Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Who needs accuracy when fanciful conspiracies and *spiteful* trades can make up a great fictional story.
Really?
Transfer Agent and Registrar Records
The basic function of the transfer agent is to maintain accurate records of shareholders and of creditors holding registered debt securities. The registrar must maintain accurate records of the number of shares authorized and outstanding, and the amount of debt actually owed and represented by debt securities. The SEC's rules seek to ensure the accuracy of securityholder records and require that there be an accurate posting to keep the records current. The minimum records that must be kept are the "master securityholder file," representing the stockholder ledger on which the transfer agent records the "certificate detail" for each security and the "control book," kept by the registrar, which shows the total number of shares authorized and outstanding on the principal dollar amount of debt authorized and issued. Should an overissue of equity securities occur, the issue will be absolutely void and cannot be validated. The remedy of a holder of an overissued security against the issuer is limited to compelling the purchase of an identical security in the open market, or to demand the payment of damages. The holder of an overissued security may also claim that the transfer agent or registrar breached the warranty that the security is genuine and that there are reasonable grounds to believe that the security was within the amount the issuer is authorized to issue. The transfer agent is obligated to “buy·in” such securities arises when a record difference remains unreconciled for a period of thirty days from its discovery and is imposed on the transfer agent that actually caused the overissue.
And they are irrelevant here why? The systems are the same regardless of fraud right? A NOBO/OBO list still requires BD responses right? A Stock Ledger will still identify only those shares issued by the company correct? that Ledger will show most shares reside at DTCC under Cede and Co. and therefore irrelevant in identifying individual shareholders. If ex-clearing is the supposed location of the FTD's (as they clearly are not showing on the books of the DTCC), which one of these DTCC based actions is supposed to uncover them?
Feel free to discuss the options with specific details. I am curious as to where the shareholder mindset and understanding of systems is.
Approaches to reform of the current OBO/NOBO framework range from minor incremental changes to a comprehensive overhaul. Any reform must advance the goal of operational reliability — or at least not appear to further impair the reliability of the current framework. One important question of course is the degree of reliability of the current framework, which is the subject of some debate. There is no systematically gathered information regarding reliability. Broadridge and intermediaries express the view that reliability is high. There is some anecdotal evidence of breakdowns in reliability, including NYSE examination results and the 2008 under-reporting by Broadridge of withheld votes for certain directors of Yahoo.
This is the shareholder list:
1) OBO Inaccurate
2) NOBO Inaccurate
3) SPR (Securities Position Report) most are cede and co.
4) SRP (Share Range Report)
5) TA transaction Journal since Feb 2010 Why? Is the claim now that the TA records are bogus? if so doesn't that make the Journal bogus?
6) Company Stock Transfer Ledger How does this identify the elusive NSS?
and ideally
7) Blue Sheets from FINRA
8) Broker records Like a judge will rule in favor of that.
Now I ask, to get a shareholder account, isn't it about getting a single day snapshot otherwise you get shares held by Joe pumper who sold and is no longer a shareholder.
yes they are. Too bad none actually walk thru any process.
I would have a great deal more respect for these shareholders if they actually researched the market and understood how it works before they get on this soapbox. It takes hard work and research, not just whining that gets respect and thus results.
The system is not set up to do what they ask based on the claims they are making. They don't see that because they don't want to spend the time to learn. That is in part why they lost money - chase dreams without understanding the environment.
I know of one company that went thru a special stock dividend that was mailed directly to the shareholder. Not everybody received the dividend. It proved their were problems but it did not prove magnitude.
I know of another that thought there was a 10 figure FTD and yet the share count never reached the O/S issued. Because of the large number of participants, and without getting above the O/S, it was impossible to claim the FTD's exceeded the O/S.
But in both these cases, it required the company and/or the shareholders to act.
exactly. I was trying to lay all that out as such.
Broker-Dealers would not be ordered to do this by a court as there is no "defendant" or accused in this. Because the claim is that the Brokers are lying, why would anybody believe what they send anyway.
This then leaves this issue up to shareholders which I have said all along and would require that everybody participate - which won't happen.
