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thank you very for the information.
Math I used for structure of float is:
OTCBB https://www.otcmarkets.com/stock/TMPS/profile
shows float at 471,466 as of July 8, 2017 then, I used Peter Cohen's Form 4 filings of his .08 cent warrant conversion totals (which actually total 1,039,914 shares so I was a little off) the combined total is actually 1,039,914 + 471,466 = a float of 1,511,380 shares. am I missing anything?
A little help please, am I correct in the number of shares now?
No change on the Preferred stock, $0.0001 par value; 40,000,000 shares authorized, 4,578,070 shares issued and outstanding
But, Common stock, $0.0001 par value; 100,000,000 shares authorized;
is now about 18,830,234 with a float of about 1,283,966
How many sub-penny stock post EPS? This may be the first in history now what would that do to the price Per share? .02, .05 maybe .25?
Just a thought.
Do you think yesterday a drunk investor woke up this morning and said holy S%^t what the hell did I do yesterday?
I was thinking of buying stock until I read this in the 10Q.
10% Senior Secured Convertible Note due April 28, 2018
Upon conversion of the Note at a conversion price of $0.08 per share, Santiago has the right to acquire up to 77,500,000 shares of Common Stock.
The Company and Santiago have entered into a registration rights agreement.
Board of Directors Resignations. The unconditional resignations of four of the Company’s directors.
First time buyer of EMSF question: Have they ever hired a PR firm?
Pump-pump it-up then, dump de-dump, de-dump? Do you think not holders exercised notes at a discount and sold?
Please, chime in on this……
For Quarter Ended: September 30, 2015
On the front cover of the report that was filed shares outstanding clearly states
The number of shares of the registrant’s only class of common stock issued and outstanding as of November 20, 2015, was 88,213,001 shares.
Source:
http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=11028499
Now, on the Clifford Popes interview page that was used as the tout sheet to Investorshub states the shares outstanding 135,386,286 and that information would have been most likely provided by Clifford J. Pope/company, correct?
That would tell me the shares have increased by 47,173,285 or 53% since November 2015. So, why would anyone need to wait for the 10K to verify this fact?
And, back in November 2015 the float (free trading) was 15,000,000 give or take a few, now it’s 74,269,507. There can only be one simple answer to this fact “the Equity Line of Credit” is being utilized.
So, if there was a reverse merger that should take place how many new shares does the public have to choke on before management stops selling share through a broker to fund VHMC operations. Can’t they convince anyone the shares are going to be worth 10 times (or more) its present value after company X comes in? Remember, they (management) have all the inside information, we (stockholder) only have the actions of the dilution that tells us what’s going on.
The scary thing in these situations is this: no deal happens management never stops issuing stock, this becomes the company’s sole investor for capital needs and not too far in the future there will be a need of more stock to sell. So, the Approval letter goes out to increasing the authorized shares and it becomes a big circle.
I love the new mailing address for the company (google it) it’s so beautiful there. New York State has some spots that are just incredible.
http://www.zillow.com/homes/for_sale/Oakdale-NY/pmf,pf_pt/26249_rid/any_days/40.766404,-73.091999,40.711386,-73.203578_rect/13_zm/
Your right 10K is physical year but usually filed late in past. but as for the equity line there getting shares on the market in massive amounts from somewhere. The only option this company has that would benefit the company VHMC (NOT stockholders) is equity line. otherwise its coming from an insider or the transfer agent is drunk and thinking they are the federal reserve.
The 10K will be out in June of 2016 so that's no help. Not, as for the $5 million Equity line of credit. The name is really misleading what the monster really is are shore being sold by he company "VHMC" to the public through a broker dealer. This why we are seeing the outstanding share count go up exponentially and companies that use this type of financing are out of options of funding sources. Plus, they need buyers of the stock by-way-of (news/rumors) or it doesn't work at all. and when all said and done the street wont touch the deal for lack of trust.
Don’t get me wrong I love making money -
on reverse mergers or stocks in general. But, with this kind of volume since November of 2015 this would have been north of .20 cents or more by now. So, the equity line is killing the upside on this deal and $5,000,000 at these prices is 1 billion new shares at a penny it’s still 500 million shares. This is my point.
You see my handle name.....You got to be kidding that shares outstanding can be absorbed just because of some unknown potential deal.
That's the same attitude the Federal Reserve and Congress have.
Problem! The shares outstanding went up 50% in the last 2 months.
