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You can argue you all you want, you were provided with the Nevada statute. Call the company's SEC counsel, maybe between attorneys you'll understand the law.
NRS 78.105 Maintenance of records at principal office or with custodian of records; inspection and copying of records; civil liability; penalties.
1. A corporation shall keep a copy of the following records at its principal office or with its custodian of records whose name and street address are available at the corporation’s registered office:
(a) A copy certified by the Secretary of State of its articles of incorporation, and all amendments thereto;
(b) A copy certified by an officer of the corporation of its bylaws and all amendments thereto; and
(c) A stock ledger or a duplicate stock ledger, revised annually not later than 60 days after the date by which an annual list is required to be filed pursuant to NRS 78.150, containing the names, alphabetically arranged, of all persons who are stockholders of record of the corporation, showing their places of residence, if known, and the number of shares held by them respectively.
2. Any person who has been a stockholder of record of a corporation for at least 6 months immediately preceding the demand, or any person holding, or thereunto authorized in writing by the holders of, at least 5 percent of all of its outstanding shares, upon at least 5 days’ written demand is entitled to inspect in person or by agent or attorney, during usual business hours, the records required by subsection 1 and make copies therefrom. Holders of voting trust certificates representing shares of the corporation must be regarded as stockholders for the purpose of this subsection. If the records required by subsection 1 are kept outside of this State, a stockholder or other person entitled to inspect those records may serve a demand to inspect the records upon the corporation’s registered agent. Upon such a request, the corporation shall send copies of the requested records, either in paper or electronic form, to the stockholder or other person entitled to inspect the requested records within 10 business days after service of the request upon the registered agent. Every corporation that neglects or refuses to keep the records required by subsection 1 open for inspection, as required in this subsection, shall forfeit to the State the sum of $25 for every day of such neglect or refusal.
3. If any corporation willfully neglects or refuses to make any proper entry in the stock ledger or duplicate copy thereof, or neglects or refuses to permit an inspection of the records required by subsection 1 upon demand by a person entitled to inspect them, or refuses to permit copies to be made therefrom, as provided in subsection 2, the corporation is liable to the person injured for all damages resulting to the person therefrom.
4. In every instance where an attorney or other agent of the stockholder seeks the right of inspection, the demand must be accompanied by a power of attorney signed by the stockholder authorizing the attorney or other agent to inspect on behalf of the stockholder.
5. The right to copy records under subsection 2 includes, if reasonable, the right to make copies by photographic, xerographic or other means.
6. The corporation may impose a reasonable charge to recover the costs of labor and materials and the cost of copies of any records provided to the stockholder.
[80:177:1925; A 1951, 332]—(NRS A 1959, 29; 1963, 217; 1965, 978; 1991, 1214; 1997, 697; 2003, 3082; 2007, 2642; 2015, 1279, 3219)
Where's the GAG order? Its called the law and you have to prove who you are, not a wanna be shareholder but an actual shareholder to get this info.
I suggest you go back a year to this board and takes a look at all of the prof of success Mrs. Yarde has had. Pointing to a companies revoked registration doesn't tell any story. Losing $8m in funding after taking in $14m in sales, , because during the first Obama election the markets crashed and thousands of companies relying on funding for manacturing and build funding went out of business. All of their partners reduced their workforce. Y 20% and cut luxury premium programs. That's called DD.
The company didn't pay any fee's to its investment banker. Thats a talking point that has been put forth since the beginning to try to discredit the company by making it appear that they have to pay to play and that no legitimate banker would give them the time of day. I urged the company to release their 3 contracts publicly, but they said they were not allowed to under the terms of their agreements other than to disclose and outline the agreements in the Q during which they contracted with them. This fallacy that they have to pay to play is typical OTC banter, but thats not the case here. If some of you didn't abuse the privilege of calling and emailing Lorraine so much, she may have explained it in more detail to you. Now, we all have to wait for the next update, Q or 8K.
How about the $10 trade you focus on at .006 to establish a new low trade for the converters? It goes both ways, doesn't it?
