[X]
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2012
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Securities registered pursuant to Section 12(b) of the Act:
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Securities registered pursuant to section 12(g) of the Act:
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None
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Common Stock
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Large Accelerated Filer
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[ ]
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Accelerated Filer
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[ ]
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Non-accelerated Filer
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[ ]
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Smaller Reporting Company
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[X]
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(Do not check if a smaller reporting company)
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Page
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||
Business.
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3
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Risk Factors.
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13
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Unresolved Staff Comments.
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13
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Properties.
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13
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Legal Proceedings.
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15
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Mine Safety Disclosures.
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15
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Market Price for the Registrant’s Common Equity, Related Stockholders Matters and Issuer
Purchases of Equity Securities.
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15
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Selected Financial Data.
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16
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Management’s Discussion and Analysis of Financial Condition and Results of Operation.
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16
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Quantitative and Qualitative Disclosures About Market Risk.
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20
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Financial Statements and Supplementary Data.
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20
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Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
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34
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Evaluation of Disclosure Controls and Procedures.
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34
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Other Information.
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35
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Directors and Executive Officers, Promoters and Corporate Governance.
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35
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Executive Compensation.
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39
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters.
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41
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Certain Relationships and Related Transactions, and Director Independence.
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42
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Principal Accounting Fees and Services.
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42
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Exhibits and Financial Statement Schedules.
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43
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45
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46
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*
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undeveloped oil and natural gas leases;
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*
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oil and natural gas mineral rights;
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*
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licenses;
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*
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concessions;
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*
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contracts;
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*
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fee rights; or
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*
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other rights authorizing the owner to drill for, reduce to possession and produce oil and natural gas.
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*
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the amount of crude oil and natural gas imports;
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*
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the availability, proximity and cost of adequate pipeline and other transportation facilities;
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*
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the success of efforts to market competitive fuels, such as coal and nuclear energy and the growth and/or success of alternative energy sources such as wind power;
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*
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the effect of United States and state regulation of production, refining, transportation and sales;
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*
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the laws of foreign jurisdictions and the laws and regulations affecting foreign markets;
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*
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other matters affecting the availability of a ready market, such as fluctuating supply and demand; and
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*
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general economic conditions in the United States and around the world.
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*
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All of Sec. 17 - T13N - R1E of the Mount Diablo Base and Meridian except the NE/4 and all of that portion of the east half lying easterly on a line that is parallel with and distant easterly 3961.32 feet, measured at right angles form the Mount Diablo Meridian located in Section 18-T13N-R1E.
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-
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the construction of natural gas pipeline facilities, and
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-
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the rates for transportation of these products in interstate commerce.
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-
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drilling,
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-
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development and production operations,
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-
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activities in connection with storage and transportation of oil and other liquid hydrocarbons, and
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-
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use of facilities for treating, processing or otherwise handling hydrocarbons and wastes.
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-
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unit production expenses primarily related to the control and limitation of air emissions and the disposal of produced water,
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-
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capital costs to drill exploration and development wells resulting from expenses primarily related to the management and disposal of drilling fluids and other oil and natural gas exploration wastes, and
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-
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capital costs to construct, maintain and upgrade equipment and facilities and remediate, plug and abandon inactive well sites and pits.
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-
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a “generator” or “transporter” of hazardous waste, or
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-
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an “owner” or “operator” of a hazardous waste treatment, storage or disposal facility.
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-
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the “owner” or “operator” of the site where hazardous substances have been released, and
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-
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companies that disposed or arranged for the disposal of the hazardous substances found at the site.
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-
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remove or remediate previously disposed wastes, including wastes disposed of or released by prior owners or operators,
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-
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clean up contaminated property, including contaminated groundwater, or
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-
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perform remedial plugging operations to prevent future contamination.
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*
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All of Sec. 17 - T13N - R1E of the Mount Diablo Base and Meridian except the NE/4 and all of that portion of the east half lying easterly on a line that is parallel with and distant easterly 3961.32 feet, measured at right angles form the Mount Diablo Meridian located in Section 18-T13N-R1E.
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MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
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Fiscal Year – 2012
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High Bid
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Low Bid
|
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Fourth Quarter: 10/1/12 to 12/31/12
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$2.525
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$0.35
|
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Third Quarter: 7/1/12 to 9/30/12
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$0.70
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$0.625