Shares outstanding November 20, 2015 -10Q was 88,213,001 shares.
Outstanding: 135,386,286
Float: 74,269,507
Confirmed February 11, 2016
135,386,286
88,213,001
74,674,373 new shares issued since Nov 20th 2015
The $5 million equity credit line announced Nov 23, 2015 will destroy any price movement to the upside on this deal. They have issued double the amount of shares outstanding since November.
All the shares being traded right now are new shares being issued or created with the proceeds going into VHMC pocket after broker fees.
Sentencing count down Kerr & Quiel 7 days to go!
Taxman
The song which kicked off Revolver, The Beatles' 1966 masterpiece, was a bitter attack on Britain's supertax system written by George Harrison.
1,2,3,4,1,2
Let me tell you how it will be,
There’s one for you, nineteen for me,
‘Cause I’m the Taxman,
Yeah, I’m the Taxman.
Should five per cent appear too small,
Be thankful I don’t take it all.
‘Cause I’m the Taxman,
Yeah, I’m the Taxman.
(If you drive a car ), I’ll tax the street,
(If you try to sit ), I’ll tax your seat,
(If you get too cold ), I’ll tax the heat,
(If you take a walk ), I’ll tax your feet.
Taxman.
‘Cause I’m the Taxman,
Yeah, I’m the Taxman.
Don’t ask me what I want it for
(Haha! Mister Wilson!)
If you don’t want to pay some more
(Haha! Mister Heath!),
‘Cause I’m the Taxman,
Yeah, I’m the Taxman.
Now my advice for those who die, (Taxman!)
Declare the pennies on your eyes, (Taxman!)
‘Cause I’m the Taxman,
Yeah, I’m the Taxman.
And you’re working for no-one but me,
(Taxman).
Ashworth Holdings, LLC, a Utah limited liability company has 860,087 shares of Common Stock for a price of $0.549 per share. Interesting the reverse price is over $2.00 and he sitting on real cheap stock. Then there is a Non even bridge loan that a few guys picked up these shares for nothing;
MKM Opportunity Master Fund, Ltd 4,198,043 15.7 %
28 West 44th Street, 16th Floor
New York, NY 10036
Red Square Fund One SPC 3,751,616 14.0 %
c/o NWT Fund Adminstrators Limited
Rue de la Pelisserie 16,
PO Box 3501
1211 Geneva 3, Switzerland
Joseph D. Kowal 2,596,034 9.7 %
4282 Skylark St.
Irvine, CA 92604
One East Capital Partners 1,361,805 5.1 %
551 Madison Avenue, 10th Floor
New York, NY 10022
Come on.......WTF
The company has so real sales, it has pumped out a press release every week since Jan 24 2013. This looks pretty pumpish....
Good Luck,
You'll all need it on this one.....
Here they go again new deal! SEFE to PTOO
Pitooey, Inc. (PTOO)
OTC BB 1.36
Harold Sciotto
http://edgar.brand.edgar-online.com/DisplayFilingInfo.aspx?Type=HTML&text=%2526lt%253bNEAR%252f4%2526gt%253b%28%22HAROLD%22%2c%22SCIOTTO%22%29&FilingID=9010879&ppu=%2fPeopleFilingResults.aspx%3fPersonID%3d3642314%26PersonName%3dHAROLD%2520SCIOTTO
Mark Nevdahl
MACK CROSBY CAPITAL, CORP
State of Arizona Public Access System
http://starpas.azcc.gov/scripts/cgiip.exe/WService=wsbroker1/corp-detail.p?name-id=18142945
Common Stock Jacob DiMartino, Chief Executive Officer and Director (1) 30,995,000 31.13%
Common Stock David Sonkin, Chief Technology Officer and Director (1) 30,995,000 31.13%
Common Stock Patrick Deparini, Chief Financial Officer and Director (1) 8,173,000 8.21%
Common Stock Frederick Lawrence, Director (1) 8,173,000 8.21%
Officers and Directors as a Group (4 persons) 78,336,000 78.68%
Common Stock Andrew Marcus (2) 3,975,000 3.99%
Common Stock Scott Burke (3) 2,000,000 2.01%
Common Stock Harold Sciotto (4) 3,442,200 3.46%
Common Stock Mack Crosby Capital Corp. (5)
The Pumpers should be grateful they're not in China!
China executes securities trader over $9.52m fraud
They could have just given him a smaller bonus
Chinese authorities have executed a securities trader found guilty of embezzlement to the tune of $9.52m.
