Majestic Gold Corp. V.MJS

Majority Shareholder Approval

[richard45161]

Hi guys,

i have a question regarding the "Majority Shareholder Approval" from MJS Shareholder nessescary to approve the IPO of Persistance. 

Must at least 50% of those participating in the voting agree or must actually 50% of all shareholders agree? What corresponds to 100% ? All who participate or all shareholders?

thank you and best
richard


https://stockhouse.com/news/press-releases/2022/03/30/majestic-announces-listing-application-to-hkex-for-ipo-of-subsidiary-sinogold 

In addition, Majestic has sought and obtained conditional approval (the "Conditional Approval") from the TSX Venture Exchange (the "TSXV"), which is conditional upon Majestic obtaining the written approval for the Proposed IPO from its arm's length shareholders holding at least 50% of the issued and outstanding common shares of Majestic (the "Majority Shareholder Approval") and the filing of the final prospectus of Sinogold and certain transaction documents relating to the Proposed IPO with the TSX-V. Majestic will seek its written Majority Shareholder Approval and intends to file the final prospectus of Sinogold and other relevant transaction documents to satisfy the other outstanding conditions of the TSX-V's Conditional Approval in due course before the launch of the Proposed IPO.#

[nozzpack]

arm's length shareholders exclude insiders holding 10% or more of the shares and management. There is also the question as to whether this includes beneficial shareholders or just registered shareholders ....perhaps the latter ?

[richard45161]

according to the last pubilshed shareholder data, there is only 1 shareholder with more than 4,9% of issued share -> Fa. Kong with around 13% of shares. So i interpret this, that there is no other entity with more 4,9%  i will try to find something Majority Shareholder Approval. At the "normal AGM`s" the 100% equals to all the participating shareholders, not all

[richard45161]

I would think that its the same for the HKEX approval? - all have the right to vote - at least 2 enties with at least 5% must participate and the participants euquals to 100% But its just my interpretation best richard * Management Information Circular https://majesticgold.com/site/assets/files/4356/2022_management_info_circular.pdf

[nozzpack]

That sounds like all shareholders . If that is the case,I am on the fence until the final listing terms of the IPO become available.. The way I see it, we have plenty of cash to push back pit wall #1 , exposing the much higher grades...if indeed that is not mostly completed. We don't need to fund the mill expansion to 3.3 million tons, as the doubling of the grade can be accomplished by the

[richard45161]

Hi, the user "latino11" in the german forum found an very interessting case: "Cancellation of Intercompany Debt needed to be  approved in writing by the arm's length shareholders holding at least 50% of the common shares of the Company" https://stockhouse.com/news/press-releases/2020/06/15/majestic-announces-cancellation-of-intercompany-debt For me, it is not clear

[richard45161]

HI nozzpack, i have wrote the email below to James Mackie. I want to kindly ask to consider to call him and ask hin directly about this?  thank you and best richard Dear Mr. james Mackie,   I have another question regarding the Process of the  "Majority Shareholder Approval" for the upcoming IPO.     1. "Majestic obtaining the

[Value2020]

Other than 1 director holding over 10%. Here is the list of private placements who can be asked to vote in favor... Total of 439.5 million shares held detials below: 1.   0.205c   51M Shares on Nov 3/2011 2.   0.20c     15M Shares on July 26/2011                     14M

[richard45161]

page 6: https://majesticgold.com/site/assets/files/4356/2022_management_info_circular.pdf "To the best of the knowledge and belief of the directors and senior officers of Majestic, as at the Record Date, no person beneficially owned, directly or indirectly, or exercised control or direction over shares carrying more than 10% of the voting rights attached to any class of voting

[Nklogix]

Please try to follow simple logic here... Fan Zhong Kong 133,314,714 12.79% All the other private placements 439,500,000.  These are larger shareholders but do not cross the 10% threshold therefore can not be mentioned. Add 133,314,714 to 439,500,000 we get 572,814,714, Lets assume over the years 50-60 million shares traded. MJS has VERY low volume so i doubt that number. That's still

[richard45161]

no problem following this logic but I don't find the conclusion convincing. We simply do not know how the process was 2020 and how the process will be this time. The case 2020 is very interessting and creates question marks, but we simply dont know. unfortunatley.... it would be decent appropriate management work to have clarity there, but we have the mgm we have.  I hope we get