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Second Quarter: 4/1/12 to 6/30/12
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$0.55
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$0.20
|
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First Quarter: 1/1/12 to 3/31/12
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$0.20
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$0.135
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|
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|||
Fiscal Year – 2011
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High Bid
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Low Bid
|
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Fourth Quarter: 10/1/11 to 12/31/11
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$0.24
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$0.15
|
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Third Quarter: 7/1/11 to 9/30/11
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$0.17
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$0.17
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Second Quarter: 4/1/11 to 6/30/11
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$0.17
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$0.17
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First Quarter: 1/1/11 to 3/31/11
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$0.17
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$0.17
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Exploration
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7,000,000
|
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Operations
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250,000
|
|
Administrative
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600,000
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21
|
||
22
|
||
23
|
||
24
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||
25
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26
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December 31,
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December 31,
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||||||
2012
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2011
|
||||||
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|||||||
ASSETS
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|||||||
CURRENT ASSETS
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|||||||
Cash
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$
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3,460
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$
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111
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|||
Accounts receivable – related party
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16,978
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-
|
|||||
Investments
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124,740
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4,620
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|||||
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|||||||
Total Current Assets
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145,178
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4,731
|
|||||
|
|||||||
PROPERTY AND EQUIPMENT, net
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20,073
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9,975
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|||||
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|||||||
OIL AND GAS PROPERTIES (full cost method)
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|||||||
Unproved properties, net of accumulated depletion, depreciation,
amortization, and impairment of $579,963 and $-0-, respectively
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653,222
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1,304,584
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|||||
|
|||||||
OTHER ASSETS
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|||||||
Security deposit
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3,452
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1,000
|
|||||
|
|
||||||
Total Other Assets
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3,452
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1,000
|
|||||
|
|||||||
TOTAL ASSETS
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$
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821,925
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$
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1,320,290
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|||
|
|||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
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|||||||
CURRENT LIABILITIES
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|||||||
Accounts payable and accrued expenses
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$
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50,948
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$
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11,925
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|||
Related party payables
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122,845
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10,022
|
|||||
Derivative liability
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74,240
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-
|
|||||
|
|||||||
Total Current Liabilities
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248,033
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21,947
|
|||||
|
|||||||
LONG-TERM LIABILITIES
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|||||||
Asset retirement obligation
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7,760
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3,986
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|||||
|
|||||||
Total Long-Term Liabilities
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7,760
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3,986
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|||||
|
|||||||
TOTAL LIABILITIES
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255,793
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25,933
|
|||||
|
|||||||
STOCKHOLDERS’ EQUITY
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|||||||
Common stock, 100,000,000 shares authorized at par value of $0.00001;
34,545,000 and 31,050,000 shares issued and outstanding, respectively
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346
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311
|
|||||
Additional paid-in capital
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3,518,752
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3,547,877
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|||||
Accumulated other comprehensive loss
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(2,092,860)
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(2,212,980)
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|||||
Retained earnings (deficit)
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(860,106)
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(40,851)
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|||||
|
|||||||
TOTAL STOCKHOLDERS’ EQUITY
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566,132
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1,294,357
|
|||||
|
|||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
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$
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821,925
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$
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1,320,290
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For the Years Ended
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||||||
December 31,
|
||||||
2012
|
2011
|
|||||
REVENUES
|
||||||
Oil and gas revenues
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$
|
21,162
|
$
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11,727
|
||
Total Revenues
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21,162
|
11,727
|
||||
COST OF SALES
|
||||||
Well operating costs
|
21,934
|
3,384
|
||||
Total Cost of Sales
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21,934
|
3,384
|
||||
GROSS MARGIN
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(772)
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8,343
|
||||
|
||||||
OPERATING EXPENSES
|
||||||
Depreciation and amortization expense
|
4,100
|
2,366
|
||||
Accretion expense
|
173
|
110
|
||||
Bad debt expense
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20,000
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-
|
||||
Impairment
|
579,963
|
-
|
||||
Loss on settlement of accounts payable
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7,650
|
-
|
||||
General and administrative
|
206,585
|
39,613
|
||||
Total Operating Expenses
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818,471
|
42,089
|
||||
LOSS FROM OPERATIONS
|
(819,243)
|
(33,746)
|
||||
|
||||||
OTHER INCOME (EXPENSES)
|
||||||
Interest expense, net
|
(12)
|
(4,529)
|
||||
Other
|
-
|
(3,588)
|
||||
Total Other Expenses
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(12)
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(8,117)
|
||||
LOSS BEFORE INCOME TAXES
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(819,255)
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(41,863)
|
||||
PROVISION FOR INCOME TAXES
|
-
|
-
|
||||
|
||||||
NET LOSS
|
$
|
(819,255)
|
$
|
(41,863)
|
||
|
||||||
OTHER COMPREHENSIVE GAIN (LOSS)
|
||||||
Change in value of investments
|
120,120
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(12,320)
|
||||
NET COMPREHENSIVE LOSS
|
$
|
(699,135)
|
$
|
(54,183)
|
||
|
||||||
Basic and diluted loss per common share
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(0.03)
|
(0.00)
|
||||
|
||||||
Weighted average shares outstanding
|
||||||
(basic and diluted)
|
31,996,630
|
19,425,678
|
Accumulated
|
|||||||||||||||||
Additional
|
Other
|
||||||||||||||||
Common Stock
|
Paid-In
|
Accumulated
|
Comprehensive
|
Total
|
|||||||||||||
Shares
|
Amount
|
Capital
|
Deficit
|
Loss
|
Equity
|
||||||||||||
|
|||||||||||||||||
Balance at December 31, 2010
|
15,795,508
|
$
|
158
|
$
|
2,178,913
|
$
|
1,012
|
$
|
(2,200,660)
|
$
|
(20,577)
|
||||||
|
|||||||||||||||||
Common stock issued for cash
|
388,125
|
4
|
83,111
|
83,115
|
|||||||||||||
|
|||||||||||||||||
Common stock issued for oil and gas properties
|
14,515,223
|
145
|
1,294,789
|
1,294,934
|
|||||||||||||
Common stock issued for conversion of debt
|
351,144
|
4
|
60,493
|
60,497
|
|||||||||||||
Distributions
|
(69,429)
|
(69,429)
|
|||||||||||||||
|
|||||||||||||||||
Unrealized holding gains and losses for
available-for-sale-securities
|
(12,320)
|
(12,320)
|
|||||||||||||||
|
|||||||||||||||||
Net loss for year ended
December 31, 2011
|
-
|
-
|
-
|
(41,863)
|
(41,863)
|
||||||||||||
|
|||||||||||||||||
Balance at December 31, 2011
|
31,050,000
|
311
|
3,547,877
|
(40,851)
|
(2,212,980)
|
1,294,357
|
|||||||||||
|
|||||||||||||||||
Recapitalization pursuant to acquisition
of Koko, Ltd.
