KNB Kinbauri Gold Corp Com Npv

Kinbauri Gold Corp. ("Kinbauri" or the "Company")(TSX
VENTURE:KNB)(FRANKFURT:3KG.DE) today announced that its Board of Directors has
approved the adoption of a shareholder rights plan (the "Rights Plan") designed
to encourage the fair and equal treatment of shareholders in connection with any
take-over bid for the outstanding securities of the Company.


The Rights Plan is intended to provide the Board of Directors with adequate time
to assess a take-over bid, to consider alternatives to a take-over bid as a
means of maximizing shareholder value, to allow competing bids to emerge, and to
provide Kinbauri's shareholders with adequate time to properly assess a
take-over bid without undue pressure. The Rights Plan is similar to plans
adopted by other Canadian companies and ratified by their shareholders.
Kinbauri's Board of Directors is not currently aware of any pending or
threatened take-over bid for the Company at present but believes the Company's
shares are significantly undervalued and does not adequately reflect the value
of its El Valle/Carles Project in Spain.


Under the terms of the Rights Plan, one right (a "Right") will be issued by
Kinbauri in respect of each outstanding Kinbauri common share at the close of
business today and in respect of each Kinbauri common share issued thereafter
(subject to the terms of the Rights Plan). The Rights issued under the Rights
Plan become exercisable only if a person acquires or announces its intention to
acquire 20% or more of the common shares of the Company without complying with
the "permitted bid" provisions of the Rights Plan or without the approval of
Kinbauri's Board of Directors.


Should such an acquisition occur, Rights holders (other than the acquiring
person or related persons) can purchase common shares of the Company at a
substantial discount to the prevailing market place (as defined in the Rights
Plan) at the time the Rights become exercisable.


"Permitted bids" under the Rights Plan must be made to all holders of Kinbauri's
common shares and must be open for acceptance for a minimum of 60 days. If at
the end of 60 days at least 50% of the outstanding common shares other than
those owned by the offeror and certain related parties have been tendered and
not withdrawn, the bidder may take-up and pay for the shares but must extend the
bid for a further 10 days to allow other shareholders to tender to the bid.


Although effective as of today, the Rights Plan is subject to ratification by
Kinbauri's shareholders at Kinbauri's next annual meeting of shareholders and,
if ratified, the Rights Plan must be confirmed at every third annual meeting
thereafter. If not ratified within six months from today, the Rights Plan and
all of the Rights outstanding at the time will terminate. In addition, the
Rights Plan is subject to regulatory approval, including the approval of the TSX
Venture Exchange.


A copy of the Rights Plan is available for viewing on SEDAR at www.sedar.com,
and can also be obtained from Kinbauri upon a written request.


Kinbauri is a TSXV - Tier 1 Mineral Exploration Company focused on the
development of mineral properties, primarily precious metal prospects in
northwestern Spain, Nevada and Canada. Its immediate focus is to expand and
upgrade resources to reserves at the El Valle property in Asturias, Spain in
order to start operations at the mine and existing mill complex there in 2010.
It currently has 44,416,320 common shares issued and outstanding.


This press release was prepared by kinbauri gold corp. The TSX venture exchange
does not accept responsibility for the adequacy or accuracy of this release.This
press release contains certain forward-looking statements, which are based on
the opinions and estimates of management at the date the statements are made,
and are subject to a variety of risks and uncertainties and other factors that
could cause actual events or results to differ materially from those projected. 
Kinbauri undertakes no obligation to update forward-looking statements if
circumstances or management's estimates or opinions should change. The reader is
cautioned not to place undue reliance on forward-looking statements.

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