Since the claim is the elusive non-reported shares, no market based system will show them so you have to rely on the good old fashioned account statement accounting methods.
While you may not get an totally accurate assessment out there, it would highlight a problem if you saw account statements that vastly exceeded O/S. If the statements received do not equal O/S shareholders lose.
No court is about to start issuing subpoena's to every BD out there. There is no legal cause to do so.
If a stock is trading it is near impossible to get data that is fluid daily without assurance that everybody reporting data reports for the exact same time after close. That is why it is best to be done during a trade halt and after all settlements are complete.
Since NOBO/OBO are likewise inaccurate in a fluid market and the "ex-clearing" hidden shares would be hidden from NOBO/OBO, you can't trust that. so....
If there are phantom shares in excess of Issued and Outstanding that shareholders are trying to prove, it requires account statements that prove share ownership in an account. That requires a law firm to operate as a trustee to this info and would require individual shareholders to fax in account statements that can be verified for authenticity showing the shares owned. Regardless of clearing issues or anything else, this is absolute. why you need to have the stock halted is that this takes a huge amount of time and will be entirely dependent on people reporting them in (highly unlikely),
Other than that, how else do you locate shares outside the system?
What is the issue you are trying to solve/prove and then match that up as to how the "normal" system works and see if what you intend to prove would be accomplished via natural channels. They generally don't when you are claiming fraud is taking place.
I saw all this BS on the SPNG longboard about how to get a share count. Funny thing is, it will not work the way they intend.
The Issued and outstanding as declared by the TA is already known so seeking out some declaration from them is moot. The TA has reported an O/S to the SEC.
now, to find out what is the number of shares in the market is a different animal and the "experts" they called upon are quite wrong in how to do this. The NOBO/OBO is not intended to be accurate to the levels intended. In a fluid market with 3-day settlement there is an automatic level of uncertainty that can not be quantified. Unless everyone reporting in is doing so at an exact time the trading itself will make the numbers inaccurate. If all reporting firms do not report on the exact snapshot in time you get errors.
The only way to get a full and accurate assessment of share count is to have account statements provided in a period beyond the date in which trading has stopped. After all, if a broker is hiding fails ex-clearing, would those same shares these firms are desperately hiding show up in a NOBO/OBO?
Not exactly rocket science.
The difficulty here is that you all ASSUME that this share count issue has not been undertaken without a finding of wrongdoing.
I will ask again:
1. What proof do you have that the SEC has not already looked into your allegations?
2. What would you shareholders require as proof that no market fraud had taken place?
3. Since the SEC has a standing policy of non-disclosure to on-going investigations, why would they break that here?
The most recent memo to the courts by Arun and his foolish sidekicks make not only laughable slanderous attacks on me but likewise make unproven assumptions about what has or has not been done by the regulators. The only convincing way that any shareholders will be satisfied at the results is for them to undertake this action so that there are no threats of conspiracy when teh results show that they were wrong. Understandably none want to take on this task because of a fear of the potential results.
Imagine calling the SEC inept and corrupt and then demanding that they investigate the share count.
I am just as thankful that the typical promoters have not invaded this board.
This has definitely been a difficult process to push forward. I sometimes wondered whether it would not be better to simply sue the violators but I can understand the legal expense that comes with that option as well.
been long the stock for many years and was just waiting for these days to come. I have a rather large position so a nice financial agreement would treat me very nicely.
with the latest Patent news the only next logical step is some financial deal being made with the violators of the patent. Based on the stock movement it would appear others think so as well.
The first gentleman is a septuagenarian attorney, the ex-General Counsel of a company that was similarly attacked by dark forces on wall street, a Carleton-Fiske scholar from the Columbia School of Law. This gentleman had an impeccable record of practicing law till 2008 when the very same SEC wrongly accused him and his company's CEO in its drastic and draconian attempt to protect the naked short interests in yet another SPNG-like saga that lasted from 2004 to 2008.