NRS 78.105
Its not a gag, its a law.
NRS 78.105
Thats right, not entitled to.
I'm with you on that.
You guys can worry about counting stock. I'm looking for positive progress.
Actually under FINRA and SEC disclosure rules that is considered a disclosure since the company controls the posting of that information. So as much as you may want it to be incorrect, it's accurate as to the date. Also, especially to Veronica, just a heads up, it is against the law for a Nevada transfer agent to release any stock information to any shareholder without first proving you hold more than 10% of the outstanding shares. See Nevada Statutes. i assume the new transfer agent will also abide. Y the statutes. Enormous efforts here just to try to disprove a posters position. Actually quite appalling
No. that comes directly from OTC markets verified company information. Even says verified with a specific date.
Wow, so transparent as if to prove a point. Someone hit the bid. LOL
Actually, no more than 540K shares were ever bought over $1. Most were bought and traded under .10, especially considering the float grew from 740K to 4.1 over the last 3 months, and the buys were well below .25. But hey, whomever want shares you have to now pay for them, because it doesn't seem like anyone is selling, no matter what their basis is. No trading right now is good for the long term, we can see the dynamics here unfolding.
Then with 4.1M shares in the float, why isn't anyone selling? Surely there are many free trading shares out there that sellers are willing to sell at a price, and we aren't seeing any bid hits normally associated with converters. Guess if anyone wants shares, they will have to now buy them from actual holders.
Yes, I am disgusted with toxic financing. I am actually with you on that. But I have been in this stock long before it was even public, so I am stuck here. Some are here for the long haul because they either like the company, like the technology, like the markets or just likes something, especially making money - which we all know is risky on OTC. Unlike national exchanges, so much underhanded crap goes on that sometimes we lose focus that there are some real companies, with real technologies, with real opportunities. Yea, there are a lot of OTC companies that can only first attract toxic debt, because its easy to get but then they grow up or die.
Over exuberance and tremendous opposition is interwoven on this board between members that go back much further than when this company went public. Proving, disproving, its all a wasted effort if you don't keep your ears to the ground and your eyes wide open. Thats hard to do when you have such polarization on this board, which has now garnered one of the worst reputations on IHUB. Scaring, pumping, shocking, lying, whatever it takes, its all here, and unfortunately, looking around, I don't see it will get better any time soon. That hurts those of us who own stock and believe in this. Others don't have to agree at all and never buy stock. Thats their choice.
I have to wait but others don't. I am curious what the company is doing and I guess we will find out soon.
Yes, we all heard of Josh, but I think we should know the mechanics of how it works, instead of speculating here........and I am pretty sure you understand that process very well, so links are nice, but would like to hear you say explain it.......
Walk us through the toxic conversion process between the note holder, the note holders attorney, the broker, who submits the request to whom, the verification process and the delivery process, and how much time does that usually take......I am so curious to see if what I think is what you know. Thanks.
So the home viewing audience understands, can you explain to them the process a toxic converter's first steps on converting toxic debt into stock, what must happen first, second third and last? I think once the home viewing audience understands the mechanics and timelines, it would shed a lot of light on whats been going on......and justify some of the numbers everyone saw a few weeks ago......and now.
Actually, here it is:
FAILURE TO DELIVER From SEC Website
To address abusive “naked” short selling in equity securities, the SEC announced on October 14, 2008, that it was adopting a rule requiring that self-clearing broker dealers deliver securities by settlement date, or if the participants have not delivered shares by settlement date, immediately purchase or borrow securities to close out the fail to deliver position by no later than the beginning of regular trading hours on the settlement day following the day the participant incurred the fail to deliver position.
A participant that does not comply with this close-out requirement will not be able to short sell the security either for itself or for the account of any customer, unless it has previously arranged to borrow or borrowed the security, until the fail to deliver position is closed out. This Rule has now been adopted permanently by the SEC and is known as SEC Rule 204.
Decide for yourselves and do the math......IMHO way too much stock was "sold" possibly before the brokers had them to sell. Everyone knows this game.
