Replies to post #207699 on Fortress Financial Group fka FFGO

[puppydotcom]

FFGO - State of Wyoming Statutes Regarding Dividend Process

FFGO management has abandoned the company and are in hiding in So Africa and the United kingdom. All traces of the old management have been willingly and knowingly wiped away from the public. Perhaps the common share holders can petition the courts to liquidate the old, dirty, empty, dissolved FFGO/WD shells.

good luck ..

[puppydotcom]

Glad to see you now understand the only way is to get the insiders or the courts to liquidate the dissolved and abandoned FFGO/WD shell in hopes of some asset to distribute to common shares holders

Unfortunate, FFGO management could care less ..
since they vanished 2 years ago and have never been heard from since

FFGO - State of Wyoming Statutes Regarding Dividend Process

[ctrumabll]

And your point?

Wyoming statutes allow for distribution on wind-up. They do not speak of what happens when management rips you off and has spent all of your money on expensive martinis in Pretoria "gentlemen's clubs."

[AlanC]

The plan devised and executed by management to protect shareholders and the companies assets was genius. Longs and shorts are locked in until it is time to disburse the dividends!
Go FFGO!!!
Dividends of 3400%+ are worth waiting for!

[OldBen]

Is there a distinction between a corporation that is "winding up its business and affairs and distributing property among shareholders" and buying a gold mine from a potentially dissolved entity??

If this dissolution being touted on this board about the dissolution of Bouse Gold inc. and South Copperstone inc. by WY on March 12, 2013 is true how does that work in the framework of Wyoming statutes?? Honestly, I don't know if the proposed dissolution is true, I haven't investigated it personally. Let's say that it is true.

The saving "grace" as far as these statutes are that the gold mines were sold to NMGL BEFORE the corporation (FFGO or NMGL) was dissolved. The dividend was "in process" so to speak.

If the gold mines are not sold by NMGL before March 12, 2013 then can we actually "wind up corporate affairs" of something that has not occurred? Do the gold mines have to be sold before March 12, 2013??

Or, do we already "own" a portion of both mines from NMGL in NMGL A&B's and can take years to unwind and distribute if Bouse and S. Copperstone inc. are dissolved??

[RoadLessTraveled]

Wyoming Statute's Effects On The Dividend Process

Posting just the WY Corporation Dissolution Statute without specifically applying it to even one Peter Bezzano involved company is completely meaningless since this is not a Corporate Law Discussion Board for law students. Is it really fair to make everyone try on their own to make whatever applicable connections you feel are relevant in that statute, especially the clauses you highlighted in red?

So let me help out with actual details, beginning with this link showing WY's $50 Annual Report Filing Fee (yup, only $50) and this link which clarifies the time frame in which WY SOS allows administratively dissolved corporations to be re-instated before they are permanently dissolved...a very important distinction:

A Wyoming entity administratively dissolved may apply to the Secretary of State's Office for reinstatement within two years after the dissolution date. After two years, you would have to start over as a new entity.

The first of Bezzano's WY companies that are affected by the statute are actually these virtually identical twin "sisters" (although BGI claims to have much larger assets):

Bouse Gold Inc. (BGI)

Need to contact BGI President Peter Bezzano at his Las Vegas office address as listed above? Here is the information from Superpages.com

South Copperstone Inc. (SCI)

Need to contact SCI President Peter Bezzano at his Las Vegas office as listed above? Here is the information from Superpages.com

On March 12, 2011, we see that both had been administratively dissolved for non-payment of only $50 each in taxes/fees.

Not very responsible for companies with assets in Arizona purportedly worth a billion dollars, some of which NMGL needs to sell for at least $258,000,000.

Wouldn't you think that the companies' credibility might be seriously questioned with such a designation, making it kinda tough for NMGL to convince a perspective buyer to fork over even a paltry quarter billion in cash?

But since Bezzano is nowhere to be found and his Las Vegas virtual office is without even a phone number, perhaps it's not all that surprising.

