NATIONAL COMMITTEE OF THE STOCK MARKET.
LITIGATION DEPARTMENT OF THE SERVICE AND THE PENALTY REGIME.
Name SILK ASSOCIATION UNITE FOR NIF G85804474
Alcalá de Henares Madrid
In relation to society contributor La Seda de Barcelona, \u200b\u200b given the seriousness of the events that have taken place and those who intend to carry out and in order to avoid further damage, we feel the need to apply for this Commission are carried out on an urgent basis the actions arising from complaints by the association and that since 02.09.2009 been presenting shareholders belonging to it, as indicated below:
1 .- Imposition of penalty:
1.1 .- For defaults on sale of shares:
1.1.1 .- Article 75.1.1 meetings of the LSA requires the authorization to make purchases or sales of shares has been conferred on shareholders with an indication of the maximum and minimum and maximum equivalent. However, in the minutes of the shareholders published in the relevant event dated 06/19/2007, shows that in paragraph 4 does not comprise the counter listed for trading stock own, so that the permit did not meet legal requirements, which means that the sale of shares was not properly authorized.
However, in 2008, as recorded in note 15.7 of the consolidated report (page 98), representatives of La Seda de Barcelona carried out operations of this kind, which made the company lose which administered 12 million euros, benefiting INVESTIMENTOS IMATOSGIL partner (who had signed with CAIXA GERAL the covenant contained in the relevant event dated 09/07/1920 and page 112 punto10.5 memory Consolidated 2007).
Similarly, Article 79.4 of the LSA meetings in the annual report should mention the reasons for the acquisitions and disposals during the year, and that obligation was not fulfilled in 2008.
Given that Article 97.1 of the Securities Market Law provides that the Commission has the authority to impose the penalties provided for in Article 89 of the Companies Act, and, being a breach of Articles 75.1.1 and 79.4 ª LSA meetings of the aforementioned reason of infringement of the provisions of Article 89.1 of the Law, and given that the infringement was an injury to the shareholders of La Seda de Barcelona for 12 million euros, through this REQUEST , pursuant to the provisions of paragraph 2 of Article 89 of the Companies Act, be punished by a fine of nominal value of repurchased shares, the board members responsible for the day on which these events occurred as set out in paragraph 3 of Article 89 of the LSA.
also the last paragraph of Article 97.1 of the Securities required to report in a separate document and with proper identification, business own shares, and the only information provided by the operators of La Seda is shown in note 15.7 of the consolidated report for 2008 (page 98), which has not been adequately individualized.
1.1.2 .- Los gestores de La Seda no llevaron a cabo la comunicación de las operaciones sobre acciones propias a que se refiere la nota 15.7 de la memoria consolidada de 2008, estando obligados a ello por el artículo 53 bis de la LMV, ya que, según esa nota, se compraron 20 millones de acciones a lo largo del ejercicio, y esto es más del 1% de las acciones de la sociedad, siendo este porcentaje el que determina la obligación de realizar esta declaración, en virtud de lo dispuesto en el artículo 40 del RD1632/07. A estos efectos, ha de tenerse en cuenta que este umbral se superó el 08-01-08, según el detalle de operaciones incluido en la página 3 del burofax remitido como anexo 2 al escrito de fecha 02-09-09, presentado a esa CNMV Colsultores Gestigroup by the shareholder.
As a result, operators of La Seda incurred in the case referred to in paragraph p of section 99 of the Securities and must be punished.
1.1.3 .- The information presented in note 11.4, page 51 of the financial information to 30/09/2009, published by La Seda, in connection with the sale of 5,894,000 shares through third party to in note 15.7 of the consolidated report of 2008, and the statements contained in the numbers 2008080205, 6, 7, 8 and 606, submitted to the CNMV by IMATOSGIL INVESTIMENTOS on 01 and 08/04/2008 date of purchase shares of La Seda in 2008, presented to the CNMV (Annex 1) follows that there has been a simulation of transfer of ownership of those referred to in Article 99 point s of the SMA, as it bought shares IMATOSGIL INVESTIMENTOS then sold to FIBRACAT being FIBRACAT a company linked to IMATOSGIL INVESTIMENTOS, which means that the shares were purchased by IMATOSGIL, and after passing through the Silk Road, returned to the same owner, through a venture. And along the way, La Seda paid double what it cost to IMATOSGIL, we can say that the involvement of La Seda only served to simulate a source with which to pay an amount to the socio IMATOSGIL INVESTIMENTOS ally in CAIXA GERAL control of silk, under the agreement contained in the relevant event referred 20.09.1907. 1.1.4 .- IMATOSGIL
INVESTIMENTOS in his statements did not put numbers 2008080205, 6, 7, 8 and 606, the price of many of the operations contained in them, why not fulfill its obligation under Article 9.4.g RD 1333/2005, and given that it is the second time he commits a serious violation committed also means that the case referred to in paragraph z of section 99 of the LMV.
