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It was the inference of multiple posters here that sugested a move to Wyoming was to save taxes.
It appears Nevada had no Corporate Taxation in the first place.
We do know that WY is able to offer unlimited A/S through its articles of Incorporation.
The discussion you interrupted is totally on track and worthy of discussion.
eye
You could be right about the debate, I only just looked into it but it is clear that Nevada has not had Corporate taxes and has used that as an attractive benefit to Incorporating in Nevada.
I have found that on a number of Websites already.
I have not come across any debate to corporate Taxes in Nevada yet but that doesn't mean it could be happening.
eye
Apparently Nevada had tax advantages of its own
http://www.residual-rewards.com/incorporate-in-nevada.html
Now before anyone twists that news here me clearly.
I am not saying that SGCP has unlimited A/S.
I have simply pointed out and proven they can obtain them as a WY Corporation.
It can be set up in the Articles of Incorporation and it is one of the benefits used to attract Corporations to the State.
Having said that we very well could have unlimited A/S when our Articles of Incorporation are filed with WY.
I don't doubt for a moment the company had more in mind than tax savings by moving to WY.
eye
Heres another Link
http://www.craofamerica.com/bgsect15.htm
Here's a few of the highlights but once again read the whole document and form your own opinion.
With the passage of important legislation in 1989, Wyoming has become a heavyweight contender with Nevada as a true corporate haven offering the most liberal corporate laws in America, with minimal government and maximum corporate flexibility.
· Maximum anonymity: You are permitted to use nominee shareholders. These person(s) hold the stock in their name(s) on your behalf. Carson Registered Agents, Inc. can provide corporate nominees as shareholders of a profit corporation or as members of an LLC.
· Bearer shares are permitted. In other words, they are not registered in anyone's name, but to "Bearer," and the holder of the certificate(s) is the owner. This provides further anonymity and easy transfer. Registered shareholders are not disclosed to the state.
· Bearer scripts permit capitalization by stockholders in increments less than the fixed par value. These bearer instruments offer the same anonymity as bearer shares.
· Unlimited authorized shares saves you money. No need to increase the authorized number of shares later and lower fees to pay at time of original filing. No monetary penalty ever!
· Only one director and officer is required and may singularly hold all positions. This does not have to be you, but can be anyone within or outside the corporation. Even a designated non-board member can legally run the corporation. Directors are indemnified and held harmless from lawsuits against the corporation.
· No annual filings of officers.
That is the second Referance showing WY Corps can be entitled to unlimited A/S
Its actually promoted as one of the key advantages to a WY Corporation.
I have found other links but several simply refer back to the document Links I already posted.
eye
Okay heres a link
http://www.offshore-services.biz/usa-company/wyoming-business-corporation-act.html#17-16-201___Incorporators_
Check out Article 2 Incorporations 17 - 16 - 202 Articles of Incorporation
I point out
a) The articles of incorporation shall set forth:
(i) A corporate name for the corporation that satisfies the requirements of W.S. 17-16-401;
(ii) The number of shares the corporation is authorized to issue, which may be unlimited if so stated;
By all means read the entire article and draw your own conclusions but this is the first Reference showing the
Authorized shares of Wyoming Corps can be Unlimited.
The Wyoming Business Corporation Act is a Governing Agency is it not?
eye
The company has never been Profitable so far and clearly has used
Dilution as the primary source for funding its Operations for the last two Quarterly Reports at the very least.
It has already been discussed how long the turn over is before extractions are cashed in.
The company announced a late start themselves.
They also filed showing their intent to dilute.
You are Assuming the company will be Profitable.
The last two sets of Financials show $ 575,320.oo in Expenses and
$ 441,720 in Revenues.
They show that $ 275,000 or 62.26% of the Revenues was from Dilution.
They are diluting their shares because they are not Profitable and have significant Expenses.
Maybe this could be the year they actually achieve Profitability but if they do they still need to survive and pay bills till they do.
There is a gigantic differance between can be Profitable and actually was Profitable.
The proof is in results and Financials everything else is just hype.
eye
Very interesting news.
I have just discovered from two separate sources that Wyoming Corps can have unlimited A/S.
That means future increases are unnecessary.
