American Racing Capital Inc. (AMRA)

[Potomac]

According to JA "nothing has changed,please refer to previous post"..what a crock of $hite!

[Potomac]

Just sent another request for an update on what MM is doing to get this trading again.Will let you know if I hear anything of any consequence.

[Potomac]

FYI I figured I would volunteer myself as the Mod...Such an active stock..ha ha

[Potomac]

Has the SEC responded?

[Z-Man15]

Already have and will keep on

[Fire Lane]

you guys who have lost money here need to keep up contact with the SEC. This is a hijacked shell, keep telling them that they have a new "philip offil" case here if they will just look at it

[Stylist17]

Yeah Well Mine does too, but it will stay like that until they actually do what they claim they were goin to do. Just wondered if there was anything New concerning their so-called merger partner and the share exchange that they probably lied about.

[VortMax]

Just that as of today my Ameritrade account finally shows 100% loss. Ugh, what a waste of money.

[Stylist17]

Anyone Have Any News on this PIG? I haven't heard a Thing, except they released Custodianship. That's about it. Anyone got something worth mentioning?

[Z-Man15]

Report these suckers to the SEC. I have and will continue.

[Potomac]

Not since #3743 post by byrd36.

[Icemanbw]

Any updates?

[Potomac]

Thanks. I'll use that from now on as well.

[byrd36]

FYI, I stopped opening tickets to talk to JA, I got tired of one line answers. The guys useless. I found their corporate email somewhere on the website.

[Potomac]

That's the first reply having anything close to substance. I think we need to rattle their cage more often.Thanks.

[byrd36]

For anyone interested, I sent MM this message:

What is the status of the AMRA merger with EEGI. We all were
> previously told 30-45 days per the last PR on the subject. Recently,
> another investor received a reply on the subject that you are still
> looking for a merger candidate. You have one with EEGI, or so I
> thought. Finally, if the discharge of the custodianship is the first
> step to a merger, why did the successful mergers not get discharged?
> Clarification on these issues is appreciated.

And this was their reply:


"We are awaiting FINRA approval (or at least an OK) so we can start
formulating the deals. We have a OK from clients

We going to see if we can get AMRA a better partner than EEGI (not that
theres anything wrong with EEGI) but we want to see what is out there

The custodian gets discharged and appoints interim management. It only
applies to custodian companies"

[Stylist17]

Thanks for that Email Z-Man! Very Interesting. It appears that they have come to believe they are above and beyond the reach of the proper authorities. I was happy to inform them that was no longer the case. I look forward to their Demise.

[Stylist17]

Well Of Course I don't expect them to "Care". That's quite obvious. However I can certainly draw some attention to their "Methods" Since I have names and Addresses of Several of these CrackPots Hiding Places! And I think a Few Hundred Grand In Fines would be a lovely gift that keeps on giving!

[Stylist17]

This was the First Time I emailed him a Question on what the heck was going on with this thing in over 2 months!! And this was his Answer:

Accusations and name calling will get you nowhere.

JA


That was It!! Did not answer one Freakin Question! Just sent me this one sentence!! So now He gets a phone call tomorrow. I can promise you my call will not be one sentence! As a Matter of fact Just this one sentence as an "Answer" to an Investor's Questions should be Criminal! And I plan on making it my mission to find out if this is Criminal!

[flaw5]

What did JA say to you? Is he getting sick of answering your questions with the same answers over and over again? It sounds like he is not on our side that he acted like he was before.

[Stylist17]

YUP! Criminals!! I wouldn't Throw another Dime into one of their "Shells" unless it was to help bribe the FEDS into dragging their Crooked Arses Out of Canada so I could work em over with a Homemade BaseBall Bat!!! I wish I could Have Five Minutes alone with JA and a set of Brass Knuckles, but the Coward hides behind a Computer Screen somewhere in freakin Ontario!! While they funnel Money to some Shady Snake Oil Salesman of a Lawyer in Nevada to Jack up Shells for $700 Bucks a Pop and then Short Selling the Crap out of these POS's before anyone can figure out they Full freakin SH*T!!!

[VortMax]

That guy is clueless. He answered his own questions every time I opened a ticket. Time to face the facts, they took our money and could care less about it. Hopefully the SEC can step in and do something, or anything..

