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Helter Skelter

03/01/16 2:43 PM

#72955 RE: JonnyBGood #72942

It can be fraudulent. Please go back and thoroughly read this post...be sure to click on the link "mckay and bad actor dance..."

When fraudulent it's not an oversight. The author of that blog thought the enforcement in Arkansas was a little harsh. Arkansas, apparently, thought it was severe enough for enforcement. Once I get some regulators looking into (failing-to-file-Form-D-bait) this shit stock...then > I bring in the other "heavy-guns-fraud"...which I've eluded to many times before...if not outright accused tpac of...

This violation they take very, very >> seriously:

Failure to file Form 8K for the sale of unregistered securities.

Does the failure to file periodic and current reports on
time or at all subject the issuer to liability?


Yes. The failure by a Reporting Company to file a
required annual, quarterly or current report constitutes
a violation of Section 13(a) or Section 15, as applicable,
of the Exchange Act and subjects the issuer to potential
liability. The SEC could institute administrative
proceedings against the late filer seeking revocation of
its registration under the Exchange Act. These
proceedings by the SEC are uncommon though, and
typically aimed at recurring and egregious violations.

In addition, the issuer is subject to liability under the
antifraud provisions under the Exchange Act.
The
failure to file a Form 10-K, Form 10-Q or Form 8-K can
be considered a failure by the issuer to disclose material
information or a material omission. This can give rise to
liability under Section 10(b) and Rule 10b-5 of the
Exchange Act, which prohibit material misstatements
and omissions in connection with the purchase or sale
of securities.
For Form 8-Ks, however, no failure to file
under the following Items shall be deemed a violation
of Section 10 of the Exchange Act and Rule 10b-5: Items
1.01, 1.02, 2.03-2.06, 4.02(a), 5.02(e), or 6.03.

See those "no failure to file under the following items"...DOES NOT include Item 3.02. tpac <> mckay are so screwed for not filing 8Ks when they sold unregistered securities...SEC will ream tpac <> mckay hard for this.

See Item 3.02, below. tpac had 4 business days to file the 8K.
Now...go look at this disclosure which did not come until months later and an 8K was never even filed for it. Reamed hard, I tell you. This is all that I'm posting from my report...we'll just have to wait for the suspension and SEC litigation to get the full story. All in my opinion.

Good day.