They can issue as many as they want.
Going to do a bit more digging before I post the links.
eye
Actually you are right, I have always been factual.
As to being 4 or five years old, you are completely out to lunch.
The recent facts I have been discussing are the only just accessible Financial Reports for SGCP ending Sept 30 2010 as well as the prior Statements ending June 2010.
If the same time line continues we won't be able to access the 2010 Year End Financials till around June 2011.
I was also one who posted the Dec Filings and dilution for SGCP. I believe I even posted the Links to them.
I also posted the Nevada Corporate dissolution but actually found another here had posted it first. I just posted it as I discovered it.
I was absolutely the first to post the Filing Feb 10th 2011 concerning the Equity offering to raise 1 Mil in Revenues through Equity Sales.
The filing clearly states it is Sierra Gold Corp and the officers prove it.
You may be desperate to protect your position but you clearly are not paying attention.
There is plenty in the recent past to raise concerns.
The company can not raise 1 Mil in Equity sales with the current Share Structure of 2 Bil A/S.
They only raised 75,000 with 176 + mil diluted in the preceding period.
An increase to the A/S is unavoidable to raise targeted Revenues from stock offerings and sales.
Private Placements in the Pinks is almost always at a Preferred Rate as anyone familiar with Pinks would know.
It is common practice.
The last 176 Mil obviously was because they were trading far higher than that on the open market.
Remember the math, 75,000,00 divided by 176 + mil = just over .0004.
How much has everyone here had to pay for theirs?
Hopefully some of those shares were swapped directly for equipment or services or someone received some severely discounted shares.
In the desperate attempt to discredit me to protect their positions posters have to ignore a lot of facts both past and present.
eye
Thats not true.
I said time and time again an increase to the A/S is inevitable.
I did not ever say there would be an increase with new registration.
I have said that increase is made far easier with a WY registration.
It is quite possible there will be an increase with the new Registration.
I do know WY makes claims of easier Filing processes.
There is I suspect up to two months after a quarter in which extractions show as Revenues.
This company has never logged Revenues the moment gold was ever extracted.
They accumulate it for a time and then sell it.
The company has significant Expenses according to their Financials quarter by quarter and show dilution is the key instrument used to cover those Expenses.
Its all in the Financials. There is no assumption period and anyone that denies it either hasn't read the Financials or is purposely deceiving others.
You are the one offering the what ifs not me.
My statements are backed by the facts as usual.
Even if your what if did happen, activities have shown they will need to raise substantial coin to pay bills till then.
Filings have clearly shown how they intend to do it.
They issued 176,701,213 shares the end of June 2010 and only generated 75,000.00 in Revenues which once again is a fact.
Whats it going to take to raise 1 Mil whether it is today tomorrow or 3 months down the road?
They can't do it with the current Share Structure and everyone knows it or is simply not paying attention.
Whatever the case they must be extremely close to max A/S due to dilution in Dec alone.
I wouldn't be at all surprised if the increase has already happened.
One thing is certain.
They can not possibly raise the funds they have targeted from Equity Sales without an increase to A/S.
Thats what I say so please do not misquote me.
The new Registration is undoubtedly a step towards an increased share structure and although it could happen anytime with simply a filing, substantial Expenses and past Dilution indicate it will happen much sooner than later.
As I have also said before, we likely won't find out about it till well after the fact.
eye
At least my statements are factual and supportable.
Yours are up to speed though with absolutely no substance whatsoever.
eye
I find your statement not unreasonable but I do find it unlikely.
We know by prior Finacials a rough estimate of the time lag in extracted gold realizations.
The fact they had only 46.00 in cash as compared with 50,069.76 for the prior fiscal period shows that the company is indeed cash strapped.
We also know that the JV Mineral Sales of that period raised 146,000 in JV Sales and ended at the the end of the dry season.
It obviously did not take long to recover the bulk of those Revenues.
Incidentally the Equity Sales at the June 30th Reporting Period was 200,000 which still seriously surpassed the JV Mineral Sales.
The JV Mineral Sales are very likely the sales from the summer dredging activities.
The actual JV Meneral Revenues for the period ending June 30/2010 was $ 146,000.00 and the actual Expenses for the period was $ 371,100.00.