However, the whereabouts of the siphoned-off cash is still unknown, Reuters reports - and presumably it will never now be recovered.
Yang Yanming received the death sentence back in 2005 for embezzlement while he was general manager of trading at China Great Wall Trust and Investment Corp, which later became Galaxy Securities.
"Preserve your moral integrity and don't set too much store by business results," Yang told a newspaper just before his execution.
China takes a very harsh line on criminality, although this is the first execution carried out on an erstwhile member of the financial classes.
China carries out more executions every year than any other country, with either the gun or lethal injection used.
While murder, drug trafficking and the like attract the penalty, the state will also happily execute other classes of criminals, with both corrupt officials and businessmen liable to pay the ultimate price if convicted. Executives involved in the notorious tainted baby milk scandal were handed death sentences earlier this year.
http://www.theregister.co.uk/2009/12/08/china_execution/
I see the Forms 4 were recently filed on SEFE…I have a Question?
SEFE stock price on May 15, 2012 was a High of 0.59 and a low of 0.45
Volume for the day was 1,679,400
But, yet Form 4 filed with the SEC shows:
CARY HELEN C
79013 BAYSIDE CT
BERMUDA DUNES, CA 92203
On 5/15/2012 Helen Cary Sold 2,600,000 at $.25 which would have netted = $650,000.00 which was a 50% discount to the bid that day, interesting.
If she sold 2,600,000 shares of SEFE on May 15th even on the day’s low of (.45 cents) it would have netted her $1,170,000.00.
Plus, the volume on SEFE May 15th was only 1,670,000 shares so how do you sell more shares than actually trade for the day?
http://yahoo.brand.edgar-online.com/default.aspx?cik=1321573
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Also, noticed no filing from SERIO CAPITAL, LTD. Owner: Stephen M Kerr
This would be an excellent synergistic acquisition for SEFE!
http://www.environmentalgraffiti.com/ecology/scientists-attach-rectal-methane-collecting-backpacks-to-cows/1390
From what I can tell it fits perfectly in your core business plan and the flatulence financial proforma would be an excellent addition to SEFE’s hot air projections! I’m working on another for you too, the Giza power plant reactor, it consists of aluminum foil pyramid hats but it’s still under due diligence…
No need to thank me with millions of shares of stock at .03 cents a share like all the affiliates got with their converted debt with wrap around agreements aka “bridge loans”!
Seems the SEC dislikes those debt conversion deals that are perfectly timed without a formal registration or questionable legal opinions before a major million dollar pump is launched. And, if the SEC decided to start looking into these type problems they can account for every single share that has traded by shareholder name and brokerage firm they placed the trades at…..their amazing.
I'm sure....been on the web site there and they really want to do what is right it seems.
Ever wonder what an indicted pump and dump promoter’s tax return looks like? The income he claims verses what the government actually finds off shore can be surprisingly different.
Steve Kerr’s and Michael Quiel’s tax returns US v. Chris Rusch
In 2008 Kerr and Quiel both showed a loss on their tax returns “Wow, these two are unbelievably greedy POS.” As the IRS digs deeper other tax years should start popping up since these two have been pumping shells for years and years, this is going to get real interesting. Seems the approach the DOJ and IRS are taking is to get the low hanging fruit by first slamming them with the IRS and then use the SEC afterwards to prove all the money they ever made off these deals was never earned legitimately and/or above board.
I want to see every single nickel that these two ripped off from us tax payers paid back and if the SEC should also bring charges on these two, every penny turned over with 3 fold restitution plus long term prison sentences.
http://www.sethhettena.com/2012/who-is-christopher-rusch/
Who is Christopher Rusch?
May 28, 2012 by Seth Hettena. 0 Comments
Christopher Rusch
On his website, former San Diego attorney Christopher Rusch offers help to those who find themselves accused of tax evasion crimes by the U.S. government. “A criminal tax investigation is different than an audit,” Mr. Rusch writes. “In an audit, the IRS is attempting to collect money from you. In a criminal tax investigation, the government is preparing a case so they can can PROSECUTE you and put you in JAIL.”
These days, Rusch himself is the one federal prosecutors are trying to put in jail. Rusch and two of his clients, Stephen M. Kerr and Michael Quiel, are being prosecuted in Phoenix, Arizona in a scheme to hide millions of dollars in assets from U.S. tax authorities, including a Colorado golf course purchased with offshore funds. Rusch, 41, was arrested in January in Miami after he was kicked out of Panama at the request of the United States.
