Private Co??? The answer by phxgold...

[soonerlew]

This is from the millionaires gossip column but I'm guessing it came from 66........

phxgold

SO Private or not?
« Thread Started on Today at 2:06pm »

--------------------------------------------------------------------------------
The big question raised by some has been wether KW is right in claiming the company is now a private corporation. so in order to answer this once and for all since the web definitions were not good enough I went to an expert here is what i got.
////////////////////////////////////////////

---------------------------------------------------------
QUESTION
---------------------------------------------------------
Submitted: 2007-12-14

INVESTOR INFORMATION
Name: Mr. Roger S Summers
Day Phone:
Email: xxxxxxxxxxxxxx

QUESTION

If a company has its registration to trade revoked in an adminitrative hearing
with the SEC. Is that company then considered a private company even tho it
still has shareholders as long as that company continues its affairs instead of
winding up?

Also, what are the steps required of a company that has had its registration
revoked by the SEC for non compliance of filing requirements if it wishes to
return to trading status?

Thank you
////////////////////////////////////////////////////
From:SEC Help <[e-mail]>
[Add to Address Book]

To:"Summers, Roger" xxxxxxxxxxxxx
Subject:SEC Response - File HO1255291
Date:Wednesday, December 19, 2007 7:55:04 AM
[View Source]
Dear Mr. Summers,

When a company's registration is revoked pursuant to Section 12(j) of the
Securities Exchange Act of 1934, it can only become a reporting company again by
filing a new registration statement under the Securities Exchange Act of 1934,
such as a Form 10-SB. On this new registration statement, the company would
register a class of equity
securities under Section 12(g) of the Securities Exchange Act of 1934 and the
company would again incur reporting obligations.


The Securities Act of 1933 requires that securities offered to the public be
registered with the SEC unless they are eligible for exemption of the SEC's
registration requirements. The most common exemptions from the registration
requirements include:

- Private offerings to a limited number of persons or institutions;
- Offerings of limited size;
-Intrastate offerings; and
- Securities of municipal, state, and federal governments.

If the registration of a class of securities is revoked, the shareholders of the company continue to own their shares, However, Section 12(j) of the Securities
Exchange Act of 1934 states that if a securities registration is revoked, no
member of a nationasl securities exchange or broker or dealer can "effect any
transaction in, or to induce the purchase or sale of any security" whos
registration has been revoked or suspended pursuant to Section 12(j).

Investors in such companies need to speak with the company itself to discuss
their ownership interest. As far as I am personally aware, the registration
rules do not address the issue of whether or not a company can continue to
operate after its registration is revoked.

Our response provides general information only and is not intended to be a
substitute for, or relied on instead of, the actual federal securities laws
themselves, or advice of an attorney. It should not be considered a complete
discussion of all the possible issues arising under the federal securities or
other laws.



Sincerely,

ANN H SULZBERG
Office of Investor Education and Advocacy
U.S. Securities and Exchange Commission
100 F St, NE
Washington, DC 20549-0213
[phone]

/////////////////////

so revoked equals private if the company continues.
case closed.

[soonerlew]

Sorry, I guessed wrong so here's the correct link........LOL

cmkxunitedforum.proboards70.com/index.cgi?board=general&action=display&thread=1198087574

[soonerlew]

Here are a couple new items on this............


~¤Franko¤~
DESIGNER


Private vs public from SEC
« Thread Started on Today at 4:19pm »

--------------------------------------------------------------------------------
From: [mailto:[e-mail]]
Sent: Thursday, December 13, 2007 11:08 AM
To: OIEA
Subject: Private Vs Public Delisted Companies



Hello,

I was wondering if you could help me understand the current status of a company, CMKM Diamonds Inc was a trading security under the information:

CMKM Diamonds, Inc. (0001092299) SIC: 1400 - Mining & Quarrying of Nonmetallic Minerals (No Fuels)
State location: NV | State of Inc.: NV | Fiscal Year End: 1231
formerly: CASAVANT MINING KIMBERLITE INTERNATIONAL (filings through 2005-02-17)
formerly: CYBERMARK INTERNATIONAL CORP (filings through 2003-03-31)

I was wondering if you could tell me since they are delisted now if they are classed as a Private or Public company where they do have shareholders holding the paper certs for the delisted securities.

Thanks In Advance for any assistance you can provide in clarifying the matter.

*****************************************************
Dear Mr. Bruhm,

Thank you for contacting the SEC.

The following information may be helpful to understand the events surrounding CMKM Diamonds. On March 16, 2005, the SEC instituted a public administrative proceeding pursuant to Section 12(j) of the Securities Exchange Act of 1934 against CMKM Diamonds to revoke the registration of the company’s common stock. The SEC alleged that the company violated the federal securities laws because it had failed to file annual or quarterly reports since 2002.

On July 12, 2005, Chief Administrative Law Judge Brenda Murray issued an Initial Decision ordering the revocation of the registration of CMKM Diamonds securities. Although CMKM Diamonds initially filed a petition to review the decision, on October 21, 2005 it withdrew the petition. This request is an exhibit to the Form 8-K filed by CMKM Diamonds on October 24, 2005. The Commission dismissed the review proceedings and entered its final decision revoking the registration of CMKM Diamonds on October 28th. You can find a copy of the Form 8-K at www.sec.gov/cgi-bin/browse-edgar?company=CMKM+Diamonds&CIK=&filenum=&State=&SIC=&owner=include&action=getcompany

As also noted in the October 24th Form 8-K, CMKM Diamonds entered into an agreement with another company for the sale of its assets. As part of the agreement, owners of CMKM Diamonds shares would receive shares of the other company. However, CMKM Diamonds requested that shareholders show that they were “bona fide” shareholders by sending copies of their physical certificates to the CMKM Diamonds representatives who were known as the CMKX Taskforce.

At this point, this is all of the information we can provide.
I hope this information is helpful.

Sincerely,

CECELIA R HOWELL
Office of Investor Education and Advocacy
U.S. Securities and Exchange Commission
100 F St, NE
Washington, DC 20549-0213
[phone]






padre de cinco 1
DIAMOND MINER

Re: Private vs public from SEC
« Reply #6 on Today at 5:05pm »

--------------------------------------------------------------------------------

Today at 4:47pm, chucky wrote:I don't believe Ms. Howell answered the question. Am I missing something?



...........First of all...........SEC does have a toll free number for people like us. People that need questions answered... that number is 1-800 SEC 0330 (800 732 0330)... I just got off of the phone with Bonnie...(and I'm sorry but I forgot her last name in about 2 seconds) Anyway, Bonnie told me that with 40,000 shareholders that this company is still public. She first said that "if a company has less than 500 stockholders"... which I said there are somewhere in the 40,000 range to which she said "then it's still a public company".... I said thank you very much and that was that......

..............an 800 number .... who'd uh thunk it? ..............


millionaires.proboards86.com/index.cgi?board=main&action=display&thread=1198185572