|
3,450,000
|
35
|
(35)
|
-
|
-
|
-
|
|||||||||||
|
|||||||||||||||||
Common stock issued for settlement of accounts payable
|
15,000
|
-
|
15,150
|
15,150
|
|||||||||||||
|
|||||||||||||||||
Common stock issued for cash
|
30,000
|
-
|
30,000
|
30,000
|
|||||||||||||
|
|||||||||||||||||
Recognition of derivative
liability on warrants
|
(74,240)
|
(74,240)
|
|||||||||||||||
|
|||||||||||||||||
Unrealized holding gains and losses for
available-for-sale-securities
|
120,120
|
120,120
|
|||||||||||||||
|
|||||||||||||||||
Net loss for year ended
December 31, 2012
|
-
|
-
|
-
|
(819,255)
|
-
|
(819,255)
|
|||||||||||
|
|||||||||||||||||
Balance at December 31, 2012
|
34,545,000
|
$
|
346
|
$
|
3,518,752
|
$
|
(860,106)
|
$
|
(2,092,860)
|
$
|
566,132
|
Assets measured at fair value on a recurring basis at December 31, 2011:
|
|||||||||||
|
|||||||||||
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||
Assets
|
|||||||||||
Marketable securities
|
$
|
4,620
|
$
|
-
|
$
|
-
|
$
|
4,620
|
|||
Total
|
$
|
4,620
|
$
|
-
|
$
|
-
|
$
|
4,620
|
2012
|
2011
|
||||
|
|||||
Asset retirement obligations, beginning of period
|
$
|
3,986
|
$
|
-
|
|
Revisions in estimated liabilities
|
3,601
|
-
|
|||
Asset retirement obligations assumed
|
-
|
3,876
|
|||
Accretion expense
|
173
|
110
|
|||
|
|||||
Asset retirement obligations, end of period
|
$
|
7,760
|
$
|
3,986
|
December 31,
|
|||||
2012
|
2011
|
||||
|
|||||
Cumulative NOL
|
$
|
844,956
|
$
|
40,851
|
|
|
|||||
Deferred Tax Assets:
|
|||||
Net operating loss carry forwards
|
329,533
|
15,932
|
|||
Valuation allowance
|
(329,533)
|
(15,932)
|
|||
$
|
-
|
$
|
-
|
December 31,
|
|||||
2012
|
2011
|
||||
|
|||||
Income tax benefit at U. S. federal statutory rates:
|
$
|
(329,533)
|
$
|
(15,932)
|
|
Change in valuation allowance
|
329,533
|
15,932
|
|||
$
|
-
|
$
|
-
|
Weighted
Average
|
Aggregate
|
Weighted
Average
|
|||||||||||
Number of
|
Exercise
|
Intrinsic
|
Remaining
|
||||||||||
Warrants
|
Price
|
Value
|
Exercisable
|
Life
|
|||||||||
Outstanding, December31, 2011
|
-
|
$
|
-
|
$
|
-
|
-
|
$
|
-
|
|||||
Exercisable, December 31, 2011
|
-
|
-
|
-
|
||||||||||
Granted
|
60,000
|
$
|
4.00
|
$
|
60,000
|
5 years
|
|||||||
Exercised
|
-
|
-
|
-
|
||||||||||
Cancelled
|
-
|
-
|
-
|
||||||||||
Outstanding, December 31, 2012
|
60,000
|
$
|
4.00
|
$
|
-
|
60,000
|
5 years
|
||||||
Exercisable, December 31, 2012
|
60,000
|
$
|
4.00
|
$
|
-
|
60,000
|
5 years
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
|
-
|
Insufficient number of qualified accounting personnel governing the financial close and reporting process
|
-
|
Lack of proper segregation of duties
|
Name and Address
|
Age
|
Position(s)
|
|
||
Timothy Crawford
|
56
|
Principal Executive Officer and Director
|
Daniel Troendly
|
58
|
Principal Financial Officer, Principal Accounting Officer and
Treasurer
|
|
||
John C. May
|
57
|
Senior Vice President, Secretary and Director
|
|
||
Terrence Dunne
|
64
|
Chairman of the Board of Directors
|
|
||
Gregory Ruff
|
55
|
Director
|
1.
|
A petition under the Federal bankruptcy laws or any state insolvency law was filed by or against, or a receiver, fiscal agent or similar officer was appointed by a court for the business or property of such person, or any partnership in which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of such filing;
|
|
|
||
2.
|
Convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding traffic violations and other minor offenses);
|
|
|
||
3.
|
The subject of any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from, or otherwise limiting, the following activities;
|
|
|
||
i)
|
Acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company, bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity;
|
|
ii)
|
Engaging in any type of business practice; or
|
|
iii)
|
Engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws;
|
|
|
||
4.
|
The subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph 3.i in the preceding paragraph or to be associated with persons engaged in any such activity;
|
|
|
||
5.
|
Was found by a court of competent jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;
|
|
|
||
6.
|
Was found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated;
|
|
|
||
7.
|
Was the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of:
|
|
|
||
i)
|
Any Federal or State securities or commodities law or regulation; or
|
|
ii)
|
Any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order, or
|
|
iii)
|
Any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
|
|
|
||
8.
|
Was the subject of, or a party to, any sanction or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
(i)
|
(j)
|
Change in
|
|||||||||
Pension Value &
|
|||||||||
Non-Equity
|
Nonqualified
|
||||||||
Incentive
|
Deferred
|
All
|
|||||||
Stock
|
Option
|
Plan
|
Compensation
|
Other
|
|||||
Name and Principal
|
Salary
|
Bonus
|
Awards
|
Awards
|
Compensation
|
Earnings
|
Compensation
|
Totals
|
|
Position [1]
|
Year
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
|
|||||||||
Timothy Crawford
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Chief Executive Officer
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||||
Dan Troendly
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Principal Financial Officer
and Treasurer
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||||
John C. May
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Vice President and Secretary
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||||
Roger Gray
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Director of Field Operations
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||||
Gregory Ruff
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
President & Treasurer
(
resigned 9/30/12
)
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Craig Littler
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
Vice President
(
resigned 9/30/12
)
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||||
Rashmi N. Yajnik
|
2012
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
President
(
resigned 12/20/12
)
|
2011
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
(a)
|
(b)
|
(c)
|
(d)
|
(e)
|
(f)
|
(g)
|
(h)
|
Change in
|
|||||||
Pension
|
|||||||
Value and
|
|||||||
Non-Equity
|
Nonqualified
|
||||||
Fees
|
Incentive
|
Deferred
|
All
|
||||
Earned or
|
Stock
|
Option
|
Plan
|
Compensation
|
Other
|
||
Paid in Cash
|
Awards
|
Awards
|
Compensation
|
Earnings
|
Compensation
|
Total
|
|
Name
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
|
|||||||
Timothy Crawford
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||
Dan Troendly
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||
John C. May
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||
Terrence Dunne
|
0
|
0
|
0
|
0
|
0
|
0
|
0
|
|
|||||||
Gregory Ruff
|
$10,000
|
0
|
0
|
0
|
0
|
0
|
$10,000
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
|
Name of
|
Number of
|
Percentage of
|
|
Beneficial Owner (1)
|
Position
|
Shares
|
Ownership
|
Timothy Crawford(2)
|
Principal Executive Officer and Director
|
9,391,156
|
27.22%
|
Gregory Ruff (3)
|
Director
|
2,002,000
|
5.80%
|
John C. May
|
Senior Vice President, Secretary and Director
|
621,000
|
1.80%
|
|
|||
Roger Gray
|
Director of Field Operations
|
0
|
0.00%
|
|
|||
Dan Troendly
|
Principal Financial Officer, Principal Accounting Officer and Treasurer
|
310,500
|
0.90%
|
|
|||
Terrence Dunne
|
Chairman of the Board of Directors
|
310,500
|
0.90%
|
|
|||
All officers and directors as a group
(6 individuals)
|
12,635,156
|
36.62%
|
(1)
|
The address for each officer/director is our address at 6037 Frantz Rd., Dublin, OH 43017.
