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Re: tisdal post# 28679

Friday, 09/14/2018 12:24:13 PM

Friday, September 14, 2018 12:24:13 PM

Post# of 54014
I agree tisdale - the shareholder suits re zn notice of sec investigation are frivolous
the adversary knows many will think wheres theres smoke ther is fire-so the usual battlefield practice is one artilery barrage of multi-level lies after another,knowing that many will not catch every lie.


a tweet by a shorter and/or an incomplete screenshot -with part of the page not revealed- of denial of foia request on grounds such may interfere w enforcement proceedings (re who?-or re rule making? not enough info nor a proper channel) does not rise to the level of legal notice that zn is being investigated- tweets and incompleted screenshots of foia requests are not duly authorized legal notices to zn of any investigation of zn- re denial of pandas foia request

zn legally has 20 days to respond to any legal action and zn responded within 20 days both to sec re docs and to the world /investors with the july 11 8k
this 20 day period to respond is set in stone across the entire legal system for many decades and cannot be changed in this case nor any unlawful change retroactively applied.


so i dont see a legitimate case re shareholder suit- there is no legal theory to hold zn liable for sec investigation -shareholders are not guaranteed bad surprises will not happen-thats why filings detail risks in page after page

zn followed proper protocol in its sec filings -as determined by zn's in-house counsel plus former judge and lawyer ceo victor plus zn's compliance officer plus b/d's


july 11 8k satisfying zn's legal requirement to notify investors within 20 days
Item 8.01 Other Events


1st thing' i'd do after gathering the evidence,which might require depositions, is move for summary judgment re that issue,which is the issue the shareholder suits have relied upon(until new suit revealed today re exec compensation)


microcaps1 Friday, 08/17/18 11:27:28 AM
Re: NewBeginnings18 post# 26792 0
Post # of 28702

there is no situation that i can see where zn's operations could be interfered with-sec event is a civil investigation apparently concerned w proper reporting in zn's statements to investors -and unless its still highly a swamp sec-which it shouldnt be though the political transtion is still occurring in the agencies, nothing would rise to the level of criminal intent-and even if it did sanctions would be only against whatever officer was found to have such-there is no criminal intent

absent a criminal conviction of zn for stock fraud nobody can interfere w zn fundraising-only oversee that its done w proper notice to investors

this is a template provided by sec for 10 q
"Instruction. A legal proceeding need only be reported in the 10-Q filed for the quarter in which it first became a reportable event and in subsequent quarters in which there have been material developments"

as i explained in previous posts, an action or event does not occur until zn receives notice from sec or some other duly authorized authority -which occurred june21 -as noted by zn's july 11 8k

zn used typical boilerplate used by thousands of companies in addressing legal risks in their 10q's for last 2 quarters and 10k filed mar 12

The last 10q filed aug 8 repeats the risk factor re the legal proceedings at least 3 times -fulfilling zn's legal duty to notify shareholders of all possible risks

a tweet by a shorter and/or an incomplete screenshot -with part of the page not revealed- of denial of foia request on grounds such may interfere w enforcement proceedings (re who?-or re rule making? not enough info nor a proper channel) does not rise to the level of legal notice that zn is being investigated- tweets and incompleted screenshots of foia requests are not duly authorized legal notices to zn of any investigation of zn- re denial of pandas foia request

firms which do this kind of ambulance chasing are the worst of the worst,trying to create liability where it doesnt exist

zn legally has 20 days to respond to any legal action and zn responded within 20 days both to sec re docs and to the world /investors with the july 11 8k
this 20 day period to respond is set in stone across the entire legal system for many decades and cannot be changed in this case nor any unlawful change retroactively applied.


so i dont see a legitimate case re shareholder suit- there is no legal theory to hold zn liable for sec investigation -shareholders are not guaranteed bad surprises will not happen-thats why filings detail risks in page after page