[Stylist17]

Well I got a Response from My Email Yesterday. "Accusations and Name Calling will Get you NoWhere" JA. That was it!! What a low life scum sucking POS!!! Now he pushed me over the edge!! SEC is on the Speed Dial!! That Cocky MUTHA &*!@#!!!! That's Their arse now!! Freakin Criminals!!! I'm on Mission Now!!!

[Shinola]

It is not worth looking for their last reply...same old crap every time. I just open tickets from time to time and press the issue.

[flaw5]

Same thing with GMDP. I thought they are going to do the same share exchange with their other shells for GMDP like AMRA, but they were saying that they try to get it trading again. So the story changes entirely. My feeling is that we cannot trust them anymore for whatever they said. Maybe they think we will forget about it over time. GMDP was still tradable before they took over despite the low trading activity. But now, it is totally dead after they took over. They should be responsible for our loss.

[Stylist17]

I'll Post What kind of Reply I get as soon as I get something.

[Potomac]

Good job! I'm gonna think on this a while and will let you know what I'm going to do...I was less than pleased with their response.

[Stylist17]

I just Fired Off an Email to Mr. JA! Telling them to SH*T or Get off the Pot! I told em to get this PIG back on track by the Middle of this Month or I'll be on the Phone with the SEC! I Also told em to Stop snatching up other Shells when they cannot manage the ones they already have!! I also said, If I get some Vague, boring Vanilla reply to my message I would consider them Incompetent and Liars and will be More than Thrilled to Get the FEDS involved in some Fraud Investigations!! I've had enough of the "Hurry up and Wait BS"!!!!

[Potomac]

That's exactly what JA said. So much for EEGI! I'm more than a little pissed off. Let's let them know how we feel.

[Stylist17]

"Looking for a Candidate"?!! WTF!!!??? I Thought the Crooks had got EEGI to Eat this PIG!! And do a Share Swap!! Oh Hell No!!! I'm Firing off a Little Email to MR.JA with this BS!!! F**K This!! I still got 100K Shares of Crap sitting in My account and These MF's are still playing "Look for the Merger"!? Kiss My Arse!!

[Potomac]

Here's the response that I got from them today..."Looking for a merger candidate that will get them off that C/E status. JA ". "We hope this response has answered your question"....Bla
Bla Bla. Well, it sure as hell didn't answer my question and at this rate we just might see hell freeze over first. Time to open some more tickets and let them know we are still here and want them to get off their asses and do something.

[Stylist17]

I keep Opening Tickets. All I get back is "They are working on it, and to keep watching the PinkSheets for News"....I wanna know what they plan on doing as far as the share swap. I got cut off here at .028 and I'm not about to settle for anything less than equal value on this thing! Otherwise someone is gonna get hurt, if I have to fly to China to strangle these Scabs!!

[Shinola]

I think we all need to be opening tickets with them and pressing the issue. Without that I see no way of anything ever happening.

[Stylist17]

When are we Ever Going to Get the Swap on this POS so I can Dump this Dead Animal from my Account?!

[Shinola]

Thanks, was thinking it was time to do that myself

[Fire Lane]

are you certain you received a proxy?

[Fire Lane]

wow how did they make preferred stock before haaving a shareholders meeting. looks illegal to me

[greedy__malone]

But all the changes to the corporate status were changed in March.

How could the officers be replaced and how could AMRA designate preferred shares in March, nearly 2 months before a vote of the sahreholders? How could they have designated those preferred shares ahead of the shareholder meeting and take control of the vote? The date that was done was 03/25/10 and you said the Shareholder meeting was not until May 7th? Can you kindly who issued those Series B preferred and who got them in order to have the controlling vote ahead of the shareholder meeting? I do not see how that is legal within the Nevada Statutes or within the legal power of the custodian to undertake these amendments or mess witht he preferred shares prior to the shareholder meeting.

The only thing here that looks to be legit are the reinstatement and the new registered agent. The other two filings were changing officers which the Staute says requires a shareholder meeting and then what looks to be the issuance of Series B preferred shares which would have been done by the new officer that was put in place well before the shareholder meeting ever took place. So, how can a change in control take place nearly 2 months prior to the shareholder meeting?