They reduced the Net Loss with the issuance of Equity sales totalling $ 200,000.00 and at the end of the day still had a Net Loss of $ 25,100.00 for the Period.
For the Period ending Sept 30 2010 we had $ 20,720.00 in JV Mineral Sales and Expenses of $204,320.00.
This was offset by Equity Sales of $ 75,000 which reduced the Net Loss to $ 108,600.00 for the new Reporting Period.
Revenues fell off sharply during the Rainy Season as they should but Expenses are still high and the Net Loss increased substantially.
Furthermore the Equity Sales for the last two declared Reporting Periods in a row, have significantly been higher than Revenues in the periods which included sales from the height of the last Dry Season.
Companies do survive by not paying bills and they do raise Capital from Equity Sales which SGCP clearly did based on their recent Filings.
There is nothing to indicate massive or any stored Reserves whatsoever but plenty to prove the company is cash strapped and hanging on by selling Stock.
Tier latest filing shows the intent and start of raising 1 Mil in Revenues from Equity Sales and the current share structure of 2 Bil makes that impossible without an increase in A/S.
Dilution in Dec and Jan has likely already maxed out the A/S and with the move to WY an increase in the A/S is going to be far easier.
We are either building Liabilities or diluting Rapidly to cover Expenses and continue Operations but likely are doing both just to stay afloat.
Sporadic extraction Reports in whatever form will not outperform increased Losses and Dilution.
The company continues to show considerable Expenses quarter by quarter and Revenues well below the Expenses.
The Financials also show that Equity Sales continue to significantly outdistance Revenues from actual JV Mineral Sales.
I think your post was intelligent just not supported by the facts that are known.
Probably more of a hope than anything else but I can relate.
eye
Sounds like you are trying to make your own case.
The websites I have read verify my claims.
Who said I had any intention of Suing anyone anyway.
Quit trying to twist my words with off balance interpretations and slants.
I have always backed up my claims which is more than can be said for most here.
There is a process for increasing share structure.
WY simply makes that process easier and is very likely a far greater driver to have moved there in the first place.
With significant Loss Carry Forwards the company didn't have to worry about Tax Savings for a long time to come.
Shareholders are organizing and I am seeing Shareholder Groups being formed, recognized and represented even in some Bankruptcy situations.
eye
end
Have you ever stopped to read what you just posted?
Any State can and will have its share of scams.
I have found a number of Pinks and OTC already incorporated in WY.
As a matter of fact WY structure is ideal for scam Corporations.
Incorporating there is cheap, easy, forgiving to Company Principals, well suited to protection from disgruntled creditors and Plaintiff Attorneys.
It is a scam Corp Mecca.
Simplified Filing Forms and Procedures with unlimited share increases make this a breeding ground for scams and pinkies.
It is well suited for both scam and legitimate Corporations.
The benefits are the same for honorable or dishonorable Corps in WY.
The dishonorable ones will undoubtedly just use every opportunity to its own advantage.
As a matter of fact it is well suited for any Corporation with the intent to protect the principals and Assets.
At least my posts make sense.
eye
I fully expect an increase to the A/S is coming or already done.
The latest Financials and company Filings already make that clear.
Although there is no level to what shares may be issued in publicly Traded companies, I believe there are Restrictions as to how often increases to the A/S can be made.
I will look into it.
It is also clear that Wyoming clearly makes all types of Corporate Filing cheaper and easier which would no doubt include changes to Capital Structures.
It is really a moot issue as in increase to the A/S is unavoidable based on the companies own recent filings and recent dilution.
They can not possibly raise the targeted funds with the current share Structure.
There next Projected Extraction Report is way to weak to be any kind of driver to sustain share price.
The good thing is any additional dilution will likely be done long before anyone hears about it.
That may at least prevent an abrupt drop in price until they may be able to offset the news with some positive Extraction Numbers.
I would expect any state to honor tax loss carry forwards.
Incidentally no State saves any percent of Net Revenues.
Any decrease to Revenues means you made less and is pretty basic Accounting.
Perhaps you meant to say, that filing there would save them Expenses.