1st thing' i'd do after gathering the evidence,which might require depositions, is move for summary judgment
https://dictionary.law.com/Default.aspx?selected=2063

if the judge decides no reasonable person could decide against zn,the judge can dismiss the case

the case is properly brought in the federal court (bc of interstate commerce and bc plaintiffs desire more swampy fed ct rather than conservative texas state court) of the N district of Texas,where zn's principal offices reside

attemps to bring the case elsewhere are just show boating and lawyers know the cases would be consolidated into one case,almost certainly in texas

zn followed proper protocol in its sec filings -as determined by zn's in-house counsel plus former judge and lawyer ceo victor plus zn's compliance officer plus b/d's


july 11 8k satisfying zn's legal requirement to notify investors within 20 days
Item 8.01 Other Events



On Thursday, June 21, 2018, Zion Oil & Gas, Inc. (“Zion” or “Company”) received a subpoena to produce documents from the Fort Worth office of the Securities and Exchange Commission ("SEC"), informing Zion of the existence of a non-public, fact-finding inquiry into the Company. Zion, an SEC-reporting company with audited financial statements in the US and Israel for over a decade, will fully cooperate with this investigation. Until receipt of the subpoena on June 21, 2018, Zion had no previous communication with the SEC on this issue and was unaware of this investigation. The SEC stated that "the investigation and the subpoena do not mean that we have concluded that [Zion] or anyone else has violated the law."

While we acknowledge that our response to the subpoena will necessarily entail significant costs and management's attention, it should have no effect on Zion's ongoing testing procedures on its Megiddo-Jezreel #1 well. The Company does not intend to comment further on this matter unless in the Company’s judgment, it merits further comment or public disclosure.



p,34 of 1st quarter 10q-at which time there was no legal notice of any proceeding
ITEM 1. LEGAL PROCEEDINGS

From time to time, we may be subject to routine litigation, claims, or disputes in the ordinary course of business. We defend our company vigorously in all such matters. However, we cannot predict with certainty the outcome or effect of any of the litigation or investigatory matters or any other pending litigation or claims. There can be no assurance as to the ultimate outcome of these lawsuits and investigations.

ITEM 1A. RISK FACTORS

During the quarter ended March 31, 2018, there were no material changes to the risk factors previously reported in our Annual Report on Form 10-K for the year ended December 31, 2017.


2nd qtr 10q filed 8-8 notes the sec investigations at least 3 times-here are 2 of such notices to investors as follows:

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may be subject to routine litigation, claims, or disputes in the ordinary course of business. We defend our company vigorously in all such matters. However, we cannot predict with certainty the outcome or effect of any of the litigation or investigatory matters or any other pending litigation or claims. There can be no assurance as to the ultimate outcome of these lawsuits and investigations.

U.S. Securities and Exchange Commission Subpoena

On June 21, 2018, we received a subpoena to produce documents from the Fort Worth office of the Securities and Exchange Commission (“SEC”), informing the Company of the existence of a non-public, fact-finding inquiry into the Company. Until receipt of the subpoena on June 21, 2018, Zion had no previous communication with the SEC on this issue and was unaware of this investigation. The SEC stated that “the investigation and the subpoena do not mean that we have concluded that [Zion] or anyone else has violated the law.”
We are cooperating with the SEC in this investigation. We are unable to predict when this matter will be resolved or what further action, if any, SEC may take in connection with it.
ITEM 1A. RISK FACTORS

During the quarter ended June 30, 2018, Zion added one additional risk factor when compared to the risk factors previously reported in our Annual Report on Form 10-K for the year ended December 31, 2017. The new risk factor pertains to the SEC subpoena to produce documents on June 21, 2018.

On June 21, 2018, the Fort Worth Regional Office of the SEC informed Zion that it is conducting an investigation and requested that we voluntarily provide certain information and documents in connection with its investigation. We are cooperating fully with the SEC in connection with its investigation. Investigations of this nature are inherently uncertain and their results cannot be predicted with certainty. Regardless of the outcome, the SEC investigation can have an adverse impact on us because of legal costs, diversion of management resources, and other factors. Determining reserves for this investigation is a fact-intensive process that requires significant judgment. The investigation could also result in reputational harm to Zion and may have a material adverse effect on Zion’s current and future business and exploratory activities and its ability to raise capital to continue our oil and gas exploratory activities.



https://www.sec.gov/files/form10-q.pdf

Imo. Do your dd before investing. I'm not a financial adviser nor compensated for my posts. They don't believe what they say, so why should you?

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