By Hakainde Hichilema, UPND President.

The United Party for National Development ( UPND) has taken keen interest in the recent Joint Ventures announced by ZCCM pertaining
to gold processing in Zambia, being a Public Interest Entity majority owned by the people of
We have taken note of the statement issued by Barnaby Mulenga, the Permanent Secretary of
the Ministry of Mines and Minerals Development, and ZCCM Non-Executive Director on 24 May
2020 clarifying matters related to the joint ventures, the parties involved, and how Zambia stands
to benefit. We also note the statement issued on 25 May 2020 by ZCCM Management. Whilst we
appreciate clarifications issued to address public concerns, it is unfortunate that the letters leave
the public with more questions than answers.
The UPND has therefore taken the liberty to collate the concerns of the general public, as well as
conduct some basic due diligence on the key partners ZCCM has engaged as part of its drive to
formalise the gold mining industry in Zambia. Effective due diligence when entering into Joint
Ventures is critical, particularly so in this scenario as ZCCM
represents the hopes of many Zambians in ensuring Zambia does not lose out on its Gold
resource, as it has with most others.
In the interest of public transparency we ask that ZCCM – Investment Holdings share the Joint Venture agreements
between; ZCCM and Karma Mining and Rural Development Limited (KMRD) in relation to the
establishment of the Consolidated Gold Company of Zambia (CCGZ); and between CCGZ and
Array Metals and Natural Resources Limited (AMNR) for the formation of the yet to be publicly
named entity.
ZCCM should also help clarify the following pertinent questions:


1. Which expert conducted the due diligence over the Joint Venture partner and what wasthe outcome of this exercise?
2. Is ZCCM aware that Sudan appears on the United States of America List of Countries
engaging in State Sponsored Terrorism and subject to US sanctions?
3. Is ZCCM aware that gold mining in Sudan is often used to fund militia and terrorism? What
due diligence was performed to ascertain that the new partners were not engaged in theseactivities?
4. Is ZCCM aware that financial transactions conducted directly between the Government
through ZCCM and Bank of Zambia (BoZ) transacted in USD would move through the US
financial system into Sudan and could be a breach of US sanctions as this could result in the
financing of militia and terrorism? What measures have been taken to prevent this?
5. Is ZCCM aware that one of the shareholders in Karma Mining is a government Minister in
Sudan, and is therefore a Politically Exposed Person? Were there any concerns, ifso, how were these concerns addressed?
6. Can details of the 20 years of experience by Karma in Gold processing be shared?

1. Which expert conducted the due diligence over the Joint Venture partner and what was
the outcome of this exercise?
2. Is ZCCM aware that one of the Ultimate Beneficial Owners of Array Metals, the Dott
Services Group in Uganda, has been publicly implicated in alleged financial scandals and
allegations of shoddy work on large Government contracts? This resulted in the groupbeing banned from public contracts in Uganda, before a settlement was eventually
3. Is ZCCM aware that a Senior Executive from Array Metals Group has had business
dealings with a UN sanctioned individual and has been an official advisor to the Ugandan
Government, therefore being Politically Exposed? Further alleged links to Zambian
government officials are noted. What comfort was obtained before engaging?
4. ZCCM states that Array Metals is a Global Mining firm. Can ZCCM share details of their globalexperience in mining Gold and processing Gold.
5. It is noted that Array Metals and Natural Resources LLC, the parent of the Zambian entity,
was only registered in August 2018, in Delaware (USA), a known Tax Haven, offering a
veil over some of the Ultimate Beneficial Owners. Can the Ministry of Mines confirm who the beneficial
owners of this entity are as this would have certainly formed part of the due diligence


1. What tender procedures were performed, and what opportunities were given to the public
before engaging the two Joint Venture partners? Was the public made aware that ZCCM
was seeking partners?
2. It is clear from the government statement that KMRD had not yet set up it’s gold processing facilities
in Zambia before the Joint Venture. As per the above question, what alternative partners /
applications were sought to evaluate and compare the best experienced and
technologically advanced partner for ZCCM?

3. Did ZCCM consider accessing the local capital markets if Investment Capital was achallenge? The Zambian Public have shown willingness to invest in a gold mining andprocessing operation, which could have ensured revenues remain in the country.
Expertise and technology could have been brought in to educate local miners over the
project period.
4. ZCCM had over K750m ($62m equivalent) in cash / deposits as at 31 March 2019. Did
management consider a larger equity holding or going alone with an expertimplementation partner?
5. It is noted in the government statement that the Ministry of Mines and Ministry of Commerce provided
guidance to KMRD to engage ZCCM for this Joint Venture due to gold being recognised
as a strategic asset for Zambia, as pronounced in October 2019. Only then would mineral
processing licenses be issued. Was there undue pressure from the Ministries for ZCCM to
engage KMRD considering the speed within which this Joint Venture was concluded
(announced December 2019), and the fact that KMRD’s investment since 2016 would be
lost if ZCCM rejected their approach? Did the Ministries override the independence of the
ZCCM Board to require this Joint Venture arrangement?
6. We also note that the Permanent Secretary Ministry of Mines and Mineral Development
Barnaby Mulenga acts as guardian for the approval of the Mineral Processing License,
and at the same time sits on the Board of ZCCM. This is the same Ministry that advised
KMRD that they work with ZCCM if they wanted the license. Is this not a conflict of
interest, and can the Ministry of Mines confirm that the PS did declare this conflict and exclude himself from
any decisions by the Board of ZCCM
Investment Holdings?


1. Can the Ministry of Mines confirm the financial and non-financial investment by ZCCM into the Joint Ventures, as
well as the equivalent investment by the Joint Venture partners.
2. Can the Ministry of Mines confirm how the ownership structure was arrived at for the two Joint Ventures.
3. It is stated that ZCCM can either increase or take 100% ownership of CGCZ after 5 years.
Is this contingent on anything? What are the profitability forecasts for this company that
allow the Sudanese investors to completely earn back their investment plus profit in only 5
years, an extraordinary return. Or is ZCCM expected to pay for this increased holding? If
so, what is the cost?
1. What expertise are the Sudanese and Ugandan investors bringing that ZCCM did not have
access to, or were unable to bring in from globally renowned and trusted gold mining
jurisdictions such as South Africa, Canada, USA and Australia? What is the real value
addition of these partners?
2. How does the BoZ buying gold from companies that are effectively majority foreign owned
help build reserves effectively? If the BoZ buys gold locally from a foreign owned entity,
the profits will be used to buy foreign currency for transferring abroad, which defeats the whole purpose.
The current effective shareholding structure leaves a third of Gold processing revenues
attributable to ZCCM, but this only forms a fraction of the total production value chain, i.e.
the foreign owned Array Metals will sell Gold ore to the Joint Venture entity.

3. Zambians have already shown the ability to mine gold themselves in many parts of
Zambia. What was needed was formalisation of this industry to ensure that operations are
performed safely and legally, with majority owned Zambian entities throughout the value
chain, benefitting government through tax revenues, and not indirectly funding illegal

We take the view that Zambia’s Gold resources must be exploited entirely for the benefit of theZambian people, whose interest we collectively profess to serve. We demand that the gold deal between Zambia and Sudan should be cancelled. It is meant to loot Zambia’s resources in order to benefit foreigners

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