The Earlier VKNG Encounter -2

Here are some links related to that story

My buying for Viking System's (VKNG) stock on 10/22/2009 (which also represent all my buying of that stock in my account there)

Snapshot of my account on 11/17/2009

Midsummer's  filed selling of Viking System's (VKNG) stock:

 Midsummer's filed selling of Viking System's (VKNG) stock -01

Midsummer's filed selling of Viking System's (VKNG) stock - 02

Midsummer's filed selling of Viking System's (VKNG) stock - 03

Midsummer's filed selling of Viking System's (VKNG) stock - 04

Midsummer's filed selling of Viking System's (VKNG) stock - 05

Midsummer's filed selling of Viking System's (VKNG) stock -06

Midsummer's filed selling of Viking System's (VKNG) stock -07

Midsummer's filed selling of Viking System's (VKNG) stock -08

Midsummer's filed selling of Viking System's (VKNG) stock -09

Midsummer's filed selling of Viking System's (VKNG) stock -10

Midsummer's filed selling of Viking System's (VKNG) stock -11

Midsummer's filed selling of Viking System's (VKNG) stock - 12


Midsummer's  unseen before in the market and very hard to be believed claim of buying back for all the shares it sold according to the fillings above. Read the green text under "Explanation of Responses":  :

Midsummer's buyback claim filed on 12/14/2009 for 420500 shares it reported as sold in its filings above

Midsummer's buyback claim filing of 12/15/2009 for 451000 shares it reported as sold in its filings above

Midsummer's buyback claim filing of 12/17/2009 for 906500 shares it reported as sold in its filings above

Midsummer's buyback claim filing of 12/18/2009 for 650000 shares it reported as sold in its filings above


Although it is not needed to prove that my buying on 10/22/2009 was from a hedge fund, here are links showing an entity filing that support it sold an amount of shares that can include those I bought on 10/22/2009 :

First, here the entity filing an ownership of 1977394  shares on 10/26/2009 four days after my buying on 10/22/2009. Note also the "October 22, 2009" mentioned at the first page as an answer for "(Date of Event which Requires Filing of this Statement)".

Filing entity ownership on 10/26/2009

Now, here is the February 13, 2009  for that same entity which is the most recent ownership filing
before the filing above and it shows an ownership of 4227394.

Filing entity ownership on 02/13/2009

Subtract the first number (1977394) from the second (4227394) and you will reach 2250000 shares which clearly can include the shares I bought on  10/22/2009 (2159247).

 [(Added 9/20/2013)
The stock stayed on the SHO List not only for 13 days continuously but from 11/14/2009 to 1/4/2010 continuously. Here is link where the reader can click on all the dates in the range mentioned above and see the "VKNG"  in the list of all those dates.

 ftp://ftp.nasdaqtrader.com/SymbolDirectory/regsho/

 ]



 

I don't want to dwell too long on the topic of the preceding post except to add that encouragement of entrepreneurship ,if not being used as an excuse to favor some group over other ,may require a scope of view that is wider and more comprehensive than it seems to be implemented in this country. There should be a balance between encouraging entrepreneurship for a specific line of business in contrast to that of the entire market. That balance seems to be missing here. Maintaining that balance may require the government to enter as a competitor in one line of business so that it can support entrepreneurship for the rest of the market.      

I just want to know why governments (states and federal) is not allowed to enter into the car insurance business? Or is this also one of the things that gives unfair privilege in this country to those with big wealth? I think that governments, especially the federal government because it has better means to do that, should be allowed to enter and compete in any business. Having the government enter as a competitor can help in to two directions. First,clearly, it can provide a significant help in filling the gaps between product pricing and the paying capabilities of potential buyers and in turn help in keeping the wheel of the economy turning. Second, it may provide a way to prevent monopoly and price fixing among those who are supposed to be competitors in away that even antitrust laws cannot reach.

 

Imagine how this idea can improve the economy:Those who are running businesses should always keep in mind that the government may enter any business if they do not compete in a way sufficient to close the gap that provide an opportunity for such entrance. One of the most obvious and direct implementation for that seems to be in that of car insurance business. What is an insurance business? It is nothing more than some entity saying: Hey I got too much money in case something happen. Who is better equipped to say that than the federal government? An insurance business is just an accumulation of financial power because of which further accumulation is allowed. There is no science or any special capabilities needed.So what prevents the federal government from entering such business other than being on the side of the most wealthy instead of all the people? Look at the prices for car insurances then think if you can even make a claim that there is a serious competition there. Car insurance companies can probably charge less than one forth what they charge and still make big profit. Is there any question that the federal government can compete successfully there?

Also, if I am going to pay more money then why not at least make that goes to where it can help others in the like of food or medicine for those in need rather than making the most wealthy even wealthier through such a business. This is how you improve the economy for any one really interested in that more than he is in serving the most wealthy over everybody else. 

Shortcomings Of The Executive Branch

The shortcomings of  congress in implementing a real and fair justice system that works on everybody including those with the financial and connections power are very substantial because courts provide last resort to seek justice. Otherwise, the failure starts with the top of the executive branch. For example, when it comes to the SEC, those who has been coming to the top of the executive branch in this country apparently think that all what they have to do is just assign a head to that entity and, in their walking over the rainbow world, they think that everything will be OK for an entity that ,if wanted to continue, would need extreme cleaning from its most basic level and roots.

If I was the one with the authority

 I cannot imagine myself not turning the world upside down if  I was the one with the authority like those in congress and someone showed me the brazen things I showed here in the federal court system . Those things showed that the system is far from being fit to be trusted especially when things come to those with the connections and financial power. The reaction I saw, instead, was that of people who lack the will to fight corruption and correct things as if they live in a dictatorship.

Courts here and standing in dilution cases-4

Like I said earlier, I am back to this topic. I intend to make this argument short and clear. Here is one current reasoning of mine in dealing with the technical level.

 

Even if we consider "Authorized Shares" in the article of incorporation to mean that the generated shares will be owned by the corporation then the reasonable way to understand that would be in  it is being a conditional ownership. In other words, ownership  by the corporation for the generated shares won't start unless those shares were generated for the best interest of shareholders. What calls for this understanding is that ,unlike the initial capital for example, Authorized Shares can be used in a way that is for the best interest of the corporation but not necessarily for the best interest of shareholders. [(Added 9/12/2013) Notice that the preceding statement also imply that even in cases where there is also an injury to the corporation a sufficient path to recovery for shareholders through the corporation equivalent  to that through direct standing may not exist].Since it is reasonable to assume that , from the start, owners of corporations do not want to give away their ownership unless it is for their best interest, it follows from that that conditional ownership by the corporation for any shares generated as part from the Authorized Shares.[(Added 9/12/2013)  Let me state that in another way. Since it does not make sense that owners of a corporation would choose to authorize a power that can be used to take away their ownership in the corporation for other than their best interest with no right for them to demand legal recovery while there is a better alternative, then the ownership by the corporation for shares issued as part of the Authorized Shares needs to be understood as being contingent on that issuance being for the best interest of shareholders].That means unless shares were generated (issued) for the best interest of shareholders then ownership by the corporation for those shares did not happen and therefore shareholders still have their direct standing to bring  lawsuits in dilution cases.        