|
(2)
|
Shares are registered in the name of Continental Capital Partners, Inc., a corporation owned and controlled by Timothy W. Crawford, our principal executive officer and his mother, Joan F. Crawford.
|
(3)
|
2,000,000 Shares are registered in the name of Gregory Ruff and Linda Ruff, husband and wife. 2,000 are registered in the name of Gregory Ruff.
|
Name of
|
Number of
|
Percentage of
|
Affiliate Shareholder (5% or greater)
|
Shares
|
Ownership
|
California Hydrocarbons
|
4,933,636
|
14.30%
|
Manoj Yajnik
|
3,105,000
|
9.00%
|
Telepath, LLC
|
1,863,000
|
5.54%
|
2012
|
$
|
24,250
|
MaloneBailey LLP
|
2011
|
$
|
14,595
|
MaloneBailey LLP
|
2012
|
$
|
0
|
MaloneBailey LLP
|
2011
|
$
|
0
|
MaloneBailey LLP
|
2012
|
$
|
0
|
MaloneBailey LLP
|
2011
|
$
|
0
|
MaloneBailey LLP
|
2012
|
$
|
0
|
MaloneBailey LLP
|
2011
|
$
|
0
|
MaloneBailey LLP
|
Incorporated by reference
|
Filed
|
||||
Exhibit
|
Document Description
|
Form
|
Date
|
Number
|
herewith
|
|
|||||
2.1
|
Articles of Merger.
|
8-K
|
10/17/12
|
2.1
|
|
|
|||||
3.1
|
Articles of Incorporation.
|
S-1
|
3/12/09
|
3.1
|
|
|
|||||
3.2
|
Bylaws.
|
S-1
|
3/12/09
|
3.2
|
|
|
|||||
3.3
|
Articles of Incorporation of Continental Energy Partners, LLC.
|
8-K
|
10/04/12
|
3.3
|
|
|
|||||
3.4
|
Amended Articles of Incorporation of Cardinal Energy Group, LLC.
|
8-K
|
10/04/12
|
3.4
|
|
|
CARDINAL ENERGY GROUP, INC.
|
||
BY:
|
TIMOTHY W. CRAWFORD
|
|
Timothy W. Crawford
|
||
Principal Executive Officer and Director
|
||
BY:
|
DANIEL TROENDLY
|
|
Daniel Troendly
|
||
Principal Financial Officer, Principal Accounting
Officer and Treasurer
|
Signature
|
Title
|
Date
|
|
||
|
||
TIMOTHY W. CRAWFORD
|
Principal Executive Officer and Director
|
March 27, 2013
|
Timothy W. Crawford
|
||
|
||
|
||
DANIEL TROENDLY
|
Principal Financial Officer, Principal Accounting
|
March 27, 2013
|
Daniel Troendly
|
Officer and Treasurer
|
|
|
||
|
||
JOHN C. MAY
|
Senior Vice President, Secretary and Director
|
March 27, 2013
|
John C. May
|
||
|
||
|
||
TERRANCE DUNNE
|
Chairman of the Board of Directors
|
March 27, 2013
|
Terrance Dunne
|
||
|
||
|
||
GREGORY RUFF
|
Director
|
March 27, 2013
|
Gregory Ruff
|
|
A.
|
Definitions:
As used throughout this Lease, the following terms have the following meanings:
|
|
(4)
|
Building: The term “Building” shall mean a certain
93,494
square foot structure including appurtenances and fixtures attached thereto with an address of
6037 Frantz Road, Suite 103 Dublin, Ohio 43017
where the Premises is located.
|
|
(5)
|
Premises: The term “Premises” shall mean that portion of the Building leased to Tenant and more specifically described as
6037 Suite 103,
located at
Millennium Office Park,
with a Net Rentable Area of
1237
square feet.
|
|
(6)
|
Permitted Use: General Office and for no other use whatsoever, as more fully set forth in Section 7 herein.
|
|
(7)
|
Commencement Date: The “Commencement Date” shall be the earlier of: (a) the date which is ten (1 0) days after Landlord notified Tenant (orally or in writing) that the Premises is ready for occupancy; or (b) the date Tenant takes possession of all or any part of the Premises. Tenant shall have early occupancy once the tenant improvements have been completed.
|
|
(8)
|
Lease Term: The “Lease Term” shall be for a period of
36 months
from the Commencement Date. In the event that the Commencement Date is not the first day of a calendar month, the Lease Term shall be extended for the number of days left that first month.
|
Months
|
Square
Feet
|
# Of
Months
|
Per Sq. Ft.
