed CFO, Mark Brown and technical advisors Bernie Kreft and Robert Cameron. This gives me confidence that we are moving in the right direction with strong support from the addition of more industry experts. To all shareholders of Gambier Gold please remember to vote the GREEN proxy in support of the future of Gambier." Unfortunately, the self interested and oppressive actions of the existing members of the Board of Directors of Gambier, have given us no other option but to stand up for the rights of Gambier shareholders and to propose the election of a new board of directors (the "Shareholder Nominees") at the June 1, 2022 annual general meeting of shareholders of Gambier (the "Meeting"). We care deeply about seeing Gambier transitioned back into a properly functioning and transparently operated company with a board of directors that will act in the best interests of shareholders. You now have a choice and the opportunity to determine the next path forward for your investment in Gambier. Once you read the information we are providing you and understand the full facts, we believe you will agree that the election of the Shareholder Nominees as directors will provide Gambier with the right Board of Directors to move Gambier forward without conflicting agendas. Background and Reasons: Questionable and Damaging Behaviour of Incumbent Directors Over the past several years, disclosure by the Corporation has been limited and we have fought behind the scenes for transparency and good corporate governance of Gambier. We stood up against self interested actions taken by Michael Schuss, Tor Bruland, Casey Forward and Geoff Balderson (the "Incumbent Directors"). We have, over the last year, contacted the Incumbent Directors and Officers of the Corporation on several occasions to express our concerns over how poorly Gambier was being managed. We are major shareholders and the Incumbent Directors have consistently failed to address our concerns. We asked for a change of the board of directors and, again, the Incumbent Directors and management declined to accommodate our request. As a result, we requisitioned a meeting of shareholders to change the board of directors on March 21, 2022 (which the Corporation has failed to disclose in breach of securities laws). The Corporation has now set an annual general meeting for June 1, 2022. Gambier has built up an enviable portfolio of exploration projects. However, all of this is being threatened by the actions of the Incumbent Directors and the management team that they have appointed. It is important that you be made aware of the following serious concerns before you cast your vote: Lack of Public Disclosure and Corporate Governance Background In our view current management of Gambier, have not properly managed the business and affairs of Gambier, and in our view the Incumbent Directors have failed to discharge their fiduciary duties or to properly manage or supervise the management of the business and affairs of Gambier. In particular:
No Response to our Concerns Who Stood Up for the Rights of Shareholders
In accordance with the advance notice policy for the nomination of directors (the "Advance Notice Policy") in Article 10.11 of the Articles of Gambier, on April 11, 2022, we delivered an advance notice for nomination of directors (the "Nominating Shareholder Notice") for the nomination of the Shareholder Nominees for election to the board of directors to be included in the annual general meeting materials for the Meeting, as well as written Consents to Act of each of the five (5) Shareholder Nominees and the required information with respect to each of the five (5) Shareholder Nominees to be included in the annual general meeting materials. They declined to issue a news release disclosing this and refused to list the Shareholder Nominees in the proxy of management of the Corporation (a "Management Proxy") in an attempt to undermine shareholder choice. Corporate Governance Concerns
Impeding the Rights of Shareholders to a Fair and Transparent Process
