Donene can certainly share info. I believe she should be getting it to you shortly. I think we should have a regular monthly or quarterly report on financials. We really don’t spend much of anything but we should all be looking at the financials regardless.

 

I’m not too concerned with owing anything unless there’s something we are unaware of, but the taxes need to be filed sooner rather than later. I realize fully that we don’t have to pay taxes on the 7i money but greatly appreciate the email info and links.

 

Although this may appear to be routine, I still believe that I should be there to represent us from mulitple angles & levels of responsibility.

 

You really won’t need to campaign against anything. The board votes on what goes on the proxy to the shareholders.  Will get back to you later, hopefully with more updates. Good luck with work. 🙂

 

Ellen Simeonoff
General Manager
Kodiak Island Broadcasting Co., Inc.
KVOK-AM / KRXX-FM
ph 907-486-5159
fax 907-486-3044
cell 907-539-2776
www.kvok.com
www.jackfmkodiak.com

 

 

 

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Tuesday, September 16, 2008 7:17 AM
To: Ellen Simeonoff
Subject: Re: Meeting/Proxy

yes that’s all good. as for the taxes we should file them as soon as possible. we have not made any money any money received has been from  7i. Donene should have the answers for you I have already talked to numerous Native leaders who assure me the money is not taxable, and just needs to be declared. 90 thousand dollars will cover and cost associated with penalties for taxes we should not have had any taxes owed. send me the documents and I can file the taxes within a week. it is easy to do. especially if we have no income. regardless of who does it we need to file taxes immediately. there is no penalty if you don’t owe any money. do you think Donene can at least share the information she has on QuickBooks. she has the file on disc or does the accounting firm still have it. I don’t know how much money it will cost you to file taxes but this should be more important than attending a meeting that has a predetermined outcome. (opinion). this meeting is just to accept Uganik offer to sell the Delphin bay land. I will be busy for the next couple of days but then will be able to get more “legwork” done. I know you and Donene are extremely busy and don’t have the time needed to address these issues. I will also address the issues of shares. if we accepted votes for shares and there is no disputes we will have to payout. we cant accept votes then say but you cant get the money. I had asked for the disputed shares previously. This is also an important issue as we will have to give a list of eligible votes in order to vote on a sale. this and the taxes should supersede any other issues. I will state it again for those who don’t know. I will not support any disbursement less than 95% unless compelling reasons are made to the contrary, and will actively campaign against it.  if we wait until the last minute on issues that is no excuse. but I will not be free to do anything for a few days. I will be very busy for a few days. the Issue of Uganik land was just a thought…. but seems to have merits. I have to get back to work… I will be back in a few days… or less… have to make money.

r

be happy its all good.

From: Ellen Simeonoff

Sent: Monday, September 15, 2008 9:37 AM

To: ‘Richard E Simeonoff’

Subject: RE: Meeting/Proxy

 

Hey it’s all good. I talked a little with Donene on Saturday and a couple of things to consider came up. Taxes….we need to find out if we have to pay any from not filing all these years and what that amount might be. Also…taxes on this land sale money….just need to find out for certain what the scoop is and make sure we don’t give our shareholders the wrong info or make any critical mistakes for the corp. She said she’ll talk with Peggy Nekeferoff this week about both of those things.

We also talked about doing and informal shareholder survey to get an idea of where our shareholders are at.

 

I’m sorry I didn’t get back to you. My internet still wasn’t working Friday when I got home and I had a busy weekend with my family so I never took the time to call GCI and have them fix it over the phone for me. Yeah…..selling Uganik’s land with a conservation easement is something worth considering quite seriously if we can still have cabins, etc out there.

 

Will get back to you later

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Saturday, September 13, 2008 8:55 AM
To: Ellen Simeonoff
Subject: Re: Meeting/Proxy

Ellen, sorry I did not get back to you last nite. I was tired. lots of thing going on here right now. I enjoyed the break. I don’t think we should discount either lawyer. pricing and ability to modify to our Corporation. would be key. I would definite get a price from both and talk to both while your in Anchorage. I think we had ok’d the per diem of 65 dollars per day didn’t we? we were all in agreement. if your there on business you shouldn’t have to buy your own food. the only thing we may have differences is putting the wording on the proxy of 95% distribution? we can talk today sometime, I can call all the shareholders again and see if they would accept 95% of the proceeds that would leave Uganik with enough room and operating expenses to plan for the future and have annuals meeting setup a lease program. should we consider trying to sell the raspberry straight land?  I think the federal program that old harbor is trying with there land is optimal we get money but forever get to use the land. maybe even Uganik it would save it from ever being sold. I don’t know. I would like to get together with some shareholders and build at least one cabin we could share or use in Uganik. I can build it with minimal expense. I for sure am not angry or mad…. well things stressful here now. business stuff but it will pass. ok talk to you later