The Earlier VKNG Encounter

Flashback to the preceding post:

I started trading stocks from August 2004. Two years after that ,in 2006, while watching the trading of a small/micro cap stock I was holding I started paying attention to how the selling of shares there seemed to be part of an attempt to pressure the price of the stock rather than trying to get the best price possible. I complained to the SEC and as a result of that my name was revealed to the hedge fund guy who was the same guy here. Anyway, later I started to pay attention and recognize the same thing everywhere I go in the world of small/micro cap stock. For years and years, I also wrote about it in the message boards of these stocks and my writings sounded weird and drew very little ,if any, expressed agreement. That did not affect my believe in what I thought was very clear and I became more interested in making a lemonade from these kind of lemon. In October 2009 I noticed what seemed to me as one opportunity to apply that understanding of mine on a stock that seemed to be played in that same way on the stock of a public corporation (at that time) called Viking Systems which was trading under the ticker VKNG. I noticed that the stock was being pushed down to an extremely low prices.On 10/22/2009 I jumped in and bought over 2 million shares for less than $13000. The guy playing the stock was this same hedge fund guy here and he did not care about selling me all these shares. In fact, if I wanted I probably could have bought much more from him in the next days at also extremely cheap prices but I had to stop buying because of the filing requirement on 5 percent owners of individual investors (According to 17 CFR 240.13d-1 (b) (2) it seems that a hedge fund,on the other hand,can acquire and dispose of ownership less than 10 percent as much as it like and wouldn't have to file unless it has that ownership on the last day of the year). A few days after that the stock started to move higher and reached over $1 a share before the middle of November 2009. Along the way,this hedge fund guy continued his pressure on the stock ignoring the reality that he himself chose. He did not have enough shares to do that and as a result the stock entered the Regulation SHO Threshold Security List (SHO list) three times. The SHO regulation is related to the selling of shares without really delivering those shares to the buyers account. If these shares reach a specific percentage and remain at that percentage for a specific period of time then the seller of those shares (or his broker) will need to buy and deliver those shares .Yes, I know,it is absurd. It is like saying you can steal but don't exaggerate too much. However this the best individual investors can get from the legislators and regulators. If that was not enough, consider when was this regulation enacted? 1934?No. 1950?No.1965?No.1980?No.1990?No .It was not until 2005 that apparently they reached the recognition that selling nothing as shares is not acceptable. Anyway, returning back to the main story here, the hedge fund guy sold enough fake non existent shares to make the stock goes to that SHO list three times. At least in one of these three times it stayed long enough there to satisfy the buying back requirement of the SHO Regulation while in the other two it came very close.[(Added 9/20/2013) Checking back the record shows that actually the stock stayed on the SHO List from  11/14/2009 to 1/4/2010 continuously]. Nevertheless there was not any noticeable buying back and the pressure on the stock at low prices continued. It was not unreasonable to expect that buying back of these shares could have resulted in the stock reaching a price higher than $5 a share because of how squeezed this guy was.In fact that could be an understatement.Yet, there was not anything to indicate that even a part of that required buying of shares to be delivered to those who bought shares that were not delivered to them. Instead of that there was something that even on its own and without any of the above should have aroused a great suspicion to investigate what was going on. That thing was a sears of SEC fillings the like of which I had not and still have not seen. These SEC filings were filed on 12/14/2009, 12/15/2009, 12/17/2009,12/18/2009 by a company called Midsummer Investment Limited. This company initially filed that it sold millions of shares after the stock started moving higher starting from 11/03/2009 and filed on 11/16/2009. The newer filings on the dates mentioned above all contained this very unusual paragraph with variations only in the number of shares mentioned which I wrote in italics here

"On November 16, 2009, the Reporting Person filed 12 Form 4s reporting the disposition of shares of Common Stock of the Issuer (Accession Numbers 0001144204-09-059660 through 0001144204-09-059664, 0001144204-09-059666 through 0001144204-09-059670, 0001144204-09-059672 and 0001144204-09-059663, collectively, the "November Filings"). Subsequent to the disposition of the sales, on account of the failure to obtain legal transfer of the sold shares through the issuer, the Reporting Person's broker involuntarily elected to buy 451,000 shares previously reported as sold by the Reporting Person to cover the sales disclosed in the November Filings. The Reporting Person does not consent to nor has it exercised any discretion or control over the buy-in. Accordingly, this filing reverses the previously reported sale of 451,000 shares of common stock pursuant to the November Filings"

There were 2428000 shares in total reported in these filings which probably represented all the shares initially filed as sold. [(Added 9/15/2013) There was no need to say "probably" in the preceding sentence since I did count them and they are exactly the same number]. So, there were supposedly a buying back that ,again supposedly, reversed the initial selling of all these shares. There was not any indication that this buying of shares really happened. How this buying happened?From whom? People were talking about the stock in messages boards and none of them spoke about a buying back happened to him/her. Again,there were absolutely nothing supporting that claimed buying back really took place.This made the suspicion that 2428000 fake shares sold and kept in the system unavoidable.

Less than a month later I started telling this hedge fund guy through a message board on which he posts frequently that the game he was playing with that claimed buyback should be corrected or he will be reported. I had over $2 millions of gain and a potential of a much higher price because this guy was squeezed which all were taken down and stayed down because of the support of that fake buyback claim but I still wanted to give this guy time to realize the danger of the game of he played.

I waited for more than a 100 days trying to give this hedge fund guy time to deal with reality and manage himself in a fair way. What he did instead was to go to the company and offer them financing they were looking for at terms that sounded very tempting in exchange of shares. He sent a company called Dutchess Opportunity Fund, II, LP and made that deal through it. [(Added 9/10/2013) To be fair, the agreement was signed two days before I started writing about that buy back trick] .That financing deal gives the company the right to sell Dutchess shares anytime time they want based on a price that is only discounted by 4 percent from the market price. Initially I complemented those inside Viking Systems for getting such a deal. I based that complement on what is in the deal on its face while depending on the judgment of those inside with regard to how real it was and what was behind it. After a while I realized that the Dutchess was only a face and this guy was behind it. Who would accept to put himself under obligation to buy shares based on market price chosen any time by the seller without any restrictions? I don't think Goldman Sachs would accept such a risk not to mention a small fund. Moreover, who would want to take such a risk with a stock that jumped from under a penny a to over a dollar a share within less than a month? One thing that would make taking such risk reasonable is if Dutchess was counting on someone to keep the pressure on the stock inside the market. The financing agreement with Dutchess was also contingent on registering with the SEC for resale in the market 15 million shares.The company (specifically those who get this financing the CFO and/or the CEO) couldn't get financing anywhere before that not to mention one with such terms .All these and other factors and the timing of the deal made the conclusion that Dutchess was only a face and extension to this hedge fund guy unavoidable.

After realizing this I started writing to the SEC about that earlier strange filing and the rest of the story here. But that was after over a hundred days and millions of shares were already added through this financing agreement which may at least cover the original problem at the surface level. That doesn't mean that the initial game became untraceable. But one try as much as possible not to give any excuse to that fake entity called the SEC.What really changed by the passing of time ,however, is that the hedge fund guy had already dragged with him some of those on his side who were not inclined to take the unnecessary risk he was taking but lacked the will power to refuse continuing with him. Had I started fighting back early I probably could have strengthened that side of them.

But if you think the role of the SEC with the like of this hedge fund guy is only to stay away from investigating and prosecuting them then you are mistaken. It is also there to protect and serve. It may act to protect them from justice and also to serve their unjust actions. For after sending my complaints ,to my surprise,this time I received a response. That response came from the office of the SEC in New York which claimed that they want to make a teleconference with me regarding my complaint. Although at the beginning I tried to be more optimistic, by the end of the day I could no longer keep even a modest amount of hope that their interest in my case was real. It was very clear that they did not care about my complaint. Although I would still have seen it clearly without knowing what was their real intention, I had a very strong suspicion about what they really wanted and that suspicion became firmly established after attending that conference call they wanted. What they were really interested in was serving the hedge fund guy. Although he had his suspicions because of my posting and big interest in the stock, it appears that the hedge fund guy wanted to make sure I was the one who jumped in and made that big buy of the stock and not another hedge fund and for that purpose he used the SEC to extract that information.Here is some of what I wrote about that. At that time I was still not revealing my early entry and the position I made.

http://unallowedthoughts.blogspot.com/2010/07/corruption-beyond-belief-inside-sec.html

For this hedge fund guy, with the help of the shares he was acquiring through his Dutchess face were able to keep the price continuously under pressure inside the market on the stock. Then, taking advantage of the low price in the market which he himself was causing,in May 5, 2011 the hedge fund guy came again through a third face to buy shares in private placement.Of course, it can be much cheaper to buy shares through a private placement after the stock was kept at low price all that time than at the beginning.The new face he came through was a company called Clinton Group,Inc. (the investment manager of Clinton Magnolia Master Fund,Ltd.) and acquired 12 million shares and 9 million warrants exercisable at 25 cents a share for a total of $3 millions. In addition, although he had already acquired over 10.97 million shares through Dutchess financing agreement, he also made the deal contingent on registering for resale with the SEC those 12 million shares acquired in the private placement and it was declared effective with the SEC without any problem.

