The Cortellazzi Consortium

January 10, 2009

Smoke Gets In Your Eyes

As the New Year began short days ago, the main focus of this very first blog post of 2009 is NEW.

In order to understand the NEW, the blog provides something OLD which will assist the reader in identifying the players and better understand the current dynamics, the blog provides a 13 September 2007 org chart which should facilitate your reading comprehension (a larger version of the chart is available here)   

 

cortelazzi_shells-1a

 

On 30 December 2008, the Quebec’s Bureau de décision et de révision en valeurs mobilières extended its cease trading order which it had issued in October 2008 (as previously mentioned another hearing is scheduled for 19 January 2009).

Notably absent from the 30 December 2008 hearing: HE-5 Resources corporation, Serge Ollu, Denyse Raynault, Jacques Vallée and Andrea Cortellazzi.

This being said it is worth noting that since the Quebec’s Bureau de décision et de révision en valeurs mobilières decision in October 2008, the three (3) main corporate subjects of this blog: He-5 Resources, UMining Resources and M45 Mining Resources have all declared to have “new” management.

On 5 November 2008, Mr. Cortellazzi CEO of M45 Mining declared he was stepping down and “new” management was taking over.  On 1 December 2008, UMining (now Universal Mining) declared it was under “new” management. Most recently, on 9 January 2009 to be more specific, He-5 Resources declared that it was under “new” management.  

M45 Mining Resources 

It is interesting that while Mr. Cortellazzi has declared to have resigned as President and CEO of M45 Mining Resources, the 5 November 2008 press release makes no mention of his current status as a shareholder.

Mr. Cortellazzi’s last filing with the SEC indicated that he was owed $292,935 as of 30 June 2008, a modest amount considering a previous declaration indicated that on 31 March 2008 the amount owed was $ 186,401 and previous to that the amount owed on 31 December 2007 was  declared to be $ 748,491.

Mr. Cortellazzi’s associate Mr. Gilles Ouellette remains as Secretary and Treasurer of the company according to the most recent declaration with the State of Nevada.

m45-secretary-of-state-nevada-jan-2009-_list1 

Moreover, the 5 November 2008 press release is silent on the 15 August 2007 shareholder agreement filed at the SEC in 2007  in which Mr. Cortellazzi (former CEO M45 Mining) and Mr. Ollu (husband of former He-5 Resources CEO Denyse Raynault) and Jean Michel De Montigny (former CEO of UMining) appear as significant shareholders of M45 Mining.

 ties-that-bind_smlM45’s website remains inaccessible because the account has been suspended.

m45accountsuspended1  

 

M45 Mining’s corporate address registration with the Quebec Ministry reponsible for mining remains as Mr. Cortellazzi’s 1212 Redpath Crescent.

m45mining_mnrf_31_12_08_sml

Last but not least, M45 Mining claims have begun to expire with the Quebec Government.

expiredm45_1_sml

 

UMining Resources/Universal Mining Corporation

It is worth mentioning to readers that the 3 December 2008 press release announcing the “new” management of UMining Resources now known as Universal Mining Corporation is completely silent on the previous mining experience of the “new” corporate executives.

Moreover, it is also worth pointing out that Universal Mining Corporation’s (formerly UMining) share structure increased significantly to 500,000,000 on 21 November 2008 (seen below), just a few days before the 1 December 2008 press release announcing the “new” management.   Even more interesting is the sudden increase of “employees” at Universal Mining, formerly UMining. Last year, the company had no employees,  on 5 December 2008 it declared that it had ten (10) “employees”.

 

pink-sheets-umining_30_12_08

Other observant souls have raised significantly interesting observations on 11 December 2008,  14 December 2008,  20 December 2008,  even a voice from the past has reappeared.

He-5 Resources

Currently, He-5 Resources is without a doubt the most interesting of the Cortellazzi Consortium threesome. 

He-5 Resources not only announced that it had “new” management, it went even further by declaring that “new” management had been in place since July 2008:

Jan 09, 2009 09:44 ET
HE-5 Resources, Corp. Announces Reorganizational Changes Are Completed and New Management Now in Place

GENEVA–(Marketwire – January 9, 2009) – HE-5 Resources, Corp. (PINKSHEETS: HRRN) today announced that HE-5 Resources, Corp. has completed its reorganizational changes following completion of the transaction concluded in July 2008, by the European Finance Group “Lington Financial Limited.”