Lock or no lock, 33,000 shares in volume is a losing proposition.
how is Graham? When can we expect a filing that shows some real revenues (hopefully audited by a real company)?
if the financials are not completed they do not have all the information they requested. FWIW...I know of another company who made the same claim more than 6 months ago. Guess what, they are still trading on the Gray's and there is no PROOF of delivery similar to here at ZLUS.
the IR can say anything they want in private as it is a he said - she said issue. Lets see ZLUS put in writing that the SEC has received everything they requested and are satisfied. Oh, as for FINRA, who is the MM that filed the 15c-211 and how does anybody know this? FINRA only deals with member firms not companies. They wouldn't give ZLUS the time of day.
I have not followed what has happened in any recent months, but I know the NY Post settled out on behalf of its journalists, leaving Patch and his friend as the hanging threads against whom actions are still pending.
It is up to FINRA? Really?
As far as I know, the new wells are still being worked on; the well in Louisiana that is flowing oil as we speak, is being worked on, and the financials and other information requested is being worked on.
want to guess on co-writers?
How are we today?
If you notice, I was not commenting on the company or future revenues, I was merely correcting the comments regarding past losses. Kind of a stickler for accuracy.
Interesting discussion on the SPNG-Long board regarding Weiner and E-Trade. Somehow E-Trade is being portrayed by some as being guilty of wrongdoing. I guess these people just don't understand that their actions SAVED $1.6 Million from going into the hands of the crooks.
1. ETRADE is responsible under Anti-Money Laundering to review suspicious activity. Their actions follow this requirement.
2. Weiner created two accounts and split up the shares into the accounts. It is clear that questions were raised about the two accounts initially and Weiner made claims about his intent on holding those shares. He didn't so they responded.
3. The assets were frozen based on the SEC actions taken. ETRADE prohibited Weiner from taking out the funds because of concerns of fraud raised by the SEC.
4. Why didn't ETRADE just track the trades? Because they don't do that. ETRADE doesn't have the authority to see who bought or sold from other brokers and they don't have the authority to pay back funds to those people. They had not even had a legal action taken that allowed them to keep the money from Weiner.
ETRADE acted in the best interests of the shareholders and yet they still don't get it. amazing. shareholders shout from the roof tops "conspiracy" and yet when somebody steps in to protect them (SEC, DOJ, ETRADE, etc...) they all appear to shoot the messenger.
So are you saying that the company is selective on who they respond to? Does that in itself generate cause for concern?
Not implying that at all.
In the year ended 2009 the company had a net loss of over $4.8 million. For the year ended 2010 the company had reduced their ANNUAL losses to $2.3 million. This is based on an annual basis. For tax purposes, these two years add up to $7.1 million in losses. Revenues, in itself, do not reduce losses until such time as you are positive cash flow and thus use your losses for tax discounts.
for 2010 the company had slightly more than $5.4 million in sales and spent over $7.7 Million to generate these revenues - that is called a $2.3 Million annual loss.
Not sure you offset anything from prior years until you are profitable. But then, I am only using industry standards.
failed to mention that they have historically generated close to that over $10 million amount to offset those incurred losses.
sure he would. Weiner filed that before the proverbial shit hit the fan (i.e. arrests).
Is it your opinion that these sales - originated thru RME - were perfectly legal?
are they involved? do you know which one(s) or are you simply generalizing? we certainly know that PIKE was involved and all they did was generate false hype.
Interesting. Weiner opens the accounts in August 2009 and is trying to dump all these shares just before the trade suspension. I wonder who else was doing the same.
Me thinks Myron will some explaining to do one day. Just not yet.
The $1.6 Million. Creditors or shareholders?
furth, soapy and others might get theirs later. Really not sure what the play is there.
As for mosko, they can't deny him from doing anything until he is convicted of something. being accused can create certain bail conditions but such conditions can not be to deny you the right to earn pay to eat.
we can only hope the feds speed up this legal process some.
Just checking back in and I see that NONE of the necessary late filings have been submitted. That is interesting. The next period delinquent was a quarter in which the company was nearing bankruptcy and had no sales to speak of. How hard can it be to publish financials for a quarter like that? It has been a month since the suspension and several months since the last filing. Rainbolt said ZLUS would be up to date in filings by now and yet here we are no better off than when he left.