On March 12, 2013, WY SOS is scheduled to enforce its statute by permanently dissolving both BGI & SCI, meaning that both their companies and all their unliquidated shares will all legally cease to exist. That also includes all unliquidated property, specifically, the Bouse Gold & South Copperstone mining claims themselves...assuming that they haven't already been re-possessed by Searchlight Exploration for contract violations.

Does it really matter that much?

It should to FFGO shareholders, since they are still waiting for NMGL to liquidate the BGI & SCI shares bought from FFGO in December 2010, almost 2 full years ago.

On March 12th next year, that will no longer be possible and the very basis of the Dividend Payment will legally disappear.

As far as all those other clauses you inexplicably highlighted in red, Bezzano's lack of corporate actions makes them meaningless & completely irrelevant. Of course, he does have until March 12 to re-appear and take such actions, so let's let the calendar have the last word. Agreed?

Next on the list:

Western Diversified Mining Resources Inc. (WD)

Need to contact WD President Peter Bezzano at his Las Vegas office as listed above? Here is the information from Superpages.com

On August 10, 2011, we see that they had also been administratively dissolved for non-payment of only $50 in taxes/fees.

On August 10, 2013, WY SOS is scheduled to enforce its statute by permanently dissolving WD, meaning that not only will that corporation cease to legally exist but all its unliquidated assets will vanish from its account too, specifically, NMGL's Series A & B Preferred Shares. Once permanently dissolved, WD will no longer legally own anything.

Of course, that will all be completely moot once BGI & SCI are gone, since they are the only reason WD even has those Preferreds. Right?

Finally, we have Bezzano's fourth WY corporation...the SEC revoked Crown Jewel of his collection with its 85 million de-registered shares:

Fortress Financial Group, Inc. (FFGO)

Need to contact FFGO President Peter Bezzano at his Las Vegas office as listed above? Here is the information from Superpages.com

On February 9, 2012, it had finally been administratively dissolved for non-payment of only $50 in taxes/fees.

But remember now...way back in December 2010...FFGO had sold its only assets (shares of Bouse Gold Inc & South Copperstone Inc) through Western Diversified Mining Resources Inc to NMGL for unregistered Series A & B Preferreds that were deposited in the account of WD. As far as WY SOS is concerned, Western Diversified is a completely separate entity from Fortress Financial Group.

That means that FFGO (by its own admission) no longer even has any assets to be protected by that Wyoming statute.

On February 9, 2014, WY SOS is scheduled to enforce its statute by permanently dissolving FFGO, which means...well, not very much since the dividend process will be long gone by then.

But hold on. These clauses you highlighted still apply until 2/9/2014:

(b) Dissolution of a corporation does not:

(v) Prevent commencement of a proceeding by or against the corporation in its corporate name;

(vi) Abate or suspend a proceeding pending by or against the corporation on the effective date of dissolution

Yes, boys & girls, that really does mean that you have plenty of time to file suit against FFGO once that Dividend Process legally ceases to exist and the Dividend has been officially deemed dead by default. It's always best to see & understand the applicable laws for yourselves.

Of course, trying to find the bloody UK & South African bastids just to serve the papers will undoubtedly be time consuming & costly...something which I can assure you was completely taken into consideration all the way back to when this brilliant scheme was still just an idea. You are dealing with very skilled professionals here. Even the SEC failed to get an acknowledgment of the delinquency letters they had sent, as mentioned in the Final Revocation Order.

But should that be your decision, you will have the support of every scam fighter who learns of it.

Bringing con artists to justice is always the ultimate goal.

Good luck.

***Countdown To 3/12/2012 Divigeddon***: T Minus 104 Days

[RoadLessTraveled]

WY Dissolution Statute...No Effect On Dividend Process Whatsoever!

What is the point of simply showing what the statute says, highlighting irrelevant clauses and then offering no explanations as to how any of it affects a highly conditional 3400% Dividend "promise" FFGO made over 2 years ago (complete with multiple "weasel" clauses)?

