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Exemptions to Registration
The Act contains a few notable exemptions from registration for certain types of transactions:
Section (3)(a)(11) Intrastate Offerings. Offerings made exclusively to residents of a single state by a company both resident and doing business in that state are exempt from registration.
Section (3)(b) Administrative Authority. The Act gives S.E.C. authority to create exemptions for offerings up to $5,000,000 where it finds that registration "is not necessary in the public interest and for the protection of investors."
Section (4)(1) Exempts all transactions by any person who is not "an issuer, underwriter, or dealer." If not for this exemption, any shareholder of a company who simply wanted to sell their shares on the open market would have to register the sale.
Section (4)(2) Private Offerings. Transactions not involving a public offering (which is a term of art) are exempt from registration.
Section 4(6) Accredited Investors. Exempts offers and sales made solely to accredited investors.
Pursuant to S.E.C.'s (3)(b) authority, it has created several exemptions for limited offerings, the most important being:
Regulation A, for offerings up to $5,000,000 through a modified form of S.E.C. filing. 17 C.F.R. §§ 230.251 to 230.264.
Regulation D, containing two exemptions (Rule 504 and Rule 505) for offerings up to, respectively, $1,000,000 and $5,000,000. 17 C.F.R. §§ 230.501 to 230.508.
In addition, using its general rule-making authority, the S.E.C. has created the following other registration exemptions:
Rule 147, an intrastate offering exemption that is a regulatory alternative to the statutory Section 3(a)(11) exemption. 17 C.F.R. 230.147.
Rule 506, a private offering exemption that is a regulatory alternative to the Section 4(2) statutory exemption contained in the Act. 17 C.F.R. § 230.506. Rule 506 is technically part of Regulation D, 17 C.F.R. §§ 230.501 to 230.508, although the S.E.C.'s authority to promulgate Rule 506 is derived from its general rule-making authority rather than Section 3(b) of the 1933 Act. Rule 506 is the most frequently used of all registration exemptions. Notably, the National Securities Markets Improvement Act of 1996 declared that securities offered pursuant to Rule 506 are exempt from all state securities laws.
Rule 1001, an exemption for issuers exempt from state registration under California Corporations Code § 25102, or under any other similar state exemption approved by the S.E.C. 17 C.F.R. 230.1001.
I think you are a very confused little man, it is illegal to trade and have unregistered shares which essentially you are restricted from trading and can be prosecuted. Restricted shares are registered and aren't supposed to be traded until the such time it is allowed. So all shares have to be registered to have value, unregistered shares only have value until you are caught.
You bet your ass FFGO will produce!
The dates are past yet you don't really suggest what we are to do other than act like chicken little, "yes the sky could be falling for FFGO but we are in to the end".
Anyway, his information is already known.
I don't see where it says he was with the SEC in his bio.
FREDERICK C. BAUMAN ESQ.
http://www.lawrosen.com/Attorneys/Frederick-C-Bauman.shtml
I think this is the same person.
Lawyer Overview
Fred Bauman joined the leading Las Vegas firm of Rosenfeld & Rinato in 2009. Mr. Bauman is a corporate and securities attorney, representing both issuers and investors in public and private offerings. He has worked with companies from the venture capital stage through to seasoned issuers. Specific transaction types include IPOs, secondary offerings, Form S-1's, reverse mergers, Form 10's and PIPES. Mr. Bauman also has extensive experience in mergers, acquisitions and corporate governance. In addition he has extensive experience in securities, corporate finances, mergers and acquisitions, corporate secretarial, workouts, bankruptcies, litigation management, regulatory, consumer legal, real estate, intellectual property and employment laws. Broad based transactional practice has included general counsel position at public and private companies as well as law firm partnership.
Where do you get such info? From the imaginary world of Firelane?
We don't care if FFGO works out or not, we made our move and will live with it, good or bad. So you can like that or not!
If the company is finished after or if the stated events happen, why should it be a press releasing company? This company may be trying to finish on a positive note or rob everyone but don't bother commenting, we know your idea.
I don't need to read all of your posts about FFGO just the following summary "FFGO is scam", done. You could or are probably right but I have bet that you are wrong.
Obliviously, the events did not happen as the company said. Puppydotcom you have superior 20/20 hindsight.
There are always laws, written and unwritten, just how do we go about inforcing them on FFGO?
Same old anyway, next month(s).
I got the same email from FFGO so not (supposed) Ordinarydud.
Great, hope things continue in a positive direction! His news was old, did I say something widely know?
Microchub's report from 2006, old news! Hi Vianna, so 9 on the bid is good?
