TORONTO, ONTARIO, May 31 (MARKET WIRE) —
Assam Company India Limited (Assam) today reminds shareholders of Canoro
Resources Ltd. (Canoro) that the previously announced transactions
(Transactions) between Canoro and Mass Financial Corp. (Mass), are
subject to a recent decision of the High Court of Delhi in India (High
Court), which could have material adverse effects on Canoro and
shareholders.

The High Court has issued an order declaring that the Transactions,
including the previously completed private placement with Mass, will be
subject to the final outcome of the Petition by directing that “lis
pendens will apply to the proceedings” (Court Order). Assam has
written to the TSX Venture Exchange and Alberta Securities Commission
regarding Canoro’s failure to comply with its disclosure obligations and
alert Canoro shareholders of the considerable risk, among others, that
the High Court could order the Transactions to be unwound, that shares
issued by Canoro as part of the Transactions could be subject to such
orders or that Canoro may be required to pay substantial damages to Assam.

Basis for the Petition to the High Court of Delhi

Assam asserts in the Petition that completion of the Transactions
violates the requirements of the Production Sharing Contract dated
February 23, 2001 (PSC) between Canoro, Assam and The Government of India
(Government) and the Joint Operating Agreement between Canoro and Assam
dated May 5, 2004 (JOA).

Under the PSC, Government approval is required by Canoro prior to the
entering of the Transactions. Without the consent of the Government,
which to Assam’s knowledge has neither been requested by Canoro nor
given, the Government could terminate the PSC relating to Canoro’s oil
and gas properties in India, which would be materially prejudicial to
Canoro, its shareholders and Assam.

Under the JOA, if Canoro wishes to sell or assign/transfer its interest
in the Amguri oil field, Canoro is required to give notice to Assam so
that Assam is able to exercise its pre-emptive right to purchase the
participating interest of Canoro. No such notice has been given to Assam
by Canoro. The JOA also states that Assam’s pre-emptive right would
extend to “any sale or assignment of the stock” of Canoro
(other than to an affiliate) where Canoro’s Participating Interest under
the JOA in the Amguri oil field is Canoro’s sole or principal asset at
the time of the sale or assignment. The Amguri oil field is Canoro’s sole
producing asset at this time. Assam contends in the Petition that the JOA
requires that Canoro give prior notice to Assam of the Transactions and
permit it to exercise its pre-emptive right in respect of the
Transactions.

Canoro filed its Short Form Prospectus dated May 21, 2010 in connection
with a rights offering of common shares as one step in the Transactions.
However, in light of the above, Assam believes that the disclosures made
by Canoro in its Prospectus in relation to the Court Order are not
complete, accurate or sufficiently objective to enable Canoro’s
shareholders to assess the potential risks in respect of the
Transactions. Assam believes Canoro has not fully disclosed to
shareholders, in a fair and transparent manner, the potential risk that
the High Court could order that the Transactions be unwound, that shares
issued pursuant to the rights offering could be subject to such an order
or that Assam could be awarded substantial damages against Canoro.
Shareholders should expect accurate and balanced disclosure of the
existing facts and their implications in order to make an informed
decision.

Assam Offer for Canoro

Assam also confirms that on April 20, 2010 it provided the Board of
Directors of Canoro with a non-binding proposal for Assam to make a
supported take-over bid for all of the issued and outstanding common
shares of Canoro at $0.21 per common share, a per share price that far
exceeds the consideration offered by Mass under the Investment Agreement,
subject to certain terms and conditions including due diligence access.
This proposal was sent following a number of attempts to engage Canoro’s
Board of Directors in discussions regarding a possible strategic
investment in Canoro. To date, Canoro has not responded to Assam’s offer
so as to advance its current proposal or any other potentially superior
transactions, to the ones being considered with Mass, including a private
placement.

Notwithstanding Assam’s attempts to engage Canoro in discussions and
notwithstanding the contractual impediments and implications of
proceeding with the Transactions, on April 19, 2010 Canoro announced a
private placement, underwritten rights offering and convertible debt
transaction with Mass including a standby commitment by Mass to back-stop
the discounted rights offering and significant changes to the composition
of the Canoro Board to allow Mass’s nominees on the Board. The combined
result of the Transactions is likely to be the transfer of
“control” of Canoro to Mass at a discounted value. Canoro’s
Board of Directors has consented to the Transactions without giving
Canoro’s shareholders an opportunity to consider a transaction that would
provide superior value to both Canoro and its shareholders and without
adequate disclosure regarding the required approvals and consents to be
obtained from the Government of India and from Assam before Canoro may
sell or assign its interest in the Amguri oil field under the PSC and the
JOA and the risks associated with not obtaining such approval/consents.
This is not in the best interests of Canoro or its shareholders.

Canoro and its shareholders have witnessed Canoro’s share price steadily
decline over the past 12 months. Shareholders are now expected to believe
that the existing Board and senior management team of Canoro, who have
presided over this dramatic decline in shareholder value, will be able to
change the operation and value of Canoro. The Amguri oil field is an
asset controlled by the Government of India under the PSC. The Government
of India, the PSC, the JOA, the Amguri oil field itself and, therefore,
Canoro’s interest in the Amguri oil field under the PSC and the JOA are
all subject to the jurisdiction of the Indian courts. Given the potential
risk that the High Court could order that the Transactions be unwound or
that Canoro may be liable for damages in the petition filed by Assam
against Canoro, Assam urges shareholders of Canoro to insist that Canoro
adjourn the shareholders meeting to be held on 9 June 2010 pending the
outcome of the court challenge in India or receipt of Government of India
approval of the Transactions by Canoro.

About Assam

Assam Company India Limited holds a number of companies engaged in tea
plantation operations, oil & gas exploration and infrastructure
development. Assam Company is one of a handful of heritage companies in
India that have been involved in the aforementioned industries for over
170 years.

Contacts:
Kingsdale Communications
Joel Shaffer
416-867-2327

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