also in note 10.3 of the consolidated report of 2007 (page 112), established that IMATOSGIL had a rate of 15.87% of the silk, while in note 11.3 of the consolidated annual report, 2008 (Page 19), know that owns a 12.41%, which means he had to sell about 20 million shares in fiscal 2008 net. However, the information contained on the website of the CNMV before retirement (a fact reported by letter dated 17/10/2009) on the statements of sale of shares by IMATOSGIL La Seda Investimentos in 2008 , was that it had bought more shares sold, which means missing sales by state, and this is by IMATOSGIL a new breach of Article 53.5 of the Securities.
1.2 .- For hiding malicious:
The last sentence of paragraph m Article 99 of the SML states that a very serious offense to supply the National Stock Exchange regulated financial information inaccurate or untrue or misleading information or omit relevant data points or maliciously. Similarly, in paragraph ñ thereof, provides that infringement is very serious contribution to the CNMV of misleading information or omit relevant data points or maliciously.
However, managers of La Seda de Barcelona have incurred in such cases in the cases and for the reasons indicated below:
1.2.1 .- By not reporting transactions in shares themselves included in note 15.7 of the consolidated report for 2008 (page 98), with the precise detail to take cognizance of the true nature of the operations.
As has been highlighted in previous submissions that Committee of the association and other stakeholders belonging to it, what really lay behind the transactions referred to in the note referred to, was the looting of the Silk Barcelona conducted by IMATOSGIL Investimentos, the dominant position which he held, thanks to the pact he had with CAIXA GERAL, using the device to sell shares at twice the price you just bought.
hidden information in the 2008 report on the identity of the seller of the shares it bought through the Silk third, twice the price you were quoted, and hidden information on the identity of the party mentioned are relevant information, and concealment is malicious because it confuses and protects the looters, to suggest that the shares were purchased on the stock exchange, innocently, to shareholders indeterminate.
But this did not happen. The seller of the managers bought shares of La Seda on its behalf for the benefit of such a seller, was well known by them, and that operations were not the prices at which shares traded on the stock exchange, but at much higher prices, and that means that investors who bought casually went to the market to sell their shares were the days when the transactions occur, but specific and concrete shareholders who did not attend the bag it, but the office of the broker who spoke this anomalous operation.
Furthermore, the intention to conceal, is clearly shown because the questions raised by the partners in this respect (Annex 1 to letter of 9/2/2009 submitted by Gestigroup Consultants), were not answered by the board with what was required (Annex 2 to letter of 9/9/2002 Gestigroup submitted by consultants), and malice is shown because now that managers already know that La Seda know the facts in detail, published children's excuses, as contained in Section 11.4 of the financial information to 09/30/2009, as reflected in the website of La Seda, that is just another attempt to confuse, and they say they are given a stock to a trust (the preferred partner), without saying what an operation is so absurd, or who bought those shares that were deposited in That way, no how can someone lose with property that has been deposited in trust, if not because the trustee is appropriated to himself the property deposited.
ask why punish all members of the board que firmaron las cuentas de 2008 y los que firmaron el informe financiero a 30-09-09, y al auditor que las auditó, ya que todos ellos son responsables de la ocultación maliciosa denunciada.
1.2.2.- En la página 168 de la memoria consolidada de 2008 (nota 39.4), se ocultó el nombre del consejero que recibió 2 millones de euros de préstamo, y no los devolvió, y en la página 81 de la misma memoria (nota 11.3), se oculta la identidad del proveedor de Industrias Químicas Asociadas al que se le prestaron 3.669.000 euros.
Estas omisiones no son inocentes, sino que van dirigidas a que no nos enteremos de cómo se llevan nuestro dinero a manos llenas. Prueba de ello es que los socios hemos pedido managers of La Seda, give us the details of the loan they took our money, leaving insolvent, but refuse to provide them (Annexes 1 and 2 letter of 02/09/2009 of Gestigroup Consultants).
request of the CNMV requires this information, and documentation proving the veracity of the answer given by individual managers who are required to provide it, and we report the results, so we can take appropriate legal action and restitution of damages.
