Replies to post #21030 on Sierra Resource Group Inc. (fka SIRG)

[Actuate]

The statement "non-payment to them of ANY compensation since taking over the responsibilities of running the Company" is from the "Background" section of the filing. It is in reference to the decision that was made on December 28, 2011! It isn't stating they have not received payment this year, it is stating that they did not receive payment in 2011!

Background
Creation of Series A Preferred Stock
Specifically, on December 28, 2011 our Board of Directors had authorized the designation of our Series A Preferred Stock, consisting of 1,000,000 shares par value $0.001 per share (the “ Series A Preferred Stock ”), in order to provide compensation to our chairman and chief executive officer for their ongoing services, in lieu of cash compensation required by their employment agreements, effective January 1, 2012. The Series A Preferred Stock bears no dividends, does not convert to any class of common stock, is subject to redemption at $0.10 per share at the company’s election at any time and automatically upon the company obtaining financing of $1 million or more or upon consummation of such other transaction that, in the opinion of the Board, allows for the generation of at least $1 million in revenue. A more detailed description of the terms of the Series A Preferred Stock is provided below

With a vote of a disinterested and independent majority of the Board members who would have no personal interest in or gain from the share issuance, the board determined that Mr. J. Rod Martin, our Chief Executive Officer, and Mr. Timothy Benjamin, our Board chair, were the logical choices to receive the Series A Preferred Stock, as the two primary individual involved in running the day-to-day operations of the Company. The board also discussed how to structure a compensation value to the proposed preferred shares for Mr. Benjamin and Mr. Martin in consideration for the non-payment to them of any compensation since taking over the responsibilities of running the Company after the passing of Company Chief Executive Officer Patrick Champney on August 23, 2011. Each board member stated that he did not see any alternative way to save the Company from imminent financial disaster. Each Board member agreed to continue to explore other funding opportunities that would be utilized if available to prevent further debt conversion financing from Asher. The Board (excluding Mr. Benjamin) then unanimously passed the resolution to create the Series A Preferred Stock with the following particulars:

http://www.otcmarkets.com/edgar/GetFilingPdf?FilingID=8987505