It was a promise made:

1. before selling the only valuable assets it had to NMGL for valueless Preferred shares (instead of cash as everyone had been previously told), untradable shares which are currently sitting uselessly in the account of Western Diversified (WD), a completely separate entity from FFGO according to WY SOS.

2. before the elimination of all lines of communications with shareholders.

3. before being "unexpectedly" revoked by the SEC.

When I recently talked (yet again) to a rep from WY SOS, she assured me that an administratively dissolved corporation was not allowed to conduct any business other than what was involved in shutting down the company and liquidating it's assets & properties, as would be shown on it's books at the time of dissolution.

The fact is, FFGO has neither property nor assets nor are they owed anything from anybody.

Fortress has no cash. Its sole assets were its shares of Bouse Gold, Inc. and South Copperstone, Inc. common stock; now disposed of to NMGL. These shares were held by Western Diversified Mining resources, Inc. (“Western”), a wholly owned subsidiary company of Fortress.

Those who continue to assert that Fortress holds other assets despite numerous regulatory filings to the contrary are living in fantasy land and their comments stating that other assets exist should be ignored.

Sorry...couldn't resist including FFGO's own admission of certain shareholders living in fantasy land. I mean, when even the company announces it (or maybe it was Lumb himself ), it's gotta be real, right?

They even made clear that the fate of the Dividend Process was now at the mercy of NMGL, to be completed (or not) according to their business plan:

NMGL intends to purchase 100% ownership of Bouse Gold, Inc. and South Copperstone, Inc. This is imperative if they are to sell these Gold assets for cash going forward.

NMGL has not however provided us with any timeframe as to when they intend to acquire the additional shares of Bouse Gold, Inc. and South Copperstone, Inc. and NMGL will clearly continue to follow their own business plan and will only complete all of these transactions as and when it fits into their own business plan.

This NMGL policy very clearly extends as well to their purchasing shares from historic stockholders from 2005 who received shares of Bouse Gold, Inc. and of South Copperstone, Inc.

That would mean that FFGO had, in fact, relinquished control of the Dividend Process and that it was no longer even in their possession, correct?

...the company is ceasing to operate.

Wouldn't that announcement clarify that they weren't even going to bother hanging around to see what NMGL ended up deciding to do in its now current (and still non-binding) role of "Last Remaining Enabler Of The Dividend Process On The Planet"?

Not only that, but FFGO even granted permission to NMGL to terminate the agreement, which would, in turn, doom the Dividend Process completely, especially if FFGO was no longer around to create a different agreement:

The agreements provide for such termination by NMGL in the event of any litigation against Fortress or Western or any regulatory actions against Fortress.

Documentation's a real biotch, isn't it?

So exactly how does the WY Statute now apply when FFGO is no longer in charge of a Dividend Process to protect?

The company is not legally permitted to initiate any new business at all, such as distributing a dividend that had never even been declared by 2/9/2012...and still hasn't...

not that it would be relevant now anyway.

FFGO does have 2 years from that Date of Dissolution to clear up all the fees/taxes owed and to make any required filings.

If the company does not become current within that 2 year period, or doesn't legally challenge the ruling, then it is automatically & immediately permanently dissolved, at which time, it's Status on the WY SOS website will change from "Inactive - Administratively Dissolved (Tax)" to "Archived".

With all such facts disproving any Dividend Process relevance, what exactly does WY's Statute have to do with it, making it so important that the info is stickied?

Or are shareholders not entitled to such an explanation?

They certainly don't deserve to be deliberately misled like this.

One might think that shareholders have had enough of "Connect The Dots" BS games by now...

but maybe not.

Of course, with nothing else factual to offer, that really is the only game left in town.

Isn't it?


FACT: 3/12/2013 WY SOS is scheduled to permanently dissolve both Bouse Gold Inc. & South Copperstone Inc. and nullify all 220,000,000,000 shares from each company...private shares currently owned by NMGL, Searchlight Exploration, FFGO 2005 Dividend holders & other miscellaneous stockholders.

***Countdown To 3/12/2012 Divigeddon***: T Minus 96 Days

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