1.2.3 .- On page 33 of the consolidated report of 2006 concealed the identity of debtors to the sale of land (farm 35 250), resulting the land to be concerned that information was registered in the name of La Seda de Barcelona in that year by a retrovenda, as shown in the registration of which made them come back in earlier writings. Therefore, the information given did not correspond to the truth.
This misleading information has also in the last paragraph on page 26 of the 2006 report and is carried in all subsequent reports.
1.2.4 .- On page 9 of the consolidated report of 2006 says that La Seda sold to a commercial entity of the Mexican nationality of FIBRACAT 68.32%, saying that the sale was not charged, or who was the buyer. Both figures were momentous, because they put in evidence that it was a scam, and hid the managers and the auditor, thus protecting the scammers.
say this because the buyer mentioned was 68.32% EVERTIS OF MEXICO (registration 9 th and 12 th of those appearing in the Register of Barcelona on behalf of FIBRACAT), and this company is directly linked to the privileged partner Silk IMATOSGIL INVESTIMENTOS. Moreover, the price was zero, since, although nominally put a value equivalent to one tenth of what they really worth what was being sold, there was no charge absolutely nothing, as shown in point 1 of the note 13.1 of the consolidated report of LSB in 2008 (page 86).
Therefore, all this information (unless that was not billed, which was mentioned in 2008, not 2006) is also hidden in subsequent reports, and results that should be punished the signatories accounts and the auditor. 1.2.5 .-
misleading information about the value of assets contributed to FIBRACAT material contained in page 9 of the 2006 report because it says the value of tangible assets is 18,919 thousand euros, and that means 3954 the estate of El Prat de Llobregat included in them, 83,112 m2, was valued at EUR 12,454,239.14, resulting that immediately sets this estate as collateral for a loan made by La Seda de euros plus interest 69,900,000 (480,000 euros), as shown in note 8.3, page 33 of the consolidated report of 2006 of The Silk Road, and Fibracat memory contained in the Companies Register.
say that the property is valued at 12,454,239.14 euros, because this figure is the difference between the value of land and buildings comprising the balance sheet on page 6 of the memory FIBRACAT 2006 (59,775,623, 05-40,856,533.06), and in that balance, the value of tangible assets is consistent with that of 18,919 thousand euros, which is described on page 9 of the memory of La Seda de 2006.
This concealment of the true value of what IMATOSGIL given to this operation, has been maintained in subsequent years, and the relevant event has grown 09.14.1909 with misleading information contained in Section D of page 11, as which, NUEVO SOL GRANADELLA Inmoseda purchase a farm of 12 million euros. The deception is that it is a farm either, but that is half of a segregated portion of the property above 3,954, with an area of \u200b\u200b6,000 m2.
concealment occurs because if we knew what was sold for 12 million euros to NUEVO SOL GRANADELLA was a bit less than a tenth of the property gifted to IMATOSGIL, is known the magnitude of the gift.
But the truth without concealment is that La Seda bought FIBRACAT by 10,260,100 euros, paid to tocateja, a portion of the estate of 12,260 m2 3954, shortly after the Portuguese habérsela given disguised as Mexicans, such As stated in the registration of 36,437 farm (which is segregated from the 3954 above), and that portion was the farm concerned Inmoseda to point D on page 11 of the mentioned relevant fact, because the silk had contributed to this branch shortly before its sale to GRANADELLA NUEVO SOL, as stated in the first paragraph on page 27 of the consolidated report of The Silk 2007, which states that La Seda acquired a portion of land for 10,260 thousand euros, which then had to Inmoseda society.
At this point, page 27 is hidden portion is bought, FIBRACAT purchase, and is the eighth of what they had given a few months before. This will hide the fact that what occurred was a common scam.
1.2.6 .- On page 60 of the consolidated report of 2008, La Seda said Inmoseda sold half of this land for 12 million euros, hiding the identity of the buyer, later revealed, at the request of the CNMV, the indicated point D on page 11 of 09.14.1909 relevant fact, and this is a crucial fact to understand the true nature operation, since the buyer was GRANADELLA NUEVO SOL, and was going to buy the land with money he received from JATROIL, as stated in the third paragraph of section 2.1 of the relevant event 14/9/2009, page 12 , proving that this money came from loans that had previously made the Silk JATROIL for another purpose entirely different (page 81 of the consolidated report, 2008). And he hid this because with the addition of this data, I knew immediately that this was another scam.
