Replies to post #177438 on NeoMedia Technologies, Inc (NEOM)

[clawmann]

Read Item 403 of Regulation SK, and instruction No.2 at the bottom, carefully.

http://www.law.uc.edu/CCL/regS-K/SK403.html

Then look at Neomedia's recent 10-K's and 10-Q's where beneficial owners are disclosed.

Reg SK requires Neomedia to disclose any person known to Neomedia to be the beneficial owner of more than five percent of any class of Neomedia's voting securities.

Instruction No. 2 says to determine beneficial ownership in accordance with Rule 13d-3. And Rule 13d-3 says, essentially, if you have the right to vote it you are the beneficial owner of it.

So, we all know that YAGI has the right to vote the common shares into which the Series C is convertible. That is more than five percent of a class of voting securities, probably more that ten percent. We know it. Neomedia knows it.

Why then is YAGI not disclosed as a 5%+ beneficial owner in Neomedia's filings? And don't answer: "Because the contract says that YAGI can't hold more than 4.99%." Irrelevant as far as the SEC rules are concerned. The question is: does YAGI have the right to vote 5% or more of a class of voting securities. Answer: Yes. And Neomedia knows it.

It's a big deal. A very big deal.

[Drmyke3]

Claw,
you make sense to me.
Dr. Mike

[jonesieatl]

Excellent post clawmann ...

... current management has certainly treated this public company similarly to past management. Not in every way (yet), but in some ways just as cavalierly.

As to it being pointless to discuss things which 'everyone has heard before and don't need to hear again' .... far from it, as I know you well know.

If there is a point to having 2 of the 3 stickies at the top of the board basically 'posting' the same info over and over page after page and day after day to illustrate the most positive things some think should be pointed out to any new investor visiting this board .... then in the interest of this being a 'chat forum' to discuss various aspects of a public company there is absolutely a point to pointing out some of the negative aspects.

Like the toxic financing - some new otcbb investors don't even know what that means and just how severely it can cripple a company, and might be well served to have an understanding of it just as they might be well served to be educated on the mobile advertising market by lots of info posted here (thank you for your efforts in explaining the intricacies and impacts of this type of financing along with the specifics of NEOM's financing arrangements);

Or like current management's somewhat unorthodox use of blogs to talk to shareholders, similar to how management used to talk one on one with various shareholders;

Or like management's continued refusal to have a SHM in spite of the law;

And like the numerous other flaws of current management which you point out in your post.

Any like me who have 'heard it all before' relative to one topic or another, by virtue of having visited this message board numerous times over the years, certainly do not need to read any post which discusses anything they prefer not to hear again.

But the posting of such information is certainly not pointless.

All JMHO

regards,

jonesie