|
Monthly Base
|
Yearly Base
|
12/1/12-11/31/13
|
1237
|
12
|
$8.00
|
$824.67
|
$9,896.00
|
12/1/13-11/31/14
|
1237
|
12
|
$8.25
|
$850.44
|
$10,205.25
|
12/1/14-11/31/15
|
1237
|
12
|
$8.50
|
$876.21
|
$10,514.50
|
|
(a)
|
all real estate taxes and assessments relating to the Premises and the Building (“Real Estate Taxes and Assessments”) becoming due during the Lease Term, or any taxes which may be levied upon or assessed in lieu of such taxes or assessments, but excluding any penalties or interest payable by reason of failure of Landlord to pay such taxes and assessments, unless such failure results from Tenant’s failure to timely pay Additional Rent to Landlord;
|
|
(b)
|
all expenses relating to all insurance maintained by Landlord relating to the Premises and the Building including, without limitation, all-risk/hazard insurance, flood insurance, rent loss insurance, fire and extended coverage insurance, and comprehensive public liability insurance, including umbrella coverage in amounts and with insurance companies acceptable to Landlord;
|
|
(c)
|
all bills and charges for common utilities such as gas, common electricity, water, sewage, trash disposal, and all other utility services consumed or used in connection with the Building. Tenants are responsible for utilities to their suites;
|
|
(d)
|
sign maintenance, landscaping and lawn care, and snow removal;
|
|
(e)
|
maintenance, repair and replacement of the Premises (including but not limited to electrical, plumbing, heating, air conditioning and mechanical equipment and the necessary tools and equipment associated therewith) and any part of the Building and all parking areas and access drives, sidewalks and grounds;
|
|
(f)
|
reasonable costs of operating personnel including salaries and related benefits, auditor fees, attorney fees and management fees;
|
|
(g)
|
all taxes, fees, or assessments not described within subparagraph (a) herein, including but not limited to personal property taxes for equipment used to service the Building or fees or assessment charged by any infrastructure authority or owners’ association, but excluding income taxes assessed against and payable by Landlord;
|
|
(h)
|
all costs incurred in the maintenance of a private street or shared access pursuant to any easement, covenant, agreement or restriction running with the land where the Building is located; and
|
|
(i)
|
all other costs not otherwise specifically set forth for operating, maintaining, repairing and lighting the Common Areas, the service areas, the garbage and refuse disposal facilities, the loading areas and all other non-leasable areas and facilities located in the Building.
|
|
A.
|
NO EXCLUSIVE PARKING SPACES
:
Tenant shall have no exclusive right to use any parking spaces.
|
|
B.
|
RISK OF LOSS
:
Every parker is required to park and lock his/her own car. All responsibility for damage to cars or person is assumed by the parker.
|
|
C.
|
EXTENDED PARKING
:
Tenant shall notify Landlord of its intent to park any passenger vehicle in the parking area surrounding the building for longer than forty-eight (48) hours. In Notifying the Landlord, Tenant shall provide a description of the vehicle, i.e. make, model, and license number, and the approximate length of time the vehicle would be on the premise. No vehicle shall remain in the parking lot longer than seven (7) days.
|
|
D.
|
RECREATION VEHICLES
:
No recreation vehicle of any type (re: Bus, Mobile Home, Boat, Camper, Trailer, etc.) shall be parked in the parking lot or any area on the site. In the event of violation of the foregoing, Landlord may remove it without liability and at the expense of the Tenant.
|
|
E.
|
COMMON PARKING SPACES
:
Tenant shall have the non-exclusive right to use, in common with other tenants of the Building, the parking spaces of the Building (“Common Parking Spaces”). The Common Parking Spaces are sometimes collectively referred to as the “Parking Areas”.
|
|
F.
|
EMPLOYEE PARKING
:
Landlord may, from time to time, reasonably designate specific areas in the parking lot for the parking of vehicles of employees to Tenant. Tenant’s agents and employees shall park their vehicles only within such designated areas.
|
|
G.
|
PARKING ENFORCEMENT
:
Tenant’s failure to comply with the provisions of this Section or to observe the Parking Rules and Regulations shall give Landlord the right to: (1) physically remove Tenant’s vehicle(s) and to collect towing and storage charges, plus daily retention charges prevalent in the area as a condition of releasing such vehicle to its owner and/or (2) terminate Tenant’s right to use the Parking Areas. No such removal or termination shall create any liability on Landlord or be deemed to interfere with Tenant’s right to quiet possession of its Premises.
|
|
A.
|
BY LANDLORD
:
Landlord shall at all times during the Term of this Lease carry, at its own expense, insurance which Landlord determines is necessary to insure the Building, including the Premises, against loss or damage by fire or other casualty (namely, the perils against which insurance is afforded by the standard fire insurance policy and extended coverage endorsement); provided, however, that Landlord shall not be responsible for, and shall not be obligated to insure against, any loss of or damage to any of Tenant’s Personal Property or any Alteration not approved by Landlord, in writing, which Tenant may construct on the Premises. If the Lease Space Improvements installed by Landlord or any Alterations made by Tenant result in an increase in the premiums charged during the Term of this Lease on the casualty insurance carried by Landlord on the Building, then the cost of such increase in insurance premiums shall be borne by Tenant, who shall reimburse Landlord for the same as Additional Rent.
|
|
B.
|
BY TENANT
:
Tenant, in order to enable it to meet its obligations to insure against the losses and liabilities specified in this Lease, shall at all times during the Term of this Lease carry, at its own expense, for the protection of Tenant, Landlord and Landlord’s management agent, as their interests may appear, one or more policies of general public liability insurance, issued by one or more insurance companies acceptable to Landlord, with the following minimum coverage’s:
|
|
i.
|
Comprehensive General Liability Insurance including Blanket Contractual Liability, Broad Form Property Damage, Personal Injury, Completed Operations, Products Liability and Fire Damage with limits of not less than $1,000,000 combined single limit for both bodily injury and property damage;
|
|
ii.
|
Worker’s Compensation and Employer’s Liability Insurance with limits as required by law; and
|
|
iii.
|
Fire and Extended Coverage, Vandalism and Malicious Mischief, and Sprinkler System Leakage, for the full cost of replacement of Tenant’s Personal Property located in the Premises, and any Alterations paid for by Tenant.
|
|
C.
|
DAMAGE AND DESTRUCTION
:
If all or any part of the Building is damaged or destroyed during the term of this Lease so that it becomes untenantable in whole or in part, by reason of fire or other casualty, this Lease shall remain in full force and effect and
|
|
(1)
|
Petition in bankruptcy by or against Tenant or any guarantor (“Guarantor”) of Tenant’s obligations hereunder;
|
|
(2)
|
Petition or answer seeking with respect to Tenant or any Guarantor a reorganization, arrangement, composition, readjustment, liquidation, dissolution, or relief of the same or different kind, under any provision of the Bankruptcy Act or any statute of like tenor or effect;
|
|
(3)
|
Adjudication of Tenant or any Guarantor as a bankrupt or that Tenant is insolvent;
|
|
(4)
|
Assignment for the benefit of creditors of Tenant or any Guarantor whether by trust, mortgage, or otherwise, or the execution of a composition agreement with Tenant’s or any Guarantor’s creditors;
|
|
(5)
|
Petition or other proceeding by or against Tenant or any Guarantor for, or the appointment of, a trustee, receiver, guardian, conservator, or liquidator of Tenant or any Guarantor with respect to all or substantially all of Tenant’s or any Guarantor’s property;
|
|
(6)
|
Petition or other proceeding by or against Tenant or any Guarantor for its dissolution or termination; or
|
|
(7)
|
Taking of the Leasehold created hereby or any part thereof or any property of Tenant located thereon upon execution, attachment, or other process of law or equity.