The University of San Diego School of Law graduate may not be making headlines in San Diego, but Rusch is getting a lot of attention from the Swiss banking community. Rusch is accused of maintaining secret offshore accounts at a bank identified in the indictment only as “Swiss Bank A” — revealed earlier this month to be one of Switzerland’s largest private banks, Pictet & Cie.
Pictet & Ciet, which is in the process of trying to get its North American business up and running, swiftly issued a statement saying the U.S. government had not accused it of wrongdoing.
According to these court documents, Rusch charged his clients $45,000 for what he described as “international business planning, to include international joint ventures in Europe and general corporate services.”
The indictment lays out in detail how the money got transferred to Switzerland and back tax-free through Swiss banks, Panamanian banks and Rusch’s own Interest on Lawyers Trust Account.
Wikipedia defines these accounts as “a method of raising money for charitable purposes, primarily the provision of civil legal services to poor persons, through the use of interest earned on certain lawyer trust accounts.
About $2 million of this repatriated money was used to buy the Colorado National Golf Course in Erie, Colorado, the home course for CU Boulder’s men’s and women’s golf teams.
US v. Chris Rusch
Was SEFE really at the conference in Baltimore?
SEFE Highlights Attendance at ELECTRIC POWER Conference in Baltimore
Press Release: SEFE, Inc. – 15 hours ago
SEFE’s presence at the conference was noted on signs and displays throughout the event, and executives from SEFE had the opportunity to meet with other energy industry representatives and discuss SEFE’s mission and technology, including its proprietary system, Harmony III, which is an atmospheric power collection generation system designed to harness static electricity from earth’s atmosphere and transform it into usable current. SEFE’s attendance at the ELECTRIC POWER Conference has been one more step in the company’s efforts to publicize this revolutionary technology and to form key relationships in the energy industry.
http://finance.yahoo.com/news/sefe-highlights-attendance-electric-power-100000685.html
I never-EVER had read a press release that mentions “signs and displays” as proof for being there!
Reminder….. Ethics Compliance: The Sarbanes-Oxley Act, 2002
“Top Management, and in particular the chief executive officer … set the corporate ethical tone”. He or she must be professional at all times and be guided by the “do no harm” principle as their first responsibility.
Wearing the CEO “badge” make a big difference of distinction and privilege. As such, he or she will be held to a higher standard, and should expect a heftier punishment for all wrongdoings.
CEOs at times need to be reminded that when they decide to be public the company now belongs to the public and no longer to them alone.
SEFE - Title search of property records - Who owns what!
Fun thing to do to see who owns the office spaces using
http://www.protitleusa.com/?gclid=CMOzmq-5j7ACFYcZQgoddy8mpQ
Company: SEFE, INC. (SEFE):
Formerly
MIDNIGHT CANDLE COMPANY
(Address and telephone number of principal executive offices)
FORM 10-QSB March 31, 2008
79013 Bayside Court
Indio, California
Owner: Robert Quiel father of Michael Quiel
Company: SEFE, INC. (SEFE):
Address of principal executive offices
This was SEFE’s address on their original SB-2 filing in 9/21/2005
6821 EAST THOMAS ROAD
SCOTTSDALE, Arizona 85251
Owner: Potential owner lists…ECOTALITY INC………what a coincidence!
Stephen M Kerr
2925 North 67th Place Scottsdale, AZ 85251
Owner: Title? Was in his name less than 30 days ago now it’s not, poof!
Harold Sciotto Westpac Communications Inc
2927 North 67th Place Scottsdale, AZ 85251
Owner: Stephen M Kerr
When reading the premature headline “SEFE Inc. Pursuing relationship with University of Colorado” one could only think UC must love Steve Kerr!
___________________
SEFE Inc. Pursuing Relationship with the University of Colorado
5/16/2012
Press Release: SEFE, Inc. –
BOULDER, Colo.--(BUSINESS WIRE)--
SEFE, Inc. (OTCBB:SEFE.OB - News) (“SEFE”) (“The Company”), a technology- and solutions-driven sustainability company, announced today that it is pursuing a partnership with the University of Colorado’s Department of Electrical and Computer Engineering. The SEFE team plans to work with both the Colorado Center for Power Electronics and the Center for Environmental Technology to perform research and development related to the physics and engineering of the Harmony III system.
