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Quotes & Info
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| DLKM.OB > SEC Filings for DLKM.OB > Form 8-K on 6-Aug-2008 | All Recent SEC Filings |
6-Aug-2008
Entry into a Material Definitive Agreement, Change in Directors or Pri
Effective on August 4, 2008, the Board of Directors of Douglas Lake Minerals Inc. (the "Company") ratified, confirmed and approved the Company's entering into of a Joint Venture Agreement (the "Agreement") with Mkuvia Maita ("Mr. Maita"), the registered holder of certain prospecting licenses (the "Prospecing Licenses") over certain areas located in the Liwale and Nachigwea Districts of Tanzania. Pursuant to the Agreement, the Company shall have the right to enter, sample, drill and otherwise explore for minerals on the property underlying the Prospecting Licenses as granted by the Government of Tanzania under the Mining Act of 1998 and any other rights covered by the Prospecting Licenses, subject to a perpetual net smelter royalty return of 3% payable to Mr. Maita. In consideration, the Company is required to pay Mr. Maita US$1,000,000 upon signing of the Agreement and to make further payments of US$540,000 over five years, on a quarterly basis beginning as of July 15, 2008, in the following amounts per year:
º Year one: US$80,000; º Year two: US$90,000; º Year three: US$100,000; º Year four: US$120,000 º Year five: US$150,000. |
Effective on August 4, 2008, the Board of Directors of the Company accepted the resignations of each of David Groves, as a director of the Company, and Gurpreet S. Sangha, as a director and as the Secretary and Treasurer of the Company (collectively, the "Resignations").
Also effective on August 4, 2008, the Board of the Company accepted the consents to act as directors of the Company of each of Dr. Medard M.C. Kalemani and Mr. Adbulkarim Hamisi Mruma and also accepted the consent of Harpreet S. Sangha (the existing President, Chief Executive Officer, Principal Executive Officer and a director of the Company) to also act as Secretary and Treasurer of the Company (collectively, the "Appointments").
As a consequence of the Board's acceptance of each of the Resignations and Appointments, the Board and Executive Officers of the Company are now comprised of the following:
Name Position
Harpreet S. Sangha President, Chief Executive Officer,
Principal Executive Officer, Secretary,
Treasurer and a director
Honorable Joseph Rugumyamheto Chairman of the Board
Medard M. C. Kalemani Director
Adbulkarim Hamisi Mruma Director
Sylvia Tang Controller (not an executive officer
position) and interim Chief Financial
Officer
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Dr. Medard M. C. Kalemani has served since December 2007 as General Counsel to the Millennium Challenge Account - Tanzania under the Ministry of Finance, which is the autonomous government entity responsible for managing energy, transportation and water projects in the Republic of Tanzania. From April 1999 to November 2007, Dr. Kalemani worked for the government of the Republic of Tanzania as State Attorney of the Ministry of Energy and Minerals. From May 1997 to December 1998, Dr. Kalemani was employed by the International Rescue Committee (IRC), a relief agency under the U.N. High Commissioner for Refugees (UNHCR), as Legal Officer/Officer Manager for the Tanzania Branch. Dr. Kalemani has a Bachelor of Laws degree from the University of Dar es Salaam (Tanzania) and a Master Degree of Laws in Mineral Law and Policy from the University of Dundee (Scotland). In addition, Dr. Kalemani has a Ph.D. in Mining Management from Belford University (online university).
Dr. Adbulkarim Hamisi Mruma has served as Chief Executive Officer of the Geological Survey of Tanzania, Ministry of Energy and Minerals, from October 2004 to the present. From July 2000 until October 2004 (as well as from 1994 to 1997), Dr. Mruma served as the head of the Department of Geology at the University of Dar es Salaam (Tanzania). Dr. Mruma has had postings at the University of Dar es Salaam from 1980 to the present (Assistant Lecturer from 1980-84, Lecturer from 1985-89, Senior Lecturer from 1990-98, and Professor from 1998 to the present). Dr. Mruma served as Assistant Secretary General of the Tanzania Geological Society from 1996 to 2004, and from 2004 to present he has served as Vice Chairman of the Association of Geological Surveys of Africa. Dr. Mruma has authored numerous publications, mainly in the field of structural geography, Precambrian geology, stratigraphy and mineral desposits, and he has also served as a consultant and prepared technical reports on various geological projects, primarily in Tanzania. Dr. Mruma has a Bachelor of Science degree (geology) from the University of Dar es Salaam, participated in post-graduate studies in geology and related fields in Germany, Belgium and Zimbabwe, and has a Ph.D. from the University of Dar es Salaam, which included research work at the University of Oulu, Finland.
At present there are no compensation arrangements as between the Company and either of Messrs. Kalemani or Mruma.
(a) Financial Statements of Business Acquired
(b) Pro forma Financial Information
Not applicable.
(c) Shell Company Transaction
Not applicable.
(d) Exhibits
Exhibit Description
10.1 Joint Venture Agreement between the Company and Mkuvia Maita
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