Midsummer Investment (the company who made the strange filings talked about earlier), "sold" all its holding of the stock (7,223,457 shares and 5,551,034 warrants) to the Clinton Group at the same time when that financing agreement was made. That shows even more how much these actions really belong to parties who are acting as separate entities or in fact parties acting as one entity with these games.

That claimed transfer of ownership also helped avoiding a restriction on the conversion of those warrants held by Midsummer not to lead to Midsummer's ownership exceeding 4.99 percent of the total outstanding shares.

The next step after that for the hedge fund guy was to use the ownership he made in the corporation to have his directors added to the board and three of them were added.

Now that he has his directors inside ,and certainly is  even in a much better position to keep the pressure on the stock price inside the market, he came through a company called Conmed to take the company through a merger. The offer price of 27 cents a share was empowered by how it sounded relative to the market prices which he himself had been keeping down under pressure.The merger agreement was agreed on by the three added directors and only one of the original directors with the rest of the original board abstaining from voting.

After all that, he did not wait long to play the kind of manipulation he played in this case and repeat the arrogant response in the manner I described in the preceding post.

This was only a summery and more could be added and elaborated on.

Not a slip and fall case

I am not here ,with this case,  going after someone for the like of a slip and fall case or other  unintentional injury or even  an intentional injury occurred once or twice or even  an intentional injury occurred several times. No, for months and months I kept buying shares and this hedge fund guy could have stopped selling me shares any time he wanted but he did not care. The basic reality of either to sell something and abandon its ownership or not to sell and keep it imposed on mere mortals was not sufficient for him or those whom he was using inside. He  sells then he fraudulently take back what he sold. People make onetime intentional action, or even unintentional, and have to live the consequences of that decision. This guy on the other hand continuously made the decisions to sell me shares for  ,again, months and months where he could have stopped any time he wants.  Not only that, but after I stop buying at each price stage he takes the price down to a lower stage not caring about the consequences of his decision in giving away that ownership to me. But why would he care? He can do whatever he wants and that SEC is more in his pocket than the change he may carry in it. Furthermore, he did all that for not a really worthy game. Even more, even if that worthless game  of taking a stock down to extreme levels was some kind of a necessity for him to play, he reached very low prices to achieve his aim and could have stopped from continuing to sell me ownership in the corporation before I acquired much of the percentage I acquired. But no, it was the arrogance of that who think he is in control of everything. After all that, is it any wonder when one put considerable effort to fight back such unjust arrogance?             

Not even close to sufficiency

The  court's  justice I am seeking ,which is until now is a joke, while necessary , even if found it is still far from being sufficient for making things work fairly and properly. The court system can only work with situations where the injustice and its proof can be seen and pointed out directly which are only the tip of the iceberg. The showing and proving of other law violations is dependent on  honest investigations by the authorities and the moon is probably closer than making that happen on the like of this hedge fund guy. Unless there is a real watch and willingness to prosecute the like of this hedge fund guy like anybody else then things are not running  properly and the whole justice system is only a fantasy. What I have seen yet is a ridiculously huge inequality in applying justice on the ordinary person and the like of this guy. Even if things are not stopped from the top it is only a dream that the investigation would proceed smoothly without being affected by a million things along its progression path inside. Look at what happened at this district court with my case. If this what can the like of this hedge fund guy cause to happen outside in front of everybody, imagine the probability that an investigation in the darkness of the inside, where no body can see what is going on, can be a real thing. In fact, if any thing, the investigation can help support what is being investigated like ,for example, with how the SEC investigation of Madoff ,instead of revealing what was really going on,became instead a device to support the legitimacy claim of what he was doing to those who were counting on the honesty of the SEC (which the poor people probably did not know is like counting on the human rights support from the like of Hitler or Saddam).  

 

Actions intended to appear outrageous

What intensifies the guilt of this court siding unjustly with the other side is that a big part of what the defendants did was made and intended to be shown as an outrageous thing to shareholders. Those inside were playing a game for the hedge fund guy to scare shareholders . The hedge fund guy doesn't need to be worried about SEC reaction to anything he does and that is why he did not care about how clearly  outrageous the actions he was making those inside do. So, when a judge look at these actions and the calling of justice dose not make him feel agitated and ask what the hell going on and resist a temptation to run after the defendants with a stick then he is probably in the wrong profession. 

An illustrating example

What happened in this court is also an example for an important distinction I wanted to make.

It is very probable that one may not find any discriminating personal opinion this judge has against my belonging to whatever I belong to, yet his actions were far from applying justice . I would rather have a judge with a discriminating personal view or expectations toward any kind of group I belong who apply justice and return my rights than a judge who is only good with his personal opinion.

Of course it is even better to have both qualities but I see here that concentration on secondary things eclipses seeing the importance of the question of justice although it is what empowers the significance of these secondary things.

It is probably for similar reasons that some black people were laughing about that fake show with the butter lady. It is as if they were saying: Oh, yes we see no injustice anywhere around us and that is why someone who once used a word we don't like should be a huge problem for us, LOL.   

The audacity of this corruption

It is astonishing that the hedge fund guy was still able to pull strings and make that court do the clearly outrageous things it did despite how it is well known that I brought the matter to the attention and watch of the highest institution in the land, the congress. The audacity of this corruption shows how deeply troubled this justice system when matters come to the like of this hedge fund and the power and control they have over that system.       

This district court was a joke

Time to go to the appeal court and see if it is a circuit court or also a circus court for this hedge fund guy to play his acrobatic games defying justice and the law.

Case closed

Last Monday the district court closed my case (13-20190-CIV-GRAHAM/GOODMAN) by dismissing the rest of  my case against two remaining defendants .But here is the thing. The dismissal order did not state that it was without prejudice and according to FRCP 41 generally dismissals without stating it is without prejudice means it is with prejudice. Nevertheless, although the dismissal stated not following court orders as the reason, these orders were related to serving the complaint and therefore just something that masked a dismissal according to FRCP Rule 4(m) for failure to serve the complaint within the 120 days time period which specify dismissal without prejudice. 

 

After all the earlier dismissals this court did, it suddenly issued orders giving me time to serve (and re-serve after it quashed my earlier service) the two remaining defendants as if that matter any more (one of those defendants, Dror Svorai ,  even limited himself to  mentioning only the county part of the address of where he alleges to reside in his affidavit asking to quash the service). 

 

Unlike motions from other defendants, the motion by defendant Dror Svorai did not ask for a dismissal and asked only for quashing the service so one can certainly put a theory that this was planned.

Court Order Closing The Case 

Court's order quashing service of process

On July 22 2013 the court issued an order granting defendant's Dror Svorai motion to quash service.
Here are links to the defendant's motion, my answer, and the court's order. 

Defendant Dror's motion to quash service

Answer to the defendant's motion

Court's order granting the motion to quash

Court's third dismissal

The third dismissal by this district court was related to Defendant Onteco Corporation, the main defendant, and was based on FRCP Rule 12(b)(6) and FRCP 9(b) and that I lack standing to bring the suit directly.Here are links to the complaint, my response to the defendants motion, and the court order. My original response also has exhibits I am not including them here because they were in response to something on which that dismissal decision was not based. Notice also that if the defendant hadn't emailed me his motion then I may not care about adding a link to that motion.

