Medusa Share Discussion Threads

[glitter2] 12/6/2023 14:49

Totally gobsmacked by the whole situation. I don’t even know what I mean by the whole situation and can only echo the thoughts of posters on this thread.
I would have expected some action by the institutional investors or the ASX.
I admit that I naively trusted Polaris to know what was happening and I don’t trust anything from those new on the scene.
Has the conversation moved to a X64 chat page somewhere or are we all still helpless and waiting?
Just thankful of what Polaris and others have provided over the years and recognise that ultimately only myself to blame. Another hard lesson? G

[polaris] 25/5/2023 09:53

Mineral reserve statement but still nothing on the 'issues' relating to Co-O mine.

This has to be one of the weirdest situations that i have ever been invested in. Part of the company seems to be running as if nothing has changed but the rest is just a back hole of non-information. If criminal proceedings are going to result against former or even current directors, the board need to complete and outline the investigations ASAP.

[c9ajl] 25/5/2023 09:38

Annual Mineral Resource and Ore Reserves Update Statement Https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02669645-6A1151617?access_token=83ff96335c2d45a094df02a206a39ff4

[glavey] 15/5/2023 09:20

[38804]
And the rest of the noise, just opportunism or purposeful involvement...? A cacophony that seems all too coincidental.

[polaris] 12/5/2023 13:03

The board do need to front up. What is the basis of the audit? My requests to IR remain unanswered too. Each of the releases states the nature of the audit will be released soon. The one yesterday stated that it would be addressed in the reply from company to the EGM. There isn't anything in the release today. I suspect seriously malpractice on behalf of previous board members that impact company assets, hence the delay to half year audited report.

[killing_time] 12/5/2023 12:16

You could be right, I was a bit weary of it and certainly not responding to it.

The truth is we don't know what's happening and who to believe which isn't being helped by the board not telling us what's going on.

[polaris] 12/5/2023 10:27

The email from the random guy has so many English usage errors and poor grammar that it cannot be written by anyone of note. Looks like a badly constituted boiler room type scam to acquire the details of real shareholders, probably to vote on their behalf.

[polaris] 12/5/2023 08:58

Some interesting comments in that release.

Vitrinite haven't paid for the previous attempt to oust board. That means i do not trust their interest one jot. They have full support of the local management at the Co-O mine...do they? how? What is promised to be obstructive to the current board? The holdings acquired from Vitrinite were below standard and lacked certain permits that X64 became liable for. Another reason not to trust Welker and company.

The board have chosen not to give further information to shareholders on the nature of the audit. That is paramount. For me, it can only be that the are building serious litigation cases against former executives, which may or may not include Welker himself, Villanueva and maybe even Teo.

On the side, one of the non-execs resigned between the two board ousting attempts. Anything to hide there?

The waters are murkier and murkier on what is going on.

However, mine continues to operate and X64 are legal owners of the companies running the mine.

This will rumble on until the details are released. I think it will make very interesting reading when they are, finally, released.

[killing_time] 12/5/2023 08:44

New email received this morning.

Dear Ten Sixty Four Directors,



Dr. George Ph.D. in particular.



I write this letter on behalf of hundreds minority shareholders who have contacted me with their concerns.



I note you have not added any of our resolutions to the Notice of Extraordinary General Meeting/Proxy Form



Further, there is no opportunity for shareholders who are not based in Perth to attend this meeting.



Your meeting appears to relate to your positions as directors and have nothing to do with shareholder enquiries.



You have not provided any information around possible civil and criminal proceedings involving PMC and or its previous and or current directors in the Philippines.
You have no made any public announcement as to the royalties payment that is alleged to be with held from traditional land owners on which the Co O mine is built.
I note that the Commonwealth of Australia is a signatory to the United Nations Declaration on the Rights of Indigenous Peoples (UNDRIP), and as such if allegations prove to be truthful, then the boards of this company are acting unconstitutionally.
I have acted in the past as an honorary diplomatic advisor to some of the Pacific’s poorest nations, I am appalled if these allegations are true. These funds support healthcare and education of these villagers. I personally do not want to receive a dividend if mining royalties remain unpaid as it would be unconscionable.
This Philippines subsidiary company is known as the Philsaga Mining Corporation (PMC), being established on May 2001 after it was issued Certificate of Registration No. D200100478 by the Securities and Exchange Commission, Republic of the Philippines.


