Warning Notice:
STATE of PENNSYLVANIA (PA) Securities Commission's Position on Venture Capital Communication involving the Internet!
If you are a Pennsylvania Resident and are seeking to be placed in contact with project sponsors or are considering the placement of notices PLEASE READ THIS:
Securities Commission representatives for the State of Pennsylvania have taken the position that the posting of general information notices on Internet web sites may be contrary to the provisions of that State's Securities Commission legislation. This interpretation would apply in cases where the project principals operate Incorporated Entities and are amenable to the infusion of funds via Angel investors' acquisition of equity positions.
It seems that, to underscore their position, the Commission has engaged in an entrapment activity designed to "flush out" the unregistered sale of securities within their State by having certain PA individuals pose as investment consultants, who approached us in order to be placed in touch with project sponsors. If project principals tabled their receptiveness to a variety of funding options, including the provision of equity positions in their company, then the PA Securities Commission's prime investigative counsellor, Mr. Brennan, has caused the Commission to issue Cease and Desist orders, without explanation and additional communication with the project principals. This information is a matter of Public record in that the Commission has issued a PRESS Release, naming BlackBean and our US intermediary colleague, on whose behalf we list many information notices on our site.
The Commission seems to have zeroed in on Entertainment projects by issuing such Cease and Desist Orders against a number of Producers and sponsors of Movie Projects.
While neither BlackBean Communications Ltd. nor its associated intermediary contacts are involved in the sale of Securities or Shares, we nevertheless suggest, if you are a State of Pennsylvania resident, to proceed with caution - should you be interested in any of the projects listed on our web-site. We urge you to seek legal or professional advice if, when responding to any of the general information notices located on our site, the principals express the willingness to consider various funding options, including Angel Investor positions in their firm, in order to protect yourself from possible attack, harassment or other action by the State of Pennsylvania's Securities Commission.
IF YOU ARE A PROJECT SPONSOR, we urge you to investigate the requirements of your own State, Province, Local or National Security Commission to be certain that your approach is governed by these requirements so you cannot be held to be in contravention, in particular as related to the position taken by the State of Pennsylvania's authorities.
It is the position of BlackBean Communications Ltd, its principal and its professional Intermediary/Consultant contacts that the prohibition of general information notices, describing a Company's or Entrepreneur's Initiatives, Plans or Financial Needs violates the intrinsic rights to freedom of speech and association, as entrenched in the Canadian Charter and United States Constitution, as well as other Countries' fundamental, constitutional frameworks. We will continue to introduce enquiring parties to principals or sponsors of information notices on our site.
Nevertheless, if you have doubts as to your position vis a vis that of the State of Pennsylvania should your discussions with project principals include possible equity options, you should either break off further negotiations on such equity options and pursue debt or other types of funding alternatives, ascertain whether the principal has obtained appropriate authority for the private issue of securities from their local Securities Commission and govern yourself accordingly, or cease further contact with the principals.
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Please Note:
BlackBean Communications Ltd. does not provide a licensed
brokerage service and does not warrant or otherwise
endorse the projects listed on our web-site. Financiers,
project sponsors and consumers must conduct their own due
diligence reviews.
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