“We are pleased to have the privilege of working with some of the top atmospheric scientists in the world through the University of Colorado,” stated Michael Hurowitz, SEFE’s Director of Engineering. “The university will be a critical partner in perfecting SEFE's core technology and further developing the key aspects of the Harmony III platform.”
http://www.businesswire.com/news/home/20120516005531/en/SEFE-Pursuing-Relationship-University-Colorado
It seems there are different levels of “partnerships” at CU according to their website!
When pursuing this so called “partnership” with the University of Colorado’s Department of Electrical and Computer Engineering. The first step is to give them cash like everyone else and depending how much you ‘give’ grants different levels of the departments benefits. The name UC calls these so called “partners” are sponsors. If this be the case, why would any professional corporation word-spin the name from sponsor to partner and announce it prematurely? The good news for becoming a sponsor is most likely it’s a tax write-off. But, ask your tax professional before you give.
http://ecee.colorado.edu/copec/sponsorships.php
CoPEC education and research programs focus on a combination of power electronics, analog and mixed-signal IC design. CoPEC industrial sponsors include system, semiconductor and power supply companies interested in advancing the state-of-the-art in a wide range of power management applications.
Our capabilities include a modern laboratory for prototyping and experimentation with switched-mode power converters, FPGA and DSP development systems, as well as workstations running a complete set of front-to-back CAD tools for mixed-signal IC design. Our students gain experience through a rigorous set of power electronics, analog and mixed-signal IC design courses, as well as a hands-on power electronics and photovoltaic systems laboratory course and research projects.
CoPEC offers two sponsorship levels: Full and Associate. For all members, the sponsorship benefits include:
• Access to CoPEC research results and education materials through a secure web site, contacts with CoPEC faculty and students, and a CoPEC annual meeting
• Access to CoPEC students through CoPEC internship and placement programs
• Continuing education, including short courses at reduced fees
• Technology transfer and access to IP generated through CoPEC projects
In addition to these benefits, Full members participate in jointly defined and directed research projects.
If you are interested in joining CoPEC, please contact one of the CoPEC faculty.
I’m sure UC can’t wait for the money to roll into this department too just like the last big deal they did with their golf program and interestingly the same sponsor/donor/investors name just keeps popping up, Steve Kerr. Mr. Kerr’s is also a large bridge lender and affiliate stockholder of SEFE INC.
CU's future ties with Colorado National Golf Club in question following Kerr's indictment
CU-Boulder: Too early to discuss returning gifts to indicted donor
By Brittany Anas For Hometown Weekly
Posted: 02/16/2012 10:11:03 AM MST
Former University of Colorado golfer Stephen Kerr -- who has been indicted on tax evasion charges after federal officials say he concealed millions of dollars in assets in Swiss bank accounts -- has been a big-time donor to the CU athletics program.
Kerr was among the 2005 founding members of the "Buff Club Cabinet," an upper echelon of donors who pledge to give at least $25,000 to CU's Athletic Department every year for at least three years. But Kerr switched his priorities from giving through the Buff Club Cabinet to investing in the Colorado National Golf Club in Erie, the home course for CU's golf teams.
"He had been what we'd consider a significant donor," said Athletic Director Mike Bohn. "He was in our original group but lowered his giving to help with the golf course."
The future of ties between CU's golf teams and the Colorado National Golf Club, owned by Kerr, are unclear. The course was purchased with money from off-shore accounts, according to the indictment.
Kerr bought the Vista Ridge Golf Club and signed a licensing agreement with CU to serve as its home course, reopening it as the Colorado National Golf Club in spring 2009.
"We anticipate our operations to continue as they have in the past -- and with the current licensing agreement with the golf course," Bohn said. "It's very early, and we'll see how it plays out. We'll continue as normal until further notice."
The agreement between CU and the golf course is in effect through 2038 and provides unlimited golf rounds to CU men's and women's golf teams. The club also agreed to build and maintain indoor teaching and office space to be exclusively used by CU's golf programs. And the club designates a portion of the practice driving range for exclusive use by CU's golf teams, according to the agreement.
Kerr, who also owns Fox Hill Country Club in Longmont and a business in Phoenix, has been charged with conspiracy to defraud the IRS by concealing millions of dollars in Swiss accounts, according to the Justice Department. He also faces charges of filing false income tax returns for 2007 and 2008 and failing to file reports of foreign bank and financial accounts for those years.