Via the doctrine(s) of acquiescence and estoppel, your silence as the chairperson of Ten Sixty Four Limited is an admission that the media reports by the Philippines government are truthful in their content, and form a contract with shareholders in equitable law.



I rely upon your announcements as a promise of your fiduciary duty as a director of Ten Sixty Four limited to ensure I made “informed decisions as to my investments”.



For over 3 months the board has been largely silent and or vague in its announcements.



Now you announce a meeting we have ben demanding and we cannot attend the meeting because you have provided no Zoom link or telephone dial in prompt.



Equity assists those who are vigilant, not those who slumber; Vigilantibus non dormientius aequitas subvenit



A fiduciary obligation is owed in equity between the directors of the company and myself as a shareholder. The relationship is of a proscriptive nature Breen v Williams (1996) 186 CLR 71.



I am the principal at equitable law, and fiduciary law seeks to protect my interests, and it is my choice, not the agent “directorsR21; who decide which duties I relinquish them of, see; Boulting v Association of Cinematography, Television and Allied Technicians [1963] 2 QB 606 at 636-637.



You cannot dispense with your duties as a director without us, the shareholders making this decision, not you.



As per the principles of promissory estoppel, it is assumed that there is a “contract̶1; at equitable law. I am have formed the opinion that we as shareholders being uninformed are at a special disadvantage/ vulnerability due to the reliance I place upon the directors of Ten Sixty Four Limited, and this reliance requires the protection of equity in acting upon the conscience of the other; Hospital Products Ltd v United States Surgical Corporation [1984] HCA 64 at 142 per Dawson J.



An equitable remedy is simple and a reasonable person would have thought of this; “You should provide a Zoom link so interstate and overseas shareholders can attend the meeting”.



I note that depriving shareholders especially shareholders, especially minority shareholders the right to attend a meeting constitutes minority shareholder oppression.



Being a company director and trained in law, you would know of these principles.



As per Re Spargos Mining NL (1990) 3 ACSR 1 WASC, the board of Ten Sixty Four Limited like Spargos Mining NL are acting with the best interests of major shareholders and the boards interests, not mine, nor yours.



What is specifically hurting the company is the boards inability to make or implement basic decisions (i.e. ASX announcements as promised) and continue trading under this board see; CIC Insurance Ltd v Hannan & Co Pty Ltd (2001) 38 ACSR 245.



Next, the failure of communication can result in the company being wound up; see Re Yenidje Tobacco Co [1916] 2 Ch 426.



Failure of directors’ performance will also lead to the entity being wound up, see comments by Dodds-Streeeton JA in Accurate Financial Consultants Pty Ltd v Koko Black Pty Ltd (2008) 66 ACSR 325.



Remedies available to minority shareholders is found in S232, and the court can grant orders under S233 of the Corporations Act 2001 (C/th);



Thus said, they are acting contrary to my (as a member’s) interest; S232(d);



“what conduct can be deemed 'oppressive'. Minority oppression or oppressive conduct is seen to be conduct that is: contrary to the interests of the shareholders as a whole; or. oppressive to, unfairly prejudicial to, or unfairly discriminatory against a shareholder or shareholders.”



A reasonable person would view your actions are oppressive as per S232(e), more notably described in Wayde v NSW Rugby League Ltd (1985).



Being ‘burdensome, harsh and wrongful’; Scottosh Co-operative Wholesale Society Ltd v Meyer [1959] AC 324.



The last point specifically goes to the heart of excessive renumeration for directors where previous profits had been paid as dividends, not renumeration (Roberts v Walter Developments Pty Ltd [1992] 10 ACLC 804).



I note that your salary/ renumeration(s) have increased in the past 9 months.



Please ensure that no persons are being paid twice for multiple positions within the same parent entity. This is unconscionable conduct.



Best Regards



Dr. Simon Cichello Ph.D.

[c9ajl] 12/5/2023 07:54

So with trading of the shares suspended the holding of all parties remain the same as the last vote, and so in theory the outcome of another vote should also be the same as the one? Any thoughts?