For the intent of occultations identified, taken into account that the partners and managers NUEVO SOL GRANADELLA have a society at the same address Madrid that the Vice President of The Silk D. CARLOS GILA. The home is Father Damien 5, and society formerly known as Mr. Gila Gila CARLOS & ASSOCIATES, and today TOP GLOBE. All this is contained in a complaint filed with the District Attorney.
JATROIL with the loan which would pay for all this, is written off as a loan loss in the first paragraph of that page 81 of the consolidated report of 2008, which means that the current management of The Silk devote and give its approval to the looting carried out by the Vice neighbor.
1.2.7 .- On page 59 of the consolidated report for 2008 to LSB, LSB has, bought a farm FIBRACAT 70,762 m2, at a price of 70,762,000 euros 1,885,000 euros for the buildings, making a total of 72,647,000 euros, that portion was hiding what was left of the estate 3954, the Register Property previously had given to the Portuguese.
And last but not least, is that this farm is not registered in the Land Registry on behalf of The Silk Road, but continues FIBRACAT name, which means that the property is not full of silk, and that may have made another gift of 72,647,000 euros for the Portuguese grouped by consent of the relevant fact 09.20.2007 above.
1.2.8 .- On page 1 the relevant fact 09/07/2008, reduces the amount of benefits 98.8 million euros, explaining in point 1.1 below is for the completion of a contract concluded on 10.07.1925. This is also explained on page 10 of 09.14.2009 relevant fact.
But if this is true, that means full completion provided by The Silk licensing rights related to the contract, it is said in the first paragraph on page 2 of the first significant event mentioned. However, intangible assets account for, not those duties are discharged, as shown in the table above on page 54 of the consolidated report of 2008, and the loss Profit and adds the special benefit for the increase of fixed assets, which would proceed in view of which was given as the total loss from the sale resolved.
This is to underestimate the assets of 100 million euros (value of rights sold and recovered), if it is true that such rights exist. If not true, lied in the fact 7/9/1908 relevant as explained in paragraph 1.1, and in the 09/09/1914 As explained on page 10.
In this regard it should be noted that in note 8.1 of the consolidated report of 2007 is not written off any license fee in 2006 the group acquired ADVANSA, as explained on page 10 of material fact of 14/09/1909. On page 79 of the memory of 2007, footnote 23, it is said that the rights were acquired for 45 million euros and sold for 100, so that if we stick to this, the results of the operation were 55 million euros, and that's the most you would have been discharged from the benefit, in any case, in the 2008 accounts. However, it reduced the 2008 results in 98.8 million euros, which means that either all a pack of lies, or reduced by that amount is inappropriate, since it must include 100 million in assets licensing those rights.
And if there are no such rights, then gave him a 45 million euros ADVANSA, on the basis of what is stated in writing by the managers of the Silk Road.
1.2.9 .- With respect to these licensing rights in the consolidated report of 2008 and the relevant event 07/09/2008 hides the identity of the buyer, resulting, according to the relevant event dated 14 - 09-09, the buyer was PROVIMOLA (2.3, page 10), which is the majority partner GRANADELLA NEW SOL (point D on page 11 of 09.09.1914 relevant event), which in turn was that the money was given to JATROIL, as stated above. Recall that D Carlos Gila has a partnership in the same household as members GRANADELLA PROVIMOLA and NEW SOL. 01/02/1910
.- It has also withheld crucial report prepared by KPMG in connection with the loan JATROIL, sales to Russia and Tunisia and debts Selenis with silk.
1.3 .- Alteration of free price formation:
paragraph i of Article 99 of the Securities Market Act, in relation to the 83 ter of the same Act makes it an extremely serious offense to provide false evidence of stock price altering the free formation of prices.
The inclusion in the accounts of damage calculated using discount rates exaggerated, artificially lowers the value of assets and is a practice that affects the free formation of prices of the shares representing such assets, with distortion de la realidad. Como consecuencia, los deterioros incluidos en las cuentas de 2008 y en las publicadas en la web de La Seda a 30-09-09 que han sido denunciados ante esa Comisión, suponen que se ha incurrido en el supuesto contemplado en el apartado i del articulo 99 de la LMV, y es lo que va a hacer posible que los portugueses alcancen el 90 % de participación en la sociedad por 0,1 euros por acción. Luego lanzan una OPA de exclusión a 0,1 o menos, y se han hecho con el 100% de una sociedad por el 5% de lo que les habría costado si no hubiesen realizado las prácticas prohibidas por el artículo 83.ter.1 de la LMV.
