To: George C. Grasser who wrote (11478 ) 7/4/1999 2:12:00 AM From: PCModem Read Replies (1) | Respond to of 11684
Hi George. Once a board is elected it can take care of corporate housekeeping (state and federal paperwork, taxes, etc.) in order to keep the company alive. Otherwise, if it is allowed to die, the shareholders will never be able to get anything. I've waited since 1992 on a company which between then and 1996 went through 3 different attempts at starting businesses and getting trading, all of which failed. In 1996 the shareholders took it over. A year ago they found a business for the company to pursue. Now the stock is trading and moving up. Another company I invested in had a similar story, but began trading in 1994 at $7.00 per share. Since then it has gone through 3 business, name and symbol changes and two 10 to 1 reverse splits (I sold before the 2nd RS). My point is that the first example is one in which the waiting has made it possible for me to see a return on my investment, the second one paid off too, just not as well, (and only because I got out when I did). I read the other responses to your post: As for Marc Tow, absent access to a copy of the agreement under which he received his shares, I can only speculate, but it seems there maybe grounds for canceling the deal, given the fact that the property he gave in exchange for his shares was not as advertised. (Sorry if I've got any of the facts wrong...it has been a while since I've reviewed the details -- if I am mistaken and if there is a post summarizing the details, I'd appreciate a link.) As for former management holding controlling blocks of shares, if they do that can be handled also. "For the good of the company and in the interest of the shareholders" former management may be convinced of the wisdom of voluntarily returning their shares. It's happened before. (I once negotiated return of 40% of the issued and outstanding shares of a non-trading shell from former management under just those conditions. The company is now trading and doing well. The shareholders are delighted!) The resident agent should have a copy of the company's by-laws. If they are fairly standard, a interim board can be elected by a minority group of shareholders and it can conduct routine business on behalf of all the shareholders. The actions of the interim board can be ratified at the annual shareholder's meeting (as would happen under normal circumstances). Eventually, when the time is right and the circumstances warrant doing so, a new business with competent management can be found for the company to pursue. In the case where an interim board is not elected by a majority of the shareholders, if they act in the best interests of all the shareholders, who would complain? In the first example I gave above, the shareholders who stepped up to the plate to keep the company alive and to find a new business for it are now viewed as heroes because of what they were able to accomplish. I know I'm happy! For 7 years I had a bunch of worthless stock. It was not a trading shell as MTEI is, so my stock really was worthless. Now my stock is worth around $200,000.00, on paper, which represents an excellent return on my investment, albeit a delayed return. A market has not really developed for this stock yet -- it was approved for trading about two months ago -- so if I were to sell a significant number of my shares right now, the price would drop, probably dramatically. However the business is sound and the management knows what it is doing (the President has 20 years experience in the industry, founded two different businesses in this industry which he sold to public companies, and they have several world-class celebrities in that industry on their board, so I'm confident I'll be able to begin realizing a return in the not-to-distant future. But, like any investment, it too is a gamble. Bottomline: There is hope for the future. But only if the shareholders exercise their rights as owners of the company. hope this helps PCM