High River Gold Mines Ltd HRIVF

Complaint - Conflict of Interest

[ccharlwood]

As I said in  a previous post, the more of you that take the time to e-mail OSC and TSX with your own complaints (e-mail addresses in my letter), the more they will investigate.

Here is some langauge you could use, but obviously, paraphrase so it does not look formulated:

" I am an investor in High River Gold  (HRG) and want to lodge a formal complaint as to action by the Board of Directors over the last 9 months. This company is a positive cash flow company with one of the largest unmined silver resoures in the world along with rumoured new gold finds in Africa. The reason the stock price is trading so low is that principal payments are due in May and the 2nd half of the the year 2009. Severstal is the majority shareholder with 53% (reported) and they also recently bought a debt from Standard Bank to make them first in line to call a loan on HRG parent company. Their position as majority shareholder, majority Board representation and now main creditor allows for potential serious conflicts of interest.

My specific complaint  is that I believe that the Board has made no real effort to find any third party financing to meet its principal payments due. Their lack of effort  (or potential blocking of) raising third party financing is due to them being majority appointees of Severstal which would like to buy this company way under value (as per Press Release of a potential offer this morning). There may be a serious conflict of interest in that this Board is likely looking out  for the majority shareholder and not all shareholders  - which is their legal duty. I would like to ask The Ontario Securities Exchange and the Toronto Stock Exchange to investigate this matter to make sure that there are enough TRUE independent directors looking out for minority shareholders on this Board. I would also like it emphasized by OSC and TSX that the independent directors have a duty to make best efforts for all shareholders including finding 3rd party financing. For instance, you could ask them to show you paperwork as to what financing offers they have received and or sought out. Lastly, if  Severstal or any other bank calls any of these loans, I was hoping you would make sure the HRG Board understands that proper procedures will need to be followed in regards to a receiver seeking highest value for each asset. "