08/05/2005 12:38:34 Daleco Resources Corp (OTCBB-DLOV) - 1977 through 1985 - Submitted to the SEC in August of 1989 by Marv Eatinger Although United Westland Resources Ltd. (now Daleco Resources Corporation) and Reef Resources Corporation were shown in the Wall Street Journal as listed on the NASDAQ (over the counter) stock market, neither company was registered with the NASDAQ. United Westland Resources Ltd. did not register with the NASDAQ until sometime after September 30, 1984. United Westland Resources Ltd. never filed any financial reports with NASDAQ or the SEC until its form 20-FR registration with the SEC on May 31, 1984. Reef Resources Corporation never had its books audited in its two and one-half year existence, and never filed any financial reports anywhere in the world! As a result of United Westland Resources Ltd. and Reef Resources Corporation amalgamation on November 25, 1981, shareholders of Reef Resources Corporation got one share of the new company (United Westland Resources Ltd.) for each two shares of Reef Resources Corporation. "Reef Resources" first appeared in the Wall Street Journal as listed on NASDAQ on Monday November 16, 1981. "Reef Resources" appeared with a bid price of $2.00 per share. "UtdWestlnd Res" bid price was $4-3/8 per share in the November 17, 1981, issue of the Wall Street Journal. Since Reef Resources Corporation never had its books audited in its 2-1/2 year existence, and never filed any financial reports anywhere in the world, this bid price of $2.00 per share gave the 2 for 1 share exchange a look of legitimacy. In reality this share exchange should have been at least 8 for 1 if not more. As long as you are not registered on NASDAQ, it would appear that the sky was the limit! Daleco Resources Corporation emerged from this amalgamation with a name change in 1986. The only reports issued were the Annual Reports to Stockholders (1981 & 1982 reports were not filed with any regulatory authorities in Canada or the United States). The Annual Reports for the fiscal years of 1981, 1982, 1983 & 1984 all showed United Westland Resources Ltd. as listed on the NASDAQ. The fact is that United Westlands Resources Ltd. was not even registered with the NASDAQ! Shea & Gould law firm (Washington, DC) was United Westland Resources Ltd. United States counsel from sometime in 1983 to 1992. Coopers & Lybrand (Toronto, Canada & United States) was United Westland Resources Ltd. (now Daleco Resources Corporation) and Daleco Resources Partnership (two Nevada companies) auditors from at least 1977 through 1996. United Westland Resources Ltd. was not registered with the SEC until the 20-FR registration on May 31, 1984. In order to be a foreign corporation (Canadian) not registered with the SEC but listed on the NASDAQ, United Westland would have been subject to the "information-supplying exemption" Rule 12g3-2(b)[17 CFR 240.12g3-2] under the Securities Exchange Act of 1934. This meant that United Westland Resources Ltd. would have had to furnish the SEC with copies of disclosure documents required to be made public pursuant to the law of the country of its domicile or in which it was incorporated. Since United Westland was not registered with the NASDAQ until sometime after September 30, 1984, The SEC had no idea that United Westland was selling its stock to United States citizens as if it were listed on the NASDAQ. On October 5, 1983, revisions were made to Rule 12g3-2 that terminated the ability of Canadian issuers of stock in a public corporation to use the "information-supplying exemption" to facilitate a listing on NASDAQ without registering with the SEC. If the regulatory authorities have read my past certified letters, registered letters, Federal Express packages & emails you will have seen the damage that the "information-supplying exemption" Rule 12g3-2(b) has inflicted on disclosure requirements by foreign companies (Canadian) to their United States investors! Specifically, the United States investors in United Westland Resources Ltd. (now Daleco Resources Corporation). Shea & Gould law firm and Coopers & Lybrand accounting firm were part of a conspiracy concerning tax fraud and securities fraud that were a result of a total lack of disclosure by Daleco Resources Corporation. Coopers & Lybrand would not have aided and abetted Daleco's fraudulent accounting transactions without having known going in that the "information-supplying exemption" and the manipulation of Daleco's public filings into different branches of the SEC Division of Corporate Finance by Shea & Gould law firm, were going to be the modus operandi. In September of 1983 United Westland Resources Ltd. sold 1,000,000 shares of no par value common stock with Series A Warrants attached at a price of C$1.75 per unit (the "Offering"). The Offering consisted