To: John McCarthy who wrote (174528 ) 9/12/2009 8:49:28 PM From: E. Charters 1 Recommendation Respond to of 313992 Well I am sorry too. But it ain't that simple. If they crash and burn, whoever is judged to be at fault, they take all the shareholders down with them, who don't deserve that fate. The way I see it, it is a confluence of circumstance, that while at times it seemed to be driven variously by incompetence, skullduggery, the system, lack of finances, misunderstandings, and pecadilloes of all stripes, it was hard to see at any time where to apportion the blame. Was it broker/lawyer one who took their sweet effing time to go over each and every minute detail of how the thing was supposed to go together? Or the directors who did not seem to understand the intent of a CPC from the get-go. To create a share block on the qualifying transaction. ergo Ivanhoe Mines etc.. It was one maddening delay after another. The Northern Lawyer, ironically named Helper, challenged the Shield organization on no less than 48 points of procedure, all of them according to our lawyer as completely ludicrous. He even said that there had never been a resolution to appoint the directors. In a CPC the directors ARE the founders of the company, ergo they appoint themselves. They do not need ratification of the shareholders who come in later. Every point of the OBCA he could dispute he did disputed over an agonizing 18 months. Our lawyer was aghast. They just did not want it to happen. But once you sign with the CS's you are stuck with them. Then when all the money was burnt up, they dropped the company! Forcing them to go to another broker and then the TSXV steps in and says you overspent so the directors have to give up shares to the tune of 30%. And our lawyer had to go, giving everyone a convenient excuse in the blame game. PIFS, which initially took 18 months to complete correctly for all nine directors (should have taken 6 weeks) which was not the broker's fault or the lawyers', had to be redone 4 times due to continued stale dating. The second broker Global who was not my first choice, as there were notoriously tied to flow thru only, blithely told the company to forgo their presidents list of 100 sure fire investors as they had it all in hand. Short of a lawsuit this should never have been allowed as the company loses control of its investors otherwise. 6 months later it failed. It was not in hand apparently. Then because of that they decided it was Shield's fault and they had to reprice their offering. This took more than 6 months. We told them not to bother as we had investors. Nope. No way. Our call they said. All they were after at this point was eventual control of what had been told to them was the prize, the mine in NWO. More shares if the price was dropped, more chance to equalize their share. It is not the same thing because the directors shares are repriced too, as it is hard to get share numbers on a QT. It forced the QT transaction to ask for a lot of paper to retain control. This became difficult as the TSXV had changed the rules meantime to disallow inferred resources from valuation. I had an answer to that too however. We had indicated ore at the Quebec property which by that time was cheap enough for the dying market to handle. It all seemed to conspire against access to public markets thru this route for our group. I smelt a rat and at any rate have vowed never to again deal with a TSXV issue for the remainder of my life. They are crooks. Too expensive, way too supportive of their clientele the brokers in their machinations to own ever mine in Canada outright, too many regs and way to slow to get anything going. If the investors had listened to me and we had gone CNSX this transaction would have been over in 2006 on budget and the first and second stage explo done by now. But oh now, TSXV is a way better market etc etc.. Is it? If a small company cannot get going for less than a million dollars in dead money on lawyers, admin, brokers etc and not retain control on rolling in minable ore by demonstrated production, then what function does the TSXV serve except to predate smoke amd mirror stories before gullible investors? My plan was to graduate the company to the TSE when they had critical mass. If the CNSX is not as liquid so be it. There is not that much stock support for new ideas until they start to look good undeniably anyway. The reality is in any story stock that you have to get people to trade into it, one by one, and keeping a price above 50 cents a share is an art. The idea of a real general free for all market in a company is a myth. Don't believe it. Most markets are contrived. EC<:-}