Actions\Amendments

Action Type: Designation
Document Number: 20100188077-04 # of Pages: 5
File Date: 3/25/2010 Effective Date: 3/24/2010
SERIES B PREFERRED

Action Type: Amendment
Document Number: 20100168069-83 # of Pages: 1
File Date: 3/17/2010 Effective Date:
(No notes for this action)

Action Type: Reinstatement
Document Number: 20100168071-26 # of Pages: 1
File Date: 3/17/2010 Effective Date:
(No notes for this action)

Action Type: Acceptance of Registered Agent
Document Number: 20100168072-37 # of Pages: 1
File Date: 3/17/2010 Effective Date:
(No notes for this action)

http://nvsos.gov/sosentitysearch/corpActions.aspx?lx8nvq=mPRFySO7JGHDkKT67jZy4g%253d%253d&CorpName=AMERICAN+RACING+CAPITAL%2c+INC.

[2future4u]

Ex management did company in, agreed!

[2future4u]

The meeting was on may 7, at the same hotel Holiday Inn ScarbroCity near Toronto. I had the proxy sent it in.

[greedy__malone]

Well according to the last filings made by AMRA there were 1,000,000 preferred shares outstanding, all held by the former management that could not be located.

So, who exactly owned the preferred and how did they acquire those preferred shares?

Your scenario doesn't seem to add up to what is officially known.

We are authorized to issue up to 10,000,000 shares of preferred stock in one or more series. Our Board of Directors will be able to determine the terms of preferred stock without further action by our stockholders. We have designated 2,000,000 shares of preferred stock as Series A Convertible Preferred Stock which is convertible into 300 shares of common stock, 1,000,000 of which were issued to management and are outstanding as of March 13, 2008. To the extent we issue preferred stock, it could affect your rights or reduce the value of your common stock. In particular, specific rights granted to future holders of preferred stock could be used to restrict our ability to merge with or sell our assets to a third party. These terms may include voting rights, and may include preferences as to dividends and liquidation, conversion and redemption rights, and sinking fund provisions.

So, who was it that held these preferred shares? If you read the financials it does clearly state also that shareholders get to vote for directors and officers. So when were the shareholders notified of the shareholder meeting where Keith Roberts was elected as the sole officer/director for AMRA?

Shareholders Must Rely On Management For The Operation Of The Company.

All decisions with respect to the operation of ANRC and development, production and marketing of our products and services, will be made exclusively by management. Our success will, to a large extent, depend on the quality of the management of the Company. In particular, we will depend on the services of our board members and officers. Management believes that these individuals have the necessary business experience to supervise the management of the company and production and commercial exploitation of our products, however, there can be no assurance that they will perform adequately or that our operations will be successful. Shareholders will have no right or power to take part in the management of the company, for the most part, except to the extent of voting for the members of the Board of Directors each year. Accordingly, no person should purchase any of the stock offered hereby unless such prospective purchaser is willing to entrust all aspects of the management of the company to management and has evaluated management’s capabilities to perform such functions

[greedy__malone]

3. The district court shall order any applicant who is granted custodianship pursuant to this section to:

(a) Comply with the provisions of NRS 78.180 or 80.170, as applicable. The custodian shall submit evidence of compliance with this paragraph to the district court.

(b) Provide reasonable notice to all shareholders of record of a shareholder meeting to be held within a reasonable time after an application for custodianship or receivership has been granted. The custodian shall submit evidence of compliance with this paragraph to the district court.

(c) Provide the district court with a report of the actions taken at the shareholder meeting noticed by the custodian.

(d) Provide the district court with periodic reports, at intervals to be determined by the court, of the activities of the custodian and the board of directors and the progress of the corporation.

6. A custodian appointed pursuant to this section has all the powers and title of a trustee appointed under NRS 78.590, 78.635 and 78.650, but the authority of the custodian is to continue the business of the corporation and not to liquidate its affairs or distribute its assets, except when the district court so orders and except in cases arising pursuant to paragraph (b) of subsection 1.

So, when was notice given to shareholders of AMRA about a shareholder meeting?

[2future4u]

How were new directors elected without a shareholder meeting and without the "interim" management having controlling interest of the company?

Who exactly determined that Keith Roberts was going to be appointed as the sole officer/director of AMRA without shareholder approval?

And how can the custodianship be discharged knowing that a change in control has taken place without a shareholder meeting?


Through the preferred shareholder holding the majority of the voting rights (about 51%), of course. How come you didn't get it by now?