It is clearly the State Tax Savings everyone is banking on.
eye
Two interesting details about Wyoming Listings
1) There is no limit to the shares that can be issued
I wonder if they even have to report an increase to the A/S but there is absolutely no doubt one is coming IMHO based on recent filings and Financials.
2) There is significant protection from disguntled creditors or over zealous Plaintiff Attorneys.
It is true that Corps do not have to pay State Taxes which is favourable but it does not exclude them from paying Federal Taxes IMHO.
I have found nothing to verify any claims concerning Federal taxes and it would be rather childish to believe Corps could escape Federal Taxes which is the larger amount in tax structures.
Keep in mind we also had sizable tax losses to carry forward in Nevada that would have applied against Federal Taxes as well if the tax structure is anything like it is in Canada.
Wyoming seems to offer its Corporate Officers better personal Protection from litigations.
eye
There is some good stuff in there so I was going to ease up a bit but I don't take provocation well.
For you and a few others I will ease up for a while but an increase to the A/S is likely the next significant event.
eye
The price hasn't moved even with the new FR.
I doubt it would have changed anything even with a PR so probably a good choice to save a few bucks on their part.
If you look at the chart with the exception of the Carbon Credit opportunity that I for one was extremely excited about the stock has dropped ever since leaving the Pampana River except for where it lingered in low mid trip zero's.
There was a bit of gain once again in the recent past but is also dropping lately.
Dilution tends to have that effect and we know there's more coming.
Thats quite the imagination you have none the less.
I wouldn't be surprised to drop in price by the end of the day but lets wait and see, hopefully we at least hold even.
For the PPS to be high enough doesn't it actually have to head the other direction?
eye
I can see why you'd be jumpy.
Truth is there was positive and negative points with the FR.
I was just going to give you all a break to enjoy the moment.
It obviously had little effect on the stock price so there will be plenty of time to add to the conversation later.
For the moment enjoy the FR and what it reveals.
It may have prevented further drops in share price for today at least.
eye
Anyway SGCPers enjoy the moment at least we got something from the company today.
eye
I have posted positive things and pumped this company for years.
I like many now had to make constant excuses for poor performance.
Yeah they needed to sell shares to survive.
They sold 176,791,213 shares and by the Financials raised 75,000.00 dollars.
That works out to an average of .0004 per share.
Thats must of been some premium discount for Placed shares.
We all know what open market buyers had to pay at the time.
I always thought the popular claim was it was used to buy equipment.
One thing is certain.
Dilution is far from over anytime soon.
eye
I didn't complete the Financials or place the Filings.
The company did and the facts support my posts.
They can't do it without increasing the O/S but that is likely already in the works.
It is the Financials and filings that show 176 mil shares were diluted from the end of June 30/2011 to the end of Sept 2011.
Thats 176 mill + in just three months or more than a 10% increase to all O/S in that short time.
Additional filing show more dilution in Dec and the the latest filing shows a portion of the 1 mil targeted as already sold.
That would be 42,000 to be exact.
Based on past Placement Premiums the Feb sales could be significant and I wouldn't even be surprised if the A/S has already been increased and we just don;t know about it.
Giving them the benefit of the doubt I guess one should merely consider it is still coming or already in the works but not here yet.
If that is the only objection to dilution you have, you are just the type of investor the company is looking for.
eye
Forgive me for not accepting third party communications with management as Gospel.
The company has never Publicly announced that info which would make it insider info if it is being shared with others before publishing it publicly.
No denying that is a Material Event.
If people buy or sell stock that are privy to insider info, that is a serious offense Governing Agencies take a very dim view of.
I wonder how many investors here have been privy to insider info.
Actually I noticed Stockpik noticed the dissolution some time ago.
I thought it was simply discussion and things are getting worse quickly.
eye
Okay here's a new one.
I just did a search for Sierra Gold Corp on the Nevada Secretary of State website.
It shows the company as dissolved. Here's the link
http://nvsos.gov/sosentitysearch/
Type in Sierra Gold Corp in the Search box. The Officers confirm it is us alright.
When you click the company it lists particulars and Company officers.
At the bottom of the page is a link to 24 actions/amendments associated with the company.