Complaint

Answer to defendant's Onteco motion to dismiss

Court's third dismissal order

Another justice system corruption sample?

Although not exactly in your face corruption like the one going on in that federal court for the hedge fund guy against my case, take a look at this.

Garst, et al v. Lockheed Integrated, et al

The man spent four years but he still couldn't provide a claim sufficient for the court? It even appears that he was represented by lawyers and was not filing pro se. It is not just that failure but how that failure happened, as the appeal court's opinion claims, is what make this suspicion unavoidable. The conduct of the plaintiff seems more of that who is trying to reach the end of something than that of someone trying to achieve it.

Based on the little knowledge I have and very short history in law related matters, something is needed to counteract the strong suspicion that lawsuit appears to be actually an attempt to protect the corporation instead of holding it responsible. It seems as if there had been things that corporation had done which could harm it  legally and in order to protect that corporation this plan was implemented. The plan appears to be to file a lawsuit mentioning these claims, or a lawsuit where these claims should have been mentioned, in an insufficient, messed up complaint to have it dismissed in a way enough to prevent the claims the corporation wanted to avoid from being brought again because of res judicata and collateral estoppel (the inability to bring again claims that were brought or should have been brought in a previous case that reached judgment on the merits). In other words the plaintiff was plaintiff only by name while actually working for the defendant. That of course assuming the complaint was really insufficient as described by the court otherwise the corruption is directly from the courts.         

Did anyone investigate this? Am I missing something or is it just another sample of the magnitude in government corruption when things come to the powerful and connected protecting themselves through illegitimate means? Why didn't the courts signal some kind of a suspicion or make a judgment based on that suspicion in order to foul such possible plan?

It is also strange that the district court judge waited that long then dismissed the case with prejudice. Why would one prefer such path over a little patience then dismissal without prejudice? I cant find it easy to believe that district court was not involved.

I went to the PACER website but couldn't read the documents related to this case. I also found that the first judge was changed after about one and a half year. I also found that the plaintiff himself was requesting to put the complaint under seal.  

How could this pass without suspicion  and investigation? Moreover, it is mentioned that this  court opinion was cited 173 times.

If I am justified in my suspicion about this case which I found despite the low number of cases I looked at and despite that I was not looking to find this kind of things, imagine what targeted extensive real search can show about the justice system in this regard.

By the way, the opinion of the circuit court was less than assuring of its honesty as it appears to me.

Courts here and standing in dilution cases-3

It seems that I applied the derivative test I suggested for dilution cases in the preceding post  more closely on cases similar to mine where there is a continuous authorization and issuing  of shares than on cases where there is issuing of shares in a limited authorized shares. I may return later to correct other things I said and write more about the mean subject here.

Courts here and standing in dilution cases-2

In my preceding post it seems that I made a mistake by stating that a corporation do not own itself which seems to conflict with the reasoning that allow ,for example,  public corporations to buyback their own shares in the market. Nevertheless, a corporation is owned by its shareholders and it is upon the opposing side to prove that issued  "authorized shares" are issued from the direct ownership of the corporation not shareholders who "authorize" the use of these shares for the corporation. 

 

Beside showing how the derivative standing seems to be very weak in comparison with the direct one for dilution cases, here is a test that emphasize that weakness. It seems that there is a condition that is necessary  for the existence of derivative injury (which imply injury to the corporation). That condition or test is achieved by simply imagining the corporation being sold to a new owner. If with that transformation of ownership the injury to the corporation would persist then this necessary condition (but may not be always sufficient) for the existence of a derivative standing is satisfied. That makes sense since if an injury was truly done to the corporation then it should stay with that corporation.  

 

If we apply this test to the dilution cases we can see that what was perceived as an injury to the corporation would seize to exist with the transfer of ownership of the corporation. First, whether the buyer buys the corporation from one or one thousand owners or acquire a hundred shares or a million shares to achieve the buying process that buyer will end owning the same corporation. Second, it also wouldn't matter to the buyer how many of the authorized shares remain since the buying entity can change that to whatever  it wants. 

 

While this doesn't seem to be even close to what the reasoning of all these courts may miss, I emphasize again that I have seen how corporations and those with the financial power may get preferred treatment here.       

Courts here and standing in dilution cases

I was writing  about the court's third dismissal when I found that  I see it as questionable thing and cannot understand  how courts deal with shareholder plaintiff standing in dilution cases.

 

Here is what one court states:

 

[Delaware case law states that "if a board of directors authorizes the issuance of stock for no or grossly inadequate consideration, the corporation is directly injured and shareholders are injured derivatively"] (In re J.P. MORGAN CHASE & CO. SHAREHOLDER LITIGATION 906 A.2d 808 (2005))

 

I don't see how that could be the best understanding for such situations?

 

Shareholders are the owners of the corporation and modifying the percentage of their ownership affect them directly.

 

My understanding is that a corporation is a legal entity that own assets but it does not own itself, at least when there exist owner(s) for it. When a corporation is sold the selling price would go to its owner(s) and not to the corporation itself. Dilution can be seen as selling of the corporation with the proceeds reinvested back in the corporation.

 

What about authorized shares in the article of incorporation? I think that understanding these shares as being owned by the corporation, if there exist such understanding, is a weak thing if not totally wrong. Instead, authorized shares can be understood as shares the board of directors is authorized to use for the benefit of  the corporation. While the corporation is the pre-assigned owner for the proceeds from selling or any benefit from these authorized shares, that still wouldn't mean only a derivative standing for cases challenging dilution by insiders. That is because the issuance of any authorized shares should not be fraudulent to shareholders and/or should not violate the fiduciary duty of the board to shareholders in order to be correctly done to be used for the benefit  of the corporation. Since dilution cases are usually based on challenging or questioning one or both of the two factors just mentioned, that means there is a direct standing to bring these lawsuits.  

 

I don't see anything indicating that authorized shares are authorized for issuance for the benefit of the corporation regardless or in exclusion of  the general requirement of  fiduciary duty or avoiding fraud to shareholders.

 

I understand the mentioning of  authorized shares with the assets of a corporation not as being  directly part of the assets but as a vehicle that is pre assigned to be used for the benefit of the corporation.

 

In addition, the derivative standing doesn't even make comparable sense in comparison to the direct shareholder standing when it comes to the injury suffered as a result of the dilution. First, shares could be issued at the best price possible and increase the assets of a corporation considerably but still injure shareholders if they were better before the issuance of those shares than after that or if the issuance of shares serve no purpose other than making the current shareholders share ownership with some other people.    

 

Second, even when shares are sold at low prices the dilution resulted from these low prices would still injure shareholders directly through dilution much more than it injures the corporation through the use of the authorized shares for these low prices. As long as authorized shares can be increased it wouldn't make much of a difference for a corporation whether it raise the same amount of money through the issuance of  hundred shares or million shares. Why continuous increase of authorizing and issuing of shares is not taken into account? Because it injures shareholders. So, as seen here, we took a full circle turn and ended back again to the direct injury to shareholders.     

 

About a year ago I was lacking the most basic understanding and knowledge for law related matters, so I don't know how failing to see that could be that common in courts and there could be an answer to what I wrote here. Nevertheless the current path work better for corporations and I have seen how things get adjusted here for the better benefit of those with the financial power and that is why I am questioning this.  

 

It also seems to me that incorrectly taking away the direct right to bring a lawsuit is a violation of the constitutional due process.  

Court's second dismissal

The second dismissal by that court was related to my case against defendant Jorge Schcolnik. Here are links to my response to the defendant's motion, the exhibits of that response and the court's order.