New Management has Been Appointed For New Business Orientation Plan to Begin in 2009.

New Management stated the following: “We are very pleased to begin our new operations and to share our visions and exclusive development program whit HE-5 Resources, Corp.’s shareholders. Our first objective was to complete a full diligent reorganizational plan, to bring the Corporation to a debt-free status, in order to start transferring new intellectual properties, assets, and potential new businesses.”

The choice of dates by He-5 Resources should come as no surprise to anyone monitoring events considering that it conveniently places the transaction before the issuance of a cease trading order by the Quebec’s Bureau de décision et de révision en valeurs mobilières in October 2008, thereby providing Mr. Serge Ollu, his wife Denyse Raynault and Jacques Vallee with a “justification” to avoid appearing before Quebec’s Bureau de décision et de révision en valeurs mobilières. The basis for the selection of the vague July 2008 date in the most recent He-5 Resources press release lies in the transaction of claims by Denyse Raynault to Excel Gold Mining during this time frame which is the last known date in which Denyse Raynault’s name appears on a public document.         

However, the facts do not provide them with any such relief. 

Indeed, it is only recently that “new” management in the form of Mr. Franck Martin and his partner Mrs. Catherine Puschmann have publicly appeared (Mr. Martin’s given name is incorrectly spelled in Pink Sheets information which appears below) as corporate executives as CEO and Treasurer of He-5 Resources.

 

pinksheets_he5_dec08

Corporate changes filed with Pink Sheets by Mr. Martin and Mrs. Puschmann do not fully reflect the recent changes made with the State of Nevada which records these changes (Mr. Martin’s given name is incorrectly spelled in the information which appears below) on 18 December 2008 the share structure of He-5 Resources was significantly altered by declaring a stock split and increasing the authorised share structure to 500,000,000.
he-5-secretary-of-state-nevada-jan-2009_part
   
More interesting is the fact that He-5’s  “acquiring” company, Lington Financial Limited has only recently created a web presence as it registered its domain name on 4 December 2008.
lingtonfin_webregist_4dec08_sml
Ht-Tendance  another of Mr. Martin and Mrs. Puschmann’s corporate entities. A previous enterprise was an online conciergerie for busy corporate executives called Village VIP, the domain registration remains in the name of Mr. Martin.   
village-vip        

Since September 2008, Mr. Martin and Mrs. Puschmann have been promoting a Quebec artist who has based his studio in Europe. The newly created Lington Financial website provides an interesting view into the proposed activities of this new company which includes “Art Investment”.

barterbanksml 
biomed_socialclubsml2
The bio medical and social networking activities are particularly interesting to the blog as Mr. Ollu appeared briefly as the registrant for a domain name  for a bio medical company and UMining’s former CEO Mr. De Montigny also briefly appeared as a registrant for a domain name for a social networking enterprise.
  
Considering the fact that Izza Minerals (declared by He-5 Resources as its wholly owned Canadian Subsidiary) is one of the companies targeted by the  Quebec’s Bureau de décision et de révision en valeurs mobilières is still registered as being in the hands of Denyse Raynault and Jacques Vallee of Excel Gold Mining (the company which acquired the He-5 mining claims in July 2008).
This is becomes all the more interesting since Excel Gold Mining handed over a significant number of warrants to Denyse Raynault for this “transaction”:
Pursuant to an asset purchase agreement dated June 25, 2008, as amended July 22, 2008 (the “Agreement”), Excel has acquired all rights, title and interest in the Property in consideration for the allotment and issuance of 5,200,000 units (the “Units”), as opposed to the previously disclosed amount of 8,000,000 Units, each Unit comprising one fully-paid and non-assessable common share in the capital stock of the Company valued at $0.20 (the “Shares”) and one half (1/2) share purchase warrant, each full warrant (the “Warrants”) allowing its holder to purchase one Share at a price of $0.22 per Share for a period of twenty-four (24) months following the date of the execution of the Agreement (the foregoing being collectively referred to as the “Transaction”), the whole subject to regulatory approval.

