Cominière's reply to Resource Matters and to the Business and Human Rights Centre (BHRC)

[This is an unofficial translation of a letter by Cominière’s CEO providing comments on Resource Matters’ publication]

I acknowledge receipt, through COMINIERE’s official address, of the document entitled “Manono: Nine Red Flags in the Nascent Lithium Sector in the DRC,” which contains nine questions to which you are seeking responses from COMINIERE.

I am the Chief Executive Officer of COMINIERE SA, and therefore the authorized spokesperson to provide you with reliable information in order to counter any form of disinformation campaign surrounding the Manono project.

Established in 2010 from the remnants of the former Zaïre-Étain, and without the financial means to develop various mining projects, COMINIERE SA had to adopt a partnership policy to exploit its mining assets.

Thus, on October 17, 2016, a Joint Venture agreement was concluded between COMINIERE SA and DATHOMIR RESOURCES Sarl with the objective of jointly developing mining projects on certain concessions, including PR 13359. In this JV, DATHOMIR holds 70% of the shares and COMINIERE 30%. Consequently, and in application of the JV agreement, COMINIERE transferred PR 13359 to the joint company DATHCOM MINING (Dathomir + COMINIERE).

Subsequently, under highly opaque conditions, DATHOMIR sold 60% of its shares in the DATHCOM JV to an Australian junior company called AVZ. It is in this way, without any due diligence, that AVZ became the majority shareholder in the joint company.

Following this brief overview, I can now respond to your questions in sequence.

The dispute between AVZ and COMINIERE is a joint venture dispute and not related to the southern part of the Manono deposit. PR 13359, in its current configuration, is indeed a COMINIERE concession that was returned following the termination of the JV agreement due to abuses by the majority shareholder, fraud, and lack of transparency in the management of the JV by AVZ. The restitution of this asset to COMINIERE was carried out in execution of a judgment by the Kalemie High Court (TGI). AVZ has attempted several times to have this judgment annulled, without success.

There were no irregularities in the transfer of the State’s shares in the joint venture after AVZ entered the JV’s capital. All conditions were respected, including the shareholders’ right of pre-emption. The documentation exists.

I do not know which company you are referring to whose ownership cannot be traced. COMINIERE SA operates with all its governance bodies; General Assembly and Board of Directors meetings are held regularly. Signed contracts are published in the Official Gazette and transmitted to the CTCPM in compliance with DRC law.

COMINIERE SA, of which I am CEO, does not allow, under its statutes, any other company to interfere in the development of mining projects outside the legal framework.

COMINIERE SA is not the entity responsible for granting mining permits. This is the responsibility of the Mining Cadastre (CAMI).

COMINIERE SA is a commercial company under OHADA business law. To date, no contract has been signed outside this framework.

The JV contracts signed by COMINIERE are sent to the CTCPM in accordance with the law and are even published on the company’s website.

There is no NGO to which COMINIERE has made any payments.

The missing funds in the escrow account established by AVZ and managed by its lawyer, Mr. Christian Lukusa, constitute a corruption scandal on the part of AVZ. It is Mr. Christian Lukusa’s statements that have exposed this vast corruption network surrounding the Manono lithium project.

I remain available for any further clarification and confirm that all the information I have provided is supported by evidence.

Célestin KIBEYA KABEMBA
Chief Executive Officer – COMINIERE SA