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12/4/11 That's the spirit, Ali Nazerali! | OSTK Message Board Posts
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undisclosed control person, both in her own name and using the identity of Ruth Walley, which she had assumed. The real Ns.
Walley died on July 23, 1997.
Although the company's stock traded at the $2 level recently, virtually all its other directors have vanished in recent months amid a
broad SEC investigation. !n a Sept. 12 letter, 800America.com counsel told the SEC that secretary and director Bobby Walley left
the company to become a missionary in the Ukraine. Darvin Pierce resigned as a director in early Narch by sending an E-mail to
Nr. Rabi. Company counsel claim they have been unable to locate three other executives: Richard Sullivan, Jerry Kavoun and
vincent Ren.
"!n addition, Rabi claims to suffer from a debilitating disease that has forced him to forego appearing for testimony at the
commission three times. 800America has not (publicly) disclosed that most of its officers and directors are either not with the
company or otherwise available," states the SEC in its complaint.
Among numerous irregularities, Nr. Rabi and Ns. Steeples filed bogus financials in 800America's annual 10-KSB report, fooling its
auditor by providing a fake Citibank statement showing $12.67-million of cash in the kitty. The Citibank account actually never had
more than $6+0.66 during the one-month statement period.
The pair also accumulated large blocks of stock through a purported S-8 registration statement and through a reverse takeover of
World House Entertainment, a shell. After issuing the stock, the pair placed it in nominee !nternet brokerage accounts, and to date
have sold at least 1.18 million shares for proceeds of $2.7-million.
!n addition, 800America has issued at least 1,1+5,000 shares to at least 13 purported individuals under a July 18, 2001, S-8
registration statement. The SEC claims that to date, at least 980,000 of these shares were in fact issued to nine nominee accounts
controlled by Nr. Rabi or Ns. Steeples. Of these, at least 813,+00 shares have been sold to the public for total proceeds of at least
$1.98-million. These nominees, using accounts at Datek, E-Trade and Ameritrade, are in the names of Stacey Chester, Nyrna
Garvin, Yangdong Qiao, Haiyun Bai, Daisy Nissani, Tillie Steeples, Norris Goldsmith, Denise Eanniello and Edward Cahill.
The SEC claims 800America is falsely reporting millions of dollars in fictitious sales, expenses and assets. "800America accomplished
the fraud by submitting fictitious bank statements and a falsified general ledger to its auditor. Some of the falsified bank statements
also include bogus checks and deposit slips. The actual bank statements, however, do not support any of the fictitious sales or
expenses. The scope of the fraud is massive relative to the size of the company," states the regulator.
!n its accounting investigation, the SEC has determined that 800America's general ledger contained at least $22.22-million in
fictitious sales in the 2001 calendar year, more than the entire $21.+-million in revenues the company reported in its audited
financials in its 2001 Form 10-KSB. Nr. Rabi is believed to be the first CEO arrested for false certified financials since passage of the
Sarbanes-Oxley Act of 2002. !n August, he falsely certified 800America's quarterly report as true and accurate.
The SEC also claims Nr. Rabi and Ns. Steeples have misappropriated company assets, including stock sale proceeds sent to an
account he controls in the name of American Deductible, which is his holding company and 800America's controlling shareholder.
Although 800America filings claim American Deductible is a trust for Nr. Rabi's children, it is actually a regular chequing account in
which he deposits his paycheques. Nr. Rabi uses the account as a personal bank account to pay his expenses and those of Ns.
Steeples and her children.
"The evidence indicates that Rabi and Steeples are looting large sums of 800America assets. For example, on September 7, 2001,
Rabi caused a transfer of approximately $+-million from 800America's bank account to three funds managed by Renaissance
Capital Growth 8 !ncome Fund !!! !nc. This withdrawal does not appear on 800America's 2001 general ledger provided to the
commission staff by 800America's current auditor," states the SEC in its complaint.
"The fraud is ongoing. Rabi has switched transfer agents, opened new nominee accounts, and is liquidating his 800America holdings
as soon as he puts stock into nominee accounts," states the SEC in its complaint. The SEC also claims Nr. Rabi has repeatedly
obstructed commission investigators by providing false information.
Nr. Rabi is expected to appear in Nanhattan federal court on Thursday on the criminal charges, while Ns. Steeples was expected
to appear before U.S. magistrate judge in Nashville Wednesday evening.
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Replies
Msg # Subject Author Recs Date Posted
41651 Re: That's the spirit, Ali Nazerali! /// Hannibal notforprofit13 6 10/23/2011 9:34:13 PM
41652 Re: That's the spirit, Ali Nazerali! Huck 3 10/24/2011 4:15:22 AM
41653 Re: That's the spirit, Ali Nazerali! Lenofus 1 10/24/2011 7:29:48 AM
41670 Re: That's the spirit, Ali Nazerali! ravenseye 1 10/25/2011 12:32:04 PM
41680 Re: That's the spirit, Ali Nazerali! Jackdaw 10/27/2011 12:22:52 AM
12/4/11 That's the spirit, Ali Nazerali! | OSTK Message Board Posts
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