Joy Bertrand, an Arizona attorney representing Michael Quiel, a co-defendant, said she doubts a trial date will be set for any earlier than spring 2013, especially given the complex nature of the case.
Kerr's attorney didn't return calls on Wednesday.
Kerr's donations were processed by the CU Foundation, the university's private fundraising arm.
Jeremy Simon, a spokesman for the CU Foundation, confirmed that Kerr is not now a Buff Club Cabinet donor. He declined to reveal how much Kerr has donated to CU over time, citing donor confidentiality.
Bronson Hilliard, spokesman for the Boulder campus, said it's too early to say how CU will handle gifts from Kerr.
"Those donations he made were sufficiently in the past, and there isn't much we could do," he said. "I'm not aware if we've ever had money returned to a donor -- but what's important to realize is this individual accused of malfeasance hasn't been convicted. Any talk of returning gifts is very premature."
Kerr is free on personal recognizance, according to court documents. The orders of his release show that he's not allowed to leave the country or open any new financial accounts.
http://www.coloradohometownweekly.com/news/ci_19978956
Shannon C Kerr director of SEFE INC work history does not show CCN Worldwide, why?
FINRA records show Shannon C Kerr worked at CCN Worldwide which is the same venture capital firm mention in a recent indictment her father Stephen M Kerr used to hide more than $5.6 million in offshore accounts from the IRS in 2007. http://www.getirshelp.com/irsblog/3812/three-indicted-of-tax-evasion-using-ubs/
But, in the 10K filing dated 3/29/2012 ITEM 10 - DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE does not mention a word of this?
Shannon Kerr, Director: On July 16, 2010, the Registrant appointed Shannon Kerr as a director to fill a vacancy on its Board of Directors. Ms. Kerr is a principal and co-founder of Del Mar Capital Advisors, LLC, a full service corporate finance advisory firm started in 2008. From 2007 to 2008, she served as Director of Operations for the Private Equity Division of Regal Securities in Newport Beach, California. From 2005 until 2007, Ms. Kerr worked as President of Eleventy-One, Inc., a firm specializing in capital markets strategy for small businesses with aims of raising funding and/or going public.
10K filing dated 3/29/2012
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=8513627-920-211285&type=sect&TabIndex=2&companyid=668312&ppu=%252fdefault.aspx%253fcik%253d1321573
FINRA BrokerCheck® - Research Brokers, Brokerage Firms, Investment Adviser Representatives and Investment Adviser Firms
Shannon C Kerr
FINRA #5406292
http://www.finra.org/Investors/ToolsCalculators/BrokerCheck/index.htm
Work history
7/2005 – 7/2007 - CCN Worldwide - Scottsdale AZ
Did a little research on the phone number for the investor relations contact phone number @ SEFE: 949-295-7311 Justin Ackerman very interesting!!
http://finance.yahoo.com/news/sefe-inc-provides-operational-190000634.html
http://circlepad.com/anthonyzampino/Service_Industry
Ceader Creek Inn…a…server……….to…….Investor relations professional …….Cool….SEFE must have been one of those shovel ready jobs Obama was touting!
Shannon Kerr director of SEFE Inc is also the Trustee of The Buffs & Bruins Irrevocable Trust that purchased a golf course in Colorado with funds her father Stephen Kerr repatriated from undeclared Swiss bank accounts.
Shannon Kerr is mentioned on page 9 lines 19 & 20
Case 2:11-cr-02385-JAT Document 67 Filed 04/27/12 Page 1 of 15
http://www.scribd.com/doc/92592662/GOVERNMENT%E2%80%99S-MOTION-FOR-DETERMINATION-OF-CRIMEFRAUD-EXCEPTION
GOVERNMENT’S MOTION FOR DETERMINATION OF CRIME FRAUD EXCEPTION
Oh, isn’t this a shame, no protection for the fraudsters?……..Stephen Kerr and/or Michael Quiel are not protected by the attorney-client privilege because of the applicability of the crime-fraud exception. I wonder if Monica or Timothy from the tax department knows about Stephen Kerr's shares in SEFE?
Plaintiff, United States of America, through its undersigned counsel of record,
the United States Attorney for the District of Arizona, and the Tax Division of the
Department of Justice, hereby files its Motion For Determination of the Crime-Fraud
Exception to the attorney-client privilege (“Motion”) and respectfully moves the Court
for a determination that confidential oral communications between Christopher Rusch
and Stephen Kerr and/or Michael Quiel are not protected by the attorney-client privilege
because of the applicability of the crime-fraud exception. The motion is supported by
the below memorandum of points and authorities.
