OMDA Oil and Gas, Inc. (OOAG)

[kenco]

rrufff, regarding your statement "I agree that a settlement is always preferred. However, the issue here is whether or not the defendants actually have anything with which to settle. I believe the lead defendant tried to get into volutary bankruptcy to hide from creditors. I also believe that the attorneys have been running away at a rapid rate.

Those are not good signs with respect to the ability to get any assets from defendants either in settlement or after a trial."

Lanza didn't file for the bankruptcy, he was the one who motioned for and had it dismissed, and probably because he doesnt want judges or receivers snooping around his operation, its not like the company cant pay their bills, Lanza has access to plenty of money when needed, that is except for judgements against him personally.

You are most likely right that the attorney turnover is due to non-payment, hes been sued for non-payment by attorneys in the past.

I think you will find this prior post from me informative;

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=35369589



Id also like to weigh in on your statement; "In theory, he can't really do whatever he wants. There is a fiduciary governor. Management works for shareholders in theory. However, nobody is going to challenge pinky management so they get away with it. The SEC doesn't appear to be putting any resources into this type of stuff or even putting out regulations that require transparency in capital and debt structure. "

Thats not really accurate, I lived in Delaware for 38 years and Im pretty familiar with the Court of Chancery there, let me just say this first, there is a big reason why Del. is 1 of the first choices for businesses to incorporate in, and that reason is not because it is shareholder friendly, there is a reality in investing which many shareholders either dont understand, or simply dont want to admit to themselves.

This reality is that most Corps, even non-profits, are controlled by a simple majority of voting shares, all somebody like Adam has to do is to control 50% +1 shares, notice I didnt say he had to actually own that number, and he can pretty much do as he wants with the company, he can make any legal deal he wants, he can redo the Articles of Corp. and the Corp Bylaws to whatever suits him (for instance changing the quorum requirement to 50% +1 total votes represented to legally conduct a shareholder meeting), he can compensate himself any amount he wants (in money and stock, he can seat any director or officer he wants, he can even change the business plan of the whole corp into a 1 man clown show panhandling on street corners if he had a wild whim, its all perfectly legal as long as he does it correctly, which is pretty easy.

There is another harsh reality to such microcap majority controlled entities, that is minority shareholders really dont have any legal recourse against the majority control, you really cant sue the corp since your a part owner, you can always try and sue the BOD for breach of fiducial duty but theres a few large hurdles there as well, you have to prove that the BOD did not act in good faith for the benefit of the Corp. and thats a real, real tough nut to crack since they can still make poor decisions and be totally incompetent at their job, but as long as they can show they legally acted to the best of their abilities to try and benefit the Corp., they are golden in the eyes of the law, now add in the fact that Corps usually, by contract, fully insure and indemnify their Directors and officers so you end up suing your company and its insurance company anyways.

Really, the only legal areas that pink company operators typically get in trouble with are tax fraud, illegal stock transactions, or false marketing and advertising claims.