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To: ann483 who wrote (463)4/7/2007 9:34:55 AM
From: Cytotekk  Read Replies (1) | Respond to of 475
 
Ann, I think filing a complaint with the SEC is the way to go.

Here, this Sonk post might help you compose it.

By: sonk1
05 Apr 2007, 03:56 PM EDT
Msg. 12177 of 12203
Jump to msg. #
i too have filed a formal complaint with the SEC alleging deception, fraud, and acting in a manner that created an inherent conflict of interest.

There is a very simple litmus test for harry ball. "what are his intentions for the company and it's assets at any given point in time? When his intentions changed materially, from what the public believed they were, based on ALL of his PUBLIC FILINGS, did he inform the public at that time, so they could make an informed opinion of what the risks vs the rewards were of buying that stock?

Clearly he failed to DO this multiple times. He reported the Board adopted the proposal in December of 2006. That means due diligence was conducted prior to the adoption, or they are admitting willful negligence. The boards adoption of a plan to sell the company's ENTIRE ASSET BASE, AND REVENUE STREAM TO THE CEO is a material change in the business, it's structure, and it's assets. Whether they are actually able to do that or not, is irrelevant. What is, is their INTENTIONS FOR THE BUSINESS, ITS ASSETS, AND IT'S REVENUE. As of that board meeting, the intention was to sell it to harry ball, without disclosing the offer to shareholders until after the proposal was accepted by the board. And even now, we still don't know what the terms of the sale are, for our own company's assets, that has already been approved and accepted by both parties months ago.

There is an inherent conflict of interest when the buyer and the seller are ONE IN THE SAME! Failing to disclose the fact you are selling the assets of a public company you run, to yourself without shareholder scrutiny, is an act of deception. Accepting your offer to your self in January, and not disclosing it in two subsequent PUBLIC FILINGS, is FRAUD. You have allowed your stock to be bought and sold based on INTENTIONS YOU ARE PUBLICLY PRESENTING, i.e., the company status quo has not changed. The nature and purpose of the business has not changed, and as far as you know, IT isn't expected to change.

The fact is SIX MONTHS AGO you started planning this transition, and only after you had everything in YOUR favor was it leaked out. harry ball still hasn't formally announced the deal, the details of the deal, or explained why he left shareholders in the dark for the last six months about his plans for the company.

By purposefully releasing limited details of this transaction to shareholders, he has deliberately created a cloud of uncertainty over the stock, in affect eliminating any buy side pressure. Who is buying at the bid will have to be investigated to see if he is also guilty of stock fraud manipulation. If any one of the parties involved is buying and benefiting from the cloud of doubt and uncertainty and 50% drop in price, harry balls limited press release has created, that too will be cause for subsequent action.

I would like the SEC to ask him to explain all of these actions to them, and how again it has been in the best interest of the shareholders and not just his? I don't think he can do that. i recommend you all do the same. 20 business days to field a complaint is nothing. The SEC will only ask why you didn't act sooner, if they run out of time. Even if the deal has some advantages, laws were still broken, in my opinion, and I would like the SEC to investigate if that is the case.