|
1.
|
Locks and Keys
:
Landlord agrees to furnish Tenant with two (2) sets of suite keys. Tenant will place no additional locks or bolts of any kind on doors or windows nor will any changes be made in existing locks or the mechanism thereof without Landlord’s permission. Tenant will, upon termination of its tenancy, restore all keys to Landlord. If a lock is to be changed, Tenant shall contact Landlord and Landlord shall make any change at Tenant’s expense.
|
2.
|
Tenant Identification:
Tenant, at Tenant’s expense, shall provide their own identification information on the sign placard located over Tenant’s front entryway to the Premises. All Tenant identification information shall conform to Landlord’s established sign design criteria, which may change from time to time. No other directory or sign of any type or fashion shall be permitted unless approved, in advance and in writing, by Landlord.
|
3.
|
Tenant’s Contractors:
Tenant will refer all contractor, contractor’s representatives and installation technicians, rendering any service to the Premises for Tenant, to Landlord for Landlord’s approval before performance of any contractual service. This provision shall apply to all work performed in the Building including installation of telegraph equipment, electrical devices, and attachments and installations of any nature affecting floors, walls, woodwork, trim, windows, ceilings, equipment of any physical portion of the Building. Should a tenant require telegraphic, telephone, annunciator or other communication service, Landlord will direct the electrician where and how wires are to be introduced and placed and none shall be introduced or places except, as Landlord shall direct.
|
4.
|
Deliveries
:
All deliveries of other than hand carried items must be made via the rear entrance of the Building.
|
5.
|
Lodging
:
Tenant shall not at any time occupy any part of the Building as sleeping or lodging quarters.
|
6.
|
Landlord’s Employees
:
Tenant shall not contract with Landlord’s employees to render services of any kind.
|
7.
|
Obstruction of Common Areas
:
None of the entries, passages, doors, elevators, hallways or stairways shall be blocked or obstructed, or any rubbish , litter, trash or material of any nature placed, emptied or thrown into these areas, or such areas be used at any time except for access or egress by Tenant, Tenant’s agents, employees, or visitors. Corridor doors, when not in use, shall be kept closed. No bicycles, vehicles, or animals of any kind shall be brought into or kept in or about the Building. Nothing, including vehicles, shall be stored or placed outside the building or surrounding area at any time.
|
8.
|
Waste
:
Tenant shall not commit, nor allow being committed, in, or about the Premises or the Building, any act of waste, including any act, which might deface, damage or destroy any part of the Building.
|
9.
|
Noises and Offensive Odors
:
Tenant shall not permit any objectionable or offensive noise or odors to be emitted from the Premises; or do anything or permit anything to be done which would disturb or tend to disturb other tenants occupying leased space in the Building.
|
10.
|
Building Attachments
:
No awnings or other projections shall be attached to the outside walls of the Building and no curtains, blinds, shades, or screens will be used in connection with any window of the Premises without the prior written consent of Landlord.
|
11.
|
No Displays or Advertisements
:
Tenant shall not inscribe, paint, affix or display any signs, advertisements or notices on the Building, except for such tenant identification information as Landlord permits to be included or shown on the directory board in the main lobby and on or adjacent to the Tenant access door or doors to the Premises. In the event of the violation of the foregoing, Landlord may remove same without liability and at the expense of Tenant.
|
12.
|
Lost or Stolen Property
:
Landlord will not be responsible for lost or stolen personal property, money or jewelry from Tenant’s Premises regardless of whether such loss occurs when the area is locked against entry or not.
|
13.
|
No Unlawful Purpose
:
Tenant shall use the Premises and conduct its business in a safe, careful, reputable and lawful manner; and Tenant shall not use the Premises for any unlawful purpose or activity.
|
14.
|
Hazardous Equipment and Material
:
Tenant shall not place, install or operate on the leased premises or in any part of the Building, any engine, stove or machinery, or conduct mechanical operations or cook thereon or therein, or place, use or permit to be used in or about the Premises any explosives, gasoline, kerosene, oil, acids, caustics, or any inflammable, explosive, or hazardous material or substance which might cause injury to person or property or increase the danger of fire or other casualty in, on or about the Premises without written consent of Landlord.
|
15.
|
Acts Affecting Landlord’s Insurance Policy
:
Tenant shall not use the leased premises, or allow the Premises to be used, for any purpose or in any manner which would in Landlord’s opinion, invalidate any policy of insurance now or hereafter carried on the Building or increase the rate of premiums payable on any such insurance policy. Should Tenant fail to comply with this covenant, Landlord may, at its option, require Tenant to stop engaging in such activity or to reimburse Landlord as Additional Rent for any increase in premiums charged during the Term of this Lease on the insurance carried by Landlord on the Premises and attributable to the use being made of the Premises by Tenant.
|
16.
|
Floor Overloading
:
Tenant shall not overload the floors of the Premises beyond their designed weight-bearing capacity, which Landlord has determined to be seventy-five (75) pounds per square foot live load, including an allowance for partition load. Landlord reserves the right to direct the positioning of all heavy equipment, furniture and fixtures which Tenant desires to place in the Premises so as to distribute properly the weight thereof, and to require the removal of any equipment or furniture which exceeds the weight limit specified herein.
|
17.
|
Outside Storage
:
NO OUTSIDE STORAGE OF ANY KIND IS PERMITTED
.
|
A
|
Landlord and Tenant are entering into the Lease for certain Premises which are more particularly described in the Lease;
|
B.