Such a high ratio and it isn't at no bid yet? Hmmmm? Why are trying to make logical statements when what we are seeing isn't quite logical?
Can you just update us with "ditto" if there is no change? Since so far all you have to do is just cut and paste, it would save time opening your posts when there is really nothing new to report from the WSOS.
Fine I won't ask. Just getting tired of the same old reports from you and all other sides. There is someone at the FFGO and I am curious as to who it is.
Does he own shares? ..I. You, don't get it?
Hey Firelane why do .I.. you care?
If you check Gertrude's alias, it was booted.
I don't understand how you can have 300,000,000 sells and 3,000,000 buys and the pps stays 0.0002, any help?
A R/S with the idea that the company is done?
Glad to have you back V, wishes for a fast recovery!!
I emailed Peter what Rally Cry wrote earlier. I guess Rally Cry didn't think anyone was responding.
V, great to have you back.
Thanks Chas, maybe the caller that sold out because of his conversation with the TA didn't tell us everthing that was said during the call. Best to be polite I think.
He said he was trying to see if his email response was automatic or copy and reply. If he gets no response, there is a live person answering.
Hey meflower, so many sells and the pps is still holding at 0.0002?
I have heard the TAs are angered by the number of calls.
The glass is half full, the hunting Eagle is diving before soaring into the sky!!! Go BEHL!!!
Fireline, can you please re-cap.
This 8k leaves me with the feeling my backside is going to be sore in the tomorrow.
fortfinancegroup.com domain name expired on 2009-05-05. Has anyone tried calling the phone numbers?
Sorry, I think you have it wrong. Moneyworx, Inc no longer exists. The current Moneyworx is on trial.
Fortress Financial Group, Inc. (PINKSHEETS: FFGO) confirms that it has acquired the entire outstanding stock in Moneyworx, Inc.
Moneyworx, Inc. is a reseller of USA Domestic and International MasterCard Debit Cards. It is intended to utilize their expertise and experience in the launch of the Company's own "Fortress" branded International Debit Card, this year. The Company will focus its energies on cardholder acquisition, through an extensive marketing campaign and the use of Internet Marketing technologies.
The Company acquired the outstanding shares of Moneyworx, Inc. Common Stock through the issue of Fortress Financial Group, Inc. restricted shares of Common Stock.
Alan Santini, the Chief Executive Officer of Fortress Financial Group, Inc. commented that "he was confident that stockholders would be able to get a far better idea as to Company's business and its future plans; with the Company's Corporate web site nearing completion." The Company's Management has spent extensive time in ensuring that the new web site contains exhaustive information on the Company. He expected the site to go "live" very shortly.
So you can tie Moneyworx,Inc. to the below?
Report: Moneyworx Franchising, Moneyworx Corp, Moneyworx Finacial Services.
Category: Financial Services
Moneyworx Franchising, Moneyworx Corp, MoneFranchising, Moneyworx Finacial Services. ripoff, deceptive, theiving, conmen, dishonorable, lowlife, sopranos, lying Tampa Florida
Read how Ripoff Report saves consumers millions.
Rebuttal Box
Respond to this report!
Are you an owner, employee or ex-employee with either negative or positive information about the company or individual, or can you provide "insider information" on this company?
Victim of this person/company?
Are you also a victim of the same company or individual? Want Justice? File a Rip-off Report, help other consumers to be educated and don´t let them get away with it!
Moneyworx Franchising, Moneyworx Corp, Moneyworx Finacial Services.
Phone: 813-865 1100
Fax: 813-865 0050
13938 W. Hillsborough Ave
Tampa, Florida, 33635
Report: Moneyworx Franchising, Moneyworx Corp, Moneyworx Finacial Services.
Category: Financial Services
Moneyworx Franchising, Moneyworx Corp, MoneFranchising, Moneyworx Finacial Services. ripoff, deceptive, theiving, conmen, dishonorable, lowlife, sopranos, lying Tampa Florida
Read how Ripoff Report saves consumers millions.
Rebuttal Box
Respond to this report!
Are you an owner, employee or ex-employee with either negative or positive information about the company or individual, or can you provide "insider information" on this company?
Victim of this person/company?
Are you also a victim of the same company or individual? Want Justice? File a Rip-off Report, help other consumers to be educated and don´t let them get away with it!
Moneyworx Franchising, Moneyworx Corp, Moneyworx Finacial Services.
Phone: 813-865 1100
Fax: 813-865 0050
13938 W. Hillsborough Ave
Tampa, Florida, 33635