After trying to obtain representation from 3 firms in Whitehorse and finding all 3 having been retained [by Exxon, IOC, and Phil], I am down to the final firm. I have not personally contacted them regarding dissent as I have decided to merely vote NO with my shares.While I still believe that a NO/Dissent vote is a viable alternative, and would have a high probability of obtaining a better outcome than the deal itself, I've decided personally to enter the final stage of grief regarding IOC: acceptance....

For those who wish to dissent, here are a few pertinant questions to have answered by the law firm:

1. Do you have any conflicts of interest that would prevent you from representing me in dissenting from the IOC BOD resolution in question [Schedule A of MIC: Arrangement Resolution] and do you have time to complete the dissent by September 18?

2. Do I need to dissent with all shares owned, whether held individually, jointly, in trusts, or in various retirement accounts?

3. Can you prepare a template of the Notice of Objection and submit it to IOC for me?

4. Can you prepare an Application to the Yukon Supreme Court for my request for the 'fair value' determination of the value of my IOC shares?

5. What will be the cost for these preliminary services? And can all dissenters who use your services split the fees [perhaps by a ratio based on the number of shares each holds]?

I would also attach either the MIC or a link to the MIC on the IOC website to any email request for representation. There is still plenty of time to dissent, but you should start right now. Good luck to all who choose to dissent. If you do so, it would be great to keep SHU informed of your progress. Thanks.

Here is the contact information for the last Whitehorse law firm for those who wish to dissent:

kcarruthers@tuckerandcompany.ca

Kyle Carruthers

Firm: Tucker Carruthers

301-303 Alexander Street

Whitehorse, Yukon Y1A 2L5

Phone: (867) 667-2099

Fax: (867) 667-2109

'2126' pid='76222' dateline='<a href="tel:1473284 Wrote:

After trying to obtain representation from 3 firms in Whitehorse and finding all 3 having been retained [by Exxon, IOC, and Phil], I am down to the final firm. I have not personally contacted them regarding dissent as I have decided to merely vote NO with my shares.While I still believe that a NO/Dissent vote is a viable alternative, and would have a high probability of obtaining a better outcome than the deal itself, I've decided personally to enter the final stage of grief regarding IOC: acceptance....

For those who wish to dissent, here are a few pertinant questions to have answered by the law firm:

1. Do you have any conflicts of interest that would prevent you from representing me in dissenting from the IOC BOD resolution in question [Schedule A of MIC: Arrangement Resolution] and do you have time to complete the dissent by September 18?

2. Do I need to dissent with all shares owned, whether held individually, jointly, in trusts, or in various retirement accounts?

3. Can you prepare a template of the Notice of Objection and submit it to IOC for me?

4. Can you prepare an Application to the Yukon Supreme Court for my request for the 'fair value' determination of the value of my IOC shares?

5. What will be the cost for these preliminary services? And can all dissenters who use your services split the fees [perhaps by a ratio based on the number of shares each holds]?

I would also attach either the MIC or a link to the MIC on the IOC website to any email request for representation. There is still plenty of time to dissent, but you should start right now. Good luck to all who choose to dissent. If you do so, it would be great to keep SHU informed of your progress. Thanks.

Here is the contact information for the last Whitehorse law firm for those who wish to dissent:

kcarruthers@tuckerandcompany.ca

Kyle Carruthers

Firm: Tucker Carruthers

301-303 Alexander Street

Whitehorse, Yukon Y1A 2L5

Phone: 867) 667-2099">(867) 667-2099

Fax: 867) 667-2109">(867) 667-2109

Thanks 2126 for all your work.  Like you I voted no as dissent was just too complicated and uncertain.  So much for laws created to help the little shareholder.  IF somehow we turn this into a win by the No votes, then the next thing shareholders need to do is push for a special meeting to remove MH and the board.  Is that something shareholders can do, or do we have to wait til next year?  I say throw the bums out asap.  Then we can pick up the pieces.

Thanks for your phenomenal work, 2126.  I gather you heard back from the 3rd firm—  the firm that Phil had retained.  May I ask what exactly their response was?

I'm so glad your recuperation seems to be going well.  Pace yourself, my friend.

–Li'l  R.N.

'Li'loilady' pid='76237' d Wrote:

Thanks for your phenomenal work, 2126.  I gather you heard back from the 3rd firm—  the firm that Phil had retained.  May I ask what exactly their response was?

I'm so glad your recuperation seems to be going well.  Pace yourself, my friend.

–Li'l  R.N.

Thanks, Li'l. Yes, the 3rd law firm declined, stating that they had had a meeting and had decided that there was a conflict of interest. My own interpretation of that is that Phil is NOT dissenting, but is rather using the clause in the Arrangment that allows him to negotiate with Exxon separately to sell his CRPs privately for whatever price he can negotiate with Exxon/IOC. He has laid out in his Concernedinteroilshareholders.com website his arguments that that price would be around $93/share. If he were voting NO/dissent, I don't believe there would have been a conflict to represent other dissenters.

" the 3rd law firm declined, stating that they had had a meeting and had decided that there was a conflict of interest. My own interpretation of that is that Phil is NOT dissenting, but is rather using the clause in the Arrangment that allows him to negotiate with Exxon separately to sell his CRPs privately for whatever price he can negotiate with Exxon/IOC. He has laid out in his Concernedinteroilshareholders.com website his arguments that that price would be around $93/share. If he were voting NO/dissent, I don't believe there would have been a conflict to represent other dissenters."

________________________________________________________________________________

2126 – I join the chorus of admiration for your effort.  It was real work, rather than blather and fulmination and was a mighty contribution that helped us all, in knowledge, anyway.  Not to mention all the other stuff.

It seems everyone interested in dissent (on this board, anyway) has given up; even, you think, Phil.  That may be a stretch of logic.  Maybe the conflict of interest by the 3^rd firm is for reasons connected to XOM/IOC, or farm-outs from firms already tied up by them.  Also, since the CRP is a capped obligation, Exxon would not be interested in any deal north of $28, and probably far less. On balance, I think his only chance for a substantial payoff is dissent, or rounding up some institutions and killing the deal (look out below!).

As I think you know, I never regarded dissent either as a practical alternative for a retail investor or an assured, cost-free, timely payoff.  Impractical and risky – so, R.I.P.   I voted yes for the bird in the hand.  More than that, I sold my last 2k shares last week.  I’m not willing to risk a “no” vote, although I agree with you that chances for that are not great.  I want the deal to pass as I still like the concept of the CVR/CVP and will buy back in, if and after the deal passes and the share price doesn’t jump too high and there’s time to get it done before the effective date.

[quote='Northoil' pid='76245' dateline='1473346469']

" the 3rd law firm declined, stating that they had had a meeting and had decided that there was a conflict of interest. My own interpretation of that is that Phil is NOT dissenting, but is rather using the clause in the Arrangment that allows him to negotiate with Exxon separately to sell his CRPs privately for whatever price he can negotiate with Exxon/IOC. He has laid out in his Concernedinteroilshareholders.com website his arguments that that price would be around $93/share. If he were voting NO/dissent, I don't believe there would have been a conflict to represent other dissenters."

________________________________________________________________________________

After the vote a group of shareholders need to find a firm outside of the Yukon and sue for breach of fiducairy duty.  Class action.  Lots of big firms in  Toronto.

Yea, let me join in the praise for your tireless work and explanations, 2126. Greatly appreciated by many. Hope you recovered from the accident.

Thanks all for your encouragement. I'm doing much better now and am told there will be no permanent damage. So feeling very good about that. Now, just awaiting September 21st and the voting results [unless there is a 'September surprise' in store for IOC].