Excel Gold Mining Inc fka EGM

[Lexit]

Still Halted !

TSX wasn't impressed:

Excel Gold Mining Inc., Comments on Decision 2011-026-001 of the Bureau de decision et de revision des valeurs mobilieres (Quebec)
Excel Gold Mining Inc. EGM
8/8/2011 8:52:25 AM
Aug 08, 2011 (TheNewswire.ca via COMTEX News Network) --
(via Thenewswire.ca)
MONTREAL, QUEBEC - (August 8, 2011) - Excel Gold Mining Inc. ("Excel") (TSX VENTURE: EGM) hereby comments on Decision 2011-026-001 of the Bureau de decision et de revision des valeurs mobilieres (Quebec) (the "Bureau") which was rendered July 11, 2011 (the "Decision"), following a submission made by the Autorite des marches financiers (the "AMF") for ex parte cease trading orders against 35 parties including Excel, for the alleged manipulation of stock of different companies. The Bureau rejected the AMF request for such an order on the stock of Excel since it found it was not imperative to do so. Notwithstanding such conclusion, the TSX Venture Exchange has halted the stock of Excel until certain verifications are made.
As support for its claim, the AMF submitted to the Bureau a Company document showing a "90 Days Operational Plan" (the "Plan"), from May to August 2009 (the "Period"), and alleged that such Plan described the steps of a manipulation scheme. The Document was obtained by the AMF following a search it made at the offices of the Company in July, 2011 in the course of an inquiry to establish the existence of network of stock promoters and involving various companies and individuals. The persons related to the Company who were referred to as parties in the Submission were the Directors of the Company at the time, namely Mr. Jacques Vallee (Director from June 2008 to November 2010), Mr. Daniel Pauze (Director from November 2002 to April 2009) , Mr. Patrick Lessard (Director from February 2007 to November 2009) and Mr. Martin Harvey (who has been a Director since January 2007 and is still a Director today) and Mr. Michel De Montigny, who has been a consultant to the Company during the Period and who is still today.
The Board of Directors, on July 17, 2011, composed of Mr. Jacques F. Monette, President and Director (Director since September 2010), Mr. Martin Harvey, Chief Financial Officer and Director, Mr. Peter Chodos, Independent Director (Director since December 2010) and Mr. Claude Dufresne, Independent Director (Director since December 2010), reviewed the Decision of the Bureau, obtained and reviewed the Plan in question and sought explanations from Mr. Harvey and Mr. De Montigny.
Following its reviews, the Board of Directors understood the following:
The Plan outlined strategies to build shareholder value since the Company did not have much assets or liquidities at that time, namely through the purchase of qualified mineral properties by way of share issuances and investor relations activities.
For proof, the AMF highlighted the section relating to investor relations since the Plan was referring to attainment of certain trading targets.
Though the Board of Directors understood that the Plan's wording may have been questionable, it appears the Plan was only a roughly drafted hypothetical working plan made strictly for internal discussion purposes and which contained strictly suggestions for the Board of the time to look at. As for the trading targets referred to in the Plan, it appears they were more suggestions of ideal levels of stock price the Company would have liked to attain with its efforts to build shareholder value. Mr. Harvey, then a Director, also confirmed that such Plan was rejected by the Company and was never used, except that it did allow the Company to review interesting qualifying mineral properties, which the Company decided to purchase subsequently over a period of one year and paid with share issuances.
No investor relations firms were engaged nor inappropriate press releases were disseminated during the Period, stock volume was not overly active and the price did not move drastically. Moreover, it was stated in paragraph 15 of the Decision that there was no factual proof of promotion as far as Excel was concerned.
In its submission to try to demonstrate that a network did exist, the AMF also alleged as proof that the acquisitions of the mineral properties were made with third parties that were also part of the inquiry or prior inquiries of the AMF in other cases.
Even though these mineral properties were held by such third parties, not well known to the Board members at the time, Mr. Harvey explained that the Board of the time had determined that such mineral properties were very interesting assets to purchase based on supporting geological historical documentation and that their acquisitions were all made for valuable consideration and in accordance with accepted industry practices, such acquisitions having all been filed with and been approved by regulatory authorities. Since then, the Company has spent approximately $2 million in exploration on such properties.
In the description of the Company by the AMF in its Submission, it was alleged that Mr. de Montigny represented himself as General Manager of the Company on certain occasions. The Board of Directors wish to clarify that the position of Mr. De Montigny with the Company is not one of General Manager nor one of an Officer but one of a consultant only, assisting the Officers and the Board of the Company with work coordination regarding mining exploration campaigns, statutory work, prospection and communication related to mining, as well as filings and reporting. Mr. de Montigny had begun rendering services to the Company in April 2009. He did not held any positions but assisted in negotiating and evaluating the acquisition of the Montauban mining lease and 2 adjacent mining concessions from the company "Golden Goose". He also helped organize all of the mining data and gathered and assembled the documentation to prepare the fall 2009 drill campaign. He has helped coordinating exploration work campaigns with the geologists and drilling companies. From January to November 2010, he assisted the Company with a 2004-2005 tax re-assessment file and the preparation of a statutory work report, and the comprehensive data compilation and Gemcom modelisation of the mine and drill holes. He assisted in the preparation of the 2010 annual shareholders meeting, as well as preparing the December 2010 drilling campaign that ended in March 2011.
Except for Mr. De Montigny and Mr. Harvey who claim never having had knowledge of any wrongful acts, the other members of the Board were appointed subsequently to the alleged events and did not recognize nor had any knowledge regarding the other companies and individuals which are named as parties in the Decision. Furthermore, these Directors were not, nor have they ever been aware, of any alleged wrongful acts purported to have been committed by Excel or any individuals related to it.
Finally, the Company intends to cooperate fully with the authorities to determine whether there were any wrongful acts committed.
About Excel
Excel is a Canadian based junior exploration company focused on building shareholder wealth through the acquisition and development of strategic assets in mining friendly jurisdictions, particularly in the region of Notre-Dame de Montauban, in the province of Quebec.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.
Contact: [e-mail]
Jacques F. Monette
President and CEO
Excel Gold Mining Inc.
[phone]
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