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RESULTS OF AGM AND ELECTION OF DIRECTORS
FORBES COAL REPORTS ELECTION OF MANAGEMENT PROPOSED SLATE OF DIRECTORS
TORONTO, ONTARIO – September 17, 2012 : Forbes & Manhattan Coal Corp. (TSX: FMC)
(JSE: FMC) (“Forbes Coal” or the “Company”) is pleased to announce the election of the
slate of directors proposed by the management of the Company to serve Forbes Coal until their
successors are elected or appointed. The slate of directors elected at the Annual General
Meeting held on 17 September 2012 is:
Stephan Theron
Stan Bharti
David Gower
David Stein
Grant Davey
Ryan Bennett
Bernard Wilson
The Company took a number of steps to ensure that the Meeting was conducted in a manner
that was fair to all shareholders. In particular, the Chairman of the Meeting was advised by
independent counsel, the deadline for submitting proxies was extended to the start of the
Meeting and the validity of all proxies were assessed against the same standard, the Proxy
Protocol of the Securities Transfer Association of Canada. This was agreed to by Resource
Fund Capital V L.P. and Forbes Coal in advance of the vote
In addition, The Board also agreed to formally adopt all of the Concerned Shareholder’s
advisory resolutions, including the votes cast by the management proxy holders. These non-
binding advisory resolutions are designed to protect all shareholders:
- For the majority of the Board of Directors to be comprised of independent directors;
- For the independent directors to review the existing compensation of all directors; and
- For Forbes Coal to adopt an individual director election process by shareholder majority
at the next Annual General Meeting.
Historically, Forbes Coal has always had independent directors approve compensation paid to
all directors. The Board had previously undertaken to adopt an individual election process for
the next annual meeting. The Company believes that formally adopting these resolutions is in
the interests of all shareholders and the Company had these resolutions approved at the AGM
on a simple show of hands.
Stan Bharti, Chairman of the Board of Forbes Coal, said: “We welcome Bernard Wilson to the
Board and look forward to his experience on Canadian corporate governance-related matters.
We are also pleased to retain the continued support and direction of Ryan Bennett and
Resource Capital Fund V L.P.”
Stephan Theron, President and CEO, said: “On behalf of the entire board and management
team, I would like to thank the members of the board of Forbes Coal for their guidance and
support over the past year. As evidenced by the fiscal second quarter 2013 production results
released this morning, Forbes Coal continues to make impressive strides towards achieving our
growth objectives. We remain confident in our ability to deliver profitable growth to our
shareholders in the near term.”
About Forbes Coal
Forbes Coal is a growing coal producer in southern Africa. It holds a majority interest in two
operating mines through its 100% interest in Forbes Coal (Pty) Ltd., a South African company
("Forbes Coal Dundee") which has a 70% interest in Zinoju Coal (Pty) Ltd. ("Zinoju"). Zinoju
holds a 100% interest in the Magdalena bituminous mine and the Aviemore anthracite mine in
South Africa (collectively, “the Dundee Properties”). The mines have a substantial resource
base and each mine has a projected life span in excess of 20 years. Forbes Coal is in the
process of increasing production at both mines existing infrastructure and capacity. The
Company has in-place transportation infrastructure allowing its coal to reach both export
corridors and the growing domestic coal market. Forbes Coal has a strong balance sheet and
an experienced coal-focused management team.
Cautionary Notes
The ability of the Company to increase production amounts has not been the subject of a
feasibility study and there is no certainty that the proposed expansion will be economically
feasible.
This press release contains “forward-looking information” within the meaning of applicable
Canadian securities legislation. Forward-looking information includes, but is not limited to,
statements with respect to the anticipated production results with respect to the Dundee
Properties, future financial or operating performance of the Company and its projects,
statements regarding the anticipated improvements in logistical support and anticipated
improvements in sales, statements made with respect to prospects for the business of the
Company, requirements for additional capital, government regulation of the mineral exploration
industry, environmental risks, acquisition of mining licences, title disputes or claims, limitations
of insurance coverage and the timing and possible outcome of pending litigation and regulatory
matters. Generally, forward-looking information can be identified by the use of forward-looking
terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”,
“scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or
“believes”, or variations of such words and phrases or state that certain actions, events or
results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-
looking information is subject to known and unknown risks, uncertainties and other factors that
may cause the actual results, level of activity, performance or achievements of the Company to
be materially different from those expressed or implied by such forward-looking information,
including but not limited to: general business, economic, competitive, foreign operations,
political and social uncertainties; a history of operating losses; delay or failure to receive board
or regulatory approvals; timing and availability of external financing on acceptable terms; not
realizing on the potential benefits of the proposed transaction; conclusions of economic
evaluations; changes in project parameters as plans continue to be refined; future prices of
mineral products; failure of plant, equipment or processes to operate as anticipated; accidents,
labour disputes and other risks of the mining industry; and, delays in obtaining governmental
approvals or required financing or in the completion of activities. Although the Company has
attempted to identify important factors that could cause actual results to differ materially from
those contained in forward-looking information, there may be other factors that cause results not
to be as anticipated, estimated or intended. There can be no assurance that such information
will prove to be accurate, as actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not place undue reliance on
forward-looking information. The Company does not undertake to update any forward-looking
information, except in accordance with applicable securities laws.
FOR FURTHER INFORMATION PLEASE CONTACT:
Stephan Theron Colinda Parent
President and Chief Executive Officer VP Corporate Development
+1 (416) 861-5912 +1 (416) 861-5811
Email: stheron@forbescoal.com Email: cparent@forbesmanhattan.com
Johannesburg
18 September 2012
Sponsor
Sasfin Capital (a division of Sasfin Bank Limited)
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