 

From: Ellen Simeonoff

Sent: Friday, September 12, 2008 7:04 PM

To: ‘Richard E Simeonoff’

Subject: RE: Meeting/Proxy

 

fyi….every time I answer you in writing….it seems to sound that way to you, but I’m not frustrated nor angry. 🙂

Enjoy your dinner. I’m gonna leave work in just a bit. So if you want to talk give a shout. I think I have internet at home again, so that should also work and I can check email there.

and I am relaxed, in fact i am beginning to find this humorous….usually you sound so frustrated and angry, i find this situation most interesting.

 

Ellen Simeonoff
General Manager
Kodiak Island Broadcasting Co., Inc.
KVOK-AM / KRXX-FM
ph 907-486-5159
fax 907-486-3044
cell 907-539-2776
www.kvok.com
www.jackfmkodiak.com

 

 

 

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Friday, September 12, 2008 5:54 PM
To: Ellen Simeonoff
Subject: Re: Meeting/Proxy

easy ellen lets talk and see if we can resolve this later I going to eat dinner relax

 

From: Ellen Simeonoff

Sent: Friday, September 12, 2008 6:05 PM

To: ‘Richard E Simeonoff’

Subject: RE: Meeting/Proxy

 

God. I’m not angry….but just so you know you sound really angry to me.

 

And i laugh when you say you don’t know what I’m proposing. All I’ve been doing is putting out ideas.

 

I am tossing around several things. Re-read your first email. 🙂 I asked everyone to think about several things, one of which is should we put the distribution in this first proxy and be done with it. That decision does come with the risk of the vote not passing though and I said we need to think it through thoroughly and we need to communicate heavily with shareholders if we do.

 

Where do I stand? I’m for a distribution that ranges between 95 to 100% depending on financial considerations for the corporation. That’s where I’ve always been. I think that we just don’t speak the same language sometimes or you just aren’t listening or something, I really don’t get it.

But I am also for “doing what the majority of our shareholders want” and if that conflicted with what I want I’d just have to do it anyway and would be fine with it.   Other concerns I have include proceeding with a major distribution without shareholder input towards the board. I think if I were a shareholder I’d be somewhat uncomfortable with having never voted in any of my board members and been given almost no time to really think about any of the decisions that lie in front of them.   But it all is what it is and we need to address it as respectfully and fairly as possible. It also doesn’t help when you send out emotional letters spreading discontent & mistrust of the board when nothing underhanded is taking place, yet you imply that to the shareholders.  What good does that achieve? I realize you were frustrated, but that causes confusion, and worse. I just want to fix all of that.

 

 

 

Ellen Simeonoff
General Manager
Kodiak Island Broadcasting Co., Inc.
KVOK-AM / KRXX-FM
ph 907-486-5159
fax 907-486-3044
cell 907-539-2776
www.kvok.com
www.jackfmkodiak.com

 

 

 

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Friday, September 12, 2008 4:51 PM
To: Ellen Simeonoff
Subject: Re: Meeting/Proxy

no need to get angry. so you are in favor of what? I don’t know what your proposing

 

From: Ellen Simeonoff

Sent: Friday, September 12, 2008 5:45 PM

To: ‘Richard E Simeonoff’

Subject: RE: Meeting/Proxy

 

We all are allowed to state our opinions. Why you perceive yours to not be allowed I can’t fathom. Especially when you state them so very freely and often.

 

This is exactly why I think email is dangerous….because some much confusion ensues.

 

 

 

 

 

Ellen Simeonoff
General Manager
Kodiak Island Broadcasting Co., Inc.
KVOK-AM / KRXX-FM
ph 907-486-5159
fax 907-486-3044
cell 907-539-2776
www.kvok.com
www.jackfmkodiak.com

 

 

 

