Alto Group Holdings Inc fka ALTO

[nodummy]

According to the 8K filed on 10/7/11 the 1:2000 reverse split was approved by a majority of shareholder votes. The insiders hold the majority of votes so the common shareholders really had no say in the matter:

http://www.sec.gov/Archives/edgar/data/1430124/000139160911000459/f8k_alto.htm

Concurrent with the approval of the 1:2000 Reverse split, the company reduced the authorized common share count from 750,000,000 to 50,000,000 and reduced the authorized preferred share count from 100,000,000 to 20,000,000.

The amendment changing the authorized share count was posted by the NV SOS on 10/11/11

http://nvsos.gov/sosentitysearch/corpActions.aspx?lx8nvq=E4cks%252fZ%252bf0GYkQ4pXmO9Yg%253d%253d&CorpName=ALTO+GROUP+HOLDINGS+INC.

Nothing in the filings clarifies why ALTO has not executed the Reverse Split. It very well could be issues with FINRA and/or the SEC that has held up or even prevented the Reverse Split.

For the near future ALTO has taken steps to move forward without the reverse split by filing a new 8K on 12/5/11 announcing the that majority vote has now approved an authorized common share increase from 50,000,000 to 7,000,000,000

http://www.sec.gov/Archives/edgar/data/1430124/000139160911000546/f8kalto.htm

100,000 of those 20,000,000 authorized preferred shares are Series B preferred shares.

ALTO also approved an amendment to increase the voting rights of those 100,000 Series B preferred shares from 20,000 votes each to 150,000 votes each.

The increase in voting rights makes it clear that ALTO has plans to issue lots and lots of new common shares. This way no matter how many common shares they issue the insiders will still keep total control of the shell through the preferred shares they own.

Before when the 100,000 Series B preferred shares had 20,000 votes each they totaled 2,000,000,000 votes.

Now at 150,000 votes each they will total 15,000,000,000 votes.

So in other words ALTO can max out the new 7,000,000,000 authorized common share count and still have complete voting control over the shell.

The amendment increasing the authorized commons to 7,000,000,000 and changing the voting rights of the Series B preferred shares was posted by the NV SOS on 12/5/11:

http://nvsos.gov/sosentitysearch/corpActions.aspx?lx8nvq=E4cks%252fZ%252bf0GYkQ4pXmO9Yg%253d%253d&CorpName=ALTO+GROUP+HOLDINGS+INC.


Will ALTO ever execute the 1:2000 Reverse Split? Maybe some day. It was after all approved by the majority vote and could easily be approved again if need be. But probably the Reverse Split will not happen any time soon.

Instead it looks like some more dirty debt dealings in the future for ALTO with lots and lots and LOTS more common shares being issued eventually taking ALTO down to no bid.