Replies to post #11143 on Goliath Film & Media Holdings (GFMH)

[jimmenknee]

topanga :)

Again I am sorry for you situation. I assume you know, but it case you didn't, Tailor Aquaponics has morphed into "Aquaponics International" and appears to be set to trade publicly ( http://aquaponicsintl.com/index.html ).

As far as the Berney-Krucker association, I won't totally dismiss the connection you are suggesting. But as I can't independently verify the "Berney" connection, I can't discount the possibility that he wasn't. I am sure you understand.

Given that, at least those affected by Berney got there day in court:

Aug. 24, 2007
Copyright © Las Vegas Review-Journal

Stock swindler gets 30-month federal jail term

By ADRIENNE PACKER REVIEW-JOURNAL
A Las Vegas stock swindler who fled to Switzerland to escape prosecution in 1999 was sentenced Thursday to 30 months in federal prison.

Peter Berney, 61, also forfeited $14 million in property and $5 million cash.

Berney, who assisted the government in putting away five other co-conspirators, pleaded guilty to bilking investors out of millions of dollars by creating shell corporations and selling securities while concealing the fact that he and his associates controlled all the shares of stock. The government refers to the scheme as a "box job."

Berney entered a plea agreement in December 2001 and has assisted prosecutors and investigators regarding the complicated case for the past six years. He pleaded guilty to conspiracy to defraud the United States and impede and impair the Internal Revenue Service.

Because he helped untangle the scheme for the government, prosecutors elected not to charge Berney with obstruction of justice for fleeing to Switzerland.

Had the government pursued obstruction charges, Berney could have received a prison sentence of up to 12 years. Because he worked with the government, prosecutors requested that his sentence range from 30 months to 37 months.

Assistant U.S. Attorney Kathleen Bliss told U.S. District Judge Larry Hicks that Berney met for years with agents from the IRS and the FBI to explain how the operation worked. She said the information will likely prove helpful in busting bogus security scams in the future.

"To have a resolution in one year is quite remarkable," Bliss said, referring to the time Berney began to cooperate and when he and his co-conspirators signed guilty pleas. "Mr. Berney's plea caused quite a number of pleas to occur."

Berney's New York-based attorney, Lawrence Schoenbach, asked Hicks to simply allow his punishment be the time he has already spent in jail. Schoenbach explained that Berney was in a Swiss jail for more than a year. After extradition, Berney spent eight additional months in a New York jail.

Berney also asked for leniency, explaining that he lost his friends and family. He said he was near death in jail twice as a result of food poisoning. He told Hicks he is not the same man who ran the scheme from the early 1990s until 1999.

"I know what I did; I accept it," Berney said. "It was a wake-up call for me. I pay particular attention to how I lead my life."

Hicks declined to take into consideration Berney's jail time.

"This was truly unbelievable fraud committed by a very intelligent man," Hicks said.

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http://www.lvrj.com/news/9351796.html

Again wishing you all the best to get your square up :)

[heyo]

top I wonder if your contract had the following two clauses.If so you have a viable action in court.The downside is of course legal fees.Good luck to you


(a) Consolidation, Merger and Sale. Before conversion of this Convertible Note into Company Common Stock, without the consent of Convertible Note holders representing a majority of the principal of the Convertible Notes then outstanding, the Company will not (i) consolidate or merge with or into (or permit any subsidiary to consolidate or merge with or into) any other person or (ii) sell or otherwise dispose of (or permit any subsidiary to sell or otherwise dispose of) a material portion of its property or assets in one or more transactions to, any other person or entity or enter into (or permit any subsidiary to enter into) an agreement with respect to any of the foregoing.

(b) No Dilution or Impairment. Without the advance written consent of the Payee, the Company will not by amendment of its Certificate of Incorporation or Bylaws, each as amended to date, or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Convertible Note, but will at all times in good faith assist in the carrying out of all such terms and in the taking of all such action as may be necessary or appropriate in order to protect the rights of the holder of this Convertible Note against dilution or other impairment.

[Old-n-Grey]

topanga: I deeply regret not giving greater heed to your initial warning, but what you presented was vague and nothing that you said seemed to be verifiable.

I apologize to you and to all for my ignorance at that time.

The boards are full of stories and formulas presented by those who have a hidden agenda. I only wish that you had been as specific and clear at that time as you are now.

Thanks for the input. We do hope for an opportunity (however slight it might be) to recover from this present hole.

:O/