of one common share and two warrants. The warrants, which were in bearer form, authorized the holder to purchase one common share for each two warrants held at any time up to 180 days after the date of the Offering, after which time any unexercised warrants became void. This Offering was sold through the facilities of the Vancouver Stock Exchange. The total Offering of C$1,750,000 would fall just below the SEC radar screen of US$1,500,000. This meant that United Westland Resources Ltd. would avoid having to register this Offering under the Securities Exchange Act of 1933. To have to register this Offering would blow United Westland's cover, because they were not registered with the NASDAQ at the time of this Offering. Yet, United Westland Resources Ltd. was shown in the Wall Street Journal and BARRON'S as a listed NASDAQ company. In addition to the advertisement by United Westland Resources Ltd. (now Daleco Resources Corporation) in the November 30, 1981, issue of BARRON'S, United Westland Resources Ltd. had advertisements in BARRON'S on the following dates: September 21, 1981 page 73, January 31, 1983 page 62, February 14, 1983 and February 1, 1984 page 66. At the bottom of each one of these advertisements was a company to contact other than United Westland Resources Ltd. This company was Howard Bronson & Company, Inc. Phone (212) 867-6160. It is very possible that a majority of the 1,000,000 common shares and associated warrants (Units) issued by United Westland Resources Ltd. in the above mentioned "Offering", were absorbed by United States investors who thought that United Westland Resources Ltd. was legally listed on NASDAQ and therefore was filing some kind of financial report with a regulatory entity in the United States. When in fact, United Westland Resources Ltd. was not filing any financial reports with any regulatory entity in the United States, until their 20-FR registration with the SEC on May 31, 1984! ABBREVIATED SUMMARY OF DALECO RESOURCES CORPORATION'S INITIAL FINANCIAL BUSINESS PLAN IS SHOWN AS FOLLOWS: In 1977 Daleco Partnership ( two companies incorporated in Nevada with a parent co.(Daleco Resources Ltd) incorporated in Vancouver, British Columbia ) set about to delineate an oil & gas field in Texas. United Westland Resources Ltd., at that time, was a public co. on the Vancouver Stock Exchange which was incorporated in Vancouver, British Columbia. Daleco Partnership raised money through United Westland Resources Ltd. by selling stock, putting down oil & gas wells & then borrowing money ( loans ) using the successful wells as collateral for the loans. In 1979 Daleco Partnership invented a co. called Reef Resources Corp. which was incorporated in Vancouver, BC. Reef had a subsidiary in Nevada called Reef Resources. Daleco Partnership took all the dry holes & worthless leases that were a result of delineating the Texas field & sold them into Reef Resources through an 8 million dollar common stock issue on the Vancouver Stock Exchange. Since Daleco Partnership never had much, if any, income & was using full cost accounting for oil & gas assets, this 8 million dollars of worthless properties would not have had a reduced tax basis due to amortization & depletion expense. So here you have a partnership that never had any of its own money invested, and yet was able to gain 8 million dollars on the sale of worthless properties. No capital gains tax would ever be paid because the tax basis on Daleco Partnership books was 8 million dollars & that is the price Reef Resources paid for these worthless properties! THE REST IS HISTORY: a. In 1980 Daleco Partnership borrowed approximately 6 million dollars & put these loans on United Westland Resources Ltd. parent co. books in Canada ( United Westland also had a wholly owned subsidiary in Nevada named Westland Resources Corporation). b. In 1981 an illegal pooling of interest amalgamation between United Westland parent co. in Canada & Reef Resources parent co. in Canada was completed. Nevada subsidiaries of these two parent companies were left separate until they were illegally merged (using a merger of form rather than substance) in Nevada on Jan. 25, 1984. c. The pooling of interest was the accounting cover for the 6 million dollars in loans that Daleco Partnership ended up with but were put on United Westland parent co. books in Canada. Worthless dry holes & leases from Reef were used as debts to offset the 6 million dollars in loans that Daleco Partnership stole through United Westland parent co. books. d. Oct. 1, 1983 changed United Westland parent co. books in Canada to successful efforts accounting & wrote off 8 million dollars of worthless properties from Reef 1981 pooling of interest. e. From 1981 through 1984 United Westland subsidiary in Nevada would forfeit back to Daleco