Monsieur Tout:
Yes, I feel no qualms about addressing you in such a fashion since any rational individual reading through this thread will immediately recognize you as that.
...If you've read the thread, as you say, you must have seen that the 10SB, 10K and 10Q are scheduled for released in mid July and before the planned Conference Call....
Shall I go document the broken promises?
Nevertheless, practically every time you type something you get it wrong. Trying to mislead potential investors?
The Company cannot file a 10K or 10Q until it become a Section 12(g) reporting Company. Currently ZSUN is an exempted company. In order to become a 12(g) company, ZSUN must first submit a Form 10 to the SEC who reviews the submission and then provides comments on the disclosure.
This is what is required in the Form 10 (most likely an SB form, i.e., small business).
Securities Exchange Act of 1934
Section 12 -- Registration Requirements for Securities
...
b. A security may be registered on a national securities exchange by the issuer filing an application with the exchange (and filing with the Commission such duplicate originals thereof as the Commission may require), which application shall contain--
1.Such information, in such detail, as to the issuer and any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the issuer, and any guarantor of the security as to principal or interest or both, as the Commission may by rules and regulations require, as necessary or appropriate in the public interest or for the protection of investors, in respect of the following:
A. the organization, financial structure and nature of the business;
B. the terms, position, rights, and privileges of the different classes of securities outstanding;
C. the terms on which their securities are to be, and during the preceding three years have been, offered to the public or otherwise;
D. the directors, officers, and underwriters, and each security holder of record holding more than 10 per centum of any class of any equity security of the issuer (other than an exempted security), their remuneration and their interests in the securities of, and their material contracts with, the issuer and any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the issuer;
E. remuneration to others than directors and officers exceeding $20,000 per annum;
F. bonus and profit-sharing arrangements;
G. management and service contracts;
H. options existing or to be created in respect of their securities;
I. material contracts, not made in the ordinary course of business, which are to be executed in whole or in part at or after the filing of the application or which were made not more than two years before such filing, and every material patent or contract for a material patent right shall be deemed a material contract;
J. balance sheets for not more than the three preceding fiscal years, certified if required by the rules and regulations of the Commission by independent public accountants;
K. profit and loss statements for not more than the three preceding fiscal years, certified if required by the rules and regulations of the Commission by independent public accountants; and
L. any further financial statements which the Commission may deem necessary or appropriate for the protection of investors....
law.uc.edu
Actually, I believe there are more reporting requirements - things like judgements and or legal action either final or pending against the Company or officers. I'd have to check but the above is a pretty good place to start - wouldn't you agree?
Now lets speculate for a moment. ZSUN has just filed suit against 8 people. The information that the Company must submit in the Form 10, if it is complete and accurate, will probably constitute a significant portion of the defendants deposition demand.
1. If the Company wishes to bleed the defendants, why should they hand this information for free?
2. If they file the Form, then much, if not all, of there own case will be thrown out - IMO - since truth is an absolute defense.
3. If they file the Form and lie, or leave out material information, then they've given the defendants an even larger hammer to pound them into dust - with both the Court and the SEC.
4. If they file the Form - and it has anything approaching the linked information brought forth on this thread - the stock will drop like a rock.
Now I'd love to see the filing. For legitimate companies, there is NO GOOD REASON not to report. It's not hard. Companies make up all kinds of excuses why they can't file - or the filing is delayed: they're all BS. So, I won't hold my breath.
Have a nice day.
ww
p.s. Regarding Section 12(g)1B, I'm sure the defendants will be especially interested in those contracts for "investor relations" and "promotion." |
