Here is another FWIW:
Ganymede Capital Corporation 2403-1644 Nelson Street Vancouver, BC V6K 3K7 Shareholders of FM Resources Corp. For the Record - July 2nd, 1998
On June 24th, 1998, in the Annual Information Circular the Company has chosen to portray the Petitioners Supreme Court Of British Columbia Action #980972 as the Barron Group. The Petitioners are not the Barron Group. The Company has used my past sanctions under the Securities Act of Alberta to try to discredit the Petitioners. Yes, I have had sanctions against me in Alberta and I cleared those sanctions on October 19, 1997. The majority of my insider trading was declared and filed on time. There were several reports that were not filed within the prescribed 10 days. I will ask for copies of the files from the Alberta Securities Commission.
The Petitioners (the Requsitionists) retained Ganymede Capital Corporation to assist the Petitioners on alternatives to the extreme consolidation and advise them on financing and property acquisition. I have had extensive experience in the financial and mineral exploration markets. I have extensive knowledge and contacts in especially in Newfoundland.
Upon my retainer with the Petitioners I advised the British Columbia Securities Commission of my involvement with the Petitioners and my past sanctions in Alberta. There were only two sanctions. I was I believe the first in Alberta to enter into an agreed statement of facts with the Alberta Securities Commission.
One could say after seven years in the hinterland that I have learned my lesson and understand the workings of a public company including promotion, mineral property evaluation and financing. I also understand and recognize the duties, obligations, the liabilities of directors and the requirements under the Securities Act for true and timely disclosure on the affairs of a public Company.
It was because of the above mentioned sanctions that I advised Roger Baird that I would not consider a nomination for the board of directors. I would however provide access to properties and financing with an alternative to the consolidation. I have further advised Roger Baird that all properties I presented to the Petitioners for acquisition by the Company would be qualified by an independent consultant.
In the Presidents Report they state that the various submissions of the Petitioners incorrectly represented by FM Resources Corp. as the Barron Group contained a number of inaccuracies and unfounded allegations. All statements and allegations contained in the June 9th, 1998 letter to shareholders from Roger Baird are contained in documents that have been submitted to the Supreme Court of British Columbia Action #980972. The Company has had an opportunity to respond to those allegations in the court, they have chosen not to respond. They have not provided any demand to the Petitioners or to Gordon Barron to tender any amendments.
It is the belief of the Petitioners and Ganymede Capital Corporation that the financing discussed in the business plan would give all past investors a chance to average down on their investment in this Company. There are some investors in this Company that have a cost base in excess of $135.00 per share, given the 20-1 consolidation. Perhaps these investors would like to participate in the financing and elect a new board of directors. The plan called for the filing of a prospectus on behalf of the Company in which all disclosures would be made regarding the property, financing and exploration budgets. The filing of the prospectus would give all investors small or sophisticated the opportunity to participate because there would be no minimum subscription.
For the record I have no involvement in the Glover Island Project. I presented both projects as described in the business plan to Mike Bourdeau and Lu Manning at the offices of FM Resources on June 10th, 1998. How they can now call them base metal targets is beyond me because they are both gold exploration targets. It is my belief that the Tilt Cove Mine and Glover Island Projects are far superior to the projects now held and promoted by the current board of directors of FM Resources Corp.
The business plan does not make mention of any of the current properties of FM Resources Corp for obvious reasons. On June 4th, 1998 I asked FM Resources Corp. to provide information on the properties so as to make an evaluation and further recommendations to the Petitioners regarding these properties. They refused.
Here is what I know of the properties. Firstly, the LaForma Property is now controlled by BYG Natural Resources as to 51% and FM Resources Corp. 49%. The Petitioners have always questioned the agreement on the Whalesback Shoalarm property because of the involvement of Glen White. Glen White is a consultant to British Canadian Mines. This was confirmed by Lu Manning at the March 25th, 1998 Extraordinary General Meeting and through my personal conversations with friends of mine in Newfoundland. Does this make FM Resources Corp the White Group?
The Company has chosen to point to me to try and discredit the Petitioners. When you point it must be remembered that there are several fingers pointing back at those doing the pointing. It is the directors actions of FM Resources Corp that are in question here, not mine. It was the directors of the Company that represented they were putting a mine into production with a reserve figure of 700,000 ounces of gold with potential of 2-5 million ounces. The rest of the history you have experienced.
At this moment in time two former directors; White and Thomas are on trial in the Provincial Court of BC regarding the misrepresentations on the reserve figures published by the Company. I have attended every day of that trial. It has been adjourned until July 13th, 1998. I believe that the BC Securities Commission hearing is on hold until the criminal trial is completed. On August 24th - 28th, 1998 the Company must face the Petitioners in the Supreme Court of British Columbia.
The Petitioners forwarded all information on the slate of directors and the Business Plan to be inserted into the Annual Information Circular so that all shareholders could be made aware of the choices for this Company. Although this information was submitted to the Company within the required time frames they refused to include it.
Therefore the Petitioners must once again ask the court for further direction on certain aspects of this proceeding. We will report to you in due course. Regardless of the size of your shareholdings your vote is important to the Petitioners and we ask for your support at the Annual General Meeting on July 30th, 1998.
If you have any questions please call me at 604-732-3722.
Yours truly, Gordon Barron President Ganymede Capital Corporation
|