|
As a condition of such Leasing, Landlord requires that all of Tenant’s obligations under the Lease be guaranteed;
|
C.
|
In consideration of, and as a material inducement for, Landlord entering into the Lease with Tenant, Guarantor is willing to, and hereby does, guarantee to Landlord, its successors and assigns, the full and timely performance of all the undertakings and covenants and obligations of Tenant under the Lease as if set forth herein, and the due and punctual payment, to whomever may be entitled thereto, of all rents and any and all other monies, however designated, payable by Tenant under, pursuant to, or arising directly or indirectly out of the Lease for, during, and in respect of the full Term of the Lease and any extensions or renewals thereof beyond the expiration date of the original Term of the Lease, whether by operation of law or otherwise;
|
D.
|
Guarantor hereby:
|
|
-
|
expressly waives notice of the acceptance of this Guaranty, and notice of any and all defaults under the Lease by Tenant; and
|
|
-
|
waives presentment, protest, demand for payment, any right of sot-off, notice of default or dishonor, and any and all other notices to which Guarantor might otherwise be entitled, as a guarantor, under law or in equity; and
|
|
-
|
agrees and consents that Landlord may, in its discretion, at any time or from time to time, without notice to the undersigned: (a) grant any indulgence or forbearance to Tenant with respect to the fulfillment and performance by Tenant of any or all of its undertakings, covenants and obligations under the Lease, including the prompt payment of rentals and other monies due; (b) waive, release, or postpone, in whole or in part, the fulfillment and performance by Tenant or any of the undertakings, covenants and obligations of Tenant under the Lease; (c) enter with Tenant into modifications of or amendments to the Lease of any kind or nature whatsoever (including without limitation extensions or renewals) or consent to assignments of Tenant’s interest under the Lease; and (d) adjust or settle any dispute with Tenant in connection with the Lease; and acknowledges that no indulgence, forbearance, waiver, consent, modification, adjustment, settlement or other event of any kind described in the sentence immediately preceding shall void
|
|
-
|
waives any right of subrogation, indemnification, or other right to recover from the above named Tenant any amounts paid by the undersigned pursuant to this Guaranty, until the Landlord shall have collected all sums owed it by such Tenant, and agrees that Landlord shall not be required or compelled to first or to simultaneously seek payment from or file an action against Tenant or any other guarantor in order to seek payment hereunder or to file an action pursuant hereto; and
|
|
-
|
acknowledges that this Guaranty is absolute, continuing, unconditional, and unrestricted, and is a Guaranty of payment, or of collection or of both, as Landlord may in its sole discretion at any time determine; and that this Guaranty shall remain at all times effective, notwithstanding that any portion of the indebtedness from Tenant to Landlord may as between Landlord and Tenant be or become void or voidable, whether in a bankruptcy proceeding or otherwise; and agrees that no assignment of the leasehold interest, whether within or outside of bankruptcy, shall relieve or release the undersigned from its liability and obligations hereunder; and
|
|
-
|
agrees to reimburse Landlord for all expenses of any nature whatsoever, including, without limitation, attorney’s fees, incurred or paid by Landlord in exercising any right, power, or remedy conferred by this Guaranty or under the Lease, with any money judgment obtained hereunder against the Guarantor to bear interest at the rate provided in the Lease or at the highest rate permitted by law in the event the rate provided in the Lease exceeds than applicable legal limitations; and
|
|
-
|
agrees that in the event of (i) the dissolution or insolvency of Tenant, (ii) the inability of Tenant to pay its debts as they become due, (iii) an assignment by Tenant for the benefit of its creditors, (iv) the institution of any bankruptcy or other proceeding by or against Tenant alleging that Tenant is insolvent or unable to pay its debts as they become due, or (v) any vacation by Tenant from the Premises prior to the end of the agreed Term of the Lease or any dispossession or eviction of Tenant therefrom prior to the end of the Term of the Lease following a default by Tenant under the Lease, the undersigned shall nevertheless remain liable hereunder and this Guaranty shall remain in effect throughout the full Term of the Lease and any extensions and renewals thereof, whether by operation of law or otherwise, and the liability of Guarantor hereunder shall be subject to acceleration in accordance with any acceleration of Rent provision contained in the Lease; and
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-
|
agrees that upon the filing by or against Tenant of any proceeding under any present or future provision of the United States Bankruptcy Code, or any other similar federal or state statute, Guarantor shall have no right to contribution, indemnification, or any recourse whatsoever against the Tenant for any liability incurred by Guarantor under the terms of this Guaranty, and that no payments made by Tenant to Landlord at whatever time shall over be deemed to have been made on behalf of or to have benefited the undersigned in any manner which would be regarded as a preference in any bankruptcy proceeding involving the Tenant or otherwise; and
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-
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agrees that no rejection or termination of the Lease by Tenant in bankruptcy, and no reduction in bankruptcy as between Landlord and Tenant of any amount owed or to be owed from Tenant to Landlord shall be effective to release the Guarantor, who shall remain liable for all amounts which but for such rejection or termination would have accrued under the Lease subsequent to such
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-
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acknowledges the commercial nature of this transaction and, so acknowledging, hereby expressly waives the right to trial by jury or counterclaim in any lawsuit or proceeding related to this Guaranty or Lease or arising in any way from the indebtedness or transactions involving Landlord and the Tenant; and
|
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-
|
acknowledges that this Guaranty does not provide rights of possession of the Premises to Guarantor; and
|
|
-
|
acknowledges that this Guaranty is a material consideration for Landlord entering into the Lease and that Landlord is relying upon this Guaranty to secure Tenant’s payment and performance under the Lease; and acknowledges receipt of a copy of the Lease.
|
TIMOTHY W. CRAWFORD
|
10-19-2012
|
|||
BUYER/TENANT
|
DATE
|
SELLER/LANDLORD
|
DATE
|
|
|
||||
BUYER/TENANT
|
DATE
|
SELLER/LANDLORD
|
DATE
|
Page 1 of 2
|
Effective 01 /01 /05
|
|
•
|
Disclose information that is confidential, or that would have an adverse effect on one party’s position in the transaction, unless such disclosure is authorized by the client or required by law;
|
|
•
|
Advocate or negotiate on behalf of either the buyer or seller.
