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Message: And Now...Court Proceedings

And Now...Court Proceedings

posted on Dec 10, 2008 05:17PM

News from CNW Group

SonnenEnergy Corp. Subject to Court Application

18:14 EST Wednesday, December 10, 2008

TORONTO, Dec. 10 /CNW/ - SonnenEnergy Corp. ("SonnenEnergy" or "the Company") (TSX-V: PWR) announces that it is engaged in legal proceedings with its largest shareholders, Hans and Maria Hager, having been served with an application in the Ontario Superior Court of Justice on November 25, 2008 with respect to the status of shares held by Mr. Hager and certain voting of Mr. and Mrs. Hager's shares at the recent Annual and Special Meeting of Shareholders.

Mr. and Mrs. Hager's 27,500,000 common shares, which represent approximately 49.9% of the outstanding shares, were considered to be voted at the Annual Meeting pursuant to an irrevocable proxy voting agreement they had signed in favour of the Company's President and Chief Executive Officer, Jeff Dennis. Mr. Hager attended at the meeting and purported to submit different proxies, which proxies were not accepted.

The Company is engaged in proceedings in Germany to realize on the 13,750,000 common shares held by Mr. Hager, which had been pledged to the Company as security for a (euro)632,592.96 principal amount loan. The Company has obtained an order in Germany allowing it to seize the subject shares. Mr. Hager is now challenging that order in Germany. The Company has also proposed a mediation.

The Hagers are seeking, in Canada through the Ontario Superior Court, various relief including orders providing that the board of directors elected at the Annual and Special Meeting was not properly elected and re-instating the shares seized from Mr. Hager pursuant to the German courts.

An interim injunctive order has been issued in Ontario providing that SonnenEnergy is to continue operating its business in the normal course until matters can be heard by the Ontario court. The Company is not allowed, except with a court order, to issue any shares from treasury at this time, except in respect of the exercise of previously issued options or warrants.

SonnenEnergy intends to defend itself in respect of the matters at issue in the Ontario court proceedings, while continuing its legal proceedings in Germany and Ontario to complete the seizure and cancellation of Mr. Hager's 13,750,000 shares.

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