Many of the claims involved in the July 2008  “transaction” have expired since their “acquisition” by Excel Gold Mining as can be seen in these screenshots of the Quebec MRNF: 
excelexp_1excel-exp-2
Currently, only 8 of Izza Minerals’ 40 registered mining claims are still active as can be seen in these screenshots of the Quebec MRNF:
izza-expired-2
izza-expired-1

 

Finally and most interestingly, the recent 9 January 2009 press release mentions that He-5 will seek debt free status in these difficult economic times.

New Management stated the following: “We are very pleased to begin our new operations and to share our visions and exclusive development program whit HE-5 Resources, Corp.’s shareholders. Our first objective was to complete a full diligent reorganizational plan, to bring the Corporation to a debt-free status, in order to start transferring new intellectual properties, assets, and potential new businesses.”

Some may recall that according to financial statements signed on 15 May 2007 by Denyse Raynault the modest sum of $970,000.00 was advanced by an unidentified benefactor, one can only wonder about the identity of this person and the level of control this person still exerts on He-5 : 

 

NOTE PAYABLE TO A SHAREHOLDER

(Subject to Revision)

The sum of $970 000 was advanced by a shareholder in the form of a convertible debenture bearing interest starting March 1st, 2007, at prime +2% payable annually. The sum is reimbursable at the rate of 10% of the capital every quarter following the date when the Company starts to generate profits. The lender has the option to convert it into equity at a 20% discount commencing on the extraction phase start date.

 

This being said, the blog wishes to add that it is truly impressed by the signficant number of subtly misspelled names which consistently appear in press releases and filed in government documents by various Cortellazzi associates.

In SEC filings, Mr. Cortellazzi’s name appears in three (3) variants, Mr. Ouellette’s name appears in three (3) variants as well. Mr. Martin’s given name  Franck (which is quite distinctive) appears as Frank in Pink Sheets and Nevada State government documents. 

Universal Mining’s (formerly UMining) Secretary Maria Spiliopoulos (a former exec for W5 Star.com a prepaid card company which had dealings with Smart Card Marketing Systems Inc. PINKSHEETS: SMKG) appears as incorrectly as Spiliopolous in a recent press release. 

The Platters can sing the song, however the Cortellazzi Consortium are without a doubt the true masters of smoke.

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December 27, 2008

Wax on, wax off

Owing to the latest political upheaval in Guinea, it does not bode well for the latest Cortellazzi Consortium spin off, Universal Mining Corporation (UMC).

Universal Mining Corporation, formerly known as UMining Resources Inc (UMNG), and previous to that as Globex Inc. (GLXI).  

Universal Mining’s focus is on Gold mining claims in Guinea:

“Universal Mining Corporation is a mining company who is mainly focused on obtaining mining permits and rights, exploration permits and the acquisition of small open pit gold mines from independent or private entities.”

However, Universal Mining’s activities in Guinea will be seriously curtailed owing to their links with the old regime and the anti-corruption platform of Guinea’s new government.

Moreover, Mr. Camara’s military junta has decided to control mining contracts and their first decision was to declare an immediate moratorium on gold extraction:  

“We have blocked the mining sector. There will be a renegotiation of contracts,” he said.

“In gold mining areas, the decision has already been taken: no more extraction until further notice.” 

In his speech to around 1,000 representatives of political parties, trades unions, and civil and church groups, Camara denounced “ministers who surrounded the head of state who looted the country, who constructed buildings, and had bank accounts everywhere.”

“For the person who embezzles money, there won’t be a trial. They’ll be killed,” he said

This being said, the Cortellazzi Consortium has more pressing concerns  in the form of upcoming litigation concerning a cease trade order and frozen Royal Bank account at the Quebec Securities bureau (Bureau de décision et de révision en valeurs mobilières).

Regular Cortellazzi Consortium watchers may recall a March 2007 press release which mentions the Royal Bank of Canada and this 2007 Wall Street Reporter interview (available for download here in which someone identifying himself as Jonathan Marrone, a former UMining executive mentions the Royal Bank of Canada.   

The upcoming hearing is scheduled for this 30 December 2008 in Montreal.



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