VANCOUVER, Sept. 15 /CNW/ - Kimber Resources Inc. (AMEX:KBX, TSX:KBR)
The Company has received numerous inquiries from shareholders seeking
further information as to the nature of the allegations against current
management and certain directors of the Company being made by Mr. Jim Puplava.
As disclosed in the Company's September 8 press release, these allegations
will be investigated by special counsel to be appointed by the Company's board
of directors.
The majority of Mr. Puplava's complaints either relate to actions more
than 2 years ago, which have been fully disclosed to shareholders, or
differences of opinion as to the management of the Company. Pending completion
of special counsel's investigation, the Company is able to confirm that Mr.
Puplava's complaints are as follows:
<<
1) Mr. Puplava alleges that certain directors and officers of the
Company appropriated a corporate opportunity for their own benefit.
Management believes this allegation refers to the sale by the Company
in 2000 of its shares in an illiquid CDNX junior mining company,
Bright Star Metals Inc. (since renamed). Management believes this
allegation to be unfounded since:
- the transaction was between the Company (a private company at that
time) and a sister private company, owned by all of the same
shareholders as the Company;
- the transaction was approved by the Company's directors at the
time, as well as its shareholders;
- specifics of the transaction were fully disclosed at the time of
the Company's IPO and are described at page 17 of the Company's
prospectus dated June 5, 2002 and filed on SEDAR.
2) Mr. Puplava has challenged the propriety and validity of three
'golden parachute' employment agreements with senior management.
Management believes this allegation to be unfounded since:
- the Company entered into change of control agreements with members
of senior management in January 2004, which provide for
compensation to the employee if within 24 months of a change of
control the employee is dismissed without cause or within 12
months of a change of control the employee resigns following a
material adverse change in his position having been unilaterally
imposed by the Company;
- these agreements were developed over a five month period by the
independent Chair of the Compensation Committee and approved by
both the Compensation Committee and the independent directors of
the Company;
- the terms of these agreements have been disclosed in one or more
of the Company's Information Circulars filed on SEDAR in November
2004 and 2005, in the Company's AIFs filed in January 2005 and
November 2005 and in the Company's 20-F filed in December 2005.
3) Finally, Mr. Puplava alleges a consistent course of mismanagement of
the Company's affairs that falls below the fiduciary standard of
prudent businessmen.
Once again, management believes this allegation to be unfounded and
looks forward to completion of special counsel's report to the board.
>>
Fundamentally, management believes that Mr. Puplava would like to change
the Company's business plan and how the Company is managed, in ways that are
not supported by the majority of the board of directors or by senior
management. Management believes that Mr. Puplava's allegations are a pretext
for engaging in a proxy battle for control of the Company.
About Kimber
Kimber Resources Inc., which holds a 100% interest in the Monterde
property in the Sierra Madre of northern Mexico, is advancing the Carmen
gold-silver deposit towards production. The Carmen deposit, an underground
mine in the 1930's, is a typical low sulphidation epithermal system, oxidized,
and believed to be suitable for open pit mining. Two adjacent epithermal
systems first identified in 2005, the Carotare deposit and El Orito Norte
exploration target appear to be similar to the Carmen. The goal of the company
is to demonstrate at least three million resource ounces from the two deposits
and exploration target identified. For further information on the company
visit SEDAR or the company website at www.kimberresources.com.
Cautionary Statement
Statements in this release may be viewed as forward-looking statements.
Such statements involve risks and uncertainties that could cause actual
results to differ materially from those projected. There are no assurances the
Company can fulfil such forward-looking statements and the Company undertakes
no obligation to update such statements. Such forward-looking statements are
only predictions; actual events or results may differ materially as a result
of risks facing the Company, some of which are beyond the Company's control.