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Friday, September 12, 2008 3:30 PM
To: Ellen Simeonoff
Subject: Re: Meeting/Proxy

wait a minute here Ellen. I don’t even know what a 5 year trust is? but you say leave 2% to 5% and immediately distribute the rest. I will not vote for anything less and will actually campaign against any option that does not give the money out. no settlement trust immediate distribution, period. no trust nothing. this money is non taxable and should be declared as such. for the sake of clarity and cohesion of this board. I would propose a 95 distribution immediately after the sale and then we can work on the future of Uganik and getting an elected board that has the backing of the majority shareholders. if there no plan except vague inferences that is no plan at all. We don’t need any trust if there are other plans on this board I have not heard one clear plan yet. so far the only plan and resolution we have is 100 percent distribution. I say we go with 95% IMMEDIATE (to those verified shareholders with verifiable address). If we can at least agree on this we can move forward in solidarity. or at the minimum come up with more of a plan than vague descriptions of nothing. lets hear it. present it to the shareholders now before the last minute. lets get an official poll going of what shareholders want. not one or two directors. why we would need more than 100,000 is way beyond me. I believe the only lawyer for us is Kathy Black. we have enough trouble with out working with another firm. she has our information and she was reasonable. CAN WE ALL AGREE?? it sounds like we could be maybe we need a meeting. we should be able to do one when needed. why cant we all state our opinions? we need to all speak up. I am in daily contact with shareholders and they are all in agreement with me. (but they don’t want to leave any money. I think that would be foolish considering our inability to come up with a budget and issues concerning the land we need to clarify the Corporations future. I hate to say it but have the only plan so far. at least that is being spoken.  I would be a good idea for each one of the board to come up with a plan or their vision for the future. if we can agree on distribution and it included in the proxy we can all relax.  if all this seems confusing her is what I am proposing.

distribute 95% to shareholders immediately with the wording in the proxy.

Richard

 

 

 

From: Ellen Simeonoff

Sent: Friday, September 12, 2008 12:41 PM

To: ancroberts@yahoo.com ; ‘Richard E Simeonoff’ ; ‘John Crawford’ ; tweten@ptialaska.net

Subject: Meeting/Proxy

 

Update…Sorry but this is lengthy,

 

I called Tim just to confer with him on the meeting, etc. He hadn’t yet been informed of the change to the EVOSTC meeting.

 

I asked him a few questions:

 

Walt Ebell will be the attorney Shuyak is using.

 

We can look into combining efforts to save $$ regardless of our decision.

Bittner, Horton, Birch & Cherot (i think that’s right) have prior experience with ALC land sales/proxies and are in Tim’s opinion a good firm.

 

Ahkiok included a 5 year settlement trust into their proxy (like Richard is hoping to do)……concerns with that…it does not give the shareholders much time to digest all that is taking place and could damage the sale entirely if we did not have a quorum.  If we do combine this in the proxy we will need to sell this to our shareholders heavily so that they are comfortable with our decision, the information we provide, our financial status, and the status of our corp. Please start thinking about issues we’ll need to address.

 

We could put information in our proxy stating and expected distribution vote/date, etc. This is the primary concern.

 

My other concern with including it in the first proxy would be that we need to determine  what our funds for the future will be with respect to any future expenses to the shareholders and corporation….before we distribute all 100% of the proceeds.  We need to think like Board Members here and not individuals.

 

We are either a corporation or we’re not.   I am in no capacity saying that we create more Admin, create jobs for ourselves or others, etc. but the five of us are not the only shareholders and if the corp is to continue we need to look at reasonable buffers for any unanticipated expenses (we do still have Uganik land that we’re responsible for).

 

That is where taking a little extra time right now for all of us to look at any possible financial responsibilities is just part of our due diligence as board members.

 

If we have Exxon money coming to us for Uganik then we are probably set and free and clear to recommend 100% distribution. If not then we need to consider keeping anywhere from at If it does continue to grow  or stay that high, and we’re “loaded”  and have minimal expenses for annual meetings,taxes, a bookeeper, or land lease issues for our shareholders…..the least 1% to 5% for the years to come.      There is never a guarantee our 7i money from Koniag. will continue on the same track, it certainly has been different each year since 2001 and it has been below $10,000 more than once.    en we can certainly give out nice Christmas bonuses, mid-year or otherwise and 100% distribution would be ideal!

 

 

From: Ellen Simeonoff [mailto:ellen@kvok.com]
Sent: Friday, September 12, 2008 9:35 AM
To: ‘ancroberts@yahoo.com’; ‘Richard E Simeonoff’
Cc: ‘John Crawford’; ‘tweten@ptialaska.net’
Subject: RE: Meeting

The only thing I have to say about our recent attorney is that they did not put in a self addressed stamped envelope and said it was enclosed and there were some errors on the proxy that confused people and these edits were made.

 

I believe that the Shuyak situation is simply the same as ours and we wouldn’t be putting anything on this proxy about distribution, this is so the EVOSTC will cut us a check if we have full shareholder approval of the land sale. Shuyak’s situation would be the same. So if I could get a hold of George just to even see, we could possibly save some money through combined efforts.

