...an accident...waiting...to end...
Two outside directors of Advanced Gravis, Larry Miller and Carlton Baab (NASDAQ:CKSG) abruptly resigned in March 1996. They were (legally required) critical and key members of Gravis' compensation committee pursuant to the Toronto Stock Echange Statement of Corporate Governance Practices. Immediately upon their abrupt resignations the three (3) remaining directors, Mike Cooper, John Campbell and Grant Russell allegedly illegally approved themselves and or senior officers e.g. Eddie Pasatiempo substantial options issuance and repricings. Said issaunces and repricings were performed in direct and blatant violation of the law. This was not the first nor the last time said directors felt as if they were above the law and made decisions accordingly. Decisiions which caused, would cause and will cause irreparable shareholder harm as sole and proximate cause of the damages suffered by the shareholders.
The end result of Campbell and Russell and Cooper's allegedly illegal actions immediately subsequent to the abrupt departures of Baab and Miller were the allegedly false and fraudulently drafted Fiscal 1996 Information Circular pursuant to Gravis' Fiscal '96 AGM, and United States SEC Form 20F and the Form of Proxy, all of which were the basis for substantially all of the shareholder Resolutions be voted upon at the upcoming Annual General Meeting (AGM), Said Form of Proxy and Information Circular was also the basis of the Nam Tai (NASDAQ:NTAIF) concealed hostile takeover of Gravis. As a matter of record the above mentioned allegedly false and fraudulent documents were prepared by the law offices of Davis & Co., Perkins Coie, in addition to Nam Tai and Advanced Gravis.
This alleged fraud was exposed for what it was by the shareholders. I received calls from Nam Tai and Cooper wherein each blamed the other, Nam Tai claimed Gravis withheld information and appeared to be outraged over Campbell's demand for 500,000 share compensation in re: breach of fiduciary duty, violation of corporate opportunity and conflict of interest, Cooper literally begged forgiveness and thanked me for my support(all transcribed legally on tape). In an unprecedented legal and corporate move Nam Tai abruptly and at the last minute withdrew their investment offer, the consequences of which completely negated Gravis' entire Form of Proxy and Information Circular and AGM now only days away...Forms of Proxy which were already voted upon by the shareholders who received them and mailed in pursuant to Montreal Trust's instructions.
And then there was the matter of the AGM and Yanion and Barry Fraser of McCarthy Tetrault...
This entire fiasco, again, is unequivocally the biggest alleged stock fraud in recent TSE and SEC history given the alleged extensive patterns of criminal gross negligence, fraudulent concealment and the fact said alleged fraud was committed pursuant to canadian, federal, state, Toronto Stock Exchange, United States Securities Exchange Commission, NASD, British Columbia Securities Commission, and Ontario Securities Commission's securities' statutes.
This has been chronicled previously on this site but it is important to not forget what happened and within whose hands your fate has been in and still lies.
...an accident...waiting to end.
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