Replies to post #81071 on iTalk Inc. (fka TALK)

[integral]

She is not wrong, however, she is not completely accurate. I know Janice very well. All securities issued must be reconciled from inception and the B/S has to be audited three years, two years, and FYE for the Cash Flow and P/L to have a starting point for the two years.

If a company was just spitting out stock or a start up, it would not take much time or cost, but with iTalk, the transactions are large in quantity and the support has to be discovered and provided for the audit. The new auditor can if they so decide to rely the prior auditor before Johnson when it comes to reconciliation to security issuances and transfers.

If UMS emerges and wants to go public as a small cap OTC trading company, best they file their own registration. Legal and accounting is a large capital expenditure for iTalk and UMS at this point.

[1manband]

That excerpt you highlighted is correct. If a seriously delinquent company were to catch up on their filings and regain compliance, they would have to file all the missing 10-K's and 10-Q's, as well as the required financial statements in each one. If they are revoked, that requirement is gone. But that is not really the issue.

But the alternative is often much more difficult. I know a lot of people think reregistering after deregistration or revocation is much easier, but it isn't. As Integral correctly pointed out, the requirement for the financial statements to be included in a new registration statement is much more difficult than just slapping together 2 years worth. Many of the items within the financial statements require from inception to be accurate, and many of the others will require audited prior years. That would almost certainly require reauditing the Terry Johnson years, which is what the SEC has told almost all his other former clients as well. If you read the SEC charges against Johnson, he effectively did NO auditing work of any kind. He simply rubber stamped the financial statements as presented to him by the Company, many of which contained glaring and obvious errors.

Once the SEC revokes TALK's registration, they should make public on EDGAR the text of the comment letters they issued to the Company over the last several years. I expect they will expose many serious issues which would help explain why the Company failed to file its required documents for 2 years. They will also likely demonstrate that TALK has little to no ability to reregister, either.