 

The meeting date has changed to the 29th and it’s not listed on the website, so I called. Will get more info as I can.

Ellen Simeonoff
General Manager
Kodiak Island Broadcasting Co., Inc.
KVOK-AM / KRXX-FM
ph 907-486-5159
fax 907-486-3044
cell 907-539-2776
www.kvok.com
www.jackfmkodiak.com

 

 

 

From: Alyce Roberts [mailto:ancroberts@yahoo.com]
Sent: Thursday, September 11, 2008 7:20 PM
To: ‘Richard E Simeonoff’; Ellen Simeonoff
Cc: ‘John Crawford’; tweten@ptialaska.net
Subject: RE: Meeting

Hey everyone –

 

I think it is fine for Ellen to attend the meeting in Anchorage and I will also attend.  Ellen – I understand it is on the 23rd, can you please confirm the time and place?

 

I think we are all on the same page with regard to distributing the funds from the land sale and I also understand Richard’s concern with regard to notification to shareholders.  I wouldn’t support selling the land if most of the funds received for the sale are not disbursed to shareholders.

 

Regarding the attorney, I was pretty pleased with Kathy and though I am always in favor of limiting money spent on attorney’s fees I have equal concerns about potential conflicts of interest.  That’s not to say there is a conflict here but if we are considering doing something with Shuyak, I’d need confirmation that there indeed are no conflicts.

 

Just my thoughts.

 

Alyce

— On Thu, 9/11/08, Ellen Simeonoff <ellen@kvok.com> wrote:

From: Ellen Simeonoff <ellen@kvok.com>
Subject: RE: Meeting
To: “‘Richard E Simeonoff'” <rsimeonoff@hotmail.com>
Cc: “‘John Crawford'” <johntollakC@msn.com>, ancroberts@yahoo.com, tweten@ptialaska.net
Date: Thursday, September 11, 2008, 5:26 PM

Richard,

 

Thanks for your opinions and input..

 

I believe that if we can spend the money to have you fly up here for the meeting in June, that I can & should travel to Anchorage to represent our Corporation in this particular circumstance.

 

I really think the only concern there’s going to be with distribution is making sure we have correct addresses. Distribution is just not an issue. We may have to fine tune the smallest of details. But we are all on the same page here, there is no need for concern, and we all only have one vote, no one individual board member is in control of the destiny of our corporation.

 

We’re all more than fully aware of the monetary needs of many if not the majority of our shareholders.

 

Let’s work towards building trust and achieving the best results that we can for ALL of our shareholders.

 

This is incredibly exciting. We could be looking at closure by the end of October at the earliest!!!!!

 

Have a great day!!

Ellen

 

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Wednesday, September 10, 2008 6:11 PM
To: Ellen Simeonoff
Cc: John standing in the rain
Subject: Re: Meeting

Yes it all sounds good but I oppose any sale that is not tied to distribution.  that is one thing that must be addressed when getting shareholder approval. I would be adamantly against any blanket or vague wording as to what is done with the money. a wait and see approach is not acceptable. We have shareholders living in poverty and some going to die  in a few years penniless I had a lot of issues I wanted to address but the only one I have had full consensus on is full distribution.  no less  WE CAN “TABLE” ALL OTHER MATTERS, NOT THIS ISSUE. If Alyce is in Anchorage save money and let her report back.

 

 

From: Ellen Simeonoff

Sent: Wednesday, September 10, 2008 6:03 PM

To: ‘Richard E Simeonoff’

Cc: donenetweten@yahoo.comancroberts@yahoo.com ; ‘John Crawford’

Subject: RE: Meeting

 

 

With respect to hiring the same attorney, I still think it’s worth looking into. That same attorney may be ours. I’m just talking on saving time/money that go into the basic form of the document.

 

As far as the proxy is concerned we need to see if distribution can be put into this particular proxy, I’m not so certain, putting the distribution could cause initial problems with the vote if we had shareholders that were in disagreement with the %. But we can certainly ask about our options for approach and the easiest way to resolve as many problems in one fell swoop. And I don’t believe Shuyak has other plans….I mean that at this stage they’re doing the same thing we are….going for shareholder approval on this land sale.

 

Board attendance…..if we had money flying all over the place then certainly it’s worth considering having more board members.

 

Financial status….I could email you the bank statements but I’ll leave that up to Donene to explain the balances, etc, I’m not the treasurer so I’ll let her take care of that. Currently we have $35/$36 ish in the checking account but the AJV closing checks have not cleared so that number isn’t real, Donene should have that answer. No real transactions have taken place other than the final payment to the attorney’s and borough taxes that I saw when I checked on the account.

