Sulja Bros. Building Supplies, Ltd (SLJB)

[El Camino]

Re-Post from rruff: http://www.investorshub.com/boards/read_msg.asp?message_id=15905470

Posted by: rrufff
In reply to: 12ring who wrote msg# 232127 Date:1/1/2007 12:40:58 PM
Post #of 254263

Great post and I've read some others here where posters are trying to get some substantive discussion going rather than just playing the blame game.

I just wanted to add that the goal of those of us who have watched the stock tank in the face of share selling by Petar and his associates is to get money back for the company. Vengence may satisfy some but making sure that the insiders do the right thing voluntarily or even involuntarily should be a key to discussion if message boards are to be useful at all, other than just for blowing off steam and calling each other names.

I don't know how this will play out but it does appear that Petar and others have benefited personally from the sale of shares, while putting out PR's that turned out to be false. I'm putting things very simple as I like to do and this is only my opinion. He may call it a contractual benefit and claim that he was "entitled" but I look at it as a breach of trust and he used retail shareholders to get those claimed contractual benefits.

If that turns out to be correct, I'd like to see discussion about what can be done to get these benefits for the public entity. I have often posted that I have little faith in "class action" law firms, which typically give shareholders pennies and then get millions in legal fees.

However, there are specific things that a smaller type law firm, local to where those who benefited, in violation of their trust, might do. This is complicated and one can often do better with a smaller local law firm rather than a class action shark that will work hard to maximize the legal fees in my opinion, even if the latter type firm would take the case.

Corporate opportunity doctrine - This is an equitable concept where those who are in a position of fiduciary responsibility, including management and associates, must first give all opportunities to the corporation, rather than to other entities or individuals, and to resolve any conflicts in favor of their relationship to the corporation. This seems to be an area that could be explored with a law firm local to those who benefited perhaps in breach of a fiduciary duty. (Complicated jurisdiction issues are out there. Arguably one could sue Petar in Nevada but I believe Nevada courts are very favorable to management.)

Pumping and dumping and other actions that concern the SEC or the OSC may be criminal or in the nature of civil fraud. Although I always hope to be wrong in these things, I don’t have a lot of confidence in criminal or fraud type actions by the SEC and other regulators in getting money back for shareholders.

Civil law requires a nexus between the person wronged and the civil wrongdoer. The area of internet posting is a new and difficult one and “freedom of speech” and open internet concepts make the creation of civil liability for what one says on a blog or a message board, or even in a PR, problematic at best. Again, I'm talking civil liability to shareholders, not criminal or administrative remedies that would be under the jurisdiction of the SEC, the Justice Department, the OSC, etc.

I stress these are all complicated matters and maybe the company will do the right thing without shareholders having to take action. In the end, voluntarily, doing the right thing (even if it is only because they are scared into it) will more likely result in recovery for the company than anything which puts people in criminal or administrative penalty.

I'm sure that many here will attack or will continue just attacking others even though that's a violation of TOU, and maybe I'm naive, but I haven't had the time to read the thousands of posts here for months. I'd prefer less posts,even if all negative, if those posts were substantive and would help in discussing options to help us get relief or would help us in "convincing" the company insiders to do the right thing.

A stockholders’ derivative action, in which shareholders act in the name of the company to get the benefits that management or former managers have taken may be a better road than a class action or even regulatory activity. The SEC and the OSC migh scare Petar and others to do the right thing. Ask Jim Bishop his opinion but I don’t recall many cases where shareholders or the company get more than a pittance from SEC action. Vengeance is one thing, getting money back for the company is another.

Again, my opinion is that if Petar and his associates do the right thing, disgorge any profits they made by selling, cancelling unregistered shares, putting assets that have been promised in PR's into the public entity, and then doing business as they had promised, would go a long way towards getting some credibility into the public entity and might save their necks. It could go from a lose-lose to a win-win. Giving Petar the benefit of the doubt, which is tough at this point, and not assuming fraud or criminal securities law violations, a good attorney could craft a settlement that would bring back assets, proceeds, profits, deals, etc. Tracing of assets, even to third parties is not impossible, difficult but not impossible. A motivated potential criminal defendant is often very willing to find civil remedies that satisfy those who are pushing.

Sorry for the ramble, and just my opinion, reflected by New Year's celebrations and I wish all the best, even my lovely negative friends.

This was posted first of the year an is still relievant, he has not elected to post since March 7th on our board. We need to have opinions both pro/con to keep this board alive!! JMHO