Lest we forget who originally identified the purpose behind the lawsuit, why, and where it would lead us...
By: imsoweary
04 May 2007, 08:51 AM EDT
Msg. 43843 of 51786
Let's be realistic here, as Woogie insists. Megas has a fiduciary responsibility to his shareholders, his genuine shareholders. It is his responsibility to maximize his genuine shareholder’s ROI.
We are not genuine shareholders. We are pseudo-shareholders, for lack of a better term. Apparently our shares are backed by either fraudulent shares or naked shorted shares. In either case, BCIT has no obligation whatsoever to us pseudo-shareholders.
In order to maximize the PPS and thus the ROI for the genuine shareholders, Megas must identify and separate the pseudo-shareholders from the genuine shareholders. This is the reason for the request for a Declaratory Judgment. Once the Declaratory Judgment is granted, a base for the true PPS can be determined.
The original counts 2 through 5 were intended to identify those holding actual fraudulent certs, or having traded in fraudulent certs. Apparently those counts failed to do as intended and so they were dismissed. Apparently few to no pseudo-shareholders actually had anything to do with certs. We all, so it seems, bought through an online broker instead.
Once the base PPS is determined, then shares of BCIT can begin trading. It is at this point that the brokers must either obtain genuine shares of BCIT from the company in order to cover the pseudo-shares or buy the pseudo-shares back from us, until all pseudo-shares are eliminated.
Megas has no choice but to take this approach, or his genuine shareholders could sue him for failure to perform his fiduciary duties. After all, he is responsible to them, not us pseudo-shareholders, and if we are honest with ourselves, we cannot fault him for that.
Any benefit we derive from owning pseudo-shares is simply a side effect of Megas’s efforts to maximize genuine shareholder’s ROI, and the responsibility of the brokers to clean up the pseudo-shares. It is not because Megas is making direct efforts to insure we get rich, although in the end, we may.
Now consider this; the brokers must either buy back the pseudo-shares or purchase genuine shares directly from the company to replace the pseudo-shares. Which alternative is in the best interest of the genuine shareholders, because that is the course of action Megas will be taking?
If the company sells genuine shares directly to the brokers, it derives working capital by doing so, which it currently does not have. However, it also dilutes shareholder value as there would be more shares outstanding. If the brokers end up buying back our shares, we benefit from the rising PPS as the brokers attempt to do so. The company also benefits from the rising PPS, more so than they would by making a direct deal to sell genuine shares to the brokers, because the rising PPS would allow BCIT to sell fewer shares, at a higher price, gaining working capital while minimizing the dilution of shareholder value.
On information and believe, I feel this is the best and correct explanation for everything that has occurred and will occur. Just remember as we go forward that Megas has NO responsibility to pseudo-shareholders and his efforts will always be to maximize genuine shareholder value. Plan accordingly.
ImSoWeary 05/04/2007
