Replies to post #9526 on Grifco Inc (GFCI)

[cyofish]

OT:Read this Sulja allegations! Makes you think doesn't it! (Mods there is some parallel to Grifco's activities)

Ontario Securites Commissions: http://www.osc.gov.on.ca/Enforcement/Proceedings/SOA/soa_20061227_suljabros.jsp

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c.S.5, AS AMENDED

- and -

SULJA BROS. BUILDING SUPPLIES, LTD. (NEVADA),
SULJA BROS. BUILDING SUPPLIES LTD.,
KORE INTERNATIONAL MANAGEMENT INC.,
PETER VUCICEVICH AND ANDREW DeVRIES

STATEMENT OF ALLEGATIONS
OF STAFF OF THE ONTARIO SECURITIES COMMISSION

Manipulative Trading of Sulja Nevada Shares

6. Sulja Bros. is quoted on the Pink Sheets, an over-the-counter quotation system in the United States. It is not listed for trading on any exchange or trading system in Canada.

7. From or about September 2004 to August 2005, Vucicevich set up trading accounts at two Canadian discount brokers using employees of Kore and/or members of the Sulja family as nominees (the “Nominee Accounts”).

8. Between August 2006 and November 2006, Vucicevich and DeVries directed trading in the Nominee Accounts as follows: Sulja Nevada shares were received in large quantities into the Nominee Accounts by journal entry from Transfer Online, a transfer agent in Portland, Oregon, and were thereafter sold from the Nominee Accounts. Vucicevich and De Vries instructed the account holders of the Nominee Accounts when to trade, at what price to trade, and how many shares to trade at a given price.

9. The shares were received into the Nominee Accounts from Sulja Nevada’s treasury either directly or through Kore. In both circumstances, the trading constituted a distribution which requires in each instance the issuance of a prospectus receipt by the Commission for the securities of Sulja Nevada or a proper exemption under Ontario securities law. No such receipt has been issued nor have the Respondents demonstrated the existence of a proper exemption from the requirement, contrary to section 53 of the Act.

10. Within the Nominee Accounts, the effect of the trading in securities of Sulja Nevada as directed by Vucicevich and DeVries and as facilitated by Sulja Bros. and Kore, was to maintain a certain share price in Sulja Nevada, resulting in a misleading appearance of trading activity and an artificial price level for the shares of Sulja Nevada in breach of section 126.1 of the Act.

11. The proceeds of the trading in securities of Sulja Bros. from the Nominee Accounts as described above are approximately $7.8 million (US).

Misleading Disclosure

12. Sulja Bros. issued press releases dated August 11, 2006 and August 23, 2006, in which each time it stated that it was negotiating with KPMG LLP (“KPMG”) and PriceWaterhouseCoopers (“PWC”) to handle all future SEC filings and reporting. The press releases further represented that those firms would be conducting an audit of certain transactions and that the audited financial were “upcoming”.

13. Sulja Bros. issued a press release dated September 5, 2006, stating that it has a contract for building materials in the Middle East which will produce annual revenues of $3.5 million.

14. The representations made in the press releases described above are untrue. Neither KPMG nor PWC have or have had any involvement with Sulja Bros. Furthermore, the contracts in the Middle East referred to in the press release dated September 5, 2006 do not exist.

15. Vucicevich and DeVries are responsible for Sulja’s improper disclosure and for the misrepresentations made in the press releases.

16. By issuing disclosure that contained statements that were in a material respect misleading or untrue, Sulja Bros., Vucicevich and De Vries are in breach of section 126.2 of the Act.

Conduct Contrary to Ontario Securities Law and Contrary to the Public Interest

17. The Respondents have issued false press releases contrary to section 126.2 of the Act that misrepresent the business of Sulja Bros. and its prospects.

18. At the same time, the Respondents have traded or have caused to be traded, large numbers of shares of Sulja Nevada to third parties in a manner which constituted distributions for which no preliminary prospectus or prospectus were filed nor a receipt issued by the Director, contrary to section 53 of the Act.

19. The trading directed by Vucicevich and De Vries and facilitated by Sulja Bros. and Kore have created a misleading appearance of trading activity and an artificial price for the shares of Sulja Nevada contrary to section 126.1 of the Act.

20. The Respondents’ conduct was contrary to the public interest and harmful to the integrity of the Ontario capital markets.

[Trinityz1]

http://www.businessjive.com/nss/darkside.html

[KnowItAll]

CYOFISH: Haven't you been a busy little beaver tonight. Though my credentials are none of your business, I will tell you that I am currently in my third year at law school with an emphasis in securities and real estate law. I have been trading for the last 10 years. My opinions are based on fact not "how I feel things should be." I know defamation law. You can Google it if you would like, or you could buy an undergraduate business law book at your local bookstore.

Concerning your Wikipedia interpretation of the Securities Act Rule 10b-5, it is important to note that you left some important things out. It's initial implementation was actually to mandate insider trading. It should also be noted that your "cut and paste" from Wikipedia hardly makes you an expert on the topic.

If a lawsuit was brought against JD citing the Securities Act Rule 10b-5, it would immediately be ruled summary judgment. You have to prove that the statements made in the PR's were intentionally designed to deceive investors. Good luck with that one. Maybe you have some secret tape recordings or documents from GFCI proving otherwise? If so please produce these documents for the group. IMO JD has a set of ethics that would not allow this, but then again this is just my opinion. Second, safe harbor statements are sufficient to release the defendant from any prosecution under the Securities Act Rule 10b-5. There is also other language, that I have seen in previous PR's by GFCI, that can be used to absolve a defendant from responsibility. This was put in place to release companies from frivolous lawsuits due to unforeseen circumstances. But in all honesty, I really don't want to get into a first year law school debate with you which I know I will win.

[catani]

Other recent examples are ckys or bign. Just have a look into the points of the SEC accusations. A lot sounds very familiar, starting with point 3. I reported them both too btw.
A guy named Ed called almost a year ago to sell me a hell of a lot of shares restricted for a year way below current prices. If I had bought them I would have lost 90 % by now, lol. A scam imo and the sec is currently investigating them for good reasons.