Partnership 8 million dollars worth of good properties. This would balance the subsidiary books in Nevada to the parent co. books in Canada after Reef(Nevada) & Westland Resources(Nevada) were illegally merged on January 25, 1984. f. On Oct. 1, 1984 Westland Resources (Nevada) changed from full cost accounting to successful efforts accounting. Since the merger took place on Jan. 25, 1984 and the fiscal year started on Oct. 1, 1983, Westland Resources (Nevada) would absorb Reef's 8 million dollars of worthless properties into its amortization & depletion base. TO SUMMARIZE: 1. Daleco Partnership gained 8 million dollars & paid no capital gain taxes from the sale of worthless assets to Reef in 1981. United Westland got worthless properties & Daleco Partnership got 8 million dollars. 2. 8 million dollars of worthless properties were written off Canadian parent company books & added in on the Nevada subsidiary books. This means that United Westland would have 16 million dollars in well costs that were a fraudulent result of the Reef pooling of interest amalgamation in 1981. 3. 8 million of good properties were forfeited back to Daleco Partnership in order to balance United Westland subsidiary ( Nevada ) books to offset the 8 million dollars of worthless properties that were added in by the merger with Reef (Nevada) on Jan. 25, 1984. 4. Daleco Partnership got 6 million dollars in loans & cash that United Westland ended up paying for with forfeiture of assets to the Union Bank of California. The stockholders of United Westland Resources Ltd. (now Daleco Resources Corp. OTC--DLOV) ended up with nothing! My question is, did I reinvent the wheel with this case or was this standard business tactics in the 1970's & early 1980's? THE PLAYERS: 1. COOPERS & LYBRAND--TORONTO--AUDITORS FOR UNITED WESTLAND & DALECO RESOURCES CORP. (FROM 1977 THROUGH 1996) 2.COOPERS & LYBRAND--UNITED STATES--AUDITORS FOR DALECO PARTNERSHIP (two Nevada corporations-Amiroil International 100% owned by Dov Amir & Coast Exploration Company 100% owned by Louis Erlich) 3.SHEA & GOULD LAW FIRM (DISSOLVED IN JAN. 1994 AT A SPECIAL NIGHT MEETING OF PARTNERS. ONE WEEK AFTER RECEIVING THE THIRD CERTIFIED LETTER THAT I HAD SENT THEM OVER A PERIOD OF TWO YEARS. THEY NEVER ANSWERED ANY OF MY CERTIFIED LETTERS CONCERNING DALECO'S SEC FILINGS). 4. MARIO V. MIRABELLI (now with Patton Boggs--one year ago was with Baker Hostetler) MANAGING PARTNER SHEA & GOULD UNTIL JAN. 1992. (MANIPULATED UNITED WESTLAND SEC FILINGS INTO DIFFERENT BRANCHES OF THE SEC DIVISION OF CORPORATE FINANCE TO COVER UP THE FRAUD)-MARIO V. MIRABELLI WAS AN SEC ADMINISTRATIVE LAW LAWYER FROM 1969 THRU 1973! 5. CERTAIN NASD EMPLOYEES WHO WERE RESPONSIBLE FOR REPORTING NASDAQ LISTED QUOTATIONS FROM JAN. 1981 THRU SEPT. 30, 1984. (UNITED WESTLAND RESOURCES LTD. NEVER REGISTERED WITH THE NASDAQ SYSTEM FROM JAN. 1981 THROUGH SEPT. 30, 1984. THEREFORE, THEY COULD NOT LEGALLY HAVE BEEN LISTED ON NASDAQ. YET, THEY WERE ABLE TO TRADE THEIR SHARES AS IF THEY WERE LISTED ON THE NASDAQ SYSTEM FROM JAN. 6, 1981 THROUGH MAY 31, 1984 WHEN THEY FILED A 20F REGISTRATION WITH THE SEC). This enabled United Westland Resources Ltd (now DALECO) to not file any financial reports either in Canada or the United States for the fiscal years of 1979, 1980, 1981 & 1982. 6. AND OF COURSE THE MANAGEMENT OF UNITED WESTLAND RESOURCES LTD. (NOW DALECO RESOURCES CORP.--OTC:DLOV). 7. A COUPLE OF CANADIAN LAWYERS IN TORONTO & VANCOUVER! NOTE: I have all the documents to prove these allegations! =======================================================Regency Affiliates, Inc. (OTCBB-RAFI) - Complaint email submitted to the Miami office of the SEC in Nov. of 2001 by Marv Eatinger William R. Ponsoldt Sr. created a press release price rally in Regency's stock in February of 2000. Three days before the first press release he established a corporation in Nevada named Liberty Group, Inc. This corporation was owned (my analysis) by Statesman Group, Inc. an irrevocable trust in Nassau, Bahamas for Ponsoldt's children. Statesman Group, Inc. was a reporting entity to the SEC. Starting in March of 2000 until approximately April 15, 2000, Ponsoldt sold approximately 1,800,000 common shares of Regency's stock (this stock was owned by Statesman Group, Inc.) through Liberty Group, Inc. of Nevada. This stock was sold at prices from $3.00 to $5.50 per share. No shares of stock owned by Statesman Group, Inc. were ever reported to the SEC as being sold by Statesman Group, Inc.!! Yet the disappearance of these shares showed up in the reports filed by Regency showing Statesman's ownership of Regency's common stock. Ponsoldt paid what amounts to nothing for these shares! (See www.ragingbull.com message board for Regency Affiliates, Inc. 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