When you click that link you will find that the latest action was Dissolution as of Jan 31st / 2011.
I wonder if the company faithfuls were told about that one and if they were just withholding the info.
We either clearly moved to another State or are Dissolved.
This just gets better and better.
The increase to the A/S has got to be close to follow.
Still nothing on the Wyoming site.
eye
Whats really interesting is when Pinkies and Management decieve, mislead and fail to deliver there are still those blaming Investors for believing and investing with them.
Fortunately the SEC and a few other bodies occasionally call management to task for the actions and not the investors who have been thus deceived and taken advantage of.
Management has never taken responsibility for their actions here IMHO or for the damage they have done to their shareholders.
Management is responsible to do what they say they are doing, to build value for their shareholders and to communicate professionally not only with their investors but the market in which they trade.
Of course that applies to Publicly Traded Companies and I could see the company going Private some day just to avoid that nasty accountability issue.
eye
You nailed it on the head and I have said the same things myself.
I do believe the Pres tells investors what they want to hear and then absolutely holds back every negative development and plan he and Doug have in mind.
I wonder if he told the faithful about the Million Dollar share Placement?
If he just placed 176 mil shares from one 3 month period and raised only 75,000.00 how many shares will it take to raise a Million.
75,000 divided by 176,701,213 shares placed between June 30 / 2010 and Sept 30 / 2010 = .0004 per share.
Was that a premium price or not.
Not only have investors been misled I believe they have been down and out lied to on more than one occasion.
As this stock drops and it will without proper drivers and dilution accelerates there will be a lot more shareholders complaining.
Dismal Financial Statements, EDGAR filings of substantial dilution, whats next?
Stay tuned cuz there's more in the works.
eye
Why would anyone believe everything the company claims in spite of a dismal track record?
You wouldn't have to go far back to see company shortfalls and the further back you go the more you would see.
In fact you would have to have a pretty blind eye to miss it.
eye
How do you know they are Producing gold?
If they are, ask yourself why they would withhold that from shareholders?
NO COMPANY SERIOUS ABOUT BUILDING SHAREHOLDER VALUE WOULD WITHHOLD THAT KIND OF INFO.
THis company has been operating this way for years.
I am glad posters here at least are not denying the Edgar Filing but they still haven't clued in that an increase in A/S is essential to raise those funds.
The dilution of 176 + Mil at the end of June 30 2010 to the end of Sept 2010 raised $ 75,000.00.
How many shares will it take to raise $ 1,000,000.00?
eye
An email is not proof of Production and just when were they supposed to have started production in the first Place?
I know when they were supposed to start according to public company communications.
I hope they do have 5 running by now but there is no way they met their own schedule once again.
Which would put them late once again.
When did we get our first extraction Report last year?
We were late then too.
eye
I wonder why the company didn't tell its nearest and dearest Investors of the new impending EDGAR Filing and Placement.
Or did they?
I would be truly surprised if an Increase to the A/S doesn't happen very soon.
eye
If we just ignored the Filings, Ignored the Financials and just believed every word the company uttered maybe the stock is worth a nickel.
Of course we have to ignore the false claims, missed Production schedules, Production target shortfalls and a host of others unmentionable setbacks.
Be interesting to see what half truths I am accused of concerning the filings and Financials because it would take quite the imagination to deny those facts.
eye
How about that a new filing on EDGAR today
Notice of Exempt Offering of Securities for Sierra Gold Corp.
Its a new Notice and it is for Equity Securities offered. See item 9.
Item 13 shows the total Offering and Sales Amounts as 1,000,000 with 42,000 already sold and 958000 remaining.
One million dollars raised without a Placement Premium would mean 555,555,555 additional shares would need to be sold at .0018 to raise that Capital.
Yet we are already closing on our A/S and probably there already.
Thats means an increase in A/S is inevitable.
The 175 Mil diluted from the end of June to the end of Sept worked out to a value of .0004 when averaged against the Income claimed from Equity sales.
There is no way this latest Offering will not be offering shares at a Premium.
We could easily see close to a Bil additional shares to raise the targgetted Capital.
For the record that filing was signed today.
Hows that for a news Release.
eye
My mistake, it is a different stock. I just checked in here to see how things were going and forgot which board I was on.