2.- Sujetos a sancionar:
En relación con los hechos expuestos y denunciados in earlier writings, and what affects La Seda de Barcelona, \u200b\u200bis sought to impose the punishment of individuals referred to the second paragraph of Article 95 of the Securities Exchange Act, ie, their administrators, and who are its authors and administrators responsible for the facts, and not society, given that the company can not operate without the intervention of them, and never benefited from it, but was injured at all times.
Any sanction imposed on the company La Seda de Barcelona, \u200b\u200bfor events that have hurt it and its shareholders, would be a meaningless penalty to harmed shareholders, we believe it is not neither the text nor the spirit of the Securities Exchange Act.
3 .- Application for leaving:
required is requested the board of directors of La Seda to proceed with the immediate cessation of the directors who have been sanctioned by the CNMV, or which become due to the procedure as eventually be undertaken in relation to the facts that are reported and described here again, for having incurred in the case referred to in Article 8.2.e of the Council Regulation.
is also requested required the cessation of sr. Morlanes, having collected 231,000 euros de La Seda by reclassifying some land (Annex 9 and note 39.3, page 167, the consolidated report of 2008), proving that the lands are reclassified those contained in the first significant high point on page 59 of the consolidated report of 2008, that the redevelopment plan was adopted in part to 17-12 - 08, and at that date, those lands were not silk, but Fibracat, as shown in Annex 8. Therefore, the work actually was done to the Portuguese Fibracat owners, not to La Seda, which means you must apply the provisions of Article 132.1 of the Companies Act and the Regulations of the Council 8.2.f.
4 .- Application of disqualification:
Given the seriousness of the allegations in previous submissions and repeated it, in application of Article 85.2.g of the SML is requested to proceed, urgently, to demand the prohibition to exercise the professional activity:
-HORWATH
AUDITORS - In speaking brokerage transactions for the purchase of own shares by La Seda de Barcelona with his partner IMATOSGIL INVESTIMENTOS at prices twice the share price in 2008.
-Al BANCO CAIXA GERAL for abuse of dominant position on the Board of Directors of its subsidiary La Seda de Barcelona, \u200b\u200bthanks to which, pledge assets of the corporation for an amount 17 times higher than the loan amount that such property is guaranteed, and disloyalty having signed with IMATOSGIL INVESTIMENTOS (first verbally and then in writing) the agreement referred to the relevant fact of 09/20/2007, which made him a partner in the crimes of misappropriation and fraud committed against the heritage of La Seda de Barcelona and its shareholders, in which the beneficiary was IMATOSGIL INVESTIMENTOS or its affiliates.
-A representatives have acted in the direction of La Seda de Barcelona on behalf of CAIXA GERAL and LIQUIDAMBAR, pursuant to the Articles and g of Article 102 of the LMV.
-A D. SPANISH RAFAEL NAVARRO in the exercise of his profession, having been the President of the company the dates held previously reported equity emptying.
-A D. GILA CARLOS LORENZO in the exercise of their profession by having a company in the same place as those who received the money that was removed from La Seda de Barcelona using the formula of loan is not repaid.
5 .- Application of precautionary measures:
Also, pursuant to the provisions of art. 85.2.f of the Securities Market Act, we request you proceed with the application of the embargo and the freezing of assets up to the amount of the figures disappointed the following persons and entities:
IMATOSGIL INVESTIMENTOS
IMATOSGIL JUPITER INVEST
SGPS
D. CAIXA GERAL SPANISH RAFAEL NAVARRO
LIQUIDAMBAR OMAN OIL NEW SOL GRANADELLA
AND INVESTMENT RENTAL IBIZA
PROVIMOLA
GIDEVINA
GISA
FIBRACAT
EUROPEAN POLYESTER FIBERS
EVERTIS OF MEXICO SPA
Montefibre
For this purpose it must be borne in mind that the benchmark is 921,099,652.30 euros, which is the difference between the book value of the company to 05/12/1931 (213.56 million euros) and the current book value ( 150,706,000 euros), adding the amounts contributed by partners in the last two capital increases (418,721,946 euros in 2006 and 439,523,706.30 euros in 2007). It has taken the individual value, not the consolidated accounts because they have facilitated 30/09/1909 managers are individual company and not consolidated.
Alcalá de Henares, November 30, 2009 Signed
.: Juan J. Vaquero Fruit
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