COQUITLAM, BC, Nov. 15 LAWFUEL – Law News Network – Western Wind Energy is pleased to announce that it will launch a series of countersuits against Pacific Hydro Limited of Australia seeking compensation and damages in excess of $1 billion.
Pacific Hydro had acquired by January 27, 2006, 6 million common shares of Western Wind Energy and 6 million share purchase warrants. Pacific Hydro
owns approximately 25.2% of the issued capital of Western Wind Energy
Corporation. As Western Wind Energy is a reporting issuer in both the
United States and in Canada, Pacific Hydro is an insider, a related party
and a control person.
At the September 25, 2006 annual general meeting of the shareholders of Western Wind Energy, all of the directors of Western Wind Energy voted in
favor of the control resolution for the benefit of Pacific Hydro Limited
however, the majority of the non-PHL shareholders voted against the
resolution thereby limiting Pacific Hydro’s voting power from 25.2% to
19.99%. Notwithstanding this resolution, Pacific Hydro was at that meeting, and remains, the largest single shareholder of Western Wind Energy. Pacific Hydro Limited with the effect to exercise its voting rights, had the complete control of every other voting item on the Agenda. Specifically, Pacific Hydro’s 19.99% voting rights were greater than the sum total of all the other shareholders voting at the meeting, including management, whether by proxy or in person. For further certainty, Pacific Hydro voted down a
resolution to modify the stock option incentive plan rewarding employees
and consultants of the Company.
Pacific Hydro demonstrated at the meeting
and by those acts that it could vote down any measure, at its sole desire,
even at 19.99%. By definition of the Securities Act in both Canada and the United States, Pacific Hydro is a control person of Western Wind Energy and is subject to all the rules and regulations that govern the conduct and actions of such control person(s).
After Pacific Hydro became a control person, Pacific Hydro entered into
numerous negotiations and agreements with Western Wind Energy. Pacific
Hydro has failed to provide the adequate documentation of all such
agreements that are necessary for Western Wind Energy to file and obtain
shareholder approval for these significant “related party” transactions.
Several days ago, Pacific Hydro commenced litigation against Western
Wind, and threatened to seize, encumber, obstruct and convert major assets
of Western Wind Energy. Without shareholder and other applicable approvals,
such acts to seize, convert, obstruct and encumber assets of a reporting
issuer by an insider, related party and control person are serious
contraventions of the Securities Act in Canada and the United States.
Pacific Hydro has sole voting control of all matters of Western Wind
Energy and as of September 25, 2006, has exercised such voting control to
the objections of management.
Pacific Hydro did not publicly announce its intentions to seize,
convert, obstruct and/or encumber Western Wind Energy’s assets prior to
Pacific Hydro issuing its own news release announcing its intention to sell
securities of Western Wind Energy.
Western Wind Energy believes these serious acts committed by Pacific
Hydro are serious contraventions of applicable securities legislation and
as such, Western Wind has notified the securities regulatory agencies in
Canada and will notify the securities regulatory agencies in the United
States. Western Wind will take safe-harbor and rely on Section 1107 of the
Sarbanes Oxley Act of 2002 which states SEC.1107. “(e) whoever knowingly,
with the intent to retaliate, takes any action harmful to any person,
including interference with the lawful employment or livelihood of any
person, for providing to a law enforcement officer any truthful information
relating to the Commission or possible commission of any federal offense,
shall be fined under this title or imprisoned not more than ten years, or
The directors and management of Western Wind will take all actions to
protect shareholder assets and maximize shareholder value. Pacific Hydro’s
intentions are to take Western Wind’s assets for its own use, to the
detriment of all the minority shareholders. This conduct by Pacific Hydro
as an insider, related party and control person is prohibited.
Western Wind Energy currently produces clean renewable electrical
energy from over 500 wind turbine generators located in Tehachapi and San
Gorgonio Pass (Palm Springs), California. Western Wind Energy’s annualized
energy output is approximately 75 billion watt hours per year. During the
past two years, Western Wind Energy has executed or acquired over $1
billion of power sales agreements totaling 169.4 megawatts from the sale of
wind energy electrical generation, to two separate utilities. Western Wind
Energy was the first to execute a “wind” PPA in the State of Arizona, and
in California, is expanding from management’s 25-year continuous operating
history in the Tehachapi Pass.
Western Wind Energy is in the business of acquiring suitable land
sites, capital and technology for the production of electricity from wind
energy. Western Wind Energy conducts its operations through its wholly
owned subsidiaries in Arizona and California. Management of Western Wind
Energy includes individuals involved in the operations and ownership of
utility scale wind energy operations in California since 1981.
ON BEHALF OF THE BOARD OF DIRECTORS
Jeffrey J. Ciachurski
Chief Executive Officer
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this news release.
Certain statements included herein are “forward-looking statements” as
defined by the Private Securities Litigation Reform Act of 1995. Management
cautions that forward-looking statements are not guarantees and that actual
results could differ materially from those expressed or implied in the
forward-looking statement. Important factors that could cause the actual
results of operations or financial condition of the Company to differ
include, but are not necessarily limited to, the risks and uncertainties
discussed in documents filed by the Company with the Securities and
CONTACT: 632 Foster Avenue, Coquitlam, BC, V3J 2L7, Telephone: (604)
839-4192, Facsimile: (604) 939-1292, http://www.westernwindenergy.com