[bushtuckaman] 12/5/2023 06:40

Another pearler this morning

A few paragraphs of interest below. As Paul said,
WTF!

'The Board believes that providing
information at this time beyond what was contained in the 7 March 2023 ASX announcement has the potential to jeopardise the ongoing Operational
Audit and investigations.'


'The Board is confident neither Vitrinite nor any of its proposed Directors
(Vitrinite’s Proposed Directors) have a full understanding of the serious issues currently being resolved by the Company and therefore it would be
reckless and a great risk to shareholders for the entire Board to be replaced
at this time.

We ask for shareholders’ patience and support as the current Board carries
out its in-depth review and Operational Audit, to identify and correct the
actions of prior management, to de-risk the Company going forward and to
bring the Company back to a position where it may move forward without
the overhanging impact of legacy issues.'

[geckotheglorious] 11/5/2023 13:18

Utterly ridiculous.

[polaris] 11/5/2023 12:55

Just WTF! Get the review out into the open ASAP. This has gone on long enough!

[bushtuckaman] 11/5/2023 11:01

X64 news out

[killing_time] 10/5/2023 08:43

This is an email i received yesterday which might be useful to someone.

Info | Melbourne Detective
Info | Melbourne Detective




Dear Fellow Ten Sixty Four Limited Shareholder,



My name is Dr. Simon Cichello Ph.D.



Like you, I am a Shareholder of Ten Sixty-Four Ltd (herein known as “the company”).



You are receiving this email/communication because I requested and received a copy of the Share Register under S173(3) of the Corporations Act 2001 (Commonwealth) from the company secretary of Ten Sixty Limited (Ms. Deborah HO).



My stated purpose for which I requested accessing to the register is to communicate to other shareholders (especially other minority shareholders in particular) and arrange for a general meeting as per S249D.



For further details see; hxxp://www5.austlii.edu.au/au/legis/cth/consol_act/ca2001172/s249d.html



I believe there is a S249D that has been served on the company seeking to replace the board of directors. I am not connected to, or advocating this motion. My request is separate and independent. However, I believe that before a motion for directors to be replaced as per the current S249D has announced, the current directors should be able to engage in dialogue with shareholders.



My request is different and asks the board to explain certain aspects surrounding the current suspension from trading.



This would require 5% of company shares to request in writing a meeting to be convened.



As you might be aware, the company’s shares are currently suspended from trading on the Australian Stock Exchange (ASX).



Do you have any submissions for discussion and thus resolution at a proposed general meeting?



I am happy for you to email me or alternatively please email the company secretary directly requesting a meeting as per S249D of the Corporations Act 2001 (Commonwealth).



Firstly, I seek further clarification about the suspension I allude to below, and or request a general meeting to have a full and frank discussion.


There are media reports from the Philippines alluding to the alleged nonpayment of mining royalties to traditional landowners. It is paramount for the mines continued operation that any agreement for royalties with landowners are paid in full unless there is legal action on foot between the parties. There is no announcement to the later and thus I seek transparency if the allegations have substance.


One report is from the official news agency of The Republic of the Philippines.



Any allegations appear to be “alleged”; however the specifics are paramount to the operation and continuing operation of the CoO mine, such as mining royalty payments to traditional landowners. In communicating this email, I am not alleging anything other than drawing your attention to these media reports which one being released by the Republic of the Philippines government appears to be bone fides.



Read more here; hxxps://www.pna.gov.ph/articles/1196376



“BUNAWAN, Agusan del Sur – Major tribal groups in this town have declared an Australian mining firm and its trading arm as persona non grata for allegedly failing to remit payments for gold and silver dore bars shipped to Hong Kong that were produced and processed by its Philippine partner, Philsaga Mining Corp (PMC).”



Next Story Here; hxxps://www.mindanews.com/top-stories/2023/03/court-issues-tro-vs-president-of-gold-mining-firm-in-agusan-sur-embattled-exec-blames-takeover-plan-by-australian-partner/







A more efficient use of company funds would be for the board to just release an ASX announcement in response to these media reports, via the ASX, addressing the questions I pose below. This would cost nothing and bring shareholders into the light, so to speak.