|
|
•
|
Suggest or recommend specific terms, including price, or disclose tl1e terms or price a buyer is willing to offer or that a seller is willing to accept;
|
|
•
|
Engage in conduct that is contrary to the instructions of eitl1er party and may not act in a biased manner on behalf of one party.
|
Page 2 of 2
|
Effective 01 /01 /05
|
[X]
|
General Liability- Type of insurance, policy number, effective date, expiration date and limits ($1,000,000/ occurrence combined single limit)
|
[X]
|
Employers Liability (Stop Gap Coverage)- Policy number, effective date, expiration date and limits ($500,000 limit)
|
[X]
|
Fire and extended coverage, vandalism and malicious mischief, and sprinkler system leakage, for the full cost of replacement of Tenant’s personal property located in the Premises, and any alterations paid for by Tenant.
|
[X]
|
Cancellation- Must have a 30 day notice written notice of cancellation. Please remove the “endeavor to” verbiage.
|
Business Name:
|
Cardinal Energy Group, Inc.
|
Complex Name:
|
|
Address:
|
6037 Frantz Road, Dublin, OH 43017 103
|
Contact:
|
Timothy W. Crawford, CEO (614) 565-2204
|
Email Address:
|
tim.crawford@cardinalenergygroup.com
|
Contact Name:
|
Dan Troendly
|
Title:
|
CFO
|
Address:
|
6037 Frantz Road, Dublin, OH 43017 103
|
Telephone:
|
(614) 565-2204 (614) 451-0708
|
Email Address:
|
dan.troendly@cardinalenergygroup.com
|
Contact 1:
|
|||
Name:
|
Timothy W. Crawford
|
Title:
|
CEO
|
Telephone:
|
( )
|
Cell:
|
(614) 565-2204
|
Contact 2:
|
|||
Name:
|
Christine Miller
|
Title:
|
Office Mgr
|
Telephone:
|
( )
|
Cell:
|
(614) 446-0009
|
Contact 3:
|
|||
Name:
|
Todd E. Crawford
|
Title:
|
Brother / Director
|
Telephone:
|
( )
|
Cell:
|
(614) 361-2761
|
Security Company: Golden Rule Security
Telephone: (614) 457-6520 Code: ___________
Any helpful operating instructions:____________________________________________________________
|
WATER SERVICE ORDER
|
Columbus & Central Ohio Systems, Inc.
P.O. Box 2296
Westerville, OH 43086
614.540.2408
|
|||||||
FILL IN BELOW TO OPEN YOUR ACCOUNT
|
||||||||
|
||||||||
COMMERICAL COMMUNITY:
|
______________________________
|
|||||||
|
||||||||
Name:
|
_________________________
|
New Address:
|
_________________________
|
|||||
|
_________________________
|
|||||||
_________________________
|
_________________________
|
|||||||
_________________________
|
||||||||
|
||||||||
Phone No:
|
No. of occupants:
|
_________________________
|
||||||
|
||||||||
Home:
|
(_____) ____________
|
Move In Date:
|
_____________________
|
|||||
|
||||||||
Work:
|
(_____) ____________
|
FILL IN BELOW TO CLOSE YOUR ACCOUNT
|
|||||||
|
|||||||
COMMERICAL COMMUNITY:
|
______________________________
|
||||||
|
|||||||
Name:
|
Forwarding Address:
|
_________________________
|
|||||
|
_________________________
|
||||||
_________________________
|
_________________________
|
||||||
Address:
|
_________________________
|
_________________________
|
|||||
|
_________________________
|
_________________________
|
|||||
|
|||||||
Phone No:
|
|||||||
|
|||||||
Home:
|
(_____) ____________
|
Move Out Date:
|
|||||
|
|||||||
Work:
|
(_____) ____________
|
_____________________
|
FOR OFFICE USE ONLY
|
RECVD:
|
EFFECTIVE:
|
ACCOUNT NO.
|
P. Due AMT.
|
|
COMMENTS:
|
||
Resident shall pay a percentage of the total water & sewer usage. A processing fee is automatically calculated into the Water and Sewage fee. This amount shall be divided equally between the complex and or building. A $10.00 per month penalty will be added to all charges that remain unpaid after the due date. Failure to receive bill does not relinquish responsibility for payment.
Water /Sewer payments can be processed automatically with a VISA or MASTERCARD. Call Columbus & Central Ohio S stems, Inc. for details.
|
|
1.
|
Gather no more than 3 proposed designs - with absolutely
no
changes to building or method to attach the sign to the building. Each design needs to show the following: requested dimensions, requested colors, desired font, image of the sign.
|
|
2.
|
Fax your request to (614) 474-1444
|
|
3.
|
With
written
approval from landlord place order for your sign
|
TIMOTHY CRAWFORD, CEO
|
(Lessee Signature)
|
Timothy W. Crawford
|
(Print Name)
|
Cardinal Energy Group, Inc.
|
(Name of Company and Unit address)
|
#103
|
Client
|
Address
|
Date
|
Acct. No.
|
|
Gas
|
Cardinal Energy
Group
|
6037 Frantz Rd
Suite 103
|
||
Electric
|
Cardinal Energy
Group
|
6037 Frantz Rd
Suite 103
|
UTILITY COMPANY
|
PHONE NUMBER
|
Columbia Gas
|
(800) 344-4077
|
American Electric Power
|
(800) 277-2177
|
1.
|
I have reviewed this
Form 10-K for the year ended December 31, 2012 of Cardinal Energy Group, Inc.
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,
|
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
March 27, 2013
|
TIMOTHY W. CRAWFORD
|
Timothy W. Crawford
|
||
Principal Executive Officer
|
1.
|
I have reviewed this
Form 10-K for the year ended December 31, 2012 of Cardinal Energy Group, Inc.
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,
|
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
March 27, 2013
|
DANIEL TROENDLY
|
Daniel Troendly
|
||
Principal Financial Officer
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
|
(2)
|
The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
TIMOTHY W. CRAWFORD
|
|
Timothy W. Crawford
|
|
Chief Executive Officer
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
|
(2)
|
The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
DANIEL TROENDLY
|
|
Daniel Troendly
|
|
Chief Financial Officer
|