1
Exhibit 3j
LETTER OF INTENT REGARDING
ASSESSMENT OF EXPLORATION POTENTIAL
OF THE XINFANPING COPPER PROJECT
OF YANYUAN, SICHUAN
BETWEEN:
SICHUAN BUREAU OF GEOLOGY AND MINERAL RESOURCES of the Ministry of
Geology and Mineral Resources of China (referred to herein as
("MGMR-SICHUAN")
AND:
MINCO MINING AND METALS CORPORATION (referred to herein as "MINCO")
WHEREAS:
MGMR-SICHUAN and MINCO (the "PARTIES"), have made great progress in the
cooperation of exploration and development of mineral resources in Sichuan
province, China. In order to enlarge the scope for mutual cooperation, provide a
supplementary mineral property to the Chapuzi project, and establish long-term
strategic mutual joint venture relationship, during October 8-12, 1996. Xx.
Xxxxxxx Xxxxx, Director of MGMR-SICHUAN, and Xx. Xxx Xxx, the President of
MINCO, jointly visited the Xifanping copper Project (the "PROJECT") located in
the Yanyuan County, Sichuan province and discussed the cooperation between the
Parties to assess the exploration potential of the Project and later jointly
explore and exploit the Project.
NOW THEREFORE, in consideration of the premises set out above, and the mutual
promises set out below, MGMR-SICHUAN and MINCO agree as follows:
1. After the site visit to the Project, Xx. Xxxxxx Xxx, Chief Geologist of
MGMR-SICHUAN, gave Xx. Xxx Xxx a presentation on the geology and
mineralization conditions of Sichuan province. Xx. Xxx indicated that
Sichuan has great exploration potential because of excellent
mineralization conditions and many underexplored mineral properties. The
Parties should use Chapuzi as a starting project and further jointly
explore and exploit the Shanjiang and Panxi region in Sichuan province.
2. The Parties agree that the Xifanping area, covering 50 square km, is a
supplementary property for the further cooperation between the Parties.
The Parties will jointly assess the exploration potential of the Project
and the possibility of developing a large-scale open pitiable mine on the
property.
3. MGMR-SICHUAN will carry out the following works (the "ASSESSMENT WORKS")
on the property:
a) Geological and geochemical survey of 1:10,000 scale to define Cu-Au
anomalies;
b) IP survey along many profiles covering the anomalous area;
2
c) A comprehensive detailed analysis and study of the results of the newly
discovered and mineralized No. 80 porphyry system to determine the
mineralization characteristics and the prospecting criteria and further
establish mineralization model for the Project.
MINCO will provide MGMR-SICHUAN with free consulting and instruction to
the Assessment Works. MGMR-SICHUAN will provide MINCO with all data
available for MINCO's evaluation.
4. If the results of the Assessment Works are positive, MGMR-SICHUAN and
MINCO will discuss and negotiate to explore and exploit the Project
jointly.
5. MGMR-SICHUAN will provide MINCO with the results of the Assessment Works
before March 1997. MINCO will analyze the above said results and confirm
its interest on the Project before August, 1997.
6. The term of this letter of intent is from its execution date to August,
1997. If MINCO comes to positive conclusion from its assessment of the
Project and wishes to proceed, then MINCO will has exclusive rights to
invest in the Project. During the term of this agreement, if there is a
third party wishes to invest in exploring the Project, XXXXX has the right
of first refusal on the Project under equal conditions,
7. If XXXXX decides not to invest in the Project, XXXXX will return all the
data (the "Data") provided by MGMR-SICHUAN to MGMR-SICHUAN. XXXXX further
agree to preserve the confidentiality of all the Data and not to transfer
the Data to any third party.
IN WITNESS WHEREOF the Parties have duly executed this letter of Intent on this
15th day of October 1996 as evidenced by each signature below.
SICHUAN BUREAU OF GEOLOGY AND MINERAL RESOURCES
REPRESENTATIVE: Xx. Xxxxxxx Xxxxx (SIGNATURE)
TITLE: Director
MINCO MINING AND METALS CORPORATION
REPRESENTATIVE: Xx. Xxx Xxx (SIGNATURE)
TITLE: President and Chief Executive Officer
(THIS IS A ENGLISH TRANSLATION FROM THE ORIGINAL LETTER OF INTENT WRITTEN
AND SIGNED IN CHINESE)