My answer to the defendant's motion

Exhibits

Dismissal Order 2

They were very clearly trying to avoid service and gave addresses in their SEC filings that more than one process server reported as bad [exhibits 4 and 5]. They claimed that the first address was changed on 11/8/2012 but they did not report that until their SEC 10-k report on 4/16/2013.This meant had I even tried to serve on the company address from the first day after I filed my complaint on 1/17/2013 it would have not made any difference until 4/16/2013 when they announced their new address. Then when I tried to serve on the new address ,again more than one process server reported it as bad [exhibits 4 and 5]. even after less than 10 days and 17 days from when they announced it on 4/16/2013. Despite that they came back on 5/21/2013 to report in their 10-Q SEC filing, with the defendant still holding the highest executive position, that bad address again as their current address. They even kept declaring in their SEC reports that they don't know of any entity contemplating filing a lawsuit against them despite the fact that I declared such intention at the top of my scheduled 13D filing in April 2012 [exhibit 6] and they continued doing the same thing even after I filed a scheduled 13D on 5/9/2013 [exhibit 7] declaring at the top that I filed the lawsuit and gave information sufficient to finding it.

Then trying to use whatever communication method available to me I tried to inform the defendant about the lawsuit through a website containing the complaint and summons [exhibit 8], which I mentioned in my SEC scheduled 13D filing on 5/9/2013, and also through Emails containing the complaint and summons as attachments [exhibit 3] sent to the defendant and the corporation for which I received back an acknowledgement of there proper delivery [exhibits 1 and 2].

Unlike what the court seems to suggest, the SEC filings made by the defendant are a significant thing and they indicated very clearly that he was trying to avoid service.

Also, the court says that " Plaintiff does not state any other attempts or searches of public records to find Defendant schcolnik's actual residence prior to relying on substituted service through publication. "

Where does the court think I found the address the defendant was served at (according to the affidavit from the process server I hired)? I used an over the internet paid service and they use public records for that.

Also, my serving through publication equivalent was much better than the usual way of relying on publication. Since I used the SEC filings and public companies should know about SEC filings listed under their company SEC filings, there is no way the defendant can claim he did not know about the lawsuit.

In addition, I provided a link the defendant could have used to read the actual complaint and see a copy of the summons.

Any way, the address where my complaint was served on the defendant was, according to the defendant's affidavit, the address of his girlfriend and he used to "split time" between his alleged current address and that address for a period from "July 2010 until May 2012". He also claims that he has lived since May 2012 with his girlfriend in his alleged current address, yet the affidavit from the resident in that address with whom the complaint and summons were left states that resident lived there since May 1, 2013?

Also, my complaint was served on May 9 on the resident who moved in 9 days ago. That resident also ,according to his affidavit, told the process server that the defendant does not reside with him but the process server still left the complaint and summons with him. How many probabilities we need to build over each other to reach this end result in comparison with the explanatory thing that either the papers were served properly and/or things were arranged with the process server by the defendant? I already knew that the process server won't serve any thing unless it is with the permission and arrangement of the hedge fund guy here.

Any way we don't need to go deeper into analyzing how the service was performed. It was already clear that from the beginning the defendant was trying to avoid service and the claims above which he made in an attempt to show improper service actually strengthen that he was playing games and trying to avoid service.

"Rule 4 is a flexible rule that should be liberally construed so long as a party receives sufficient notice of the complaint." (United Food & Commercial Workers Union v. Alpha Beta Co. 9th Cir.) I used SEC filings and one can hardly think of anything that would inform a public company CEO about something better than filing that with the SEC. Also, court citations out there speak about "substantial compliance" with rule 4 of the FRCP not absolute compliance. In addition , despite the defendant's clear attempt to avoid service I was able to serve him at an address that even according to his allegations owned by his girlfriend and he used to be there during last year.

Such service is clearly not in complete compliance with rule 4 but so was the case " in Union Asbestos & Rubber Co. v. Evans Prods. Co., 328 F.2d 949 (7th Cir.1964), service on a secretary was held good but the court noted the extenuating circumstances that the defendant was out of the office 75-80% of the time and that the notice was immediately communicated to the defendant." (Direct Mail Specialists, Inc. v. Eclat Computerized Technologies, Inc. 9th Cir.). In this case the defendant gave addresses which turned out to be bad (according to emails and affidavits from more than one process server) and continued to give those bad addresses. So he was "out of the office" the equivalent of 100 percent of the time.

It is funny how the same court that found that ordering me to serve the complaint within less than the time allowed by the same rule is an acceptable compliance with that rule, finds all what I did here as not sufficient to comply with that rule. I also gave the court the option to quash the service and ordering a new service, on the address alleged by the defendant's affidavit as his current address, by United States marshal or deputy marshal or by a person specially appointed by the court with the cost of that on me .

Also, as mentioned in my response to the defendant's motion, if the court want to insist that much on technicalities then it should have applied that same level on the defendant who did not serve his motion on me or even mention me in his certificate of service which renders the motion as if it was not filed

Defendant's certificate of service

[See International Controls Corp. v. Vesco, 556 F.2d 665,669 (2d Cir. 1977)(amended complaint remains inchoate until served under Rule 5(a)).]

Costs,Fees and Sanctions

Despite the fact that my complaint against all defendant participants was dismissed, they apparently still held the status conference that was scheduled for this past Wednesday.The magistrate judge was authorized to rule on costs,fees and sanctions without my consent.In fact I checked "No" to all the options of the "Election of Magistrate Judge For Final Disposition Of Motion" form including the "Other" option. Whatever the plan could be I may continue this through the appeal any way.

 

In addition, they took 21 days as a time period for me to serve the last defendant whom even if I serve it would mean nothing after all the dismissal that occurred.

Status Conference Minutes

By the way, the court itself was supposed to "initiate the conference call to Plaintiff " according to its order on a motion I submitted earlier and I do not remember hearing my phone ringing.

The plan in reverse

After contacting some of the senate about my suspicion regarding that hedge fund influence and effect on that court, my original plan was to point out signs and support the claims I made against that fake entity called the Securities and Exchange to build some credibility for what I may face inside that Federal District Court.Otherwise, one could imagine them saying:

Here comes another delusional conspiracy theorist originally from the middle east, as if we haven't already seen enough of those.

 

However, for some reason I forgot to follow my own plan. Nevertheless despite that forgetting the hedge fund guy's actions inside that court compensated for failing to follow that plan with clear things I did not even dream to have that easily (if at all).  I was treated as if I am in a world of law and courts that is separate from all that which was already existed in this country and its history. Those in the Law profession need to make sever fundamental changes and updating to their books to order to fit the rulings I am getting from that court.

 

I certainly intend to talk more directly about the subject of the corruption of the SEC later. However, since events proceeded in this manner here there is no harm in using my initial plan in reverse for a preview. If this is what some hedge funds can do because of an occasional need to access that federal district court with judges each one of them was chosen by voting of the senate, imagine what they can do for a much more needed continuous access to an entity like the SEC.              

Main Dismissal

The case against the main defendant was dismissed (without prejudice) this Friday and I also intend to show that it was wrong and not based on good faith judgment after responding to the earlier dismissal.

By the way, anyone accessing PACER on this case may see that I filed "ELECTION to Jurisdiction by US Magistrate Judge.." which represent only that I filed the form but selected "No" to all options. I did that just in case not filing the form would count as a consent.

Wasting of resources that makes no sense

Before I get to impeachment reason number four here, I want to speak in general about the mess that serves no purpose and help no just cause that is called "service of process" as it is implemented here. Did we apply justice and give all the rights to whom they belong so perfectly that we now need to go after such kind of things?????????

 

Isn't it a joke when a defendant file in the same case that he shouldn't be tried by the court because he "was not served properly"? The normal answer should be:

Well, now you know. Use the complaint and summon made accessible to you and you will have the same time period, again, to respond.