Monica B. Edelstein
Timothy J. Stockwell
Trial Attorneys Department of Justice, Tax Division
Two Renaissance Square
40 North Central Ave. Suite 1200
Phoenix, AZ 85004-4408
Monica.Edelstein@usdoj.gov
Timothy.J.Stockwell@usdoj.gov
FINRA why are they needed if they can’t regulate their own members? Seems these broker members are doing anything they want with or without FINRA’s ok….
SEFE INC - Stock symbol (SEFE)
Riverbend, LLC (Exhibit 1) was formed just two weeks ago and the registered agent is Nascent Group Inc. former SEFE INC CFO Patrick Deparini and one time Director of Nascent Wine Company, Inc (Exhibit 2). And Nascent is one of the companies mentioned in the Stephan M Kerr & Michael Quiel indictment (Exhibit 3 on page 9) where they were secretly hiding blocks of stock then selling it (Exhibit 4 & 5). Also, the Officers/manager name and address of Riverbend LLC is that of CRAIG GOODMAN who is a registered investment advisor with World Equity Group Inc a FINRA member and SEC Registered Investment Advisor Firm (Exhibit 6). This is also the same address and company where recently indicted Mark Nevdahl (Exhibit 14) is registered except Nevdahl is the General Securities Principal (Exhibit 7). This could only mean that Craig Goodman is acting on his firm’s approval at World Equity Group Inc or acting on his own and Nevdahl is too. Also, Timothy Swanson (Exhibit 8) another Investment Advisor that works for World Equity Group Inc. shares the same office address as Harold W Sciotto (Exhibit 9, 10, 11, and 12) who is one of the directors of SEFE Inc. Sciotto, owns a PR company called Westpac communications Inc an one of Westpac’s affiliate companies is QualityStocks.net (Exhibit 13). How can a licensed FINRA member share an office space with a PR company? Is there any compliance at all within FINRA or their members?
Apparently, rogue broker activity is condoned and customary business practice within the FINRA members and/or World Equity Group Inc…..!/?
Exhibit 1 http://nvsos.gov/sosentitysearch/PrintCorp.aspx?lx8nvq=LEPVyPV4cmbHpsGhmGYQbg%253d%253d
Exhibit 2 http://www.linkedin.com/pub/patrick-deparini/21/26/a65
Exhibit 3 Case 2:11-cr-02385-JAT Document 3 Filed 12/08/11 Page 1 of 18
Exhibit 4 http://www.justice.gov/tax/2012/txdv12136.htm
Exhibit 5 http://www.irs.gov/newsroom/article/0,,id=110092,00.html
Exhibit 6 http://financial-advisors.findthebest.com/l/191368/Craig-Goodman
Exhibit 7 http://financial-advisors.findthebest.com/l/191506/Mark-Nevdahl
Exhibit 8 http://financial-advisors.findthebest.com/l/97620/Timothy-Swanson
Exhibit 9 http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=GNQvA6DtpajPqcZ3NfOUxg%253d%253d
Exhibit 10 http://local.yahoo.com/info-28725047-westpac-communications-incorporated-scottsdale
Exhibit 11 http://start.cortera.com/company/research/k7n1kro4n/westpac-communications/
Exhibit 12 http://westpaccommunications.com contact us - tab
Exhibit 13 http://www.pinkinvesting.com/promotions/listall/NCTW/Nascent%20Wine%20Company,%20Inc./page-7 - promoter and compensation
Exhibit 14 http://www.sec.gov/litigation/litreleases/2011/lr22204.htm
Since Stephen M. Kerr’s background is in mergers, acquisitions and taking companies public. It would seem his involvement is more than just a mere Bridge lender and most probably a role of an affiliate with reporting requirements to follow under Rule 144/145. Being that, his daughter was at one time President, Secretary, Treasurer and Principal Financial Officer and now still remains one of the Registrant's Board of Directors. Plus, from research on Mr. Kerr he doesn’t believe in filing anything in his name and does not play by any required rules according to the indictment. The only reason he was caught on anything was ONLY because of the UBS off shore accounts and the IRS. Nothing really mentioned of how the stock moved from the issuers to the entities he controlled. It was just issued an then vanished without a single share with his name in it, not one single 144 or 145 filing, amazing don’t you think? How could anyone ever know how much stock he controls if the issuers look the other way, the opinion letters of the attorney (rule 144/145) are nonexistent and the transfer agent is intoxicated? If you try to figure out a single filing when Mr. Kerr sold under rule 144 or 145 good luck, it doesn’t exist. He’s a true master of deception. One would think public companies would be very transparent on these issues for the benefit of the stockholders. Unless, the company was created for this very purpose with all the parties involved!
