THE VENDOR WAS NEVER ARM’S-LENGTH

THE 592 GUARDIAN ◊ ACCOUNTABILITY JOURNALISM FOR GUYANA                                   

THE VENDOR WAS NEVER ARM’S-LENGTH

What
By Staff -Writer.| The 592 Guardian | July 2026

When U92 Energy Corp. filed the paperwork describing its January 2026 acquisition of LIA Industries Pte. Ltd. — the Singapore holding company that controls Guyana’s only uranium project — it described the seller of the historical technical dataset that anchored the deal as an “arm’s-length vendor.” That phrase does real work in a corporate filing. It tells shareholders and regulators that the two sides of a transaction had no prior relationship, no shared ownership, no reason to trust one another’s numbers except the numbers themselves. It is the language of a clean transaction between strangers.
It does not appear to be true.

Following the footer
Gibraltar-based ROPA Investments Limited is the firm that, according to Kaieteur News’ reporting on the acquisition filing, secured off-take rights to 50% of the first 40 million pounds of uranium oxide produced at Kurupung — an option on up to 20 million pounds — plus a 2% net concentrate royalty over the prospecting licences that runs indefinitely, regardless of whether those licences are ever converted into a mining licence. That much was already public. What wasn’t yet connected in the coverage is who ROPA actually is, and what it already owned before the ink dried.

ROPA’s own website lists its uranium holdings under a section titled “Offtakes & Streams,” which includes a line item called “Lia energy fuels (Uranium).” That line links directly to lia.energy — the website of LIA Energy, whose homepage names five projects: Skull Creek, Kurupung, Firawa, Warmbad, and Virka. LIA Energy’s footer credits “ROPA INVESTMENTS” as its parent, and the site’s contact address routes through an @ropa.gi email domain — the same corporate family, not a separate counterparty.

Separately, ROPA’s own “Mining Verticals” page states plainly that since 2020, ROPA has owned and developed nearly 600 million pounds of global uranium assets, some of which have since been joint ventured, listed, or sold to other strategic parties.
Put together, this means the entity U92 described in its filing as an “arm’s-length vendor” of the Kurupung dataset was, in substance, ROPA’s own uranium platform — the same group that simultaneously walked away from the transaction holding a 50% off-take on first production and a perpetual 2% royalty.

LIA Industries wasn’t a disinterested seller cashing out of an asset. It was the vehicle through which ROPA built the position, before restructuring the ownership through a Canadian TSX Venture Exchange shell to give the project a public listing, a share price, and access to retail and institutional capital markets — while ROPA retained the economic upside on the ground in Guyana.
This is not necessarily improper under Canadian securities law — “arm’s length” is a defined term with its own tests, and it is possible for related parties to satisfy it depending on control thresholds and disclosure. But the pattern matters for a Guyanese readership for a different reason: it changes who was actually negotiating on the other side of the table when Guyana’s own regulatory involvement was limited to issuing an exploration licence.

GGMC’s role, precisely stated
To answer the direct question: nothing in the public record indicates GGMC had any role in structuring, reviewing, or approving the ROPA off-take agreement, the royalty, or the LIA/U92 share purchase. GGMC’s documented involvement begins and ends with the issuance of two Exclusive Prospecting Licences — GS14: L-1003/000/23 and GS14: L-1003/001/23 — to LIA (Guyana) Inc. on 19th April, 2024, granting exclusive rights of occupation and exploration for uranium, other radioactive minerals, and rare earth elements through 18th April, 2027, extendable to 2029.

Everything else — the 18th June, 2026 off-take agreement, the LIA/U92 share purchase, the dataset acquisition, the royalty buyback terms — occurred entirely at the level of corporate ownership, offshore, across Singapore, Ontario, and Gibraltar. GGMC licenses the ground.

It has no evident mechanism to review who owns the company holding the licence, what that company has promised third parties about future production, or whether the “vendor” in a related-party transaction is actually related. That is a structural gap in how Guyana’s minerals licensing regime interacts with international corporate finance — not a matter of any individual official’s judgment.

The filing is explicit that any royalty payable to the Government of Guyana will only be negotiated when a mining permit application is submitted — which can happen any time during the life of the prospecting licence. In practical terms: private, offshore claims on Kurupung’s output were locked in during 2025, ahead of Guyana’s own royalty ever being fixed. The state negotiates last, against a resource base a quarter of which — the first 40 million pounds — already carries a standing 50% claim from a single foreign investor.

Why this fits a pattern worth building on
Sharma Solomon of APNU raised the transparency question in June, calling for public disclosure and informed national debate on Kurupung. The government’s response, as far as the record shows, has been silence — consistent with the pattern this desk has already documented around GECOM commissioner appointments and the “no vacancy” stonewalling under Article 161(3)(b): oversight questions raised, met with executive non-response rather than engagement.

The uranium file adds a second, structurally different case to that thesis. It isn’t about a constitutional appointment being blocked. It’s about whether Guyana’s minerals-licensing framework has any visibility at all into beneficial ownership and related-party transactions layered on top of a prospecting licence — before a single ounce is mined, before the state’s own royalty is even negotiated. If GGMC’s mandate stops at the licence and does not extend upstream into who controls the licensee, that gap is available to be used again, on the next strategic mineral, by the next offshore platform.

Worth verifying next: GGMC’s file on beneficial ownership or change-of-control disclosure requirements attached to prospecting licences, if any exist; whether the Ministry of Natural Resources was informed of or consulted on the ROPA off-take prior to the filing becoming public; and whether GRA has visibility into transfer-pricing exposure on a future export stream that is already half spoken for by a related party.

The 592 Guardian will continue tracking the Kurupung file, including any government response to APNU’s disclosure request and further SEDAR+ filings from U92 as the drilling programme advances.

THE 592 GUARDIAN ◊ ACCOUNTABILITY JOURNALISM