Actually V, maybe you can explain what a Failure to Deliver" means in stock talk. I am sure the whole board would be interested. Just describe it and let the members draw their own conclusions.
It amazes me watching everyone speculate as if they actually know what is going on, and quite frankly, none of us do. The speculation is comical at times especially when some are trying to interpret what they see in the stock somehow translates to what the company is doing behind the scenes. WOW, 14K shares traded - toxics aren't laying in wait, thats a fallacy. If they have stock, they convert the crap out of it, and sell it just like we saw a few weeks ago. You can keep flipping the viewpoint, either its a tremendous stock dump, or they are waiting to maximize their returns, both are BS, the trading doesn't show that. In fact, Cheeky's numbers on the trade volume speaks loudly to his position. Look at that spread........11 cents or about 400%. Thats called shorts trying to hold it down when in fact there are bids in place much higher than what is being shown by the MM's.
Without any actual disclosures by the company (the lack of which cannot be read into) you are flying on a puff of air...... The company has filed disclosures according to SEC disclosure rules, meaning what the SEC deems material. The company has lawyers, auditors and other professionals including bankers advising them. Evidently, they don't want them playing this OTC/PINK game where releases are used to pump and dump a stock. If thats what you are waiting for, better move on. Certain speculation here, if true, requires an 8K filing, maybe several. I don't see any. That is the only fact you can rely on. Then if you want to consider the actual selling seems to have stopped, you can take that into consideration as well. Who knows, buts it entertaining to see the brother/sister team trying to do what they can here.
9100 shares sold at .10 and .0931 by CDEL while showing only 6,000 shares on ASK, only moved down by 1000 shares....and you still think they aren't shorting?
I have been around long enough to know that if you develop and manufacture a technology product (other than software) you need a ton of loot. $20-$50M easily over the first 2-3 years. Its not an easy business to start and harder to introduce innovative products into a market with existing products. It takes time, both from a revenue generating standpoint, as well as an administrative standpoint. Looks like they just hired a former patent examiner and I am hoping that signals an increase in future IP as well as finally some enforcement of existing IP. The company they acquired has a former IBM exec at its head, so while these are all baby steps, they seem to be good baby steps. I believe they already have the $1M lined up, but are going to time paying off the balance of the notes when certain other events occur, such as hitting that 1M share float, another acquisition, etc...... Almost seems to be timed with a Sept.- Oct. timeframe. I am hoping Q3 will be explosive since everything the company is doing now will be in that Q and further hoping thats the disclosure we find out more about a possible uplift. Hopefully by that time, they would have completed their acquisitions and have a financially stronger company. I am speculating at best, but I am hoping that this is the plan, or something like it.
LOL, and if the "other" company increased the issued and outstanding shares to that of SMME, its market cap would be....lets see, 197,000,000 issued and outstanding shares times .15 is $29,550,000, a "little" bit more than SMME. Then add real applicable IP, real working products sold into various markets, sales, revenues, acquisitions, Wall Street Banker(s), experienced and proven leadership with multiple products sales histories, the differences are as wide as the Grand Canyon. So stop comparing a real company to a stock play.
But I agree with you, that market cap doesn't reflect the value of the company. The real metric is enterprise value, and there are a whole lot of metrics that determine that, most whats stated above. So focus on this problem here. Chaya should have.
G-DAWG, every company pays their employees something, whether the company is performing or not. If they don't, its not a company and just a bunch of BS. There is an OTC fallacy that if you aren't performing via PPS you shouldn't get paid anything. Thats a load of crap. If the bankers didn't like their compensation, they would have changed it. In fact. according to OTCMarkets looks like they hired a few more employees especially a new in-house IP counsel who is a former patent examiner which to me is another indicator that the company is about to go out and protect their IP from companies that are infringing. Wouldn't be surprised if the bankers have a separate pool of funds for that. To me, thats a sign of growing a company and ramping up for whats coming. I am sure this is all accounted for under the bankers plans.
