Had me curious so I googled it a bit

http://www.google.com/hostednews/canadianpress/article/ALeqM5hns0IzHnpSL7mLJtecRewkbuRUjA

Board battle erupts at Chariot Resources; dissidents seek new slate

(CP) – 4 days ago

TORONTO — A battle for control has erupted at Chariot Resources Ltd. (TSX:CHD), with the Toronto-based miner reporting Friday that a dissidents' proxy circular has been filed by two directors of Chariot's largest single shareholder.

Lukas Lundin and Brian Edgar, both directors of Lundin Mining Corp. (TSX:LUN) who recently acquired small personal stakes in Chariot, are calling for the new slate to be elected at the company's annual shareholders meeting on Sept. 4, Chariot said in a news release.

Lundin Mining is Chariot's largest shareholder with approximately 18.3 per cent of Chariot's outstanding common shares. Lundin and Edgar are both directors of Lundin Mining, which has been a shareholder since it acquired Rio Narcea in October, 2007, Chariot said.

The two shareholders have proposed an alternative slate of six directors, five of whom are "directors or current or past officers of Lundin Mining and the sixth nominee sits together with Lukas Lundin on at least two boards of directors," the Chariot news release said.

"Chariot's board of directors believes that the action of the Lundin directors is an opportunistic attempt to steal control of your company through control of the board without pay a control premium to you for your share," Chariot's current board says in a letter being distributed to all shareholders.

It says the current board "unanimously recommends that you vote for Chariot management's nominees. ..."

It says the current board believes "the preferred outcome for Chariot's shareholders is to receive a control premium for their shares in a sale of Chariot to a third party with the financial and technical resources" to build the company's Mina Justa mine project in Peru.

Meanwhile, the board said it believes current market conditions are "not favourable to maximizing value through an auction process at this time (and) that it would be in the best interests of Chariot and its shareholders to maintain Chariot's independence" and launch a formal sales process when market conditions improve.

Chariot Resources is a junior resource company focused on the exploration, acquisition and development of copper and precious metal mineral deposits in the Andes region of Latin America.

Its stock was up half a cent at 50 cents early Friday on the Toronto Stock Exchange.

Shares of Lundin Mining, a metals mining company with operations in Portugal, Spain, Sweden and Ireland, were up seven cents at $3.82.

http://www.financialpost.com/story.html?id=1914313

Lundin Group a reluctant raider

But Chariot 'was languishing'

Peter Koven, Financial Post

Published: Friday, August 21, 2009

The Lundin Group of Companies isn't one to pick proxy fights. But with Chariot Resources Ltd., Lukas Lundin and his team saw no other option.

"We're not raiders," said Brian Edgar, a director on several Lundin companies. "But [Chariot] was languishing. There was no reason to believe the future would be any different."

Chariot controls the highly promising Marcona copper project in Peru, which it bought in early 2005.

The Lundin argument is pretty simple: Chariot is not moving quickly enough, and it is time to put a better management and board in place that can push the project to a bankable feasibility study and into production. The Lundin dissident slate includes Mr. Lundin himself and a who's who of senior management from his conglomerate.

The team has had its eye on Chariot for some time.

When Lundin Mining Corp. bought Rio Narcea Gold Mines Ltd. for about $1-billion in 2007, it also picked up 60.2 million shares (or almost 20%) of Toronto-based Chariot, a junior company.

Chariot was a non-core investment, but the Lundin Group quickly became unhappy with Chariot's poor share performance and the progress at Marcona. Once Lundin Mining's own balance sheet was fixed up after a liquidity crisis last year, Mr. Lundin took the idea of a proxy fight more seriously.

Mr. Edgar said Chariot has alienated many other investors, as it appears to have almost no institutional shareholders anymore. "This thing has turned into a retail jamboree," he said.

If the Lundin Group gets control of Chariot, the plan is to get an army of experts and consultants down to Peru as quickly as possible to assess the project. Then it will build a development timeline for Marcona.

Ulli Rath, Chariot's CEO, dismissed complaints that he has moved too slowly at Marcona, saying Chariot plans to have the project "shovel-ready" by the end of the year. He insisted the dissidents are just trying to get control of the company without paying for it.

"Ultimately, I don't think this will reflect well on the Lundin Group," he said.

As far as Mr. Lundin is concerned, an outright takeover of Chariot makes no sense, because he does not know what state the Marcona project is actually in right now.

"We need to see how the project stands today. We need more information before we can do that," he said.

Proxy battles often end in compromises, but neither side seems willing to settle this one. In fact, the Lundin Group is so disgusted with Chariot's management that it did not even bother raising its concerns with the company before launching the fight.

"It seems to me that if I were a shareholder and I saw Lukas Lundin coming in with his team to really energize this deal, I would come running with my proxy," Mr. Edgar said.

The battle is expected to come to a head at Chariot's annual meeting Sept. 4.