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St Elias Mines Ltd
Symbol SLI
Shares Issued 117,118,355
Close 2012-12-31 C$ 0.095
Market Cap C$ 11,126,244
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ORIGINAL: St. Elias dissidents consider suing over green proxies

2013-01-02 21:30 ET - News Release

Received by email:

File: Elias - January 2, 2013 News Release.pdf

                                                                           FOR IMMEDIATE RELEASE


   Concerned Shareholders of St. Elias Mines Ltd. Consider
   Legal Action After Oppressive and Illegal Conduct of the
                    Company at the AGM
January 2, 2013 (Vancouver) � Gilby Len Hastman and Darcy Kim Hastman (the Concerned
Shareholders) announce that they are currently reviewing all alternatives for legal action against St. Elias
Mines Ltd. (TSX Venture: SLI) (the Company) and the individual directors of the Company with respect to
their conduct at the Company's annual general meeting (the AGM) held on December 27, 2012.

The Concerned Shareholders validly deposited with Olympia Trust Company (Olympia), as transfer agent
for the Company, Green Proxies for a total of 64,649,933 shares, representing approximately 55% of the
total issued and outstanding shares of the Company, for use at the AGM. In a marked departure from
customary corporate practice, the Company refused to disclose how many votes management
(Management) of the Company received at the AGM, but the Concerned Shareholders believe that it is
highly likely that Management received less than 25% of the votes cast at the AGM.

The Chair of the AGM, Ms. Lori McClenahan, ruled that all Green Proxies were invalid and declared that the
Management nominees were elected, notwithstanding that the Green Proxies, representing the majority of the
outstanding shares of the Company, were properly voted in favour of the election of Gilby Len Hastman,
Darcy Kim Hastman, Ted E.R. Rutherglen, James E. Rainbird and Richard Alexander Defreitas (collectively,
the Dissident Nominees).

The Concerned Shareholders believe that Ms. McClenahan had no legal basis or authority to invalidate the
Green Proxies and that the majority of the Dissident Nominees were entitled to be elected as directors at the
AGM. The Concerned Shareholders also believe that Ms. McClenahan's actions effectively disenfranchised
and thwarted the will of a majority of the Company's shareholders, further entrenched the existing
Management, undermined the rights afforded to shareholders investing in companies listed on the TSX
Venture Exchange and diminished investor confidence in Canadian capital markets.

The Concerned Shareholders are currently considering all avenues for recourse against the Company and its
directors and will provide further information to shareholders in due course. If you have any questions,
please contact either of the Concerned Shareholders as follows: Gilby Len Hastman (1-780-974-5925),
Darcy Kim Hastman (1-780-974-5924) or by email at "steliasnominees@gmail.com".

(signed "Gilby Len Hastman")

Gilby Len Hastman, on behalf of the Concerned Shareholders

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
 

File: Elias - News Release after the AGM (January 2, 2013) (v2).DOC


Concerned Shareholders of St. Elias Mines Ltd. Consider Legal Action After Oppressive and Illegal Conduct of the Compa
--->ny at the AGM
January 2, 2013 (Vancouver) - Gilby Len Hastman and Darcy Kim Hastman (the Concerned Shareholders) announce that they 
--->are currently reviewing all alternatives for legal action against St. Elias Mines Ltd. (TSX Venture: SLI) (the Company
--->) and the individual directors of the Company with respect to their conduct at the Company's annual general meeting (t
--->he AGM) held on December 27, 2012. 
The Concerned Shareholders validly deposited with Olympia Trust Company (Olympia), as transfer agent for the Company, 
--->Green Proxies for a total of 64,649,933 shares, representing approximately 55% of the total issued and outstanding sha
--->res of the Company, for use at the AGM. In a marked departure from customary corporate practice, the Company refused t
--->o disclose how many votes management (Management) of the Company received at the AGM, but the Concerned Shareholders b
--->elieve that it is highly likely that Management received less than 25% of the votes cast at the AGM. 
The Chair of the AGM, Ms. Lori McClenahan, ruled that all Green Proxies were invalid and declared that the Management 
--->nominees were elected, notwithstanding that the Green Proxies, representing the majority of the outstanding shares of 
--->the Company, were properly voted in favour of the election of Gilby Len Hastman, Darcy Kim Hastman, Ted E.R. Ruthergle
--->n, James E. Rainbird and Richard Alexander Defreitas (collectively, the Dissident Nominees).
The Concerned Shareholders believe that Ms. McClenahan had no legal basis or authority to invalidate the Green Proxies
---> and that the majority of the Dissident Nominees were entitled to be elected as directors at the AGM. The Concerned Sh
--->areholders also believe that Ms. McClenahan's actions effectively disenfranchised and thwarted the will of a majority 
--->of the Company's shareholders, further entrenched the existing Management, undermined the rights afforded to sharehold
--->ers investing in companies listed on the TSX Venture Exchange and diminished investor confidence in Canadian capital m
--->arkets.  
The Concerned Shareholders are currently considering all avenues for recourse against the Company and its directors an
--->d will provide further information to shareholders in due course. If you have any questions, please contact either of 
--->the Concerned Shareholders as follows: Gilby Len Hastman (1-780-974-5925), Darcy Kim Hastman (1-780-974-5924) or by em
--->ail at "steliasnominees@gmail.com". 
(signed "Gilby Len Hastman")
Gilby Len Hastman, on behalf of the Concerned Shareholders
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX 
--->Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.



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