Attached files
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| EX-17.1 - Saint James CO | v211815_ex17-1.htm |
UNITED
STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C.
20549
_________________________
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): February 17, 2011
THE
SAINT JAMES COMPANY
(Exact
Name of Registrant as Specified in Charter)
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North
Carolina
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000-13738
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56-1426581
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(State
or Other Juris-
diction
of Incorporation
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
|
Broadway
Plaza, 520 Broadway, Suite 350 Santa Monica CA 90401
(Address
of Principal Executive Offices, Zip Code)
Registrant’s
telephone number, including area code: (818) 880-5285
N/A
(Former
Name or Former Address, if Changed Since Last Report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General
Instruction A.2. below):
¨ Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section
5 – Corporate Governance and Management
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
November 12, 2010, the Chief Executive Officer of The Saint James Company (the
“Company”) was advised of the death, on November 9, 2010, of Wayne Gronquist,
the Secretary and a Director of the Company.
On
February 17, 2011, Richard Hurst, Chief Executive Officer and a Director of the
Company and of The Saint James EOS Wine Company (“EOS”), a subsidiary of the
Company, and the sole remaining Officer or Director of the Company and EOS,
tendered his resignation from both the Company and EOS.
Section
8 – Other Events.
Item
8.01. Other Events.
As
previously reported, on April 20, 2010 The Superior Court of the State of
California in San Luis Obispo entered an Order on the motion of Farm Credit West
appointing Mark Burrell of Westmark LLC as Receiver over the operations of
Sapphire Wines LLC (“Sapphire”). The Receivership remains in place, and the
Foley Wine Group has acquired the assets secured by Farm Credit
West.
The other
principal creditors of EOS, Sapphire and Emerald Wines, LLC (“Emerald”), being
EPT DownReit, LLC, Paso Robles VinREIT, LLC and Briarcliff Wine Group have all
secured default judgments against EOS, Sapphire and Emerald for monies owed.
Litigation by these creditors against the previous owner of Sapphire and
Emerald, namely Saphire Advisors and/or Jeffrey Hopmayer, is
proceeding.
As a
result of the foregoing, the Company has no operations and is no longer
operating or engaged in any commercial business activity.
Section
9 - Financial Statements and Exhibits.
Item
9.01. Financial Statements and Exhibits.
Exhibit
Number
Exhibit Description
17.1 Resignation
of Richard Hurst from the Company and EOS
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.
Date:
February 17, 2011
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By:
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/s/ Richard
Hurst
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Richard
Hurst
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Chief
Executive
Officer
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