 

As far as distribution is concerned we have time to address that in the coming weeks. First we need shareholder approval to sell the land.  The shareholder list can be verified/looked over in the next few weeks, Donene and I can meet on that on a weekend. This one even if she’s got the time.

I think that once we get this rolling we can address leases.

 

Other thoughts and perspectives are more than welcome.

 

 

 

From: Richard E Simeonoff [mailto:rsimeonoff@hotmail.com]
Sent: Wednesday, September 10, 2008 4:46 PM
To: Ellen Simeonoff
Subject: Re: Meeting

thoughts from the desert.

Attending the meeting I agree that you or someone should attend at least to give us a clear understanding. (the information regarding the deal is on the EVOS site) but it cant hurt. we all should be able to attend if we are having the board attend. but I think one person would suffice. I think that although it would be nice to visit the land we have already committed to to sell the land and distribute the money. as Tim said he we really do not want to be showing any kind of dissent. that  could be a deal breaker…. as for the attorney the cost of the withdrawal was about 15 thousand?  we should expect about that. and if we use Kathy we can have the deal written to our shareholders. I only favor a sale if the money is distributed to the shareholders. Shuyak may have other plans. this is the only dissention we may have. I would still like to be able to use the land in Uganik did anyone come up with an alternate plan to leases?  and Kathy said we only need an attorney when we get the contract. have we verified addresses. I donʼt know what we need a meeting for.. unless we have some suggestions or something needs to be aired? I think we all want this deal to go as seamless as possible. I am definitely in favor of hiring our own attorney and not convoluting the situation. thanks for reimbursement I can feed my children again. I am interested in our financial status. and since we have 100% distribution planned we must have enough money to take care of expenses.

 

From: Ellen Simeonoff

Sent: Wednesday, September 10, 2008 1:52 PM

To: ‘Richard Simeonoff Jr.’ ; donenetweten@yahoo.com ; tweten@ptialaska.net ; ancroberts@yahoo.com ; ‘John Crawford’ ; ‘Alyce Roberts’

Subject: Meeting

 

Fellow Board Members,

 

Sorry for the delay in getting an agenda to you. I was waiting to hear from Tim Richardson on Monday and he did not get to me until just now with the most recent update in our situation.

 

I also had a conflict come up for tomorrow night and I’ll need to reschedule a meeting to either this weekend or next Monday. We may not find a meeting necessary and may be able to handle whatever is necessary through email or not. I’m leaving that up to you. I just can’t make it this Thursday at 6:45.

If it is later around 8:30 I can make it but I realize that is getting late for both Richard and Tollak (John).

 

Here is the update from Tim. It’s my understanding that Richard already emailed him this morning and has a little info.

 

On Friday Tim relayed that we’d make it on the EVOSTC agenda before the end of the month. Just now he said that meeting date the 23rd in Anchorage. I would like to attend and if Alyce can leave work I’d love to have you there. I’m also open to Donene attending. I think it’s important for our Board to have as clear of an understanding in this process as we can. I want to ensure that we aren’t missing any pieces of the puzzle/equation here so we can feel as confident as possible regarding this land sale. It is also important to ensure someone is there to represent our Corporation if there are questions, dissenting opinions, etc.

 

We may still want to make a boat trip over to the land if we can before then.

 

The other issue needing to be addressed in the immediacy is hiring an attorney. We could just go with Kathy Black but I am also going to contact George Gadder with Shuyak to see about combining efforts to avoid extra legal expenses.

 

 

Tim is also concerned at this point that no emails go out on this matter out of concern for dissenting opinions that could cause a disruption at the EVOS meeting and we get through the agenda with a clean slate so we can present the deal as is to our shareholdes and if anyone dissents they can do so then.

He’s also open to doing a teleconference with our board.

 

 

Your thoughts and opinions on this are desired:

 

Our meeting–date, time, or email to handle these decisions

Travel to EVOS meeting

Hiring an attorney—Legal/proxy

Teleconference with Tim–needed? When? Before or after the 23rd?

 

Thoughts???

 

 

Thanks for your patience, hope all is well with each of you.

 

Talk with you soon.

 

Ellen

P.S. Alyce sorry to bug you at your work email but I just wanted to make sure you got/get this asap.

Ellen Simeonoff
General Manager
Kodiak Island Broadcasting Co., Inc.
KVOK-AM / KRXX-FM
ph 907-486-5159
fax 907-486-3044
cell 907-539-2776
www.kvok..com
www.jackfmkodiak.com

 

 

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