 

Why is all this wasting of resources for something that has absolutely no benefit whatsoever? Either a complaint was justly filed and the defendant deserves to be brought to court or the complaint was unjustly filed and in that case complicating

the process of informing that defendant about the lawsuit beyond what is just won't remedy the injustice of being sued unjustly. This wasted efforts and court's time and resources could be put to where it can serve some really needed just cause.

 

Moreover, the old "formal" process for serving complaints is very much inferior to  many ways a process can be served in this day and age. So, crude imitation of people who were limited in what is available to them hundred of years ago doesn't make any sense in these days . It should be about the just knowledge and access to the filing of a complaint and its content by the defendant -through whatever means- and nothing other than that.

Notice that I did not make the same objection on the personal jurisdiction issue because one can see its use in regulating the power of any state to bring people from another state to be tried by its courts. I only objected on the court ruling related to that matter. This issue, on the other hand, makes no sense and provide no benefit from the onset.   

Another outrageous dismissal from the corrupt court

The corruption is happening in front of everybody. I hope those in the Senate are happy with the corrupted people they make judges and give them authority on people and their rights.

Even if I decide to file a new lawsuit without waiting for the rest of the story here then going through the appeal first in order to save time I still intend to show the corruption to the congress. Actually, I don't know that the appeal court has any authority to deal with an intentional wrong done by a district court different than the unintentional one. That is the job of those in congress and I intend to show them the corruption here to the level that remove any excuse that they don't know or cant see. 

Safeguarding my freedom of expression

In order to protect my freedom of expression I reserved an address on the web I can use if I want to.

That address is: www.uemcs.com
It is currently empty.

Failing a Foolproof Formula

Despite the very few law cases and citations I acquainted myself with, it seems one can detect what seems to be a foolproof formula that can work without a need for much reasoning for applying constitutional minimum contact in situations like mine with that defendant.It seems that ,generally ,wherever you find a continuous obligation contact between the defendant and the forum state that is for the defendant's financial benefit then you have a valid constitutional minimum contact.

 

I wonder how would that judge explain not seeing such an obvious thing

 

Having that in addition to the 15 USC & 78aa you got yourself a personal jurisdiction on that defendant.What is left? The fair play and justice argument?If the reasoning of a person making that objection doesn't tell him that he is very wrong, a comparison with many easy to find cases should.

 

Another big difference showing the fraud of the court

Another big difference between my situation and citations provided by the court is that my case here involves multiple defendants not one defendant so I do not have the easy option of saying no problem I can take the case to the defendant's state. That defendant is in Utah while the other defendants are in Florida and the case needs all defendants in order to be dealt with appropriately. So where should I go, Florida or Utah?

The ridiculous thing is that despite all the facts like the one above the court used the
"fair play and substantial justice" argument AGAINST me.

They cited cases where the selection of the forum is for the plaintiff convenience then used them to support the "fair play and substantial justice" argument against a case where the selection of the forum is a necessity for the case.     

Facing what I said earlier about that district court

 I am not retracting that the magistrate judge was involved. What I am retracting is that the district judge was not involved. Let me explain:

 

One may think that either the hedge fund guy is counting on a judge and therefore would not try to impede reaching him or that he wants to avoid that judge and therefore it would make sense for the hard efforts I saw from him trying to achieve that. What other possibility could there be, right?

 

It now seems that the situation was a bit more complicated than I thought and there were another path taken by those running that federal court. Again,like I said earlier in an email to the judiciary committee, I think that they wanted to pretend that they are fair and that I made a false claim about the court after the first filing so they assigned my case to this judge although they did not really want the case to reach him. The difference is that now I find it a low probability that he was not aware about what was going on. I already had my suspicions from the beginning about that but I restricted myself  within the two possibilities mentioned above because I failed to see this more complex possibility.

 

At some point before I received the first of the two orders mentioned previously the situation could have went like this:

 

The chief judge to what could be an old friend:

 

-Hi, body, look we have a case related to someone who filed a lawsuit against someone we care about assigned to you. Don't worry, we are working on preventing the case from reaching you. Just turn your head away as much as you can and pretend that you don't know and let us manage things for you.

 

In any case whether he was aware of what was going on or not, he now seems to be pressured enough to actively work for the hedge fund guy.

 

The difference between that US District Court and a brothel is that those in a brothel are not encroaching on other people rights and that the services there are not limited to the like of this hedge fund guy only.

 

Clearly wrong and not made in good faith court decision

The decision by that court to dismiss my lawsuit against Defendant Action Stock Transfer Corporation ("Action") was based on its claim of absence of personal jurisdiction on Defendant action sufficient to bring it to the federal district court in Florida.

In this post I do not only want to show that decision is wrong but,more importantly,how much a judge who issues an order like this and make the argument made in that court order could have really believed that his order was not wrong.

All links for Defendant's motion, my response and court ruling are at the end of this post.

 

First, I mentioned in my response to the Defendant's motion to dismiss that since I made a claim in the complaint related to market securities then there is a nationwide personal jurisdiction authorized under 15 USC & 78aa.

 

The judge ruling (see ruling page6 link) answered that by claiming that the due process constitutional requirement are not satisfied here.

 

There are clear examples of circuit courts emphasizing that with laws like that 15 USC & 78aa minimum contact is sufficient to satisfy personal jurisdiction if occurred in any place in the entire country.I can point to several more citations for that in addition to what I mentioned in my response to the motion filed by the Defendant.In fact,the citations requiring minimum contacts within the forum state with regard to 15 USC & 78aa ,if any ,are the ones that seems to be harder to find in comparison with those that shows minimum contact anywhere in the country with regard to 15 USC & 78aa is valid to establish personal jurisdiction.

 

In addition, the citation mentioned by the judge (future tech. today,inc v. osf health care sys, 218, F. 3d 1247, 1251 (11th circuit. 2000)) with his response to the nationwide personal jurisdiction authorized under 15 USC & 78aa was not suitable for being used because it had nothing to do with 15 USC & 78aa or any other nationwide personal jurisdiction authorizing statute there.

 

In fact, because of substantial differences, this citation cited by the court is a very weak citation for this court's purpose on personal jurisdiction in this case even if there were no nationwide personal jurisdiction here.

 

First,in that case services were provided by a plaintiff in Florida to a defendant outside Florida while in this case services are provided by the Defendant outside Florida to the corporation (Defendant Onteco) in Florida.

 

Second, in that case the contact with the forum state was not part of the business the defendant was running.That defendant was running a health care business in other states and contacted Florida to obtain services related to computer system preparation for Y2k. In this case ,on the other hand, the contact of the Defendant with Florida was part of its line of business which is to be a transfer agent for corporations.

 

Third, related to the above,in that case the cause of action did not arise from an availment by the defendant to the forum state for a direct pecuniary benefit while in this case the contact with the forum state by the Defendant was for the purpose of seeking pecuniary benefit through its line of business of being a transfer agent and from that contact the cause of action arose.

 

In that case the plaintiff was needed to apply the constitutional self availment requirement on a defendant who contacted it in Florida to obtain service (Y2K computer preparation) for something that is not related directly to the defendant's business (health care) which was not being marketed in the forum state(Florida).

 

Contrast that with my case here where the Defendant's contact with the forum state (Florida) was for working as a transfer agent and that is the business it was running which is being a transfer agent for corporations

 

So the question is ,even if we put aside the nationwide personal jurisdiction argument, how could any honest person compare that case to mine or see enough similarities between the two for a citation like that in the court order?

 

In addition, despite all these differences, in that case "The Court held an evidentiary hearing on the issue of personal jurisdiction or lack thereof."

 

http://scholar.google.com/scholar_case?case=14539753277299345488&q=future+tech.+today,inc+v.+osf+healthcare+sys&hl=en&as_sdt=2,43&as_vis=1

 

and this did not happen or given as an option here despite the fact that the court itself set a status conference for this month.