But since you are so worried about Lorraine's compensation, lets take a real look at why she earns it, I assume you bought many months ago, like the rest of us.
She holds millions of shares, and contrary to poster speculation, hasn't sold a single share since the company went public. None of them did. So the fallacy that management is getting rich is complete BS. She could sell, but she acquires and doesn't sell. So what has she done to deserve it?
She has 20 years experience designing, manufacturing and selling biometric products
She sold over $20M biometric products through Home Depot, Lowes, Sears, etc.....
She secured agreements and developed products WITH Master Lock, Honeywell, Sentry Safe
She started this business with a $400K personal investment (how much is yours again?)
She secured distribution through McKesson and Cardinal Health
Her contract manufacturers have been vetted by Fortune Brands (means trips to China and testing products)
She took the company public herself without an underwriter
She initiated sales programs with CVS, Walgreens
She developed programs for government such as Oklahoma Berea of Narcotics and Kansas Public Schools
She expanded the product line through innovation of medical devices
She vetted numerous investment banking firms and chose a top notch one that developed a 3 tiered plan with a great reputation on Wall Street for underwriting offerings, research and huge broker network
She already started acquiring companies and hiring more people to execute the plan.
She said it will take time to hit the 1M share public float mark.
She vetted and had chosen a top notch healthcare PR firm with a great reputation on Wall Street
The ONLY thing she could have possibly done better is the toxic notes situation, thats it. But the toxic notes are slowly building that public float that we all need to get to NASDAQ. Yea, PPS is down and may go down further, but if you understand the CMPO, you would realize the current PPS is irrelevant. If this uplifts, its just like a new IPO on a national exchange based on the bankers valuation approved by NASDAQ, not the current market, just a different vehicle with the same result. People are trying real hard to say its not going to happen because they don't understand how it works. Management, its bankers, its employees and those being acquired all seem fine with it.
Remember, this is a technology company, requires huge amounts of cash for development, testing and selling and I would say at least $25M. The Company hasn't raised more than $500K this year via toxics, most of which went to professionals to maintain the public status so shareholders like you have an opportunity to make money. That looks like its coming to a quick close as well.
If you feel she isn't earning her stock compensation, call her and tell her, We all have except a handful. But make sure she knows who you ate because she won't speak to an anonymous shareholder.
Company did not put out any news or disclosures that could even mildly be interpreted as "bad news" or "It ain't happening". I speculate that they haven't got to the point yet of finalizing any of those phases because a lot of things need to be accomplished before it does. I also believe the acquisition strategy is designed to acquire companies with mega-revenues in return for them to get a piece pf the uplist pie and an exit strategy - yes, that means a LOT more shares in the market but on a national exchange. I speculate their banker has a formula by which the $15m is available via a multiple of an acquisitions EBITDA, and lets face it, you know all of this. Exactly what SYRX did with the same banker a few years back. NXTD just raised $20M of acquisition capital with basically no sales, from AEGIS and Livingston Securities, simply because they are on NASDAQ.
So some will say its not happening, others see it is. There is no indication at all that its not happening, and every indication it is. The company's time frame seems to be September, try waiting a few weeks more, company has already restructured the company for it.
I am sure that the plan the company seems to be operating under accounts for both the notes and meeting NASDAQ's listing criteria. The mistake being made is thinking the company's current issues with its PPS is the anchor that will prevent it. There are two types of ways to uplift, meeting all of the listing requirements head on, and the other, being valued, not by the market, but by a registered banker that subscribes a CMPO privately before listing. I would assume that process is just getting started while the company gets closer to closing more acquisitions as well as nearing that 1M float number.
The company's bankers will provide an enterprise valuation based on the consolidated financials of all of the acquisitions and set a "coming" out price at $XX.XX. I expect to see the beginning of that in the company's Q3. The biggest sign this will be happening is when the company files an S3 Registration which only takes a few days to be approved by the SEC. Tat means they have all of the money as was indicated under its banking agreements. I am sure this will be done simultaneously with the bankers with an uplist application based on what the bankers feel the new valuation is as well as where the new PPS will open on the national market.