BTW...any news on the oil production? Is the weather still an impact? Or could it be that putting out pumping PR's is useless when the stock trades at these levels so why bother?
The issue originates with the simple question of "why did you invest in this company to begin with?".
What I read, and how I was introduced to Spongetech was that this was going to be the MOASS. Investors believed in the initial pump (MOASS) and despite all the evidence that this may never have been a reality, they stick to that initial pitch.
There was an individual here who ADMITTED to lying to investors to keep them as investors. He was fully aware that what the company was saying/doing was bogus. He, along with Doug Furth and a few others kept up that promotion to better themselves. Furth even paid a promoter shares to pump the stock. That has NOTHING to do with NSS.
Today, investors continue to pound the table demanding a share count. None know whether one actually took place, they just demand it happen because....I have asked many times how they know one hasn't been done and they never have an answer. I have asked before what level of information would satisfy them and they never have an answer. If the SEC and DOJ are so corrupt, who exactly do they want to conduct this audit that they would believe? Again, no answer.
I have been accused of calling SPNG dumb or lacking intelligence and yet, I have yet to hear a solid plan out of any of them. We want, we want, we want...is hardly a plan. None use the laws of this country and the tools before them to get what they want. instead they ALL want somebody else to do it for them and...the ones they demand it from are the very ones they claim are part of the conspiracy. Doesn't sound like intelligence to me, it sounds like lazy ignorance.
You want a share count because you deserve it, hire a lawyer and do what CMKX did. Funny thing is, after all they did, the result was vastly different from expectation. The results proved to the end that the MOASS was a pipe dream and the shares in the system were illegal shares issued by the people the SEC and DOJ went after.
There can be companies targeted and abused the same way companies can be targeted to pump but SPNG was not one of them. The actions of Moskowitz since being caught prove it even more. The man is a pathological liar.
But as the company was selling these unregistered shares into the markets and taking huge profits along the way, they likewise created a conspiracy of NSS to hide their illegal acts. Now that the truth has surfaced, some still believe in the conspiracy created by the crooks.
sometimes a con is just a con and the acts of the con artist is all there is. I suppose the brokers have negotiated a trillion dollar settlement on this one as they did with the infamous fake mining company. and the SEC is sitting on it because....
So how is that other dilution machine (ZLUS) doing?
Sorry, shareholders can pursue this regardless. they are not doing so because they want to put their burdens on others. In reality, creditors and not shareholders dictate what money is to be spent and for what and silverman already told shareholders to hire your own atty.
don't worry, not many did. The total dollar value of stock traded today was.....something close to a whopping $1000.00
as for a 500% rise, it is still below the last trade before the suspension and still in trip-zeroes.
The rules have changed and as part of those rules comes transparency. The list now shows you transparency that can be analyzed.
I am not sure what the ‘months and months’ period you are referring to but I do know that fails did occur at a time when the company was dumping paper and based on the way the numbers went, you could see how the clearing was taking place. Remember, the reported FTD’s on a given day are for new and aged fails under any type of circumstance. The 13 days does not apply to all fails, it only applies to the fails originated 13-trade days prior.
When paper hits the street, it is sold as if it were an electronic share but the settlement takes longer because the paper has to go thru the TA to be broken up and delivered to Cede and Co. This takes more time and results in settlement delays.
As for not being enforced, I believe in many cases they are. The raiding of a stock with massive fails that last months/years is over. Any type effort like that will now has to take place in a much shorter window to go undetected. FTD’s over 13 days are automatically flagged to regulators and their enforcement logs show you the results.
Is it a perfect world - no. Is it better than it was in 2000 relative to these issues - yes.
for all those that want to trash me here on my position recognize, 2011 is not 2000. Reg SHO did not exist on 2000. Reporting of FTD's did not exist in 2000. The fact that buy-ins are now mandatory to cover when in years past a fail could last a year is improvement.
What we have today is a better opportunity to research the issues behind the scenes and you must take advantage of that. Personally, while i think some issues remain, I can not deny that progress has been achieved by hard work. To deny that change is made is to simply excuse fraud at a corporate level.