 

Anyway going back to the issue of constitutionally sufficient minimum contact, there is a sufficient minimum contact with the forum state here and the court is wrong in claiming that there isn't. Let's look at that minimum contact in the form of the due process factors mentioned in the court citation and see how it applies

 

1-Purposeful availment of the forum state.

 

The Defendant,Action Stock Transfer Corporation, was the transfer agent of Defendant Onteco Corporation,a corporation that has been always located in Florida. Since Defendant Action was in the business of being a transfer agent for corporations that means it availed itself ,through a process that was directly related to obtaining a pecuniary benefit,to the forum state (Florida) and thereby invoking its laws.The Defendant has been the transfer agent of Defendant Onteco corporation from the end of 2009 or earlier.

 

2- the cause of action arises out of defendant's activities

 

The cause of action against, Defendant Action,the transfer agent, is related to all the shares it permitted to be sold in the market in violation of the waiting period imposed by 17 C.F.R § 230.144 (rule 144). Restricted shares seeking access to the market go through the transfer agent of a corporation in order to achieve that access.Defendant Action allowed (according to Defendant Onteco Corporation SEC filings) those restricted shares to enter the market while it was clear from the issuing date that those shares were still under the waiting period restrictions of rule 144.

 

3-Reasonable foreseeability

 

Why would someone working as a transfer agent corporation would not see that if it causes injury to shareholders through violation of the law that it couldn't be held responsible where it caused that injury?

 

In addition, it is reasonable that a transfer agent corporation should expect that it could be part of a lawsuit against a corporation it is representing where that corporation reside.

 

Besides,also applies to 1 and 3 above is that "parties who "reach out beyond one state and create continuing relationships and obligations with citizens of another state" are subject to regulation and sanctions in the other State for the consequences of their activities" (Burger King Corp. v. Rudzewicz, 471 US 462 - Supreme Court 1985).

 

　

 

Lets now direct our attention to Florida's long arm requirement (Fla. Stat. § 48.193).

Fla. Stat. § 48.193(b) states that the state's long arm personal jurisdiction applies on an entity " "Committing a tortious act within this state (Florida)". The Defendant committed a tortious act and that is why Fla. Stat. § 48.193(b) apply here. The Defendant ,by allowing restricted shares to enter the market despite the restriction imposed by SEC Rule 144 ,committed a tortious act that caused the share price of Defendant Onteco Corporation (a Florida resident corporation) to go lower and

affected the total market value of Defendant Onteco Corporation (a Florida resident corporation) and that in turn affected the Plaintiff as a major owner.

Notice that the Plaintiff do not need a derivative standing to apply that.The same claim can be made about any other object. So,because of my ownership of the object (in this case a corporation) in Florida the injury happened to me in Florida although I am not in Florida.

 

The court order cited that "the alleged tort must have caused an injury in Florida" from the Horizon Aggressive Growth, l.p. v. Rothstein-kass for the Fla. Stat. § 48.193(b) to apply.This seems to have been misused here since it is about the "injury" not the "injured".

 

So combining this with the constitutionally suffeint minimum contact discussed above shows that even without nationwide personal jurisdiction Florida's personal jurisdiction apply on the Defendant.

 

Now,lets turn our attention to answering other claims or arguments raised by the court order:

 

On page 3 the court stated:

 

"Plaintiff named Defendant Action in his complaint, alleging that both Defendant Action and Defendant Onteco intentionally diluted Plaintlff''s shares"

 

While based on the claims in the complaint one may make such a direct claim against defendant Action,it was not what I (the plaintiff) directly accused defendant Action of and is not what I based my personal jurisdiction argument on in my answer to the defendant's motion to dismiss.

 

In "count II" of my complaint and what my personal jurisdiction response was based on (as mentioned earlier) that the defendant allowed restricted shares to enter the market in violation of the waiting period requirement of rule 144.

 

This statement by the judge suggest that inside he can see clearly real depth of the tort done here.

 

On page 5 the court stated:

 

"Here,Plaintiff names Defendant Action as a "transfer agent" for Defendant Onteco, but Plaintiff does not explain the responsibilities of a transfer agent or the relation between a transfer agent and Defendant Onteco"

 

It is not clear what level of explanation and for what purpose the court was seeking for these things in order to see that personal jurisdiction apply on the Defendant here .It also does not seem to represent one whole thing with the content around it showing the argument it supposedly support.The Plaintiff claimed, in "count II" of the complaint, a transfer agent responsibility related to allowing restricted shares to enter the market and that is sufficient knowledge for the purpose of establishing personal jurisdiction based on the claims in the complaint.In addition in the Plaintiff 's answer to the Defendant's complaint the Plaintiff said: "A transfer agent is responsible for arranging for the restricted shares to inter the market". The court could have asked the plaintiff about whatever explanations it needs for things that were implied in the complaint.Moreover, definition for the "transfer agent" is not hard to find in other sources like over the Internet.

 

Finally, if there were still doubts the court needed "construe the facts in the light most favorable to the plaintiff " (from the same court citation future tech. today,inc v. osf healthcare sys although other citations can be provided if needed) especially when the Defendant did not base its objection on personal jurisdiction on contesting the responsibility/and or role claimed on it in the complaint with regard to restricted share access to the market.

 

Also on page 5 the court stated:

 

"In addition, Plaintiff f has not sufficiently alleged that Defendant Action "committed a substantial aspect of the alleged tort in Florida." See Musiker, 960 F. Supp. at 296. Here, there are no allegations that Defendant Action committed a tortious act ..."

 

That is simply not true.

 

First the plaintiff mentioned in the complaint that defendant Action Stock Transfer Corporation was the transfer agent of defendant Onteco Corporation (point 6 in the "Parties" section)

 

That means that points 43,44,47,48,55,56 which all contain claims related to violation of rule 144 imply defendant's Action involvement because it is the transfer agent of defendant Onteco corporation.

 

In point 43 of the complaint the plaintiff mentioned how he "was able to exceed the 373,014,903 shares reported by the company as outstanding as of November 14, 2011" to the equivalent of 427,781,420 .The difference represent a number of restricted shares allowed by the defendant to enter the market in violation of Rule 144.

 

In point 44 of the complaint the Plaintiff mentioned how despite that he alone was holding well over what should be allowed to enter the market according to rule 144, "not only there was still trading" volume there but there was a very disproportionately big volume ..".Any indication of additional shares existing in the market is an indication of violation of Rule 144.

 

In point 45 of the complaint the Plaintiff mentioned how the "increased in the volume accompanied the price per share going lower and lower to close at less than 5 cents a share on 03/02/2012".

 

In point 47 of the complaint the Plaintiff mentioned how he "again exceeded the second number of shares reported as outstanding by the company on 1/17/2012 (point#38).On 3/21/2012 the Plaintiff filed a SEC Form 4 showing an ownership of 771,738,420 (pre-reverse split counting) after 64 days from the date where the company reported the 745,634,893 (745,635 post-split counting) outstanding in its 8-k filing of 1/17/2012" selling these access shares in the market was a violation of Rule 144 that involves defendant transfer agent.

 

In point 48 of the complaint the Plaintiff pointed out how despite that he "did not sell any shares of his holding (except for the one occurrence described in point#44 above) of more than the share outstanding number reported on 1/17/2012 and over double the one reported on 11/17/11 (point#38) of shares,this time the market volume was more in the millions than less and reached numbers like 30 and 36 millions (30 and 36 billion of shares in pre-reverse split counting)".That point shows violation of rule 144 indicated by the number of shares the plaintiff was able to buy in the open market and suggested violation through that huge volume number.

 

In point 55 of the complaint the Plaintiff mentioned how a defendant Onteco's Corporation filing with the SEC implied a change in the number of shares in the market equivalent to 50,703,778,000 on 4/16/2012 from 745,634,893 on 1/17/2012. The plaintiff doesn't know any amount of this difference of 49958143107 shares (67 times that entire second number) except through violations of rule 144 which involves defendant Onteco.