And for those who don't fully understand, maybe this will help. How do you think a private company lists on a national exchange in an IPO when their stock has no current market for it to be valued? Their bankers set the price. When a company opens on a national exchange the bankers work with that exchange to determine the accuracy of the value the bankers are placing on a company. Most OTC companies are not in the position of GNID. They lack sophisticated bankers, their markets are weak, they have inexperienced management and just don't have the resources to acquire up. Once, after everything is done in accord with the bankers plans, including the valuations of all of the acquisitions rolled up into GNID, the bankers, not the traders, will set the new PPS. Not only is that the way its done, thats the way National exchanges want it. How do you think companies go from $0.00 per share to $10.00 per share overnight? Its based on valuations ascribed by those companies bankers and approved by the national exchange they apply to. So really, to go from .05 on a non-national market to lets say $7.00 via a CMPO opening on a national exchange with a whole new enterprise value, is no different.
So it helps to understand the mechanics instead of speculating, because if you understand the mechanics, you can see that the company is progressing there.
Well if she says it, it must be true. I bet she gets a visit very soon that will change everything for her an SMME.
I guess when you have already lost just about everything here, why not? The fact is she hasn't demonstrated a single successful business, nor, any success within those businesses. Its about time shareholders hold her accountable, don't you think?
Potts, can you clarify for us the "multiple successful companies" that Chaya has had? Thats at the website. Be nice if she could reference those including size and revenues from her prior companies. How many products she brought to market, any big name distributors or partners, really, just anything to show any history of progress or success.
What about Card-Tech, the Italian company that not only has some international biometric IP, but several actual pilots, and wait for it.................. with conforming card standards coming to America via ............. an SMME nemesis. Also looks like another pivot into the card access arena by SMME. Maybe the POS stuff didn't work out. I hope shareholders here make out.
Not difficult to predict or regurgitate the obvious now, isn't it. Toxic conversions hitting down the bid, introducing new shares into the float, with no investor support anywhere to be found, unless you account for all the purchases "someone" is making. Still, until this company takes out the toxics, they will still convert, and still drop the market, while "someone" picks up cheaper and cheaper shares. Eventually the Toxics will either be taken out, or run out of paper money to convert into stock. My guess this is being timed purposely to coincide with Septembers and Octobers news.
Its obvious that the company just completed it initial reorganization in order to 1) take in new money and 2) prepare the company structure to take in new acquisitions - all according to its bankers plans. Any stooge can see that. The RX company is now a wholly owned subsidiary of the ID parent, where everything seems to have been transferred over including the $500K order, so it appears that they are still selling safes. The company set up those corporations to take in acquisitions and reorganize the assets, so of course the CEO is the incorporator with the ID company owning 100% of each. It seems to me that this is the logical first steps before completing either of the first 2 phases. Mr. Okcetin (don't know why he being made Pres. of RX is an issue to some) has run other medical device companies in the southeast, so of course he was a logical choice to assign to the growth of that subsidiary. Its quite obvious that the company is set up now, in accord to how the bankers want them to be set up, in order to complete the first two levels.
Then again it could be a reorganization specifically to screw day traders by trying to "sneak" a corporate restructuring in to screw day traders. That makes way more sense than to reorganize the company to expand their business. Doesn't it?
In addition, the above company BIO now is completely off as it solely reflects the PRIVATE company. To allow THAT bio to continue without properly modifying it, is misleading and does not refer to the public entity anymore. So the whole BIO here is incorrect and does not reflect the business of the public entity.
Its changed on Monday because the company merged with another company.
Yes, OMNICELL is following the company on Twitter.
Great job Cheeky keeping the bio simple and straightforward. I like it.
Its official, it opens Monday under new symbol. I expect a LOT to happen between now and the end of the summer.
Volume is way up with little effect on PPS. Looking good. Someone gets the plan and the company is executing on it.
I would assume so, since the SUBS are private companies