Ousted Athabasca Potash Inc. (API) President and CEO Dawn Zhou is seeking to topple the current API board of directors and return to power. Zhou says the current board is not adequately exploring the options that may be available with respect to the development of the Burr potash project in Saskatchewan. The current board, however, did announce plans in July to seek potential alliances with third parties (GM July 20).
Zhou was removed from her API positions, except for director, in June (GM June 29). API said at the time that while Zhou’s entrepreneurial expertise and experience in geotechnical matters surrounding exploration was key in the formation and early development of the company, it had reached a stage where the skills required of its CEO, in addition to familiarity with potash and the related chemicals processing industry, must include mining project finance and development, as well as building completion and operations experience. Zhou was replaced by Robert Boyd in August (GM Aug. 10).
Zhou, the sole director, officer, and shareholder of CSIT Consulting Inc., says she beneficially owns or exercises control or direction over an aggregate of 4,386,000 common shares of API, or 11.75 percent of API’s outstanding shares. CSIT owns 1,386,000 shares, or 3.71 percent of API.
Zhou said CSIT has filed proxy materials nominating an alternate slate of directors for election at the annual and special meeting of shareholders of API to be held Sept. 3 in Saskatoon. Zhou said CSIT’s vision for API is based on good corporate governance, respect, and protection of shareholders’ rights and the protection of the best interests of API. She proposes to replace the current API board with one aligned with CSIT’s vision and the majority of API shareholders. CSIT’s seven nominees include Zhou, Bradley Fettis, Kenneth MacNeill, Robert Cross, Brian Goodwin, Charley X. Ye, and Arnold Hillier. Fettis is currently API vice president, mining.
Current directors include Zhou, Boyd, potash veteran Robert Connochie, John King Burns, Leo Bingleman, James Gardiner, and Dr. Edward Schiller.
Zhou says the CSIT nominees collectively have considerable experience in prospecting, geology, exploration, mining, public companies, business development, international relations, corporate governance, capital markets, and accounting. Many of the CSIT nominees have been, and continue to be, associated with successful mining companies. Each of the CSIT nominees has consented to act as a director of API.
CSIT intends to vote in favor of the other items of business that will be considered at the meeting, such as fixing the number of directors, the appointment of the auditor, the amendments to API’s stock option plan, and the approval of unallocated options.
API established July 23, 2009 as the record date for determining shareholders entitled to notice of the meeting and to vote at the meeting.