The China gold miner, Tietto's second biggest shareholder with about a 7% holding, last month made an offer to buy the remaining 93% stake for A$0.58 per share. That represented a 36.5% premium to the stock's Oct. 29 close.

The offer comes as China resources companies become more active in global buyouts. China's MMG last week agreed to buy the parent company of the Khoemacau copper mine in Botswana, for an enterprise value of $1.88 billion.

But Tietto Minerals recommended shareholders do not accept Zhaojin's offer, saying it undervalued the company. Tietto began production at its Abujar Gold Project in western Ivory Coast in January.

As part of the process, independent expert Grant Thornton has assessed the fair value of Tietto shares to be in the range of A$0.79-A$0.93, a premium of 36%-59% to the offer, Tietto said in an exchange filing. That values the company at up to A$1.1 billion.

Shares in Tietto were up 3.8% at A$0.62 on Monday.

Tietto expects to produce 75,000 ounces to 85,000 ounces gold at an all-in sustaining cost of $1,175 to $1,350 per ounce this year. Gold traded at $2,014 an ounce on Monday.

Zhaojin has said it believes the offer is fair value and that it has already received approval from Australia's Foreign Investment Review Board for the offer. The offer period will close on Dec. 14.

(Reporting by Melanie Burton; Editing by Mrigank Dhaniwala)