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MagShoe

01/08/10 1:57 PM

#95 RE: EnergyGuy #91

As to the BCSC Cease Trade order please visit our website tomorrow afternoon for updated news!

Every time u expect good news put a post a day or so before

it helps us alot

thanks

Abe
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MagShoe

01/11/10 9:02 PM

#101 RE: EnergyGuy #91

http://www.sec.gov/about/offices/oia/oia_corpfin/princdisclos.pdf



The U.S. Securities and Exchange Commission for example requires all public domestic

companies to file annual and quarterly periodic reports that address certain specified disclosure

items. In addition, all public domestic companies must file current reports on Form 8-K in the

intervening period between periodic reports to disclose a specific, comprehensive list of events that

are presumptively material: the list is reproduced in the annex to this Appendix. Such disclosure

must be made within a few business days after occurrence of the corporate event that must be

disclosed5.:. That list has recently been proposed to be substantially increased. The U.S. exchanges

require disclosure of price sensitive information. The definition of materiality that is used by the

SEC has been developed by the courts and is not delimited by the notion of the effect on the price

of an issuer’s securities. Thus, while the listed entity is required by the U.S. SEC’s rules to disclose

specific information or events in a prescribed manner, if investors feel that the disclosure is

inadequate or misleading they can take legal action against the issuer and the courts will determine

the materiality of the disclosure or non-disclosure.



The comprehensive list of prescribed corporate events that are presumptively material and that must

be disclosed, or will likely be required to be disclosed, with the U.S. SEC on Form 8-K is as

follows:

• Changes in control of a company;

• A company’s acquisition or disposition of a significant amount of assets;

• A company’s bankruptcy or receivership;

• Changes in a company’s certifying accountant;

Resignations of a company’s directors, circumstances for the departure of a director,

the appointment or departure of a principal officer, and the election of new directors

other than pursuant to a vote of security holders at an annual meeting;

• Change in a company’s fiscal year and amendments to a company’s articles of

incorporation or bylaws that were not previously disclosed in a proxy statement or

other such disclosure document;

• Entry into a material agreement not made in the ordinary course of business;

• Termination of a material agreement not made in the ordinary course of business;

• Termination or reduction of a business relationship with a customer that constitutes a

specified amount of the company’s revenues;

• Creation of a direct or contingent financial obligation that is material to the

company;

• Events triggering a direct or contingent financial obligation that is material to the

company, including any default or acceleration of an obligation;

• Exit activities including material write-offs and restructuring charges;

• Any material impairment;

• A change in a rating agency decision, issuance of a credit watch or change in a

company outlook;

• Movement of the company’s securities from one exchange or quotation system to

another, delisting of the company’s securities from an exchange or quotation system,

or a notice that a company does not comply with a listing standard;

• Conclusion or notice that security holders no longer should rely on the company’s

previously issued financial statements or a related audit report;

• Any material limitation, restriction or prohibition, including the beginning and end

of lock-out periods, regarding the company’s employee benefits, retirement and

stock ownership plan;

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• Unregistered sales of equity securities by the company; • Material modifications to rights of holders of the company’s securities;

• Earnings releases;

• Changes in earnings guidance; and

• Other materially different information regarding key financial or operations trends

from that set forth in periodic reports.