Initial Public Offering (IPO): Registration Statement (General Form) — Form S-1 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: S-1 Registration Statement (General Form) -- forms_1 HTML 1.54M
2: EX-3.1 Articles of Incorporation HTML 6K
3: EX-3.2 By-Laws HTML 55K
4: EX-3.3 Certificate of Amendment HTML 5K
5: EX-3.4 Certificate of Registration of Extra Provincial HTML 8K
Corp
6: EX-5.1 Legal Opinion HTML 18K
7: EX-10.1 Vend-In Agreement HTML 263K
8: EX-10.2 Consulting Agreement HTML 115K
9: EX-10.3 Additional Property Agreement HTML 25K
10: EX-14 Code of Ethics HTML 45K
11: EX-23.1 Consent of Auditor HTML 8K
12: EX-23.2 Consent of Lawyer HTML 10K
(comprising
6 claims in Labrador staked by Richard Haderer)
THIS TRANSFER OF ADDITIONAL PROPERTY
made as of May 17, 2007, pursuant to the VEND-IN AGREEMENT FOR THE
PURCHASE AND SALE OF RESOURCE EXPLORATION PROPERTY made effective as of February28, 2007 by and between WOLVERINE EXPLORATION INC.
(“Wolverine”), a Nevada, U.S.A. corporation having an office at 2470
Saint Rose Pkwy, Suite 304, Henderson, NV, U.S.A. 89074 (herein called the
"Buyer"), and SHENIN RESOURCES
INC. (“Shenin”), an Alberta, Canada corporation, having an
office at 103 Huntcroft Place NE, Calgary, Alberta, Canada T2K 4E6 AND RICHARD HADERER (“Haderer”)
of Calgary, Alberta, Canada.
RECITALS:
WHEREAS
Haderer is a Director of Shenin and is an additional party hereto.
WHEREAS
Haderer, for and on behalf of Shenin, staked 6 claims in Labrador as shown on
Map Staked Licence No. 013472M on May 17, 2007 (the “Additional Property”), as
shown on the licence, attached hereto as Schedule
“A”.
WHEREAS
it was contemplated that additional Property would be acquired as part and
parcel of the original vend-in agreement and made available to the extent of a
90% interest therein at no additional cost to Wolverine.
WHEREAS
the Vend-In Agreement provides for such additional Property to be acquired and
governed by the provisions of the Agreement, in particular paragraph 12.1, as
follows:
ARTICLE
XII
ADDITIONAL
PROPERTY
12.1Right of First Refusal for
Additional Property. Shenin, for itself and on behalf of the
Sellers, hereby agrees to Offer to Buyer within ninety (90) days a 90% Purchased
Interest in all further Property in Labrador, Canada which Shenin or any of the
Sellers may acquire from time to time.
Page
- 1
WHEREAS
Property is defined as follows:
Property shall mean
the rights or territory in Labrador in respect of which Licences have
issued to or for the benefit of the Sellers, or may issue to or for the
benefit of the Sellers from time to time, to explore and take Minerals of
any nature whatever from the licenced claims, staked area or otherwise
acquired property interest described in the Schedule
2.7 Resource Property, to the extent permitted by
Governmental Authority and the particular
Licences.
WHEREAS
Property is described as follows, and includes Map Staked Licence No. 013472M
(comprising 6 claims):
SCHEDULE
2.7
PROPERTY
LICENCES
FOR RESOURCE PROPERTY
1....
2.All
other Interests in property in Labrador, Canada as Shenin may acquire from
time to time.
3....
NOW
WITNESS THEREFORE THAT IN CONSIDERATION of the sum of ONE (US$1.00) US DOLLAR
now paid by Wolverine to Shenin and the sum of THREE HUNDRED SIXTY (CAD$360.00)
CA DOLLARS now paid to Haderer, (the receipt and sufficiency of which in each
case is hereby acknowledged), the parties hereto agree as follows:
1.The
above Recitals are incorporated herein.
2.Haderer
acknowledges that he has no beneficial interest in and to the Additional
Property, and that at all material times he held the beneficial interest therein
in trust for the sole use and benefit of Shenin, and Haderer shall be reimbursed
the sum of CAD$360.00, receipt of which is hereby acknowledged.
3.Shenin
hereby transfers an undivided 90% Purchased Interest, being an undivided
90% beneficial interest in and to the Additional Property to
Wolverine.
4.Haderer
hereby transfers all legal right title to and interest in the Additional
Property to Wolverine.
Page
- 2
5.Wolverine
hereby confirms that it holds an undivided 10% beneficial interest in and to the
Additional Property in trust for the sole use and benefit of Shenin, and that
this Additional Property shall be governed by the Vend-In
Agreement.
6.The
Parties hereby waive compliance with the right of first refusal mechanism, and
Schedule E of the Vend-In Agreement, and acknowledge that this agreement is in
lieu thereof.
7.Further Acts: In order to
fulfill the intent of the Parties hereto, they shall execute from time to time
all reasonable documents and do all such things as may be necessary or desirable
to more completely and effectively carry out the terms and intentions of this
Agreement, to implement it in all respects, or to fulfil consequential aspects
thereof, which any other Party may request from time to time at the expense, if
any, of the Party so requesting. Further, the parties shall cause the
corporate parties to act in the manner contemplated by this Agreement and, to
the extent permitted by law, cause the Board of Directors so to act.
IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
and delivered on the date first above written.
(comprising
6 claims in Labrador staked by Richard Haderer)
(INSERT
COPY OF LICENCE HERE)
Page
- 4
AFFIDAVIT
OF EXECUTION
CANADA ) I,
___________________, of the City of)___________________, in the Province of
Alberta,
PROVINCE
OF
ALBERTA )
) MAKE OATH AND
SAY:
TO
WIT:
)
1. I
was personally present and did see RICHARD HADERER named in the within
instrument, who is personally known to me to be the person named therein, duly
sign and execute the same for the purposes named therein.
2. That
I am the subscribing witness thereto.
3. That
I know the said person and he is in my belief of the full age of eighteen (18)
years.
SWORN
BEFORE ME at the City
of )
___________,
in the Province of
Alberta, ) ____________________________