Gambier's shareholders have a reasonable expectation that its directors will conduct the corporate governance of Gambier in a fair and transparent manner. By wrongfully dismissing our concerns, the Incumbent Directors have put their own self-interests ahead of Gambier's. Further, by not acknowledging the Nominating Shareholder Notice, the Incumbent Directors have attempted to undermine shareholder democracy. An Ethical and Experienced Board Who Will Act In the Best Interests of Shareholders With the following five (5) Shareholder Nominees, we hope to usher in renewal and change for the better. The Shareholder Nominees possess a collection of diverse experience with the relevant skills to place Gambier on a path to succeed. Importantly, the Shareholder Nominees have demonstrated a commitment to focusing on the best interests of shareholders across multiple organizations. They also have the shareholder mindset necessary to ensure that shareholder value is maximized. Highlights of the highly skilled and experienced Shareholder Nominees: Daniel Rodriguez. Mr. Rodriguez is currently head of Corporate Development with Warrior Gold Inc. with over 14 years of capital markets and financial service experience. Previously, he was an Investment Advisor with a focus on the junior mining sector and managed a retail branch bank for a top-tier Canadian bank. Sven Gollan. Mr. Gollan is currently a director of Sego Resources Inc., Alianza Minerals Ltd. and Teako Gold Corp. He spent 16 years as an Investment/Private Banker in Germany and Austria and was active in the education and training of securities advisors and investment bankers. He recently also works with FruchtExpress Grabher GmbH & Co KG. Owen Garfield. Mr. Garfield is a Chartered Mineral Surveyor based in the United Kingdom who worked for the Valuation Office Agency as a specialist mineral valuer for over 10 years. Mr. Garfield is currently the Managing Director and owner of a successful Surveying company in the United Kingdom, advising multi-national clients on major infrastructure projects. Rafael Vaudrin. Mr. Vaudrin is a Professional Geologist, and former Director of Gambier. He is a Senior Project Geologist and has great expertise in field planning, data analysis, and drilling initiatives. Mr. Vaudrin will also provide the historical knowledge of the Corporation. Sebastien Ah Fat. Mr. Ah Fat is a Professional Geologist with over a decade of experience in the mining and energy sectors. He is the Vice President of Exploration at Pacific Bay Minerals Ltd., a precious- metal-focused mining company, and the co-founder and Vice President of Exploration at Glacier Resources Corp., a lithium exploration company. Detailed backgrounds for each Shareholder Nominee can be found in the Concerned Shareholder's Proxy Circular. The Shareholder Nominees represent:
The Path Forward Many of you have noted that Gambier has some of the best and largest landholdings and cover the northwestern part of the Abitibi Greenstone Belt within the Superior Province in Ontario. You have also lamented the fact that Gambier's share price should be higher and we have shared your concerns and frustrations. Key Highlights To this end, the Shareholder Nominees expect to take the following steps
Even after all the conflicts mentioned above, we still believe that we can take this opportunity to make Gambier all it can be. We are truly humbled to have such highly skilled and respected individuals in the industry join us on the proposed new board slate and the countless shareholders who support us in this effort to help take back your corporation. Please allow us the opportunity along with a committed and experienced board to re-build the Gambier team that respects and acts in the best interests of its shareholders. Vote Your Shares Today You may soon read many false attacks leveled against us to deflect from the real issues that remain at the board level. I hope that as you read this letter and the Concerned Shareholder's Proxy Circular, you will be able to see beyond these attacks and recognize the truth that we have continued and will continue to work for you. We have had the pleasure of speaking with many of you. Your support has been greatly appreciated, especially during these challenging times and we welcome you to continue to reach us if you have any questions or concerns. We would be pleased to hear from you and may be contacted by phone or email as provided below. Vote only the GREEN voting form for a positive future that keeps you and your Corporation in mind. You deserve better and no longer should you come last. Vote for the committed Shareholder Nominees and ensure that your investment is protected. Sincerely Yours, FRUCHTEXPRESS GRABHER GMBH & CO KG Per: "Felix Grabher" THE FUTURE OF Gambier Gold Corp. Per: "Daniel Rodriguez" If you have any questions or require any assistance in executing your Green proxy or voting instruction form, please contact: Daniel Rodriguez Dieser Artikel stammt von Rohstoff-Welt.de
Die URL für diesen Artikel ist: http://www.rohstoff-welt.de/news/artikel.php?sid=325058
© 2007 - 2024 Rohstoff-Welt.de ist ein Mitglied der GoldSeiten Mediengruppe
Es wird keinerlei Haftung für die Richtigkeit der Angaben übernommen! Alle Angaben ohne Gewähr! Kursdaten: Data Supplied by BSB-Software.de (mind. 15 min zeitverzögert) Werbung | Mediadaten | Kontakt | AGB | Impressum | Datenschutz |