Deep Blue Marine (DPBE)

[jrf30]

You asekd in earnest, and I'll answer in earnest.

<<How do you know for a FACT that he sold shres just before the RS was announced and is it a FACT, not just unusual, to say the least, that the proxy votes were considered a yes if not returned was illegal>>

I know it is a fact because Wilf himself posted it on the blog. I corresponded to him about it. He posted that he was selling shares for gas for the Tracy, and then 2 days later announced the Reverse. Yet the SEC rules say that if there is an announcment of material fact (their words) that is coming out, or earnings, or anything else of importance, then the company and the officers of the company can not sell stock for 30 days before that announcement. How do I know this? Because I was restricted from selling stock in a public company that I owned before all earnings reports, and also at times when an email went out. It would say "We have an announcemnet to make, and therefore the stock can not be sold at this time until it comes out" they didn't tell me what the announcement WAS, but I could not sell until the release was made. Just SEC regs. Period. yet Wilf did it, said he did it, and announced it on the blog. He also said (2 days before the announcment of the RS) that although he was selling shares that he did it because he "had to" (His "justificiation" of breaking the SEC rules. THEY DON"T CARE ABOUT JUSTIFICIATION, and I TOLD him that) and then he also said that he thought with the refueling and getting ready to go that it was a GREAT time to BUY shares. He HYPED the stock just two days before announcing that the reverse split was to occur, the company was selling half it's revenue producing potential to another firm, and that the company did not have enough money to fund anything anymore.

That is breaking SEC rules, plain and simple. Not a guess, not an opinion. Yes it LOGICALLY makes sene that he sold shares to fuel the tracy. But, that doesn't make it LEGAL.

As for the second question. Can your votes be counted as a yes if you are not given a proxy and not given notice of a vote? yes, that too breaks the rules. No doubts, no guesses. If you want the exacts on that (or the first oe) go to the SEC pages. Type in "relesaes of a material fact" and see the restrictions, and then check "Shareholder meetings" and look at the requirements. If there is to be a vote on something (especially as important as a reorganization of the company!!) it HAS to be voted on, even if the CEO owns 98% of the comapny (Which some small companies Do, but not this one). And the shareholder meeting has to be announced 30 days or more from the date of the meeting. And the proxy has to e sent out. And no, you can't vote the absent shares in ANY direction. All that is on the SEC pages. CUmbersome, but there.

No, I'm not blowing smoke or stating that I just think certain things. If I used logic or my thinking, I would agree with WILF on some of these isues. But, I don't get the priviledge of thinking or deciding whether rules should be obeyed or not. I (And WIlf) just need to FOLLOW them, or pAy the consequences. I'm saying that Wif has no regard for the ruls of the SEC, and that to me is going to destroy this company whether they fnd treasure or not, either way.

Sorry to be such a downer, but you will come to teh same conclusion if you spend some time on the SEC site and do the research. For me? I learned this a long time ago, when i was a CFO adn then a CEO of a publicly traded company. Now I"m private and don't worry about those things. I don't have to HAVE a shareholders meeting, and can vote without one on most matters. It's a different (And laborious) story when you are public. And DPBE is (For now) public.

I hope that answers your question. And I do it with all honestly and trying ot state the facts as much as possible. these areas are not areas of grey or opinion. Rules are rules, and they are either followed or not. read them by searching the appropirate areas of the SEC, and then see for yourself.

have a good weekend. IN spite of my possibly putting a few butterflies to churn in your stomach. That is not my goal, but my goal IS to state that rules are there, they can be found, and they should be followed. Even by DPBE