This seems to be exactly (in a nut shell) what’s going on at SEFE INC with the stock that is being issued legend free.
U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 22352 / May 1, 2012
SEC v. Christel S. Scucci, et al., Case No. 6:12-646-ORL-37-KRS (M.D. Fla.)
http://www.sec.gov/litigation/litreleases/2012/lr22352.htm
SEC CHARGES ATTORNEY AND CLIENTS IN SCHEME TO UNLAWFULLY SELL BILLIONS OF PENNY-STOCK SHARES
You'll love this.....
MIDNIGHT CANDLE COMPANY stock transfer agent was at one time Holladay Stock Transfer, Inc., 2939 N. 67th Place, Suite C, Scottsdale, AZ 85251 before it switched to Island Stock Transfer in Florida and when you map Holliday’s address using Google-Earth it’s appears to be the same office complex where Stephen M Kerr office is located: 2925 North 67th Place Scottsdale, AZ 85251 and it not like Holladay Stock Transfer, Inc has never improperly removed a restrictive legend from a stock certificate. Exhibit: 14 http://www.sec.gov/litigation/admin/337519.txt Sharon M. Owen one of the majority owners of Holladay Stock Transfer was also convicted of a felony aggravated DUI TA-1/A filed 2008 Exhibit: 15 Form TA-1/A [PDF] Form TA-1/A also Google Earth Locations of:
Holladay Stock Transfer, Inc 2939 N. 67th Place, Suite C, Scottsdale, AZ 85251
Stephen M Kerr 2925 North 67th Place Scottsdale, AZ 85251
Harold Sciotto Westpac Communications Inc2927 North 67th Place Scottsdale, AZ 85251
All right next door to each other……
Stephen M Kerr is the owner of SERIO CAPITAL, LTD. and, SERIO CAPITAL LTD is one of the bridge lenders in SEFE INC. even though SERIO CAPITAL LTD is not named in the indictment he has. Mr. Kerr, according to the indictment, obtained shares of stock in a way to conceal his ownership. Then, he sold the shares through several brokerage accounts and hid the cash off shore. Then, brought the cash back to the U.S. and acquired golf courses in a tax attorney’s name. This guy is very organized and underhanded how could anyone trust him when his name is involved in anything? Well, there are exceptions……this management team does.
Bridge loan in Sefe Inc.:
Was made on June 25, 2010
SERIO CAPITAL, LTD.
Owner: Stephen M Kerr
Filed on: 05/26/2004
This link shows Stephen M Kerr is the registered owner of Serio Capital ltd.
Ex hibit4 http://www.nvannualreport.com/entities-DPC-SERIO-CAPITAL-LTD.aspx
Been doing a little DD on names and addresses and thought this was interesting, anyone care to shed some light!
So, MIDNIGHT CANDLE COMPANY “which is now called SEFE INC” had the same address in California where Michael Quiel was a broker……..interesting?
SEFE INC formerly
MIDNIGHT CANDLE COMPANY
(Address of principal executive offices - 79013 Bayside Court, Indo, California 92201)
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=5899581-707-52349&type=sect&TabIndex=2&companyid=668312&ppu=%252fdefault.aspx%253fcik%253d1321573
When you Map this address using Google-Earth it appears to be someone’s house. This is the address of principal executive offices of MIDNIGHT CANDLE COMPANY before it switched to Arizona. This address is also the exact same as 79013 Bayside Court, Bermuda Dunes, California 92201 which is also the location of;
Monaco Securities, Inc. ("Monaco"), formerly known as Desert Mountain
According to this NASD disciplinary action
http://www.sec.gov/litigation/admin/3439056.txt
This is also where Michael L Quiel was a broker and according to his own bio.
http://workface.com/e/michaellawrencequiel
http://michaellawrencequiel.com/
How clever!
Check it out for yourself and use one of these:
http://www.zipmap.net/California/Riverside_County/Bermuda_Dunes.htm
https://www.usps.com
http://maps.google.com
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