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Re: lmorovan post# 8326

Friday, 02/10/2006 10:12:58 AM

Friday, February 10, 2006 10:12:58 AM

Post# of 45771
lmorovan:

Wrong again lmorovan!

Can you read?

Read 7c below, we the shareholders are dissolving Loch Harris, this was the shareholders choice!

7. Second, the settlement responds in several ways to plaintiffs' contention that the individual defendants breached their fiduciary duties and committed waste in their control of Loch:

(a) Any CDEX shares that the Individual Defendants directly or indirectly receive through the share exchange, own, or have a beneficial interest in will be non-voting or have a voting proxy.

(b) The Individual Defendants and persons whom they control will be permanently ineligible to serve as directors, officers, employees, or consultants of CDEX (except that two defendants will be allowed to complete outstanding obligations to CDEX under consulting agreements that predate the Settlement Agreement).

(c) Loch will be dissolved promptly after the share exchange pursuant to the judicial reorganization / sale, so the individual defendants will necessarily cease the activities that plaintiffs alleged constituted a continuing breach of fiduciary duty and waste. A liquidator will be appointed to dispose of the company's remaining property, with the potential of a final distribution to the former shareholders who participated in the share exchange and class members who opted out.


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