I have followed Copper King for a long time as well.
Good to see this company is maintaining through bankruptcy.
I hope Copper King comes through with shareholders intact somewhere down the road.
Sorry for the confusion.
I actually posted it on the proper board now.
eye
Can see why some one didn't like that one.
I also mentioned the additional dilution of SGCP stock in Dec.
The company SGCP had 204,320 dollars of Expenses and only 95,720 in Revenues for the priod ending Sept 30 / 2010.
That is another $ 108,600.00 Net Loss we can use against future gains.
It is also 5 times the Production Revenues of SGCP for the Period.
Anyone that thinks the company is moving Incorporation to avoid paying taxes is not paying attention.
Sirra gold Corp has never been Profitable yet.
Of that 95,720 in Revenues for the Period only 20,720.00 was from mineral sales,
The rest or the 75,000.00 Revenues was from Dilution for the Period ending Sept 30 / 2010.
Operating costs for the period I repeat were 204,320.
With more equipment, salaries and Operating Expenses including workers salaries, equipment Repair & Maint, fuel, travel etc, one must expect higher Total Expenses moving forward.
Of course we are all optimistic that Revenues should increase dramatically.
They are going to have to if there is any hope of SGCP meeting Total Expenses moving forward.
Any delays in doing so will have a negative effect on the stock price IMHO.
They will still need to raise significant additional Operating Capital to get us there even if that is the case.
One only has to look at the chq account Balance from the last Financial statements to know how cash strapped they are.
eye
What a cop out you are for inferring I am simply a stranger out to save the world.
All I did was inform newbies of real risks that they don't get from the Happy Gang.
Furthermore it is the only warning to newbies I have ever made.
You are one that makes unsubstantiated accusations on the board as well as in Private emails.
With all of your accusations I don't recall you ever posting real verifiable facts.
Just inferences and innuendos primarily.
Basically your own biased version even if you make the same claim about me.
The difference is I actually back up my posts with the facts.
Now whats the bluster about the inacuracies of Press Releases because of IR Firms?
What kind of a cop out is that?
You actually make excuses for the companies own claims. That's lame.
PR's have always had to be approved by management who was also responsible to provide the info.
IR companies do not invent material and evven if they did it would be up to management to approve it or at the very least correct it.
Based on Past PR's I can see why you have to make excuses though and can clearly see why the need to downplay the companies own prior claims.
Clearly you are rattled as you can see the things I claim in past PR's are true and you know there is a lot more of them to draw from.
By the way, when did the company officially declare a late start last year due to dredge Operator concerns?
Thats the problem they don't explain things like that and expect third party banter is sufficient.
Kind of the same reason the company has never publicly declared past PR's were inaccurate due to IR Firms.
If there were errors it is and always is the companies responsibility to correct them.
They have failed miserably in the past and excuses are just lame.
The company has had far more problems than IR Firms.
eye
I really hope they do have five dredges working but past claims and shortfalls dictate proof is in the pudding.
Just because they make a claim doesn't make it true as unfortunately I have learned the hard way.
By the way, management hasn't declared 5 dredges working now it is posters here that have.
Management has not even clarified what machinery has been in Operation even since the first of Jan.
They only claimed what they expected to be in Operation but with equipment being repaired and dredges on the move it is likely they failed there last projection and target as well.
Mid Feb just about and the financial's ended the end of Sept 2010 are only just accessible.
Even when the company gets things done you often never know it til months down the road and many of the shortfalls you just never hear about again.
Enough for today anyway.
eye
Exactly what I said before reading your reply.
Thx for noticing.
eye
The Income statement and Balance Sheet only just became accessable.
Its new info and for the record you are beginning to sound like a bit of a broken record yourself.
Apparently nothing new yourself.
At least I posted new and verified info.
eye
I have seen management Operate for a long time and how they dragged the price down by their own decisions and management stlye.
They have devastated many investors.
I would love to see the company explode but I know it isn't going to happen.
Those that don't agree with the truth simply have their own motives.
If the company finally collapses posters will blame everyone except the company themselves.
So be it.
I wonder if they will think they were just lame with their own investments when that happens.
eye