 

These actions by the defendant clearly shows that it committed a tortious action and a "substantial aspect of the alleged tort in Florida".

　

 

Also on page 5, the court claimed that there are no allegations in the complaint that the defendant "even had a substantial relation with the forum state".

 

The defendant had a substantial relation related to the cause of action as shown earlier.

 

Also on page 5 the court stated:

 

"Plaintiff, a Tennessee resident, has also not incurred an injury in the state of Florida"

 

We showed earlier that the plaintiff was injured in Florida through his ownership.

 

Finally,on page 6 the court stated:

 

"Furthermore, Plaintiff 's complaint does not allege that this forum would "comport with traditional notions of fair play and substantial justice" because there is not strong state interest in bringing both Plaintiff and Defendant Action to Florida."

 

There is no strong state interest in holding someone who did a tortious act,especially an act with the magnitude and audacity described in the complaint, that affect someone who invest in a corporation resident in the state accountable for his action?

 

Nevertheless,state interest,is one of the factors which also include how most of the all the other defendant are located in Florida and how much it is needed to deal with the complaint justly and appropriately to combine all the named defendants under one lawsuit".In addition,the fact that the choice of this forum is far from being the most convenient to the plaintiff and not in the state where he resides clearly comport with traditional notions of fair play and substantial justice" here.

 

In fact ,in comparison with other cases,what seem far from comporting with "traditional notions of fair play and substantial justice" is the court's quoting "haling people into Florida courts from al1 over the country" for a case like this.

 

Finally,one can easily notice how the court's opinion was written in a fragmented,confusing and distracting manner that makes it hard to believe that if a judge honestly believe in the position he is taking he would write something like this even if he was under a long starvation of food and sleep.

 

 

 

Links
+++++++++++++++++++

Here is a link to the complaint (this ruling is related to Defendant Action Stock Transfer Corporation)

 

http://complaintandsummons.blogspot.com/

 

Here is the Defendant's motion to dismiss

 

https://docs.google.com/file/d/0B_9OcAMogtRTbkxNc2VvQnJDTXM/edit?usp=sharing

 

Here is my response to the that motion

http://subposts.blogspot.com/2013/07/plaintiff-answer-to-defendants-action.html
 

Here is a better link for the ruling

Page1
https://docs.google.com/file/d/0B_9OcAMogtRTSVR2SldNOFBSUmM/edit?usp=sharing
Page2
https://docs.google.com/file/d/0B_9OcAMogtRTai03TlNpS2ZPZ0U/edit?usp=sharing
Page3
https://docs.google.com/file/d/0B_9OcAMogtRTMmxMd2k5ZmlOZzA/edit?usp=sharing
Page4
https://docs.google.com/file/d/0B_9OcAMogtRTcFc3eEhwS25wcWc/edit?usp=sharing
Page5
https://docs.google.com/file/d/0B_9OcAMogtRTc044Z2U0UU1Nd2M/edit?usp=sharing
Page6
https://docs.google.com/file/d/0B_9OcAMogtRTazJGVGJCVFFRSGc/edit?usp=sharing
Page7
https://docs.google.com/file/d/0B_9OcAMogtRTZ2ozZmtkc2RabFk/edit?usp=sharing  

Corruption from outside and/or self corruption

This decision was either based on corruption from outside and/or self corruption of  someone saying look I do whatever I want regardless of what justice requires. The court's explanation for the reasoning behind the  decision contained mainly spinning and avoidance of facts and what is in my answer to the Defendant motion. In addition, it is as if the court intentionally put an effort to go after the few obscure citations but leave out more clear cut citations against the ruling it made. 

 

Again, assuming that court honestly failed to see what someone who only last year knew the bare basics of law can easily find and see, why did it also refused to call for and give an opportunity for the motion to be argued in front of it by both sides. The

Defendant already hired a lawyer so it is not like they will be required to travel like

me.

 

I intend to come later to face any conflict between corruption claims I made earlier and what I am saying now but first I need to show how wrong that decision is. 

 

Who is right and who is wrong?

If you haven't already figured out who is right from who is wrong from the previous post then stay tuned because I intend to show that clearly. I also cant see how such wrong by the court is not intentional. Still,if it is not intentional then it shows a serious  deficient level of thinking.

Like I said from the beginning I intend to show any wrong and any played game publicly and also to the congress (whom many of them themselves have law degrees) .

While I certainly intend to appeal wrong done here, the appeal process,even if we assume would provide the sought after justice, is for unintentional mistakes. Intentional wrong are the duty of congress to correct and treat. So if I show them what makes them honestly think that there is an intentional wrong done by a judge then the rest is up to them to carry their responsibilities for a just system.  

Stupid judge dismisses my lawsuit against a defendant

This judge is either corrupt or very stupid and make hasty decisions.His mind is probably gets blocked or opened based on whether the person a lawyer or an ordinary person instead of on the content of what was written.Stupid people like this make lawyers win on nothing more than being called a "lawyer"

  

If he honestly really believe in the ruling he made then that would make you want to pull your hair and I do not even know what reaction I should describe for him having well over two decades of experience. The guy doesn't even seem to differentiate enough between general jurisdiction and specific jurisdiction. If he is not part of the corruption plan then I honestly doubt that the Defendant side was expecting this ruling from him.

  

He claims that I did not explain what a transfer agent,who is the defendant,does. Assuming the lack of the level of information he wants gives him the right to act in this stupid way then he still could have ordered me to explain it or at least waited before ruling on the motion until the status conference which he already set to be in this month.

  

He set a telephonic status conference,probably trying to save me the expense and effort of travelling,instead of ordering me to come in person and explain whatever he wants,then stupidly dismiss a part of my lawsuit,what a stupid.

  

If he is not part of the corruption then could it be that stupidity can lead to even worse

results than what corruption could lead?

 

 I was surprised by how shallow the arguments presented in the defendant's motion were. But it seems that,assuming corruption was not part of making this  decision, those lawyers know how to talk to this kind of judge at a level he can understand.  

 

One only need to go back to last year to see a level of information I had in law as below the general knowledge level and it is not like I have spent the most of my time since then studying law books. Nevertheless, I am ready to bet $5000,despite the fact that this hedge fund defrauded me of millions (not counting this case) and did not keep me much to spare,that this ruling is WRONG.I think that any one with law knowledge and normal intelligence and do not base his decision on  a "lawyer" title maybe able to see that this ruling is clearly wrong.

  

Let's see who is right and who is wrong.

Here is a link to the complaint (this ruling is related to Defendant Action Stock Transfer Corporation)

 

http://complaintandsummons.blogspot.com/

 

Here is the Defendant's motion to dismiss

 

https://docs.google.com/file/d/0B_9OcAMogtRTbkxNc2VvQnJDTXM/edit?usp=sharing

 

Here is my response to the that motion

http://subposts.blogspot.com/2013/07/plaintiff-answer-to-defendants-action.html
 

Here is a better link for the ruling

Page1
https://docs.google.com/file/d/0B_9OcAMogtRTSVR2SldNOFBSUmM/edit?usp=sharing
Page2
https://docs.google.com/file/d/0B_9OcAMogtRTai03TlNpS2ZPZ0U/edit?usp=sharing
Page3
https://docs.google.com/file/d/0B_9OcAMogtRTMmxMd2k5ZmlOZzA/edit?usp=sharing
Page4
https://docs.google.com/file/d/0B_9OcAMogtRTcFc3eEhwS25wcWc/edit?usp=sharing
Page5
https://docs.google.com/file/d/0B_9OcAMogtRTc044Z2U0UU1Nd2M/edit?usp=sharing
Page6
https://docs.google.com/file/d/0B_9OcAMogtRTazJGVGJCVFFRSGc/edit?usp=sharing
Page7
https://docs.google.com/file/d/0B_9OcAMogtRTZ2ozZmtkc2RabFk/edit?usp=sharing