Golden Hope Mines Limited (�Golden Hope� or the �Company�) would like to provide our shareholders with an update with respect to its activities. Since the Fall of 2012, Management has been diligently looking at ways of building shareholder value through any means available to it, including accretive mergers and acquisitions, as well as a comprehensive analysis of the possibility of taking the Bellechasse-Timmins Gold Deposit into production.
The state of the capital markets in general and of the TSX Venture Exchange in particular has been very challenging for junior exploration companies such as Golden Hope. Management has attempted to use this trying situation as an opportunity to pursue potential avenues for building shareholder value. Opportunities, which may not have presented themselves in a bull market, may be available for consideration in the current bear market. The Company wishes to emphasize that exploration and development in southeastern Quebec has and will always remain central to its focus and strategy.
In the fourth quarter of 2012, the Company�s non-technical management team proposed to the Board�s Compensation and Human Resources Committee to defer 25% of its compensation until such time as market conditions improve. This was done after careful consideration and took into account the continued sluggish performance of the junior exploration sector. The deferral took effect on January 1, 2013. As of April 1, 2013, management also decided to change the deferral into a reduction in their compensation and take an additional 25% deferral in fees. These measures continue to demonstrate Management's willingness to mitigate the persisting financial situation and market conditions to the best of its abilities while it seeks alternative avenues of building shareholder value.
Golden Hope also has been dealing with a dissident shareholder, Earl Takefman, since March 2012. The Company has been forced to spend considerable time and money in this regard. It has been a significant distraction from more pressing matters, especially given the current state of the market.. This particular shareholder has considerably taxed Management�s time with hundreds of emails, telephone calls and numerous written and verbal complaints to the Board, securities regulatory authorities and other regulatory bodies. These have resulted in exhaustive and expensive investigations into numerous allegations, which have yielded no evidence of any violation of applicable securities laws or negligence nor have these assertions raised any factual questions regarding the competence and qualifications of its Board and Management to carry out Golden Hope�s objectives. Nevertheless, Mr. Takefman refuses to accept the results of such investigations and appears to be intent upon continuing to seek to publically discredit the Company, its Management and Board in public forums such as chat rooms, on-line petitions, letters and direct verbal communication with other shareholders.
The effect of Mr. Takefman�s campaign may result in a diminished ability for Management to negotiate a potential deal or seek out opportunities for the Company. Having such a veil of instability hanging over the Company cannot be of benefit to the Company, or to shareholder value, especially in today�s trying and difficult markets.
All shareholders have a right to express their opinion or question the Company, its Management and Board about strategy, corporate structure, and corporate governance in accordance with applicable laws. Nevertheless, we do not believe that an ongoing public campaign to discredit Management and the Board of the Company without any evidence or offering a concrete alternative plan of action to be beneficial or a winning strategy for shareholders.
The Company has received two shareholder proposals for consideration to be included in its Information Circular for the Company�s upcoming annual meeting of shareholders. The first shareholder proposal was from a long-standing shareholder, Larry Hoover, which was presented within the legally prescribed time constraints and prepared as per the legal guidelines. Management and the Board feel that Mr. Hoover would be an excellent addition to the Board as he has extensive knowledge of the Company and its exploration program as well as a keen understanding of junior exploration companies in general and the junior capital markets. Management and the Board is recommending that shareholders vote FOR AND IN FAVOUR of electing Mr. Hoover as a director of the Company.
The Company has also received a shareholder proposal from the aforementioned dissident shareholder, Earl Takefman. The proposal was not presented within the legally prescribed time constraints and did not meet relevant legal requirements. Mr. Takefman sought an injunction in an attempt to force the Company to delay its annual meeting so that he could have his shareholder proposal included in the Company�s information circular for the upcoming annual meeting of shareholders. The judge rejected Mr. Takefman�s injunction and, once again, the Company has had to incur additional legal fees and lost time. In spite of this, the Company has decided to include his shareholder proposal in the Company�s information circular.
In the opinion of the Board, Mr. Takefman has been a disruptive distraction to the Company and to the Board and his shareholder proposal is deficient in any tangible content for building shareholder value. Mr. Takefman�s proposed solution that the Company hire a third party geologist to review the Company�s business and exploration operations and develop a strategic business plan at a cost of $10,000 cannot be considered as a serious alternative strategy to build shareholder value. Furthermore, the Company does not believe that Mr. Takefman is qualified to sit on its Board as Mr. Takefman appears to have a very limited understanding of the Company�s exploration projects, junior exploration in general, geology or the junior capital markets. The Board is very concerned that Mr. Takefman�s disruptive and confrontational approach will only lead to instability and possibly jeopardizes the Company�s ability to function as a going concern. The Company recommends AGAINST the election of Mr. Takefman and is asking its shareholders to WITHHOLD from voting in respect of the election of Mr. Takefman as a director of the Company.
Management is certain that the ongoing campaign of the dissident shareholder discussed above can only lead the Company in a direction with which shareholders will be dissatisfied. We are asking our shareholders to continue to support Management and the Board and allow us to find concrete ways of ensuring our Company�s future.
Frank Candido
President, Director
Golden Hope Mines Limited