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Microcap & Penny Stocks : Amazon Natural (AZNT) -- Ignore unavailable to you. Want to Upgrade?


To: antibash who wrote (12803)11/21/1998 4:07:00 AM
From: wonk  Read Replies (3) | Respond to of 26163
 
..Where do you wish to go with this?

???

I wrote:

I don't believe the corporate shield protects mgt and the Board from personal liability since this is blatant"self-dealing"

You responded:

If it has anything, and I mean anything to do with business, it's covered!

and off we went.

Correct me if I am mis-interpreting, but your position seems to be that the conversion of "insider" common to preferred, without notice and offer, is permissable.

However, it is not permissable. The board and mgt have a fiduciary responsibility to act in the best interests of all shareholders. Treating the corporate coffers as a private piggy bank is an artifact of control. That is different -- legally -- from the instrument of ownership. The Board and management cannot discriminate between shares -- certificate 1 has the same rights as certificate 2.

To take -- what appears to be your position -- to its logical extreme, hypothetically, the Board could arbitrarily assign all future earnings to a single share of common stock, or a random grouping of shares, at their whim.

Is it your position that mgt and the Board can discriminate between shares of stock of the same class?

ww



To: antibash who wrote (12803)11/21/1998 8:53:00 AM
From: tonto  Respond to of 26163
 
ANTI, I disagree. Public companies do have regulations which protect minority shareholders. For example:

b.To use or employ, in connection with the purchase or sale of any security registered on a national securities exchange or any security not so registered, any manipulative or deceptive device or contrivance in contravention of such rules and regulations as the Commission may
prescribe as necessary or appropriate in the public interest or for the protection of investors.

For purpose of discussion only. (Not AZNT of course...)

Say officers of a public company arranged a highly dilutive, heavily discounted sale of securities abroad which ensured the purchaser tremendous profits based on current market price of shares.

And, a side agreement was made, whereby a portion of the profit from the sale of securities was deposited into the officers personal accounts that they would probably establish off shore for privacy purposes. This would be an example of officers running a public company like their private piggy bank...basically converting public equity to personal.

Is this made up example legal?

Wireless, I think you said it bestIf they choose to run the company as their private piggy bank they can do so

What you have pointed out here, is not related to AZNT of course! You have expressed your opinion regarding any corporation or independent business. You need a lesson on converting! You are right about the change of underlying legal rights. This is no different from your loan agreement with your bank regarding your vehicle. Where do you wish to go with this?

anti=ANTI