Further questions surround announcement(s) by the company dated 7 Mar 2023 10:02am & 11th March 2023, after the company placed trading of the shares of the company into a trading holt on 24th Feb 2023 at 9:52am, and then on 28th Feb 2023 at 9:27am into suspension.


The announcement on 7 Mar 2023 10:02am entitled;



“Update on the Co-O Operation and Voluntary Suspension informs shareholders of long-standing safety concerns and underperformanceR21;.



There is no further elaboration as to the specific events and or reasons for the audit.


Further announcements included a section 249D notification was received on 24th April 2023, and a non-executive Board Director resignation on 1st May 2023.


There have been several media announcements in the Republic of the Philippines concerning the subsidiary company “Philsaga Mining Corporation” who manage and mine gold at the CoO mine.


It is my belief and opinion that the particulars of the mine incident(s) which prompted the audit should be made known to myself and all shareholders.


Also, the audit appears at present to be “open ended”, with no definitive date of conclusion with almost 3 months already lapsing from the commencement of the suspension and then audit.


Next, any litigation in the Republic of the Philippines, which would affect the operation of the CoO mine should be made known to shareholders or at least we have a right to know if this is the case.


That at this proposed meeting S249D, the executive director/ chairperson of Ten Sixty-Four Limited to explain details of the progress of the CoA mine audit.


What caused the audit, a serious incident?


That an executive director/ chairperson of Ten Sixty-Four Limited explains in detail the long-standing ‘safety’ and ‘underperformance’ issues at the CoA mine audit and make public details of any serious incidents that have occurred and whether there are inherent issues with the mine that need to be addressed.


Status of the relationship between Ten Sixty-Four Limited and Vitrinite Pty Ltd and or drilling contractors (including previous board members) and any details of out-of-court correspondence between the companies?


Any other out-of-court litigation/ negotiations pertaining to previous directors, employees, and or current major shareholders.


To save time and money, I hope that the board of Ten Sixty-Four just release a statement(s) to the ASX instead of the cost that would be incurred by a general meeting.


I hope that as shareholders we can all enjoy transparency of information pertaining to our investments.





Your Sincerely



Dr. Simon Cichello Ph.D.

[e-mail]

[glavey] 04/5/2023 13:29

Breathe in, breathe out..., and chill.

[polaris] 01/5/2023 07:37

IR have not bothered to reply to my request for company to release an update as to why it remains suspended. It's 2 months now. We are missing HY audited results, Q3 results and what the 'audit' covers. Now, another non-exec bails. Farcical!! TELL US WHAT IS HAPPENING. MUPPETS!!

[c9ajl] 01/5/2023 06:55

Resignation of Non-Executive Director - Aaron TreyvaudHttps://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02660862-6A1148048?access_token=83ff96335c2d45a094df02a206a39ff4

[glavey] 25/4/2023 05:16

Ah ha, l'agent provocateur surgit, quelle surprise!

[polaris] 24/4/2023 11:59

I have written a request to IR that I was about to send. I hadn't seen that notice and will now add it to my email. The company and board need to be open and honest at what is going on, otherwise they are gone. The 249D will succeed without a viable update.

[c9ajl] 24/4/2023 11:32

Notice received under S249D of the Corporations Acthttps://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02657541-6A1146432?access_token=83ff96335c2d45a094df02a206a39ff4

[polaris] 11/4/2023 08:40

Another extension to voluntary suspension. They need to give a full update about the particulars of the ongoing work. Another month requested. Mining continuing and reiterate that they 100% own subsidiaries. Assume some legal arguments ongoing about company structure and assets. Not a great sign TBH.

[c9ajl] 04/4/2023 07:13

Court issues TRO vs president of gold mining firm in Agusan Sur; embattled exec blames 'takeover plan' by Australian partner | MindaNewshttps://www.mindanews.com/top-stories/2023/03/court-issues-tro-vs-president-of-gold-mining-firm-in-agusan-sur-embattled-exec-blames-takeover-plan-by-australian-partner/

[glavey] 30/3/2023 03:31

It seems the turbulent climate that we saw earlier in the Aus. summer has extended throughout. I'm caused to wonder if that is just co-incidence or a sustained ill wind.